2024 Governance and Nominating Committe

Governance & Nominating Committee

Governance & Nominating Committee

February 26, 2024 Meeting

• New York Edge Board Information

o Board of Directors List

o Standing Committees of the Board

o Board Member Review Schedule

o Three-Year Give / Get Report

• Board Source Materials – Governance Resources

o Strategic Board Composition Matrix

o Recruiting the Right Board Members

o Board Recruitment Matrix

o Successful Board Self-Assesment

o Sample Board Performance Matrix

• Orientation Materials

o Board Member Expectations

o Board Orientation

o Financial Overview

Roger E. Alcaly Board Member

Craig Balsam Board Member

Marisa BeharryVanzie Parent Representative

Monica Chaves Board Member

Ken Copeland Board Member

Seema Dhar Board Member

Daniel DiClerico Board Member

Niko Elmaleh Board Member

Robert Fagenson Board Member

Corine Fitzpatrick Board Member

Niesha Foster Board Member

Francis Greenburger Chairman of the Board

Anita Gupta Board Member

Pascale Hainline Board Member

Howard Helene Board Member

Peter Lieb Board Member

Susan Newman Vice Chair of the New York Edge Board

James O’Neill Board Member

Jeff Ravetz Vice Chair of the New York Edge Board

Ross Sandler Chairman Emeritus of the New York Edge Board

Jo Ann Secor Board Member

Rashid Silvera Board Member

Dale Todd Board Member

Rob Tuchman Board Member

Greg Weiss Board Member

718-753-6331

917-591-6030

917-864-2560

ddiclerico@gmail.com

917-592-6299

nelmaleh@wwholdings.com

212-500-7212

RobertFagenson@fagenson.com

212-422-1993

pascale_hainline@ml.com

917-603-2161

Ross.Sandler@nyls.edu

212-431-2869

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STRATEGIC BOARD COMPOSITION MATRIX

Worksheet A

High-performing nonprofit boards are both thoughtful and intentional in creating a strategically composed board of directors. Composition ideally reflects diversity in gender/identity, age, race/ethnicity, skill sets, professional expertise, circles of influence, and personal and leadership characteristics. Every board’s ideal composition should be considered in terms of the specific needs, strategies, and lifecycle of the organization, as the board looks forward several years.

Customize this matrix to reflect the breadth of characteristics and factors that you potentially wish to consider as your recruit new board members. To begin the process of identifying your board’s current composition compared with its ideal board composition, please complete Worksheet A.All board members should check the elements that best reflect them in relationship to their service on this board. The completed worksheet should be submitted to the governance committee.

Worksheet B

Customize Worksheet B to align with Worksheet A. After all board members have completed Worksheet A, use this form to compile the individual worksheets. Board member names or initials can be inserted below in Column 1, 2, and so on.

The governance committee should then compare the board’s current skills, expertise, and diversity to the characteristics of its ideal board, and identify the gaps. Consider the impact of those who will be cycling off the board in the next one to three years. The list of targeted characteristics and skills can be prioritized according to urgency and value. The governance committee can present this analysis and its recommended priorities to the full board for discussion. Once finalized, this prioritized list becomes the guide for the board as it seeks to recruit new members.

Strategic Board Composition Matrix

Board Member Name: Number of Years on the Board: Current Term Expires:

Age

Under 18

19–34

35–50

51–65

Over 65

Gender

Man

Woman

Non-binary

Prefer not to answer

Transgender

No

Yes

Prefer not to answer

Sexual Orientation

Straight

Gay

Lesbian

Bisexual

Queer

Prefer not to answer

Race/Ethnicity (select as many as apply)

African American/Black

Asian/Pacific Islander

Caucasian/White

Hispanic/Latino

Native American/Indian

Other (please list):

Community Connections

Corporate

Education

Faith-based organizations

Health care

Media

Philanthropy

Political

Small business

Social services

Other:

Financial Resources

Money to give

Access to other potential individual donors

Access to other resources

(e.g., foundations, corporate support)

Qualities

Leadership skills/motivator

Willingness to work/availability

Personal connection with the mission

Personal Style (check the two that best apply)

Catalyst for change

Consensus builder

Good communicator

Mediator

Implementer/gets things done

Strategist/asks great questions

Visionary

Areas of Expertise (check the four that best apply)

Administration/management

Advocacy/public policy

Education

Entrepreneurship

Financial management: accounting

Financial management: investments

Fundraising

Government

Governance/nonprofit management

Health care/medicine

Human resources

Law

Marketing/public relations

Physical plant/facilities/engineering

Real estate

Social media

Strategic planning

Technology

Other:

Strategic Board Composition Matrix

Board Member Name: Number of Years on the Board: Current Term Expires:

Age

Under 18

19–34

35–50

51–65

Over 65

Gender Man

Woman

Non-binary

Prefer not to answer

Transgender

No

Yes

Prefer not to answer

Sexual Orientation

Straight

Gay

Lesbian

Bisexual

Queer

Prefer not to answer

Race/Ethnicity

African American/Black

Asian/Pacific Islander

Caucasian/White

Hispanic/Latino

Native American/Indian

Other (please list):

Financial Resources

Money to give

Access to other potential individual donors

Access to other resources (e.g., foundations, corp. support)

Board

Strategic Board Composition Matrix

Community Connections

Corporate Education

Faith-based organizations

Health care

Media

Philanthropy

Political

Small business

Social services

Other:

Qualities

Leadership skills/motivator

Willingness to work/availability

Personal connection with the mission

Personal Style (max. two per board member)

