If I have a dilemma in my role as board member and want to make sure I do the right thing, who can I ask for advice and how do I decide who to ask?

What a great question! You are thinking ahead and planning to make the best possible decisions.

The answer lies partly with who you trust, and partly with who has the right knowledge to help you avoid legal, financial or other pitfalls in the process of doing the right thing. Often, in technical areas outside our own expertise, we are simply unaware of what is perceived as ethical.

In general, I suggest you look for people who:

• Model ethical behaviour themselves as best you can tell;
• Ask you good questions relating to the outcomes you desire to achieve for your community, rather than jumping to proposed solutions;
• Have whatever knowledge and skills are needed; and
• Will keep your query confidential if asked, or must keep the discussion and their advice confidential under their professional ethics. This would include a lawyer or spiritual leader, provided they are not on your board.

 

Try looking within

Unless the issue involves another board member or the ED, your best support should come from within. The board members and ED are there to support each other, and can have discussions within existing confidentiality agreements. Even if the problem involves a board member or the ED, remember that you may be misinterpreting an action or a statement; the individual needs a chance to be heard. If some disciplinary action is one of the options, be sure to follow due process and treat everyone fairly, or your decision may be successfully challenged.

You may have other internal resources available to you. If there is a chief financial officer, that person can be asked to give advice to the board, directly or by way of an audit or finance committee, without the information being filtered through the ED. The board can also seek advice from the privacy officer, chief information officer, HR head, and other such experts on staff if your organization is large enough to have such internal positions.

No confidentiality rules in the world can keep people from asking those closest to them, like their spouse or parents, if those are the people they usually turn to with questions. They may or may not have the knowledge you need, but they can be sounding boards, provided they are not directly involved with the organization in question. You can test out options, get their reactions, and therefore have a better idea of how at least one type of stakeholder might react. You know whether they can keep a secret!

Outside sources of help

Many dilemmas involve technical issues, and most people with technical knowledge have been trained primarily for the corporate sector. You cannot ask just any lawyer about not-for-profit bylaws and rely on the response. There are lawyers who specialize in nonprofit law, or at least have it as a major part of their practice. At minimum, you don’t want to be their only nonprofit client or they will have no reason to keep up with that aspect of their field. For example, right now in Canada any lawyer who is advising nonprofits about bylaws or incorporation without having studied the new Canada Not-for-profit Corporations Act is not competent, IMHO, to give such legal advice. Nonprofits incorporated provincially will likely also be subject to new legislation soon, too. Saskatchewan has already passed its new legislation.

Similarly, accountants who are not familiar with how the Public Sector Accounting Board may be changing accounting standards for not-for-profits is probably not keeping up with other aspects of nonprofit accounting issues. Why would you want their advice?

At the other end of the continuum are the fundraisers who work primarily with charities and foundations. They all focus on our sector, but you want to seek advice from those who can demonstrate compliance with an acceptable public set of standards such as those of the Association of Fundraising Professionals or the Canadian Association of Gift Planners. Also, fundraisers often specialize so make sure your issue is within their expertise.

Many other types of advisors, including those specializing in ethics, are part of unregulated professions without standards in common use (unfortunately, there are few nonprofit ethics specialists that have accepted the standards and I know of no equivalent in the USA). You are looking, therefore, at a combination of education and experience in the sector, which may or may not be combined with corporate or government experience. If their work experience is entirely corporate or government, look for volunteer experience relevant to the type of advice you need. They should also be able to outline their professional development activities specific to nonprofits, such as conferences for the sector and active membership in umbrella groups like the Canadian Society of Association Executives. If they have none of this, why would you hire them? And if they are free, remember you often get what you pay for.

Let’s say you want governance advice on the board-ED relationship issue. Governance by volunteers who act for their community is hugely different from corporate boards, and on average far ahead of corporate boards in adopting ethical practices (a topic for another column). For example, your ED is likely not on your board, and if she is on the board likely does not have a vote. Many corporate CEO are assured of votes at the board by having a number of their own direct reports on their board – luckily we don’t see that at nonprofit tables. Everyone I regard as competent in nonprofit governance reads at least two new books a year specific to that topic, subscribes to regular publications devoted to nonprofit governance, and regularly attends workshops on the topic to learn from colleagues.

Apply similar thinking to other areas. If the issue is around information technology, does the advice need to consider security issues specific to the sector, such as donor privacy or tracking issues such as restricted funds? If HR, does the advice apply to volunteers as well as paid employees? You get the picture.

Remember that anyone you know might be able to give you a referral to someone they have found trustworthy and able to use sound judgment, without having to be told any details of the issue at hand. Remember also that if your current best option is keeping you awake at night, or would be uncomfortable to explain to a reporter, you probably need to keep searching for a better option.

And finally, remember you can write to CharityVillage and ask to have your issue addressed in a future column!

Since 1992, Jane Garthson has dedicated her consulting and training business to creating better futures for our communities and organizations through values-based leadership. She is a respected international voice on governance, strategic thinking and ethics. Jane can be reached at jane@garthsonleadership.ca.

To submit a dilemma for a future column, or to comment on a previous one, please contact editor@charityvillage.com. For paid professional advice about an urgent or complex situation, contact Jane directly.

Disclaimer: Advice and recommendations are based on limited information provided and should be used as a guideline only. Neither the author nor CharityVillage.com make any warranty, express or implied, or assume any legal liability for accuracy, completeness, or usefulness of any information provided in whole or in part within this article.

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