Sarbanes-Oxley has
helped develop a new model of
governance for nonprofit boards.
Best practices influenced by
Sarbanes-Oxley can help create
change in nonprofit boards.
By comparing and
contrasting Board practice of years
gone by with Sarbanes-Oxley
-influenced best practices for
today, we can see the changes our
Board need to make.
Previously Board
members could be selected without a
screening process, whereas today a
nominating committee should screen
prospective members and submit
nominations to full Board for a
vote.
In the past, either
Board Members didn’t receive an
orientation, or they merely attended
a social gathering. Today, Board
members should receive a job
description, an orientation and
receive pertinent documents such as
a strategic plan, financial
documents and bylaws.
For many years the
agenda at Board meetings was staff
driven, while Board members played a
passive role. Today, Board members
are expected to prepare in advance
by reviewing materials and coming to
meetings ready to debate issues.
The culture of Boards
has changed as well – no longer
viewed as being run by well
-intentioned volunteers, Boards are
now viewing nonprofits as fiscally
responsible businesses dedicated to
achieving the missions of their
organization.
Conflict of interest
statements are becoming necessities
for most Boards, in order that
members do not personally profit
from their involvement with the
organization. Years ago it was
common place for Board members to
profit from a nonprofits’ contacts
with their business.
While some Board
members may have used their position
to influence staff, today Board
members behave in a professional
manner. The size of Boards has
changed too. Rather than relying on
a large number, today’s Boards
appoint the number necessary to
cover the various portfolios with
quality people.
These have been other
legal and financial changes too,
Directors and officer’s insurance
indemnifying the board from
liability has become common place.
Audits used to be for large
nonprofits, however, annual
financial reviews/audits should be
stipulated for today’s nonprofit
organizations.
For further
information on Sarbanes-Oxley for
nonprofits, please consult an
excellent new book coming out from
John Wiley & Sons Publishing,
“Sarbanes-Oxley for Nonprofits: A
Guide to Building Competitive
Advantage.” Visit their website:
www.wiley.com.