While it’s a kind of a boring topic, having clear guidelines and a direction for your board and staff in an organization is critical for success. In this episode of the Strategic Nonprofit Podcast, host Trista sits down with the CEO of AMC Governance Solutions, Tom Abbott, to discuss the importance of director and staff manuals. Alongside what they should both include to be helpful and valuable documents to the organization.
What are Director Manuals and Staff Manuals?
Directors Manuals help directors meet their responsibilities as governors of the NPO. It includes policies related to how the board manages itself and how it governs the organization for which it is responsible.
Staff Manuals describe in detail how staff accomplish various tasks in the organization alongside detailing the approved policies that staff must understand and apply.
Importance of Director and Staff Manuals
For directors, their manual is often a manageable document that deals primarily with matters of immediate interest and importance to them in their governance role. Ultimately, each director will be able to read it thoroughly and use it as a day-to-day governance tool.
The problem, though, is that quite often, especially in smaller organizations (large organizations are guilty of this as well), there’s only one staff person (Execute Officer, ED or CEO) with all that information trapped in their head. In some ways, they become indispensable; maybe even from an ego perspective, they feel irreplaceable.
But that’s not coming up with a succession or a continuity plan for the association. A major issue considering that the executive director and chair won’t be there forever -so where’s the continuity?
As they start adding people to their organization in the office, where’s that knowledge transfer? How are you documenting this?
Why Two Separate Manuals?
The basic answer to this question is that two different manuals help reinforce the distinction between governance and administration functions.
For example, there are many things that the NPO directors must do that the administrators don’t. More so, there are many things that the administrators must do that the governors need not concern themselves with.
Directors Manuals: 10 Sections to Include
1. History of the Organization
This section details who we are, what we do, who we serve, and general background information about the organization, e.g. details of founding members, past successes and challenges. This information helps directors understand why the organization is where it is in its current development.
2. Mission Statement, Current Issues & Strategic Plan
To build on the last section, this section provides guidance to directors about issues the organization is facing and the organization’s plans for the future.
3. Governance & Management Philosophy
One of the most vital parts of the manual is how the organization has structured its governance and management functions. This section describes:
- The authority, vision, and mission of the organization
- The complementary roles of the board and the Chief Executive Officer
- The role of the board of directors in approving:
- The strategic direction of the organization
- Setting the governance policies of the organization
- Providing financial and legal stewardship
- Monitoring and evaluating organizational effectiveness hiring and evaluating the CEO
4. Board Policies
This section of the director’s manual contains all board-approved policies of the organization related to the directors and the CEO. For example:
- Board and CEO conflict of interest guidelines
- Board and CEO codes of conduct
- Other policy matters such as finance, fundraising, public relations, media contact, and board performance evaluations.
5. Committee Operations
This section contains all board-approved policies of the organization related to the operations of board committees and board task forces, including committee/task force conflict of interest guidelines.
6. Legal Documents
This section contains the organization’s formal constitution and bylaws, plus legal documents related to any not-for-profit businesses, foundations, or other sub-organizations for which the board is responsible.
7. Volunteer Organization Chart & Contact List
An overview of the volunteer organization and an updated contact list. It includes a list of the chairs and members of the board committees and task forces.
8. Staff Organization Chart & Contact List
This section provides an overview of the staff organization and an up-to-date contact list.
9. Terms of Reference of Board Committees & Task Forces
Included here are the terms of reference for all board-approved committees and task forces. It also lists the chairs and members of the board committees and task forces.
10. Board Minutes
Directors’ Manuals conclude with a compilation of the minutes of recent board meetings. This last section generally contains a year of meeting minutes and a space for directors to add more as the year progresses.
Staff Manuals: What to Include
The staff manual is designed and used by the CEO and staff. Yet the responsibility for its creation and maintenance rests solely with the CEO.
The Staff Manual includes two distinct sections related to policy:
1. Staff Policies & Procedures
This section would contain, for example, detailed information about:
- Hours of work, lunch and coffee breaks
- Dress code
- Staff conflict of interest policy
- How to process a membership application
- How and when to make bank deposits
- How to tender a contract for the provision of services or
- supplies to the NPO
- Staff benefit policies, e.g., maternity, paternity,
- bereavement leave; sick leave
- Annual vacation entitlements
- Staff travel
- Staff internet and email use
2. Board Policies
This list often replicates word-for-word the policies approved by the board and listed in the Directors’ Manual.
The staff has to be aware of these policies to develop appropriate staff policies and administrative procedures, all of which have to be created within the scope of policies defined by the board.
Final word: Document Everything
If you haven’t already, start to document things, and get everything out of your head.
Most organizations rely too much on the CEO’s knowledge, wisdom and experience. That’s why you must ensure that your organization is documenting things and thinking ahead to things like continuity, succession planning and scalability.
When you start adding people to the team and adding people to the board, how’s that transfer of knowledge and that onboarding process and the orientation?
How smooth is your board able to hit the ground running? Are your staff, your employees, able to hit the ground running?
Overall, start with documenting everything and then separating it into those two distinct manuals.
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