2023 NCPGA Board of Directors Planning Session | January 19, 2023
The Makings of a Great Board of Directors Member
There are many attributes necessary for success as Member of the NCGPA Board of Directors. These are integral in partnership with duties and obligations, yet go beyond that to the qualities that must exist to create the relationships and communications that align our Association.
• Mutual Vision for the Greater Good
• Accountable to the Issues and Each Other
• Strategic Thinking
• Passion and Commitment
• Team Player
• Great Communicator
• Love of the Game
• Creativity
• Communicate Between Meetings
• Enthusiasm
• Focus
• Common Interest
• Think Outside the Box
• Planner
• Accessibility to Membership
• Good Communication Skills to Members
• Be Prepared
• Respect for Each Other
• Agree to Disagree
• Govern, Don’t Manage
• Follow Through – Action
Northern California Assessment Results Summary
Received from Boardspan Team January 18, 2023
Overall
Scores fell below the aggregated benchmarks of all 41 PGA sections combined. There is some room for improvement which we believe require some small tactical changes, but not a need to reinvent the wheel. Based on the data, across all 41 Sections the larger boards did tend to see lower scores around all board performance assessment topics, but specifically Board Alignment and Board Responsibilities trended lower.
Recommendations
Onboarding:
▪
Setting the proper expectations of the role and responsibilities to be a Board Member of the Northern California section.
▪ Not only attending meetings, but also striving for thoughtful engagement leaning into conversations around the Goals and Strategy of the section.
▪ Understanding the differences in the role between a board member and that of staff. ▪ Setting up new Board Members with mentors who exemplify what it takes to be a good Board Member and have strong historical knowledge of the board. Furthermore, someone they can lean on to help them understand the best practices as well as successfully being a thought partner to the Executive Director and staff.
Alignment: ▪
Keeping the Mission & Vision of the section front and center and at the top of everyone’s mind to ensure all decisions made align with those ideologies. ▪ A simple yet effective tip: Listing the Mission at the top of board materials. ▪ Building alignment around the Mission will help with building consensus with everyone on the shared vision, long term goals, and strategy as well.
Lucas PleinCONFLICT OF INTEREST STATEMENT
Board member conflict of interests Board members have a duty to subordinate personal interests to the welfare of the Northern California Section and those we serve. Conflicting interests can be financial, personal relationships, status or power.
Board members and employees are prohibited from receiving gifts, fees, loans or favors from suppliers, contractors, consultants, or financial agencies, which obligate or induce the board member or employee to compromise responsi bilities to negotiate, inspect or audit, purchase or award contracts, with the best interest of the Northern California Section in mind.
Board members and employees are prohibited from knowingly disclosing information about the Northern California PGA Sec tion to those who do not have a need to know or whose interest may be adverse to the Northern California Section, either inside or outside the Northern California Section. Nor may board members or employees in any way use such information to the detriment of the Northern California Section.
Board members or employees may not have a significant financial interest in any property which the Northern California Section purchases, or a direct or indirect interest in a supplier, contractor, consultant or other entity with which the Northern California Section does business.
Since it is not possible to write a policy that covers all potential conflicts, board members and employees are expected to be alert for and avoid situations whic h might be construed as conflicts of interests. Because of the nature of the golf business in the Northern California Section area, and indeed throughout the United States, each member of the Board (other than the Independent Directors) owns, or is employed by,an entity that is engaged in some aspect of the business. As provided in the next paragraph, each member should disclose the name and general nature of the business or his or her employer. It will be assumed that the member has a potential or actual conflict of interest in those circumstances where the Northern California Section is in a business relationship with the employer, and that the member will conduct him/herself in accordance with these policies in relation to that business.
Any possible conflict of interest on the part of any board member should be disclosed to the other board members and made a matter or record, either through an annual procedure or when the interest becomes a matter of board action.
Any board member having a conflict of interests or possible conflict of interest should not vote or use his/her personal influence on the matter, and he/she should not be counted as part of a quorum for the meeting. The minutes of the meeting should reflect that a disclosure was made, the abstention from voting and the quorum situation.
These restrictions should not be construed as preventing the board member from briefly stating his/her position in the matter, nor from a nswering pertinent questions of other board members, since his or her knowledge could be of assistance to the deliberations.
All board members will be required to complete the “Conflict of Interests Statement”. This policy will be reviewed by the board annually and given to each new board member for signature.
Northern California PGA Section Conflict of Interest Statement
I have read and am familiar with the Norther n California Section board policy concerning conflict of interest, and I have indicated my employment relationship and initialed the line opposite the appropriate paragraph below.