Catalyst for change

Consensus builder

Good communicator

Mediator

Implementer/gets things done

Strategist/asks great questions

Visionary

Strategic Board Composition Matrix

Board Member Name: Number of Years on the Board: Current Term Expires:

Community Connections

Areas of Expertise (max. four per board member)

Administration/management

Advocacy/public policy

Education

Entrepreneurship

Financial management: accounting

Financial management: investments

Fundraising

Government

Governance/nonprofit management

Health care/medicine

Human resources

Law

Marketing/public relations

Physical plant/facilities/engineering

Public policy

Real estate

Social media

Strategic planning

Technology

Other

# of years on the board

RECRUITING THE RIGHT BOARD MEMBERS

High-performing boards approach recruitment as a year-round board responsibility and typically use the governance committee to spearhead this effort (see sidebar). A continuous cycle of identifying potential candidates, exposing them to the work of the organization and current board members, and getting them actively involved early in the process results in a more well-rounded pool of candidates.

THE IMPORTANT ROLE OF THE GOVERNANCE COMMITTEE

The function and operations of governance committees depend on the organization and its board, but in general, a governance committee is responsible for ensuring the board operates at a high level of effectiveness. Its core job is to find the best possible candidates, introduce them to the benefits of serving on the board, interest them in joining the board,

ESSENTIAL GOVERNANCE PRACTICE #3

Ensuring that the board has the “right” members is one of the board’s most important responsibilities. Unfortunately, many boards approach recruitment as a task to complete only when current board members’ terms expire — a strategy that often leads to last-minute scrambling to find candidates who are simply willing to serve, never mind fit the organization. This can be a downward spiraling action, both for the board and the organization.

Strategic Board Recruitment. The board must be strategic about member recruitment and define an ideal composition for itself based on the organization’s priorities at any given moment. A matrix for board composition facilitates the board’s strategic recruitment efforts. By analyzing the present composition of the board, the governance committee — or the full board if no committee is needed — is able to best determine what qualities, characteristics, and perspectives are already present on the board. When analyzed in light of the organizational strategies, a matrix helps the board identify where gaps exist and then direct recruitment efforts to fill those gaps.

present a slate of candidates to the full board, and after the final nomination, make sure the new board members are well equipped and positioned to serve the organization in their new leadership capacity.

While some boards have employed a nominating committee to do some of this work, nominating and governance committees differ in their strategic functions. Nominating committees are primarily responsible for recruiting new members to the board while governance committees have the additional responsibility of board performance. However, as boards have come to understand that effective recruitment takes time and that board orientation is important, many boards have turned to governance committees to help undertake this strategic work.

A governance committee is responsible for ensuring the board operates at a high level of effectiveness.

The Governance Committee’s Leadership Role and the Responsibilities of the Board

The governance committee should take the lead in cultivating potential board members, but it is important that the entire board is involved and that everyone understands how best to participate. The board should be aware of the characteristics and qualities needed in potential new board members.

Governance Committee Chair

The chair of the governance committee has an important role, as he or she provides a bridge between the committee and the rest of the board. The chair must have a good understanding of the organization and be respected by the rest of the board. In some organizations, the former board chair automatically becomes the governance committee chair. Such an automatic succession system can backfire, however, if the next person in line is not right for the job. Take the time to select a governance committee chair with strong knowledge of good governance practices as well as the energy, enthusiasm, and openness to new ideas needed to effectively steer the committee.

Governance Committee Members Members of the governance committee should be visionary and be able to think strategically about the future needs of board composition, and should represent a microcosm of the board.

Specifically, the committee should include people who

• have a broad range of backgrounds

• are active in the community

• provide a wide range of contacts

• understand human dynamics and relationship building

• have experience with organizational development

• are not afraid to speak up

• are respected by the board

• know the organization well and understand the needs of the board

• are willing to bring in new thoughts and perspectives

Board Members Board members can provide valuable insight about the recruitment process, the skills necessary for incoming board members, and any red flags the committee should consider. Board members need to understand what they should or shouldn’t do when talking with someone who may be a potential board member. They can certainly share information about the organization’s work, determine how much a candidate supports the organization’s mission, and even invite candidates to events. However, board members should be careful not to ask candidates if they want to serve on the board or be too transparent about a potential nomination.

THE PROCESS: IDENTIFY, CULTIVATE, RECRUIT AND ENGAGE, DISCUSS

Identify

The search for new board members is a strategic activity; it has long-term implications for the board’s effectiveness. The board should consider what it will need among its members to serve the organization during the next few years, not just the immediate future. Referring to a strategic framework can help guide the board in anticipating what skills might be needed from board members as the organization grows.

No matter what particular needs are dictated by the issues facing the organization, each board must look for people with leadership skills, the ability to work as part of a leadership team, and who ask good questions and can follow through on commitments.

Developing a board profile A board recruitment matrix is an essential tool to use when identifying new board members as it serves two functions — assessing the current makeup of the board and assisting in creating a board profile for the board’s future composition. Using a sample recruitment matrix , the governance committee should first identify the board’s current composition. Consider what is, or is not, working well. Are too many board members concerned with the organization’s public image and not enough focused on financial oversight? Is there a diversity of age, gender, and background? Focus on a number of different factors — community connections, resources, areas of expertise, etc. — and not just on one set of qualities. A good board is balanced in more ways than one.

When creating a board matrix, it is important to keep the organization and its specific needs in mind. Don’t try to simply check off every box. Instead, create a scale of what is most vital to your board composition. For example, if an organization focuses on youth services, it may prioritize recruiting younger candidates or educators to serve on the board.

