HOWTO Be A Director

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The board is the official legal leadership body of i3.

Contact

e-mail: board@i3detroit.org

When Should You Contact This Officer

  • If you need group funds approved
  • If there is a dispute between members that cannot be resolved privately (Member Advocates will most likely be asked to help, so probably want to contact them first)
  • If there is something that will affect the entire group, but that you don't want to share with all members yet.

Summary of Duties

  • Providing vision and direction to the organization
    • Determining which officer positions should exist and the general duties of each officer
    • Appointing officers. This is usually done at the beginning of each board term
    • Appointing zone coordinators. This is supposed to be done at the beginning of each board term, but usually appointments are merely confirmed at the beginning of the term and re-appointed as needed throughout the term.
  • Ensuring safety and well-being of members
    • Listening to any complaints from members, either safety or harassment/personal conflicts. The board has delegated the Office of Membership Advocate to be the single POC for initial complaints/conflicts, but the entire board gets involved if/when the situation escalates.
    • Administering disciplinary measures to members who are not following i3 policies. The official actions are suspensions and banning (see Standing Rules for details). Unofficially, the board issues warnings and tells members if they're on probationary status (basically when you've had your last warning before there's going to be official punishment). Warnings are not necessary before suspension or banning.
  • Allocating budget
    • Allocating the annual budget at the annual budget meeting in December
    • Approving budget amendment requests as they come up throughout the year. This is usually done at the regular monthly board meeting.
    • Although the board has the final say in budget amendments, they usually just listen to the Treasurer to know if i3 has enough money to handle an additional expense.
  • Controlling the floor plan/space usage/property stored at the space
    • Any single board member can make floor plan changes, although usually they act as a group.
    • Acting as zone coordinator to un-coordinated zones. This includes zone discussions at board meetings and reporting monthly to the member meetings
    • Declaring zones.
    • Issuing parking permits to large projects. The board voted to delegate this duty to officers and zone coordinators as well to make it easier for people to find someone to permit their project.
    • Sending items to the graveyard. This is generally done at the end of each board meeting by going through the lost and found.

That sounds like a lot of duties, but in truth, the board tries to delegate most things to the zone wardens and officers and, assuming the officers and zone wardens know what they're doing, the board can just rubber stamp things.

Qualities in a good board member

When issues of policy or complaints about members come up, the best attributes in a board member are common sense, willingness to look at all sides of an issue, and willingness to keep communicating even when the discussion gets awkward or doesn't seem to be going anywhere.

Other qualities for a good board member would be

  • Familiarity with all aspects of the space, even including areas that you are not personally interested in
  • Understanding of how members use the space, and how they interact with each other
  • Clear vision for what you think the ideal version of the space should be, both in its current state and in the future.
  • Patience to delve into the minutiae of running the space, whether its insurance paperwork, reading/modifying the bylaws,or adjusting other policy
  • Ability to identify changing needs of the organization, constantly questioning what might have been true when you first joined, but may not be true now.
  • Willingness to drive change in the organization to keep it from becoming stagnant
  • Willingness to be seen a "bad guy" in order to make responsible decisions for the space.
  • Ability to know your own limits. Burnout is a very common problem with board members and officers. It's your responsibility to make sure that you'll have enough time to balance your personal projects (the reason you joined!) with duties as a board member. This doesn't necessarily mean you can't be both a board member and work on your projects, but it might mean that you can't serve on every committee, be involved with every event, and solve every space-related problem while being on the board.
  • Forward motion. When you point out an obstacle to forward movement, "be excellent" by proposing the next step toward overcoming it. When you call a halt to a process, share the responsibility to come up with solutions. Try to add a time to your requests, such as "Please respond by one week from today." Wrapping up a discussion could be as simple as getting the majority of the Board on record saying that the Board will not take action on the discussion. You don't have to rush to the conclusion; just focus on the next step, and ask for it within a specific timeframe.

Best Practices

Communicating with the membership

  • When communicating with the membership either via email/slack or in person, the director should be clear that they are speaking as an individual member of i3 or as an individual member of the board
  • Communication on behalf of the board should only happen after a consensus is reached by the board. This can be done either by a board member or by the Secretary.

Absences

  • When a Director will miss a Board Meeting, or needs to attend virtually, best practice is to inform the Board email list, or someone who will be at the meeting. That way, the group knows to not delay the meeting waiting for everyone to arrive. It is not necessary to provide an excuse.
  • It is also considerate, before taking a break from the work you are doing together with your colleagues, to briefly inform them, so they know to move forward without holding up deliberations to seek your input.

Holding a Vote by E-Mail in Lieu of a Special Meeting

Sometimes there is a topic that requires immediate Board action or simply comes up soon after a monthly meeting of the Board of Directors and warrants not waiting weeks until the next meeting. This details our working procedure for how to move on a proposal and conduct a special vote by email without requiring the directors to meet in person.

  • There are no specific provisions in the Bylaws for holding a vote outside of a meeting, however the Bylaws allow any director to call a special meeting of the Board given at least 7 days advanced notice.
  • We use this procedure along with each director waiving their right to advanced notice of the special meeting to hold a "virtual special meeting" which consists of an e-mail thread on the board mailing list (created by the secretary) specifically for voting on the topic.

The detailed procedure is as follows:

  1. Discussion of the proposal topic happens in a Discussion Thread on the board mailing list
  2. A director makes a motion to adopt the proposal and requests a special meeting/e-mail vote to vote on the proposal.
  3. Another director seconds the motion. No one should submit votes yet.
  4. The secretary will then start a new Voting Thread on the board mailing list that includes the text of the proposal, who moved and seconded, a link to the discussion, and the date when voting closes (at least 7 days out). The secretary will also instruct the directors to vote and state "I wave my right to advanced notice of this special meeting."
  1. If all directors have waived their right to advanced notice and have voted within the specified time period, the Secretary will announce the result and the special meeting does not happen.
  2. If all directors did not waive their right to advanced notice and submit votes within the specified time period, the special meeting should actually be held and the proposal may be voted on there if a quorum of directors meets.

The instructions for the Secretary can be found on the How to be Secretary page.

Notifying Membership of Disciplinary Action

Suspensions and Warnings

  • The person being suspended/warned is notified privately
  • The behavior that caused the suspension is communicated to the membership in a way that protects the privacy of the individual while also informing the membership of what behavior the board deems unacceptable

Banning

  • Proposals to ban are generally treated as more serious than proposals to suspend, and more effort is made to properly document them
  • Privacy: When a special meeting is called to vote on a proposal to ban, the name of the person in question should not appear in the meeting minutes on the wiki, in order to protect their privacy. (Example: 20140408A) However, the name of the person in question should be on the board list for future board members to be able to look up.
  • Where to put the proposal text:
    • For votes called at regular or special meetings: Add to the meeting minutes in the proposal template
    • For votes called by email: add the text from the vote thread to the meeting minutes of the next board meeting
  • Banned list: part of the proposal to ban is for the secretary to add the name of the banned person to the list by the door.
  • Notifying members: secretary notifies via i3-announce.
    • Subject: Addition to Banned List: FirstName LastName
    • Body: A brief summary of who was banned, with a link to the meeting minutes page and a note for any questions and feedback to be directed to the board