On Tue, Sep 17, 2024 at 9:03 PM Vinnie Falco wrote:
I think a lot of people, probably some in the Boost Foundation, do not have a firm grasp on the requirements of serving on a nonprofit board. Generally speaking, each member of a board of directors has three duties: loyalty, obedience, and care:
https://boardsource.org/resources/legal-duties-nonprofit-board-members/
The Boost community members who serve on the Foundation Board of Directors work hard, and they are dedicated. And I have concerns about the effectiveness of their governance. Serving on a non-profit board comes with significant responsibilities. Each director is expected to act in the best interests of the organization, ensure compliance with laws and regulations, and make decisions in good faith and a reasonably prudent manner. Directors are supposed to know the laws, rules, and requirements, as they are legally liable for the activities of the corporation.
Unfortunately, the Foundation board may not be meeting these expectations. For instance, new members are added without proper orientation or documentation, such as articles of incorporation, bylaws, or a copy of the letter of determination. Some directors miss meetings or fail to provide written notice, which is a breach of fiduciary responsibilities. New board members are not provided with the materials to learn about Boost or its culture. [snip] And, I would kindly ask the review manager to confirm that the statements I made regarding the Boost Foundation board members and meetings are accurate.
I want to separate out what I can answer objectively, of the two claims I can identify above: 1. That the Boost Foundation board is not in compliance with requirements. - Of certain members to the organization bylaws - Of the board as a whole to legal requirements on all non-profit organizations 2. That the Boost Foundation board is not operating effectively. Correct me if I have misinterpreted. Of the two, I can source an answer to the first after discussing with some board members tomorrow. Glen