Once the governance committee creates a board profile, it should be approved by the entire board.

KEY QUALITIES OF GOOD BOARD MEMBERS

Traditional Ws that every board depends on (plus two more essential Ws):

All boards need members who are willing and able to dive into important tasks, assist in fundraising for the organization, ask the right questions, bring humor to everyday tasks, and talk about the important work of the organization.

Pitfalls to consider when recruiting prospective board members When working to form a diverse board, be careful not to make board candidates feel like poster children for a specific group of people. Even the best intentions can sometimes result in tokenism. Be transparent about your diversity efforts, but focus on the board as a diverse mixture and not on the individual representation of each board member. A diverse board mirrors the values and culture of the organization, but may not necessarily exactly reflect the demographic composition of the community the organization serves.

USING LINKEDIN TO FIND BOARD CANDIDATES

In addition to recommendations from board members or individuals connected with the organization, LinkedIn is a useful tool to identify potential board members. Individuals can indicate whether they are interested in board service on LinkedIn, which allows boards to identify candidates who meet specific search criteria.

Additionally, do not assume what roles a board candidate might be interested in based on his or her profession. Candidates who work in finance might see board service as an opportunity to use other skills not required in their professional lives and therefore would not be interested in serving as board treasurer. Ask candidates what they are interested in and if there is anything they would like to learn while serving on the board.

Cultivate

Nonprofits can post board openings on LinkedIn as well. The job posting can include information about the specific profiles candidates should have as well as information about the organization.

In addition to the board members and chief executive, other individuals could have a hand in recruiting and cultivating new board members.

• Senior staff

• Former board members

• Major donors

• Professionals in related fields

• Colleagues and board members of other nonprofits

Once the governance committee, with the help of the full board, chief executive, and senior staff, has identified a pool of qualified board candidates, the cultivation process can begin.

Cultivation involves both 1) creating a pool of individuals who might in the future be asked to stand for election to the board and, 2) developing the kind of relationships with them that will either lead to board membership or some other form of supportive relationship.

One meaningful way to get board prospects involved with the organization is through volunteer opportunities. These opportunities can take many forms, including

serving on a committee

hosting an event

contributing expertise to a special project

The cultivation process requires the commitment of the full board to not only identify prospective board members, but also to get to know the candidate and learn more about his or her interest in board service. Individuals involved with the organization’s work, but who are not board members, can also be helpful in recommending candidates and building relationships.

Download the prospective board member information sheet

Recruit and Engage

Board recruitment should be a personal activity — and a two way street. The prospective board member learns about the organization and expectations of board service while current board members gauge the prospect’s fit.

HOW TO APPROACH STRATEGIC RECRUITMENT

Review information about the candidate and set up a meeting or phone call. The meeting should be attended by a representative from the governance committee or a board member who has been matched to a particular candidate.

First meeting

• Mention that the board needs to fill vacancies over the next few years and the candidate has been suggested. Be sure to note that you are exploring interest and availability with a number of candidates.

• Describe the organization including its mission, services, and strategic direction. Invite questions from the candidate to determine how much he or she knows about the organization and how he or she feels about its work.

• Be sure to cover the roles and responsibilities of board members. Determine whether the candidate has any participation constraints.

• If the potential candidate is not already, invite the candidate to participate in a project or task force to help current board members get a feel for the candidate’s level of commitment and effectiveness.

Evaluate prospects

• Did the candidate ask insightful questions about the organization and/or the board?

• Does the candidate have any commitments that would preclude effective board service (heavy travel schedule, lack of time invested in project or task force work, etc.)?

• It is important to research candidates’ past performance on boards, the extent of their expertise, and their willingness to be a team player.

• Will the candidate be a good culture fit on the board?

The final step in the recruitment process is the formal nomination and election of new board members.

Final Interview

The last step before formally nominating a new board candidate is to have a final talk with the candidate. The board chair, chair of the governance committee, and/or chief executive should meet with the candidate to answer any final questions — both from the prospective and current board members.

This final conversation provides one last chance to assess the needs of the board and ensure that the candidate will be a good fit — not just immediately, but for the future needs of the board and organization as well.

• Explore the candidates’ reasons for wanting to join the board. Taking the time to understand their motivations and goals for board service will ultimately make the partnership more productive.

• Provide candidates with more information about why they were selected as prospective board members. Do they have expertise in a needed area? Good connections? Represent the community served by the organization?

• Have an open discussion about board fundraising responsibilities. Ensure that candidates understand that asking for donations is not the only way to get involved in fundraising efforts, but that participation in some way is expected.

RED FLAGS TO WATCH FOR IN POTENTIAL BOARD CANDIDATES

• Candidates trying to pad a resume or enhance their position in the community without expecting to do much work

• Anyone who brings a personal agenda to the board. For example, a land developer who knows the organization may be moving and has a personal interest in their location.

• Individuals who fail to hear or respect what others contribute. Sometimes, these people present themselves as champions of a cause or assume a moral high ground that can drive other board members away.

• Sometimes, candidates with previous board experience can be difficult to assess. While experience can be a plus, ensure candidates do not assume they understand how things should be done, even without a strong understanding of the organization’s history or board culture.

The two most important aspects of strategic board recruitment are intentionality and honesty. Consider the future when recruiting board members and look beyond traditional recruitment pipelines. Additionally, be open with prospective board members — understand what their goals are for board service and be up front about why they are being considered for the position.

With the support and input of the full board, the governance committee should lead recruitment efforts to ensure your organization is being intentional and strategic when selecting new board members. A well-formed board is an invaluable resource in order to strengthen your organization and increase your mission impact.

