Roles and Responsibilities of RC

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Roles and Responsibilitiesof RCD Council Members

• Southwest Association of RCD Councils
• Little Rock, Arkansas
• March 21, 2005

Lindy Turner, Clinch-Powell RCD Coordinator
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Part 1 - Who are we? Part 2 - Whats my job? Part
3 - What are the risks? Part 4 How do we move
toward sustainability?
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Part 1 - Who are we?
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Dual Roles of RCD

• Federal RCD program
• Independent RCD Council

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What does it really mean to be a nonprofit,
tax-exempt and an RCD?

• At least 3 different and distinct designations
  important to the RCD

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Formal Nonprofit Designation

• Legal designation from the State
• Charter and Articles of Incorporation
• May or may not be incorporated
• Some tort protection by State law
• Required annual reporting

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Tax Exempt Status

• Legal designation by IRS
• Tax Exempt from federal income tax
• Many typesmost RCDs are 501C3
• Required tax reporting
• Governed by IRS Pub 557

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Authorization as an RCD

• Granted by USDA Secretary of Ag
• Awarded based on a competitive process
• Requires Area Plan and Plan of Work
• Reward is federal assistance of Coordinator at a
  minimum
• Regulatory rather than a legal designation

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De-Authorization as an RCD

• Impact viability
• Legal status unchanged
• LEGAL AND FIDUCIARY OBLIGATIONS REMAIN

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Summary

• Thousands and thousands of nonprofit
  organizations but only some are formal with a
  legal designation.
• Many formal nonprofit organizations also have
  tax-exemption status with IRS.
• Only 375 have designation as an RCD

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Part 2 - What is my job?

• As a Governing Body
• As a member of the Governing Body

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What is the Governing Body?

• The legal decision making body of the
  organization.
• Board of Directors
• Executive Committee or Board
• Trustees
• Other.

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Roles of Governing Body

• Support
• Builders, Cheerleaders, Conduit to Community
• Governance
• Questioners, Monitors, Hold Accountable

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Boards Responsibilities

• Trustees
• Establish and fulfill mission
• Legal accountability
• Strategic planning
• Evaluating success
• Directs Coordinator through AP and POW
• Ensures financial solvency
• Policies and procedures HR and operational

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What are the Duties of a Director?

• Officers and directors owe three basic fiduciary
  duties to a nonprofit organization.
• Obedience
• Loyalty
• Due Care

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The Duty of Obedience

• forbids acts outside the scope of corporate
  powers. The governing board of the organization
  must comply with state and federal law, and
  conform to the organizations charter, articles
  of incorporation and bylaws.

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The Duty of Loyalty

• dictates that officers and directors must act in
  good faith and must not allow their personal
  interests to prevail over the interests of the
  organization.

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The Duty of Due Care

• requires directors and officers to be diligent
  and prudent in managing the organizations
  affairs. The individuals charged with governing
  must handle the organizational duties with such
  care as an ordinarily prudent person would use
  under similar circumstances

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How to Due Care

• Informed and regular review of financial
  statements.
• Board members should understand the sources of
  income for the nonprofit and know where those
  resources are being expended.

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• Regular attendance at board meetings.
• As a board member, ignorance of a problem in the
  agency is not a good defense. Board members must
  make informed decisions about the governance of
  the organization by thorough review of board
  packets and regular attendance and participation
  at meetings.

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• Have a clear understanding of the boards role in
  personnel situations
• The Board of Directors of the RCD Council has
  the authority and responsibility to hire and fire
  staff not provided by USDA/NRCS.

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• Clear compliance with conflict of interest and
  code of ethics policies.
• Board members must remove themselves from
  decision-making and declare a conflict of
  interest when it arises.

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Board Diversity and Recruitment

• Because board member selection is one of the
  most important decisions the Board makes,
  recruitment should be a thoughtful strategy which
  considers skills, interests, backgrounds,
  personal characteristics, and perspectives needed
  by the board.

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• Every board or committee member should have a
  specific role to play the key reason they are
  on the board.
• Commit or Git

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Results Oriented Board

• Ends vs Means

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Planned Ends
Vision, Mission, Strategic Planning/Thinking,
Futuring/Positioning, POW, Financial
Goals/Budgeting, Staffing
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Actual Ends
Planned Means
Organizational Assessments and Evaluation,
Program Reviews, Risk Reviews, Budget Monitoring,
Audits
Project Plans, Project Budgets, Program
development, Fundraising Plans, Policies,
Procedures
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Project Implementation, Activities, Project
Monitoring and Evaluation, Project Budgets,
Fundraising events
Actual Means
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Next Session

• What are the risks?
• How do we move toward sustainability?

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Questions.
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• Lindy Turner
• Clinch-Powell RCD
• 865-828-5927
• Lindy_at_clinchpowell.org
• www.clinchpowell.net