During the past year, I have been employed by the following employer(s):
Employer: Nature of Business:
In all circumstances involving business transactions between the Section and this employer, I have complied with the Northern California Section Board Policies concerning conflict of interest.
In addition,
During the past year, neither I, nor to the best of my knowledge, any member of my family has had an interest or taken any action which would contravene the policy of this board.
During the past year, neither I, nor to the best of my knowledge, any member of my family has had an interest or taken any action which would contravene the policy of this board, except such interest or action fully disclosed below:
Board Member Signature:
CODE OF ETHICS
I, as a Board member of The Northern California PGA dedicate myself to carrying out the mission of this organization. I will do the following:
1. Recognize that the chief function of NCPGA Board of Directors always is to serve the best interests of our membership.
2. Accept as a personal duty the responsibility to keep up-to-date on emerging issues and to conduct ourselves with professional competence, fairness, impartiality, efficiency, and effectiveness.
3. Respect the structure and responsibilities of the board, provide them with facts and advice as a basis for their making policy decisions, and uphold and implement policies adopted by the board.
4. Keep the community informed about issues affecting it.
5. Conduct our organizational and operational duties with positive leadership exemplified by open communication, creativity, dedication, and compassion.
6. Exercise whatever discretionary authority we have under the law to carry out the mission of the organization.
7. Serve with respect, concern, courtesy, and responsiveness in carrying out the organization’s mission.
8. Demonstrate the highest standards of personal integrity, truthfulness, honesty, and fortitude in all our activities in order to inspire confidence and trust in our activities.
9. Avoid any interest or activity that is in conflict with the conduct of our official duties.
10. Respect and protect privileged information to which we have access in the course of our official duties.
11. Strive for personal and professional excellence and encourage the professional developments of others.
Infractions of this Statement of Personal and Professional Standards of Conduct are to be reported directly to any member of the committee who shall, in his or her determination, bring the infraction to the full executive committee.
Commitment to Serve Pledge Form
I, ______________________________________, recognizing the important responsibility I am undertaking in serving as a member of the Board of Directors for Northern California Section, hereby personally pledge to carry out in a trustworthy and diligent manner all of the duties and obligations inherent in my role as a board member.
My Role
I acknowledge that my primary role as a board member consists of governing the fulfillment of the Northern California Section mission, and (2) to carry out the function of the office of Board Member and / or Officer as delineated in the By-Laws.
My role as a Board Member will focus on the development of Board policies that govern the implementation of institutional plans and purposes. This role is separate and distinct from the role of Executive Director to whom the implementation of policies is delegated.
My Commitment
I will exercise the duties and responsibilities of this office with integrity, collegiality and due care.
I Pledge
1) To establish as a high priority my attendance at all meetings of the board, committees and special task forces on which I serve.
2) To come prepared to contribute to the discussion of issues and business to be addressed at scheduled meetings, having read the agenda and all background support material relative to the meeting.
3) To work with and respect the opinions of my peers who serve this board and to leave my personal prejudices out of all board discussions.
4) To always work for the good of the Northern California Section.
5) To represent the Northern California Section in a positive and supportive manner at all times and in all places.
6) To maintain all board discussions and deliberations in strict confidence, and maintain the confidentiality implied with the proceedings of the board.
Northern California Section Board of Director Commitment to Serve Document Page 1 of 2
7) To display courteous conduct in all board, committee and special task force meetings.
8) To refrain from intruding on issues that are the responsibility of management, except to monitor the results and prohibit methods not in congruity with board policy.
9) To avoid conflicts of interest between my position as a board member and my personal life. If such a conflict does arise, I will declare that conflict before the board and refrain from voting matters in which I have a conflict.
10) To support in a positive manner all actions taken by the Board of Directors even when I am in a minority position in such actions.
11) To agree to serve on at least one committee or special task force, attend all meetings and participate in the accomplishment of its objectives. If I chair the Board, a Committee or a special task force, I will: a) call meetings as necessary until objectives are met; b) ensure that the agenda and support materials are provided to all members in advance of the meetings; c) conduct the meetings in an orderly, fair, open and efficient manner, and d) make committee and task force progress reports / minutes to the Board of Directors at its scheduled meetings, using the adopted format.
12) To participate in: a) the strategic planning process for the Northern California Section b) board self-evaluation programs; and c) board development workshops, seminars and other educational events that enhance my skills as a Board Member.
13) To attend an Annual PGA of America meeting
If for any reason I find myself unable to carry out the above duties to the best of my ability, I agree to resign my position as a Board Member / Officer.