Sources: The Board Building Cycle, Governance Committee, The Nonprofit Board Answer Book , Board Recruitment Center, Leading with Intent: A National Index of Nonprofit Board Practices

BOARD RECRUITMENT MATRIX

This matrix can be adapted to assist your organization’s recruitment efforts by assessing your current board composition and identifying opportunities to diversify and/or expand your board.

Every organization is different. Use the table below to help distinguish the skills and strengths you need from board members depending on your organization’s stage of development, community served, and other circumstances.

In considering board building, an organization is legally obligated to follow its bylaws, which may include specific criteria on board size, structure, and composition. Keep in mind that your organization’s bylaws may need to be updated to incorporate and acknowledge changes in the environment and community that have made board structure changes necessary or desirable.

AREAS OF EXPERTISE/LEADERSHIP QUALITIES

Administration/Management

Early-stage organizations/start-ups

Financial oversight

Fundraising

Government

Investment management

Law

Leadership skills/motivator

Marketing, public relations

Human resources

Strategic planning

Physical plant (architect, engineer)

Real estate

Understanding of community needs

Technology

Other

NUMBER OF CURRENT MEMBERS

NUMBER OF PROSPECTIVE MEMBERS

RESOURCES

Money to give

Access to money

Access to other resources (foundations, corporate support)

Availability for active participation (solicitation visits, grant writing)

Source: The Board Building Cycle: Nine Steps to Finding, Recruiting, and Engaging Nonprofit Board Members

COMMUNITY CONNECTIONS

Religious organizations

Corporate

Education

Media

Political

Philanthropy

Small business

Social services

Other

PERSONAL STYLE

Consensus builder

Good communicator

Strategist

Team member

Visionary AGE

Under 18

19 – 34

35 – 50

51 – 65

Over 65

GENDER

Male

Female

RACE/ETHNICITY

African American/Black

Asian/Pacific Islander

Caucasian

Hispanic/Latino

Native American/Indian

Other

NUMBER OF CURRENT MEMBERS

NUMBER OF PROSPECTIVE MEMBERS

Successful Board Self-Assessment

Board self-assessments can help identify your board’s strengths and areas in need of improvement.

Considering the important role the board has within a nonprofit, why would any organization be content with a sub-standard board — a board with inadequate performance and fulfillment of its responsibilities — and not be open and willing to improve its members’ individual and collective performance? The best way to make the case for board improvement is to conduct periodic board self-assessments

Why assess performance?

Board self-assessment provides you with the opportunity to

look internally at the board itself

reflect on your board members’ individual and shared responsibilities

increase the level of board teamwork

clarify mutual board/staff expectations

identify different perceptions and opinions among board members

determine areas of responsibility that need attention

use the results as a springboard for board improvement

clarify common objectives as well as check that everyone is speaking the same language, i.e. ensuring that everyone abides by a shared vision

demonstrate accountability as a serious organizational value

display credibility to funders and other external audiences

Preparation

Planning well is half the battle. Here are some tips that help board members get excited about the assessment process and prepare for it.

Include periodic self-assessment among your bylaws clauses. It is the surest method to make the case for assessment if your bylaws include it as one of the principle policies for the board.

Task the governance committee (not your chief executive or the chair) to ensure that assessment takes place regularly and is well organized. This committee is the permanent structure of your board; officers and chief executives change. Also self-assessment is a board commitment; when the call for action comes from within the team, the “voice” is different.

Plan to conduct a self-assessment every two to three years. It is not necessary to conduct one every year — you need time to implement any potential changes and learn new ways to function as a board.

Your auditing firm, as an outside monitor, should also make sure that the processes in the bylaws get respected.

Keep in mind that it is not going to be an organizational assessment. The entire focus is on the board, on its work, structure, and dynamics.

How the board conducts a self-assessment influences how successful it will be while securing its role as a standard process.

Clarify the purpose of self-assessment to everyone. It is not to be judgmental or focus only on weaknesses and negative aspects. Its purpose is to help the board get to the next phase of development. One of its benefits is to act as a planning tool for the board.

Discuss the questionnaire your board has chosen to use to make sure everyone is familiar with the process and has a chance to ask detailed questions.

Expect confidentiality. Opinions and comments expressed during the process should not be attributed to individual board members but should be shared in the aggregate report. Confidentiality is the only way to ensure that everyone shares honest opinions without a filter or fear of being criticized.

If possible, rely on an outside facilitator to collect the completed questionnaires, analyze the comments, and provide the full board with a report. This third party confidentiality brings an added level of neutrality to the end discussion.

Keep in mind that comments and opinions are simply perceptions of board members. There are no wrong answers.

Provide each board member with the opportunity to comment on how he/she assesses his/her own performance vis-à-vis the full board. It is often quite educational to see the results. Not surprising, but often, board members see themselves in a better light than they see the full board’s performance.

Include your chief executive in the process. He/she works closely with the board and should have an insightful perspective of the board’s effectiveness.

Make sure that the results of the assessment get shared with the full board and action is taken afterwards. No follow up is the worst consequence to selfassessment.

For some boards, the first self-assessment experience feels awkward and somewhat daunting. However, if the process and the consequences are accepted, the first assessment should result in a beneficial learning experience. Embarking on a second assessment proves that the board has learned the importance of monitoring its own

effectiveness. Assessment is about the future and ensuring that the board’s contribution to the organization is always top quality.

