2023 NCPGA Board of Directors Planning Session | Jan. 19, 2023

2023 NCPGA Board of Directors Planning Session | January 19, 2023

The Northern California Section PGA, Our Officers, Board of Directors, Committees and Staff Exist in Order to Serve the Members and Grow the Game 2023 BOARD OF DIRECTORS PLANNING MEETING AGENDA VIRTUAL January 19, 2023 9AM Google Meet joining info Video call link: https://meet.google.com/pbz-kcfv-tss Or dial: (US) +1 216-930-8753 PIN: 494 328 626# More phone numbers: https://tel.meet/pbz-kcfv-tss?pin=7443590575751 I. Call the meeting to order at 9:00 AM II. Opening Remarks – President Lippert III. Roll Call IV. Introduce Governance a. b. c. d.

What Makes a Good Board of Directors Member Report - Summary from Boardspan Size of Board of Directors Compliance Forms

V. Strategic Plan i. Background and Evolution ii. Board Leadership Guide and NCPGA Long-Term Strategies iii. 2023 Committee Formation and Assignments

VI. 2023 Operating Plan High Level Review i. ii. iii. iv.

Financial Goal Assumptions Departmental Explanation Summary (to be supplied)

VII. Q&A and Wrap i. Vice-President -Secretary- Honorary President Closing Remarks ii. Executive Director Closing Remarks iii. President Closing Remarks

VIII. Adjourn Next Meeting, February 12, NCPGA Office , Vacaville, CA

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.

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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 Plein

CONFLICT 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 responsibilities 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 Section 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 which 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 answering 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 Northern 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 Business:

of _________________________________________________

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.

Signature __________________________________________________ Date ____________________________ Name (please print) _________________________________________________________________________________________

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

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Area/Department

Officers

Board

CEO

Department Heads/Staff

Committees

Long Term & Strategic Goals

Same as Board

Develops in conjunction with mission and vision statements

Provides input

Provides input

Provides input

Short Term Goals

Same as Board

Monitors

Establishes and executes

Receives direction from CEO

Day-to-Day Operations

Same as Board

No Role

Makes all management decisions Manages department

Budget

Same as Board

Approves

Recommends budget to Board

Prepares with CEO

Capital Purchases

Same as Board

Approves

Prioritizes requests for Board Approval

Prepares request

No role Make recommendations

Make recommendations

Decisions on Office Location and Set-Up Same as Board

Makes decisions that are based Provides input and if authorized, on mission and vision Provides input signs and executes contracts statements

Supply Purchases

Same as Board

Sets policy/approves budget

Reviews and approves

Purchases according to policy and budget

No role

Hiring Staff

Same as Board

Hires CEO only

Approves all hiring

Interviews direct reports

No role

Staff Deployment and Assignment

Same as Board

No role

Establishes and executes

Receives direction from CEO

No role

Personnel Policies

Same as Board

Adopts policy

Recommends and administers

Follows policies

No role

Staff Salaries

Approves CEO compensation package

Allocates line item for budget

Approves salaries and recommendations from management staff

Makes recommendation to CEO

No role

Staff Evaluations

Evaluates only the CEO

May provide input for CEO evaluation only

Evaluates all department managers/direct reports

Evaluates all direct reports (if existing)

No role

All Committee Activity

Same as Board

Approves

Works with Board to develop strategy and implements

Makes recommendations and carries out strategy

Makes recommendations

No role

Northern California Long-Term Strategic Plan (2023-2027)

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EMPLOYMENT

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EDUCATION

TOURNAMENTS

PLAYER DEVELOPMENT

FOUNDATION

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Current Director as Chair Mission Statement Committee Membership Staff Liaison 2 – 3 Goals for 2023

DEPARTMENT LONG TERM VISION: Provide career advancement, enhance compensation and deliver credible and valuable services to employers.

LONG TERM STRATEGIES

% FOCUS

CRITERIA FOR SUCCESS

Market PGA Employment to Non-PGA Facilities

40%

Increase Facility Penetration

30%

Promote Career Enhancement in the Regional Markets Focus on Certified Professionals Increased Value to Increased Wages

Promote Career Services Program

Promote Participation in Compensation Survey

30%

PGA Members need to be encouraged to complete compensation surveys for more valid salary data for employers

DEPARTMENT LONG TERM VISION: Engage Membership in LifeLong Learning Process that will develop and retain Members. Apply operational and strategic excellence to advance career opportunities and compensation levels.

% FOCUS

CRITERIA FOR SUCCESS

40%

Recruit recent graduates to mentor (Long time members may not know about current certifications)

Negotiate the PGA of America & Regional Universities to Accept Accreditation

20%

A PGA PGM University Receiving Accreditation in the Section Active Lifelong Learning

Create a Plan to Assist Class F Members & Those at Risk to Regain or Maintain Their Class A Status

40%

Rather than Assist Class F, consider how to keep members out of class F

LONG TERM STRATEGIES Enhance Mentorship Programs

DEPARTMENT LONG TERM VISION: The Tournament Program is chartered to maintain and promote the highest standards of competition, sportsmanship, and common goodwill. This will include tournaments designed to strengthen & test ones skills and to provide camaraderie that best meet the needs of the Membership.

% FOCUS

CRITERIA FOR SUCCESS

Facility Acquisition In 3-Year Terms

30%

Review Results of Securing Facilities on an Annual Basis

Continue to Promote the Calendar of Events

40%

Increase Levels of Participation by Younger PGA Members and Associates

Blend Section & Division events to Increase Participation & Reduce Per Player Costs

30%

Increased Players Resulting in Larger Purses

LONG TERM STRATEGIES

DEPARTMENT LONG TERM VISION: Drive transformational participatory growth through operational excellence, implementation of a new delivery model, and creating a culture of experimentation and change.

% FOCUS

CRITERIA FOR SUCCESS

Increase Promotion of the Value of Adult Player Development Programs

20%

Develop New Metrics for Evaluation of Adult Player Development Programs

Continue to Promote the Benefits of PGA Junior League Golf

40%

Increased Number of Facilities Participating in PGA Junior League Golf

Identify and/or Draft a New Measurement Tool for Rounds Played

40%

Data Available to Equip PGA Professionals Regarding Rounds Played

LONG TERM STRATEGIES

DEPARTMENT LONG TERM VISION: The mission of the NCPGA Foundation is three-fold: To serve Veterans - Their health and their families; to provide resources to PGA members serving their communities in Northern California and Northwestern Nevada; and to grow the game of golf.

% FOCUS

CRITERIA FOR SUCCESS

Continue Board Expansion with focus on strategic, Non-PGA Directors

25%

Grow the Board to twenty (21) Directors of which 14 are Non-PGA, including Celebrity

Grow corporate & golf facility partnerships

50%

Meet or exceed fundraising goals per FDN budget

25%

Increase awareness by 4x based on Spring 2019 survey; increase # of PGA HOPE instructors by 30%

LONG TERM STRATEGIES

Educate & engage NCPGA Members