Board action via email or conference call?

Q. "Can my board take action via email or conference call?" -- Anonymous, May, 2008

A. We weren’t entirely clear on the answer to this question, so we asked our attorney, Gene Takagi, author and publisher of The Nonprofit Law Blog.  Here is his response: “A board action may be taken at a duly held meeting or by unanimous written consent.  California law does not expressly authorize a vote by email (this may not be true of other jurisdictions).  Meetings (including by conference call and possibly by chat room) allow members to communicate with all other members concurrently.  Simple email votes do not allow for such discussion.  Another issue with email is the inability (for the most part) to verify that it is the director sending the email rather than someone acting by proxy or an unauthorized user.

Nevertheless, email may be a valuable tool for boards.  You can take a poll by email on proposed actions before putting them to an actual vote or deciding to take them by unanimous written consent.  If, for example, you learn that all directors favor the same decision, the Secretary may draft an action by unanimous written consent and send it (possibly by email) to all the directors.  Each director may then sign the unanimous written consent and fax it (or email a scanned, signed consent) back to the Secretary.  Once the Secretary has a signed consent from each director, the action has been taken.  The Secretary should maintain each signed consent (typically one for each director) with the minutes of the corporation.”  -- Gene Takagi

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Is there a manager/employee ratio for a social service nonprofit?

Q. Is there a "best practice" for a manager/employee ratio for a social service nonprofit organization or does it "just depend?" -- G, March 25, 2008

A. Liz: The answer is always "it depends," and in this case, the answer depends on what you're really asking. Generally, from a management perspective, having 5-7 direct reports is considered optimum. Any more than 7 and it gets tough to be an accessible manager and to provide appropriate oversight. Of course, that assumes that you're operating in an organization that is vertically integrated. If you're in a team-based or matrix environment, you probably don't want more than 2-4 teams reporting to you in addition to your 3-4 individual direct reports. I think those ratios hold no matter what kind of service you provide.

If, however, you're asking whether there's an optimum manager/employee ratio from a budgeting or service delivery perspective, that's a different question. I've always believed that a "form follows function" approach to organizational structure makes the most sense. That means that before undertaking a major structural overhaul, you first understand your business processes and what's driving them. For example, how do clients move through your organization from intake to discharge? Are the processes driven by client needs or by staff needs? Is the client's experience of your organization seamless or are they handed off from department to department with new intake at every transition? Are there parts of the process that serve staff's need to control or be in the know, but that really don't add value? Once you've cleaned up your processes, then you can look at what kind of staffing structure supports those efficient and effective new processes.

One last caveat: we have a tendency in this sector to promote people to management positions as ways to reward them. Nothing wreaks havoc more with an organization's structure than one that's been Gerry rigged to accommodate long-term, loyal employees who are really uber-specialists, not managers.  What's the difference? If your staff person is primarily engaged in carrying out specific tasks, rather than in planning and managing departmental resources, chances are he's on a specialist, not a management, track. NB: Specialists can be exempt and  highly compensated, so there's no need for people to resist the idea of moving from management to specialist within an organization.  I hope that helps.

Leyna: Not surprisingly, I agree with everything Liz has said here. My own observations from years spent as a human resources executive is that 5 is a good general maximum for direct reports, and 7 would be the upper limit, as Liz said. And, of course, exceptions abound.

I want to strongly second Liz's point about rewarding staff members with the "manager" title. (I once worked for a business that literally had the "real" Vice Presidents and the "faux" Vice Presidents -- not a highly functional place.) One more point: Having the title "manager" does not automatically render your job exempt. If you have no direct reports, little discretionary decision-making, and your job is primarily task-based, you are non-exempt, no matter what your title. For more information about exempt positions, visit this website.

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