Successful Board Self-Assessments

Download the PDF

101 Resource | Last updated: June 7, 2016

SAMPLE BOARD PERFORMANCE MATRIX

Each member of the board of directors plays a key role in the success of an organization, both in terms of governance and support. Recognizing that each member has a unique and valued set of attributes in terms of time, talent, and treasure to assist in achieving our mission and vision is important. To serve on a board is both a responsibility and a privilege. This sample matrix is intended to provide a benchmarking tool for board members to evaluate their level of contribution in the various aspects of their board responsibilities.

For the sample organization used for this matrix, four key board responsibilities have been identified and behavioral statements help clarify the different levels of participation. For many board members who have a competitive spirit to “be the best,” this spurs enhanced outcomes.

BOARD MEMBER FUNCTION

Board/Committee Meetings

THRESHOLD PARTICIPATION

Attend at least 70% of meetings and actively participate/provide input

Read/understand all material provided for meetings

Participate on a board committee

Personally make annual contributions

FULL PARTICIPATION

Meet Threshold expectations

Attend 85% of meetings

EXCEPTIONAL PARTICIPATION

Meet Full expectations

Serve as a committee chair or an officer of the board

Stewardship of talent and Treasure (Includes In-kind)

Board Development

Leverage gifts/in-kind contributions

Meet Threshold expectations

Contribute to and attend at least one fundraising event

Enhance Organization’s Public Standing

Attend board orientation sessions

Understand and articulate mission, vision, and key service offerings

Provide names of potential board candidates

Become familiar with programs and services offered

Clearly articulate the mission, vision, programs/services, accomplishments, and goals within one’s own sphere of influence

Meet Threshold expectations

Nominate candidate(s) who can contribute to the organization

Meet Full expectations

Contribute to and attend more than one fundraising event

Help identify new sources of revenue

Provide professional expertise for the organization operations

Meet Full expectations

Actively recruit candidate(s)

Mentor new board members

Meet Threshold expectations

Speak with others outside organization about mission, goals

Meet Full expectations

Actively garner support from the community

Attend community events/meetings on behalf of the organization and promote organization to others

Key Elements, Practical Tips, and Sample Policy BOARD FUNDRAISING POLICY

To remain financially viable and meet its purposes, an organization must have adequate financial resources. Although the board can and should expect much of the chief executive and management on this score, the board is chiefly responsible for ensuring the organization has the funds it needs and does not spend beyond its means.

For most nonprofits, balancing the budget has two basic dimensions related to revenue:

1. Finding dependable revenue streams (normal earned revenue)

2. Raising private support (gifts and grants)

The expectation of board member involvement in raising private support continues to rise, yet many boards have not created a policy that specifies what that involvement should entail. Board fundraising policies most often indicate the amount board members are expected to contribute to the organization in the coming year and how they will participate in the fundraising efforts of the organization.

KEY ELEMENTS OF BOARD FUNDRAISING POLICIES:

• Personal giving policies state whether a board member is expected to give a certain amount or to give according to his or her means. Funders often ask if 100 percent of board members give.

• Fundraising policies establish expectations for board members to make a personal donation and to participate in solicitation efforts. The policy may list examples of how board members can or should be involved, such as providing names of potential donors, writing or signing fundraising letters, thanking donors personally, accompanying the chief executive on donor and foundation visits, or making the ask themselves.

• Some organizations use a special pledge form that guides board members in thinking about the array of fundraising activities taking place throughout the year and asks them to make an annual fundraising commitment.

• If the organization has a separate fundraising body, such as a foundation or supporting organization, it is still important to outline the role for board members and how they relate to this body — and vice versa.

PRACTICAL TIPS IN CREATING BOARD FUNDRAISING POLICIES:

• To become a committed fundraiser, a board member must first make a contribution. This requirement is the cornerstone of individual fundraising because it allows a board member to use himself or herself as an example of someone who supports the organization.

• Not every board member will be able to give the same size gift. Some organizations stipulate a minimum gift amount; many do not. The policy should encourage each board member to make the organization a priority in his or her personal giving plan or to make what, for that person, is a substantial financial contribution. The policy should not, however, eliminate capable and valuable individuals from joining the board and contributing other skills and expertise.

• Board members possess different skill levels and aptitudes for solicitation. Provide board members with training in fundraising and practical tools like checklists, sample elevator speeches, and steps for approaching a potential donor, to help each member gradually assume more responsibility. Providing mentors and coupling inexperienced board members with staff or more seasoned board members is another way to increase everyone’s comfort with personal solicitations.

• Some individuals, because of their profession or position (e.g., journalists, judges), may be prohibited from certain kinds of fundraising solicitations (e.g., workplace campaigns). Seek other opportunities for these individuals so they also can support the organization in a meaningful way.

BOARD FUNDRAISING POLICY

Key Elements, Practical Tips, and Sample Policy

SAMPLE BOARD AND BOARD MEMBER FUNDRAISING POLICY

This statement summarizes how board members are expected to actively participate in fundraising. It refers to three major areas of responsibility in this regard — leadership, personal action, and advocacy — and is also meant to be used as a guide to evaluate board members’ performance in fundraising.

FUNDRAISING JOB DESCRIPTION FOR BOARD MEMBERS

Board Member Duties

• Board members must identify and evaluate prospects, cultivate and solicit gifts, actively support fundraising programs by their presence, and offer personal acknowledgments to donors and volunteers.

• Board members are obliged to provide leadership and actively advocate the organization’s priorities and the necessity of its fundraising efforts.

• Board members must engage in personal gift support to their level of ability.

Board Duties

• The board is responsible for attracting and supervising all the resources of the organization to carry out its programs and services.