Date:
Signature:
Northern California Section Board of Director Commitment to Serve Document Page 2 of 2
CONFIDENTIALITY POLICY
The following policies apply to members of the Northern California PGA board of directors. References in the policies to board members are intended also to apply to committee members.
1. Board and Committee Meetings: On any vote of the board, both the numbers of affirmative and negative votes and the individual votes of board members, unless specifically requested by a member otherwise, shall be confidential but the record of individual votes must be kept on file.
2. Board, committee, and staff members shall not disclose to anyone outside of NCPGA Board the statements, positions, or votes by any board or committee member on actions taken by the board or its committees. Only in extraordinary situations will a board or committee member disclose his or her position or vote on a board or committee action, and only after advising the board’s chair before making such a disclosure.
3. The general “sense of the board” on a particular matter may be conveyed to an applicant, grantee, vendor, or donor when the sharing of such information is helpful in conveying the board’s concerns. However, such information should only be shared with the concerned party. In addition, such information may be shared with a donor or with another grant maker when the information has been requested and is deemed important in helping the donor or grant maker arrive at an informed decision on a grant proposal or opportunity.
4. Executive Sessions: The minutes of the board meeting shall indicate when the board goes into executive session but shall not normally reflect any of the topics or discussion that occurs in executive session. However, when the board takes an action in executive session that needs to be recorded, the board chair will provide any such text that is to be included in the official minutes of the meeting.
5. Board and Program Committee Docket: The docket (Agenda and materials) prepared for the board and staff should be treated as an internal documents restricted to NCPGA Board of Directors and authorizes Staff use. No portion of the docket may be shared, in written or oral form, with any individual or with any organization outside of NCPGA Board of Directors. Exceptions may be made only with the consent of the chief executive.
6. Personal Information on Staff and Board Members: The home addresses, telephone numbers, fax numbers, and e-mail addresses of board, committee, and staff members are not to be given out to any individual or organization without the express permission of the person to be disclosed.
7. Information on a Donor’s Fund: All information concerning a donor’s fund, other than information published in the annual report, newsletter, or NCPGA BOD publication, shall remain confidential unless approved by the donor. This includes information on the size and types of grants, the size of the fund, and other such information.
8. Information on Donors and Prospects: All information obtained about donors and prospective donors will remain confidential and not discussed with any individual other than a board or staff member, unless otherwise authorized by the donor or prospective donor.
9. The home addresses, telephone numbers, fax numbers, or e-mail addresses of donors and prospective donors are not to be given out to any individual or organization without the express permission of the person to be disclosed.
10. When a donor requests that his or her gift or fund be treated as an anonymous gift or fund, the donor’s wishes are to be honored by both board and staff members.
11. All staff members shall adhere to the principle that all donor and prospect information created by, or on behalf of, NCPGA Board of Directors is the property of NCPGA BOD and shall not be transferred or utilized except on behalf of NCPGA BOD
In signing this statement, I confirm that I have received a copy of the Confidentiality Policy and agree to abide by the guidelines set forth therein.
Please print name: Board Member
Signature: Board Member Date
Area/Department Officers Board CEO Department Heads/Staff Committees
Long Term & Strategic Goals
Short Term Goals
Day-to-Day Operations
Same as Board Develops in conjunction with mission and vision statements Provides input Provides input Provides input
Same as Board Monitors
Establishes and executes Receives direction from CEO
Same as Board No Role Makes all management decisions Manages department No role
Budget Same as Board Approves
Capital Purchases
Same as Board Approves
Decisions on Office Location and Set -Up Same as Board
Supply Purchases
Hiring Staff
Staff Deployment and Assignment
Personnel Policies
Staff Salaries
Staff Evaluations
All Committee Activity
Recommends budget to Board Prepares with CEO Make recommendations
Prioritizes requests for Board Approval
Prepares request Make recommendations
Makes decisions that are based on mission and vision statements Provides input and if authorized, signs and executes contracts Provides input No role
Same as Board Sets policy/approves budget Reviews and approves
Purchases according to policy and budget No role
Same as Board Hires CEO only Approves all hiring Interviews direct reports No role
Same as Board No role
Same as Board Adopts policy
Approves CEO compensation package Allocates line item for budget
Evaluates only the CEO May provide input for CEO evaluation only
Same as Board Approves
Establishes and executes Receives direction from CEO No role
Recommends and administers Follows policies No role
Approves salaries and recommendations from management staff
Evaluates all department managers/direct reports
Works with Board to develop strategy and implements
Makes recommendation to CEO No role
Evaluates all direct reports (if existing) No role
Makes recommendations and carries out strategy Makes recommendations
