Minutes
Board of Trustees
First Unitarian Society
Madison, Wisconsin
March 7, 2007
7:05
p.m.
Lower
Meeting House
Present:
Officers:
Pat Anderson, President
Laurie Joiner, President-Elect
Tom Detmer, Secretary
Sue Radtke, Treasurer
Alan Knox, Past President
Council Trustees:
Kathy Luker
Nancy Kosseff
Jim Christensen
Barb Avery
Ministers:
Michael Schuler, Minister
Kelly Crocker, Associate Minister
Scott Prinster, Associate Minister
Staff:
Susan Koenig, Church Administrator
Observers:
Donna Hartshorne, Archivist
CALL TO ORDER
After an
opening and chalice lighting Pat Anderson, Pat called the meeting to order
at time 7:05 p.m. and reviewed the agenda.
APPROVAL OF MINUTES
A MOTION to approve the minutes of February 21, 2007 was made by Jim Christensen and seconded by Kathy Luker. The motion CARRIED.
BUSINESS ITEMS
Kathy Luker reported that the search committee has decided on a final ministerial candidate and information about the candidate will be presented at the next Board meeting.
Discussion of Policy Governance
Pat asked for thoughts about using the First Unitarian Church of Dallas policy governance document as a model for our effort to draft a corresponding document. Jim commented that it provides a good base from which to start. With no further general comments overall, the subcommittee on the Governance Process part of the document presented its initial comments. This subcommittee consists of Sue Radtke and Jim Christensen.
Sue said that she and Jim noted that the second sentence of number two on page eight dealt with “long term effects” and they felt this meant that the Board should not micromanage. She used the example of discussing technical aspects of health coverage for staff as a possible type of micromanagement. Michael said that sometimes these discussions are necessary to put larger issues in context. So sometimes it is necessary to discuss details so that a larger issue has the proper background.
Jim felt that we might possibly want to go back to using “process observers” to determine how well we stay on topic and avoid getting into too much detail.
On page nine, Jim said that we should describe the liaison trustee role so that we know how the liaisons relate to specific council, committee and management issues. Also the Dallas document refers to long term in the context of external planning and we want it to be the viewpoint used for internal planning as well.
Kathy asked about the CEO-Board linkage concept and how that affects the liaison role. Does it eliminate the need for the liaison? There can be both a CEO-Board linkage and a liaison role. There doesn’t have to be an either/or choice.
On page ten there is discussion of conflicts of interest. The Board has a loyalty to the congregation as a whole and not just the council. Is there a conflict with the Board member’s liaison role? Not if the liaison remembers that where a conflict develops the ultimate duty is to the congregation. Also remember that a member in conflict may recuse himself or herself from a situation if the conflict is too strong.
Many boards have regular conflict disclosures. This occurs in businesses and non-profits alike. We should create a process for conflict disclosure.
Strategic Planning
This concept is discussed on page eleven of the Dallas document. The staff produce strategies and bring them to the Board. But is this really strategic planning? It is “strategy planning” and you need a budget for the strategies being developed so the staff need to be involved in helping to assure that the proper budget exists. The Board creates the “ends” and these are the goals for the overall policies. Laurie pointed out that a strategic plan has a three to five year time horizon. It has a broad mission and direction on where we’re heading. It includes three to five goals and it involves collaboration.
This is where things depart from the true Carver model because it says that policy governance is top down. The policy is set and the CEO may do anything to accomplish the policies that are not prohibited. It is diametrically opposed to true strategic planning that involved both top to bottom and bottom to top communication.
What we envision is not a pure Carver model. Our structure at First Society would not work well with the true Carver model. Strategic planning involves the Board and also the staff and the members of the congregation. Input from the congregation is valued and heard. We need the Board to establish policies but the process needs to be dynamic. This is where it differs from Carver. Michael reiterated that we have long realized that we need a hybrid model and not pure Carver. The latter does not fit our structure.
The Board members can be on committees as well as the Board and as committee members they wear a different hat and don’t act as Board members. And volunteer staff is more like staff than volunteers in some other organizations.
Is the accountability chain clear? What things can the Board determine and what does the staff do? These things must be clear in whatever model is adopted. The Carver model says what the CEO can’t do and what it doesn’t say then the CEO can do.
The Board struggled with the difference between the Carver model and what First Society really wants and what our congregation wants. They are clearly different. And frustration was expressed in trying to understand how the Carver model affects planning and how it differs from traditional strategic planning.
The CEO-Board team should be smaller. If we view the decision making responsibilities as a pyramid, then it is weak to have the decision making responsibilities balanced on the top of the pyramid with the CEO-Board team.
The current draft of the Dallas document requires a lot of paperwork. There is a serious question of whether all of it is meaningful. There have to be a lot of other ways to communicate with the reports for every detail.
Susan offered the thought that Carver means (1) roles are clear, (2) there is an accountability chain, (3) there are policy statements to follow and (4) there are involved volunteers in the accountability chain. It is unclear now if that is true in how we operate.
The only consensus reached is that we need to continue to struggle with these concepts and that the pure Carver model probably doesn’t fit First Society. We need to have further discussion at the next meeting.
What are our Ends?
The Dallas document starts out by adopting some “ends” as the goals to follow. These are a mission like statement. We must not get too caught up in the semantics of “ends” versus mission statements.
Tom and Nancy offered a draft of some “ends” that were prepared based on the Dallas document, our own current operations and our previously adopted goals from Vision 2000. A couple of thoughts were offered. Barb suggested that we want to make sure that the goals clearly have an intergenerational content to them. It was also suggested that the draft should be edited to shorten the language and to take out the word “ends.” It is an excellent start but further editing will make it better.
OTHER BUSINESS
Sunday there is a facilities forum. All Board members should try to attend if they are available. There was a review of activities for the next nine weeks before construction starts. Also General Assembly will be in June in Portland and hotel rooms are filling up. The day before there will be a large congregation
On March 15 Dane County United is hosting a candidate forum. Please try to attend.
ADJOURNMENT
MOTION by
to adjourn.
CARRIED
Meeting was adjourned at 8:50 p.m.
Minutes by, Tom Detmer, First Unitarian Society Board Secretary
EXHIBITS
- Minutes of February 21, 2007
- Policy Governance Document from First Unitarian Church of Dallas
- Draft of Revised “Ends” for Policy Governance
- FUS Organizational Chart