• The board must develop a strategic plan to deliver benefits to the community it serves and to attract public support.

• The board must deliberate on and develop fundraising plans that address staff, systems, space, and budget.

• The board is part of an essential team, with the obligation to lead, support, and work together with staff and volunteers in the design, supervision, and conduct of fundraising activities.

• The board must select and evaluate the chief executive, rating performance as a key team member in the fundraising team.

• The board must take responsibility for guidance and direction on ethical and professional practices — including use of budget allocated for fundraising activities.

• The board must ensure that budget appropriations for fundraising are evaluated as an investment strategy designed for reliable long-term results from faithful donors, committed volunteers, and reliable net revenue that meets organizational priorities.

• The board must review the results and evaluate the performance of fundraising activities at all levels to their satisfaction, in accordance with established goals and objectives.

Resource:

The Nonprofit Policy Sampler

Board Orientation

February, 2024

Program Objectives

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● Provide new board members with the opportunity to better comprehend the organization, mission, programs, people, all leading to our primary role in serving our kids.

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● Provide pertinent information regarding what it entails to be a New York Edge Board Member.

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● Introduce ways a new Board Member can participate.

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● Support Board Members in becoming ambassadors.

Agenda

Welcome

Francis Greenburger, Chairman and Susan Newman, Vice Chair

Overview of New York Edge

Kevin Hauss, Chief Operating Officer

Board Member Expectations

Pascale Hainline and Peter Lieb, Nominating and Governance Committee Co -chairs

Bylaws and Conflict of Interest

Marissa Montanez, Corporate Counsel

Programs Overview

Marisol De La Rosa, Chief Programs Officer

Stephanie Costner, Vice President of Curriculum and Instructional Technology

Public Partnerships

Danny Lam, Director of Government Contracts & School Partnerships

Finance Overview

Anna Gross, Chief Financial Officer

Fundraising and Communications Overview

Nancy Guida, Chief Advancement and Communications Officer

Closing

Rachael Gazdick, Chief Executive Officer

Our Mission

The mission of New York Edge is to help bridge the opportunity gap among underserved students by providing programs designed to improve academic performance, health and wellness, and leadership skills for success in life.

Our Values

● Leadership

● Accountability and Integrity

● Commitment to Excellence

● Collaborative and Diverse Community

● Goal Focused and Forward Thinking

● Innovation and Creativity

● Hope and Optimism

New York City’s largest provider of afterschool and summer programs :

● 130+ schools across the 5 boroughs and Long Island.*

● Programs in grades K -12.

● Serve as many as 25,000 kids in a given year.

● 13 Community Schools contracts

● Over 1,400 employees who mostly come from the communities in which we serve. We receive over 10,000 applicants per year.

Customizable curriculum, developed by experts in their fields:

● Integrates academic, visual and performing arts and sports & wellness.

● Focus on social emotional learning.

● Focus on leadership development.

Highly trained, dedicated staff includes: teachers, curriculum experts, trained sports instructors and coaches, teaching artists, guidance counselors.

Board of Directors

Francis Greenburger

Chairman

Susan Newman

Vice Chair

Jeff Ravetz

Vice Chair

Ross Sandler

Chairman Emeritus

Roger Alcaly

Craig Balsam

Monica Chaves

Kenneth Copeland

Seema Dhar

Daniel DiClerico

Niko Elmaleh

Robert Fagenson

Corine Fitzpatrick

Niesha Foster

Anita Gupta

Pascale Hainline

Howard Helene

Peter Lieb

Jim O’Neill

Jo Ann Secor

Rashid Silvera

Dale Todd

Robert Tuchman

Gregory Weiss

Marisa Beharry-Vanzie ParentRepresentative

Board Committees

Executive Committee of the Board

Board Chair Francis Greenburger

Vice Chair Susan Newman

Vice Chair Jeff Ravetz

Finance Committee

Chair: Francis Greenburger

Staff Liaison : Anna Gross

Audit Committee

Chair: Francis Greenburger

Staff Liaison : Anna Gross

Nominating and Governance Committee

Chair: Pascale Hainline & Peter Lieb

Staff Liaison: Rachael Gazdick

Development Committee

Chair: Susan Newman & Niesha Foster

Staff Liaison: Nancy Guida

Legal and Risk Committee

Chair: TBD

Staff Liaison: Marissa Montanez

Rachael Gazdick serves on all committees.

Rachael Gazdick Chief Executive Officer

Kevin Hauss Chief Operations Officer

Anna M. Gross Chief Financial Officer

Nancy Guida Chief Advancement and Communications Officer

Danny Lam Director of Government Contracts and School Partnerships

Marisol De La Rosa Chief Program Officer

Stephanie Costner

Vice President of Curriculum Design and Instructional Technology

Dorene Lewis Chief Human Resources Officer

Peter Quinones Sr. Director of Compliance and Quality Control

Marissa Montanez Corporate Counsel

James Vacca Director, Government Relations

Organizational Structure

Executive Office

Rachael Gazdick, CEO

Kevin Hauss, COO

Beth Reisman, Executive Assistant

Programs

Marisol De La Rosa, Chief Program Officer

● Elementary

● Middle School

● High School/Beacons/College Access

● Community Schools

● Learning Labs

● Summer Camps

● Academics

● Arts

● Sports

● Data

● Research and Evaluation

Finance

Anna M. Gross, Chief Finance Officer

● Finance

● Accounting

● Compliance and Licensing

● Purchasing

● Legal

● Facilities

● Information Technology

Human Resources

Dorene Lewis, Chief Human Resouces Officer

● Employee Relations

● HR Services

Advancement

Nancy Guida, Chief Advancement and Communications Officer

● Development

● Communications

Partnerships

Danny Lam, Director of Government Contracts & School Partnerships

Government Relations

James Vacca, Director of Government Relations

Consultants : City, State, & Federal Lobbyists, Grantwriter, Public Relations Firm.

