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This week’s The Provocateur welcomes guest blogger and colleague, Simone P. Joyaux, ACFRE, Adv Dip, FAFP Joyaux Associates of Rhode Island, USA. 

 “…Colleagues around the world describe me as one of the nonprofit sector’s most thoughtful, inspirational, and provocative leaders. I’m proud of that description. I see myself as a change agent, an agitator. Whether it’s asking essential cage-rattling questions . . . or proposing novel approaches . . . or advocating for change . . . that’s me.’

- Simone


Simone P. Joyaux, ACFRE, Adv Dip, FAFP
September 24th 2019

If you know me, you know I rant…lots. My public ranting began in the early days of my now 32 years of consulting.

Simone headshot.jpg

But I ranted secretly beginning back in 1975, as an ED and then a CDO. Once I was behind my office desk sitting on the floor crying and rocking back and forth swearing and retching because I was crying so hard. Yes. About boards.

Warning: Some of you are gonna say that most of this stuff just doesn’t matter. But I’m telling you: After all my years (remember since 1975), this stuff does matter.

So here goes: Just a few of my biggest and most frequent rants about boards… And, this rant-o-rama is for organizations with a chief executive officer (no matter what title your organization uses). But know this: I can personalize this to all-volunteer organizations, too.

Board = governance


Nonprofit organizations have boards. I’m talking about the legal corporate governing board…not any form of advisory board. The governing board does governance. And too darn many people – actually most nonprofit volunteers (that includes board members!) and staff (including the CEO) – do not understand what governance is.

Governance is the process whereby the collective (board) ensures the health and effectiveness of the corporation. Corporate governance only happens when the group is “together,” e.g. face-to-face, telephone…

Dip more than your toes in governance. Check out this free Governance Self-Assessment. Does your board (the collective!) do this stuff? Is this what’s happening at your board meetings? 

(Quit intruding in management – that’s the way to lose a good ED/CEO!)

Note: No single individual – including the board chair – has any more authority than any other board member!!

And, just because you’ve served on bunches of boards does not not not mean you know what governance is. Experience doesn’t make you a governance guru. Especially if you don’t even have a CEO who is a governance expert and knowledgeably facilitates all your board members and the board itself.

Now get ready for a big shock! The board does not fundraise. The board is not a fundraising team. You don’t recruit board members to give and raise money. You recruit board members to be the collective brain that does governance.

Here’s the confusion… Just about everyone conflates the term “board” and “board member.” That’s bad!

 Board & board member are not interchangeable terms

Too many people use the terms “board” and “board member” like they’re the same thing. No! No!

Board refers to the group, the collective. When you’re talking about governance and the collective, use the term “board.” Board member means the individual person. If you’re talking about stuff that individual board members do, say “board member(s).”

For example:

Board members attend board meetings. At board meetings, the collective (the board) talk about issues and their implications. Topics include things like financial health, strategic direction, CEO performance appraisal, election of board members and officers.

At board meetings, individual board members talk, facilitated by the board chair. To make decisions, each individual board member votes. The result is that the collective – the board – has taken action.

Governance does not happen outside of board meetings. Only the collective – when together – do governance. See the job description of the board – what you do at board meetings! Role of the Board

However, board members do things outside of board meetings. See common performance expectations of board members. Board Member Performance Expectations

I recommend that every single board member complete a commitment form every single year – to help with fundraising and relationship building. Board members – outside of board meetings – can do the following kinds of things: Make donor thank-you calls. Serve on the fundraising committee, if your organization has one. Host a cultivation gathering for current donors and to introduce others to the organization. Serve on an event committee. (But don’t ask me to do that!!! I hate events!) Help identify candidates for prospective board positions. And so forth.

And always remember, governance is a collective activity. No single individual is ever doing governance!

So the board (that collective) has a job description. And board members – all the individuals – have performance expectations. And those two policies are not the same – not even particularly similar.

Big warning about bad governance

Think about all the nonprofit scandals… The scandals are pretty much all because of lousy governance. Even when an employee is the scandal, the board is morally and ethically liable.

Scandals are mostly the fault of oversight, the process of ensuring the health and effectiveness of the organization. And that’s the board!!! The collective.

Another valuable resource: Boardsource: Our mission is to inspire and support excellence in nonprofit governance and board and staff leadership.

Okey dokey: My conclusions

Your CEO:

All organizations need at least one governance expert. And that’s the CEO. That is the senior position in the organization. I’m repeatedly stunned at how many CEO job descriptions don’t include governance expertise or body of knowledge.

As part of its governance function, the board approves the CEO job description. The board conducts the CEO’s annual performance review. (And even if a board committee appraises the CEO’s performance, the full board must review and approve the results and set the compensation.)

If your CEO isn’t highly knowledgeable about governance, then you require that person to learn the stuff! It’s called professional development!

And good CEOs require that their senior staff understand governance, too. Otherwise how does the fundraiser insist that the board’s fundraising committee stay out of management? How does the finance staff keep the finance committee out of the details?

Far too many board members – especially those with significant power (e.g., white power, male power, socially and economically high up in the community – and on and on) think they know everything or lots of almost everything. And they actually don’t know everything. They’re mostly basking in their own unearned privilege.

Ah power dynamics…The board members who do understand some of this stuff – or at least suspect that something isn’t so right – are often afraid of graciously confronting the bad board members. Imagine the CEO’s position, trying to facilitate good governance with people who are really arrogant in their privilege.

And by the way, too many nonprofits want the power brokers on the board for money and connections and and …. So they just don’t care much about good governance. And won’t confront unearned privilege.

Please join us again for next week’s The Provocateur as we dig into the ongoing and often murky topic of boards and fundraising (or rather board members and fundraising….).



Simone P. Joyaux, ACFRE, Adv Dip, FAFP
Joyaux Associates, Rhode Island, USA

In January 2020, Simone begins her 33rd year as a full-time consultant, specializing in governance, fundraising, and strategic planning. She began her career in 1975 as an executive director in Michigan, where she grew up. Then she served as chief development officer at Trinity Repertory Company, Rhode Island. Simone presents worldwide and teaches in the philanthropy/development program at Saint Mary's University, Minnesota. Simone regularly serves on boards, often ending up as chair. She's written 3 books, one focused on governance:  Firing Lousy Board Members - And Helping the Others Succeed. She blogs as Simone Uncensored Simone Uncensored.

Andrea McManus2 Comments