Expectations

EXPECTATIONS OF THE BOARD AS A WHOLE:

● Determining the mission and purposes of the organization

● Selecting and evaluating the performance of the CEO

● Strategic and organizational planning

● Fiduciary oversight and financial management

● Fundraising and resource development

● Enhancing New York Edge’s public image

● Assessing its own performance as the governing body of New York Edge

BOARD MEMBERS ARE ALSO EXPECTED TO:

● Know the organization’s mission, policies, programs, and needs

● Faithfully read and understand the organization’s financial statements

● Serve as ambassadors for the organization and fully engage in identifying and securing the financial resources and partnerships

● Give/raise $15,000 annually

● Visit a school and see our programs in action

● Help identify personal connections that can benefit the organization’s fundraising and reputational standing, and can influence public policy

● Prepare for, attend, and conscientiously participate in 4 board meetings each year

● Participate fully on one or more committees

● Follow the organization’s bylaws, policies, and board resolutions

● Sign an annual conflict -of -interest disclosure and update it during the year, if necessary

● Maintain confidentiality about all internal matters of New York Edge

Bylaws

Key Bylaws Provisions for Board Members

● Election and Term

Liability and Indemnification

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○ Three Year Term

○ Meet with Nominating Committee six months prior to term expiration

● Liability of Directors

○ Limited by Incorporation & Non -Profit Law

○ Exceptions:

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○ Reelection is subject to committee recommendation and Board vote

■ Gross Negligence

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■ Intentional Harm

○ Good Faith

● Resignation and Removal

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○ A Director may resign at any time upon written notice to the Board

○ A Director may be removed for cause by a majority vote of the Board

● Legal Duties of Directors

○ Care

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○ Loyalty

○ Obedience

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● Meetings

○ Special Meetings - 24 hours notice

○ Attendance may be remote or via phone

○ Action without a meeting may be taken via unanimous consent

● Committees of the Board

● Indemnification

○ Bylaws allow for indemnification of Directors under most circumstances

● Directors & Officers Insurance

Conflicts of Interest

• Related Party transactions are prohibited, unless determined by the Board to be:

○ Fair

○ Reasonable

○ In the best interest of NYE

• Any Director who has an interest in a Related Party Transaction shall disclose the material facts of the interest in good faith

• Any other potential conflicts of interest which could result in a direct or indirect personal benefit (financial or otherwise) must be disclosed in good faith

○ Directors may not vote on potential conflicts to which they are a party

• Upon joining the Board, and annually thereafter, Directors shall submit a written statement and complete a survey regarding potential conflicts

Related Party

DEFINITIONS

● Any Director, Officer or Key Person

● Any relative or a Director, Officer or Key Person

● Any entity with 35% or more ownership of the organization

Related Party Transaction - any transaction, agreement or arrangement in which a Related Party has a financial interest and in which New York Edge is a participant, except where:

● the interest in the transaction is de minimis

● the transaction would not customarily be reviewed by the Board and is available to others

● the transaction constitutes a benefit to the Related Party as the member of a class that the organization intends to benefit through its mission

Programs: Providing an Edge for Success

Elementary (36)

Middle (70)

High School (5) Beacon (4)

Academics, Arts, Sports

Community Schools (21)

Social Emotional Learning, Leadership, Teamwork

Selected Offerings

Academics

● Chess

● Coding

● College Awareness and Access

● Debate

● Engineering

● English Language Learners

● Entrepreneurship

● Forensic Science

● Mentoring

● Poetry

● Robotics

● Sign Language

● Tutoring Across All Subjects

Arts

● Anime

● Ballet

● Band

● Bollywood

● Comic Book

● Dance

● Digital Design

● Drama

● Drumline

● Fashion Design

● Improv

● Mural

● Painting

● Photography

● Printmaking

● Salsa

● Sculpture

Sports

● Baseball

● Basketball

● Bowling

● Cheerleading

● Double Dutch

● Field Hockey

● Food Explorers

● Football

● Gymnastics

● Handball

● Hip Hop H.E.A.L.S

● Hockey

● Judo

● Lacrosse

● Soccer

● Tennis

● Track

● Volleyball

● Yoga

Partnership Development

Programs by Borough

Partnerships

Program Partnerships

● United Way

● Mosaic by ACT

● TeachRock with Rock and Roll Hall of Famer Little Steven Van Zandt

● Mets on the Move with the NY Mets

● MasterClass

● Moon Mark

● Hip Hop H.E.A.LS with Columbia University Public Health

● Junior Knicks

● Garden of Dreams Foundation

● Bitsbox

● U.S. Olympic Handball Team

● PowerPlay Inc.

● Academics in Motion (AIM)

● Partnership with Children (PWC)

● United Way of New York City

College/University Partnerships

● Columbia University

● Manhattan College

● Adelphi University

● Mercy College

● Pave University

● Syracuse University

● Indiana University

● Wagner College

● York College

Growing Funding from Private Sources

● Individual Donors - Major and Democratic

● Corporate Sponsorships, Partnerships, and Volunteer Opportunities

■ Speed Mentoring Program

■ Young Professionals Council

● Private Foundations

Increasing Our Visibility

● Traditional Media

● Formative Podcast

● Social Media

● Strategic Partnerships

What’s on Deck?

● Supporting Your Annual Fundraising Plans

● 2024 Spring Gala

● Read Across New York Edge, March 4 -8

● Foundation Grant Applications

“From hip hop to ‘Top Chef’: How two NYC after-school programs teach students about healthy eating”

-Chalkbeat New York

Upcoming Board meeting dates:

March 26, 2024, 5-7pm

June 25, 2024, 5-7pm

September 24, 2024, 5-7 pm

December 17, 2024, 5-7 pm

Orientation Materials:

- By Laws

- Conflict of Interest

- Right from the Start (State Attorney General)

- Board Member Contact List

- Staff Contact List

- Audited Financial Statements

- C.E.O. Report to the Board

-

Questions and Closing Remarks

Board Orientation: Financial Overview

Public Funding 101

FY 24 Public Funding Sources

City Department of Youth and Community Development

New York City Department of Education

New York City Council

State

Office of Children and Family Services

New York State Department of Education

21st Century Community Learning Centers

New York State Senate

Federal US Department of Education

National Institutes of Health

Jacob K Javits Gifted and Talented AmeriCorps

FY 24 Public Funding Sources by Amount

Funding Amount by Grant Type

Public Funding Process: DYCD

Concept Paper Released

~6-8 weeks

•Background

•Model

•Funding Amounts

•Timeline

•Eligible schools

•Feedback period

Outreach and Engagement

•Marketing and outreach to schools

•Marketing & outreach to external partners

•Inform and align internal and external resources

•Internal collaborative decisions on school partnerships

RFP

Released: Proposal Development

•All hands on deck for outreach and engagement

•Meetings & interviews with principals and partners

•Budget development

•Program refinement to meet RFP requirements

•1 proposal, 1 budget per school

•Data collection

•Obtain signatures

~8-10 weeks

Public Funding Process: Community Schools

•Data collection

DOE issues

RFP

~8-12 weeks

•Background

•Model

•Funding Amounts

•Timeline

•Eligible schools

Proposal Development

•Inform and align internal and external resources

•Internal collaborative decisions on school partnerships

•Direct marketing and outreach to schools is forbidden

Proposal Submitted to DOE

•DOE screens and grades proposals based on a rubric

•Proposals that pass DOE screen are forwarded to principals

•Principals choose at least three CBOs for a school panel interview using a mandatory rubric

•Principals submit their scores and selections for lead CBO

~3-6 months

Opportunities & Challenges

• Significant lag time between program implementation and contract registration

• Investment per student varies by grant type, yet program model and staffing remain relatively the same

• Length of public contracts vary across agencies

• Funding cycles across public funding streams are not aligned�� breaks in funding lead to lack of program continuity

• City Council and State Legislature Discretionary funding provides opportunities to deepen programming at sites

• Need to increase opportunities to diversify public funding

Private Funding 101

Private Funding

Sponsorships

$225,000 Individual $150,000

TOTAL $2,000,000

Gala

● Began as a Luncheon; now a Gala

● May 8, 2024 at Gotham Hall

● Honoring:

○ Rita Ferro, President of Advertising for Disney

○ Dr. Shanika Hope, Director of CS Impact and Outreach

○ Third Honoree TDB

● GOAL: $1,000,000

How we get there:

Honorees - 25%

● Each honoree is expected to raise $100,000.

● B. Marcus: $111,000 (Secor)

● R. KnakalL $50,000 (Gupta)

● H. Wooley: $81,000 (Foster)

Direct Board Giving - 25%

Board-Driven Giving: 25%

Other (Supporters, Vendors, Staff-driven): 25%

Foundation, Corporate and Individual Giving

● Historically, the majority of funding is government-driven.

● Culture of fundraising is relatively new–since 2020.

● We are seeking to increase private funding, which has gone from approximately $1 million to $2 million.

○ Driven by Gala, foundation and corporate giving.

Challenges/Opportunities

● Not known among major private foundations, though this is changing with support from Pinkerton and Burberry coming on, and our efforts to networking and increase applications.

● We are a 30 year-old organization without an endowment.

● Infusion of new high networth individuals needed at the Board level and as champions adjacent to our Board.

● Continued cultivation or corporate sponsors to increase visibility.

● Advertising/marketing and pr coverage has increased our profile and is helping.

Corporate Volunteering

A powerful vehicle for supporting student growth AND engaging and cultivating individuals and corporations.

● Volunteers’ educational and professional journeys offer students pathways to understanding careers.

● We develop new initiatives around companies’ areas of expertise, such financial literacy.

● We work with companies to plan enriching engagements with our students, including:

○ Speed Mentoring sessions, Career Panels, Read Alouds.

○ Program event opportunities, Donation Drives (including back-to-school supplies, books, and food and hygiene supplies)

○ We tailor opportunities to companies’ availability and interest, offering interactive and hands-on opportunities for small and large groups, in virtual and in-person settings.

Six-Month Snapshot

Corporate Partners (Partial List):

● SAP

● M&T Bank

● Verizon

● BNY Mellon

● Hearst

Impact since January 2023:

● Over 50 volunteer events

● Over 1,700 students reached

● Pfizer

● PwC

● Hachette

● First Republic/JP Morgan

● Life Science Cares companies

● Over $15,000 in contributed time by volunteers

● 442 total hours of volunteering

● 181 volunteers engaged

● Over $50,000 in in-kind goods donated

● Over 1,000 backpacks filled with school supplies distributed at Back to School Nights at our community schools