Board orientation manual - Revision history

Ideath: /* Communications */

2011-10-26T17:54:57Z

Communications

Ideath: /* How the Board Functions */

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How the Board Functions

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How the Board Functions

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Legal Responsibilities

Ideath: /* Our Programs */

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Our Programs

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Our Programs

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Our Programs

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Our Programs

Ideath: /* What It Means to Be a 501(c)(3) Nonprofit */

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What It Means to Be a 501(c)(3) Nonprofit

Ideath: /* Welcome to Free Geek! */

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Welcome to Free Geek!

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 ==Communications==
-Free Geek uses technological communications heavily! As a board member, you will find that email communication is very important, and should make a point to be prompt and clear in your email. The board has an email list, which is open only to current directors and collective-level staff. The archives of this list are a valuable resource; they are only available to list members.
+Free Geek uses technological communications heavily! As a board member, you will find that email communication is very important, and should make a point to be prompt and clear in your email. The board has an email list, which is open only to current directors and collective-level staff. The archives of this list are a valuable resource; they are only available to list members. ''[The email list structure is about to change; you will be notified.]''
 There is another email list you will want to monitor; this is the organization's minutes list, which receives minutes from all groups within the organization, from the board and its committees to the various staff committees. This is not a discussion list, so traffic is relatively low, but lots of good information goes through it. This list is publicly archived, in accordance with our value of '''transparency'''.

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 Free Geek takes tremendous pride in the way we operate. Unlike many organizations, which may reach decisions based on majority vote or executive fiat, Free Geek seeks to govern using '''formal consensus'''. In this process, the Board will discuss a proposal; after identifying potential areas of disagreement, the Board will discuss what changes would need to be made in order for everyone to support an agreement. Once an agreement can be reached the board moves forward and adopts the proposal.
-One of the largest areas of confusion regarding formal consensus relates to the ability of an individual Director to stall the process by refusing to consent to a proposal. The chief concern is that a lone director could stubbornly refuse to consent to a decision, regardless of whether or not their position has any actual merit. Formal consensus deals with this issue by asserting that an individual who is withholding consent must present a rational, well articulated objection to the proposal in question. If an individual is simply being stubborn or uncooperative, then they have abandoned the principle of dealing in good faith that is crucial to the consensus process. At this point the Director in question should be asked to reconsider their position; and if they refuse to do so, then should be asked to withdraw from the process.
+One of the concerns people raise regarding consensus relates to the potential ability of an individual Director to stall the process by refusing to consent to a proposal. The concern is that a lone director could stubbornly refuse to consent to a decision, regardless of whether or not their position has any actual merit. Our version of Formal Consensus deals with this issue by asserting that an individual who is withholding consent must present a rational, well articulated objection to the proposal in question. If an individual is simply being stubborn or uncooperative, then they have abandoned the principle of dealing in good faith that is crucial to the consensus process. At this point the Director in question should be asked to reconsider their position; and if they refuse to do so, then should be asked if they are willing to stand aside on the decision.
-Having now established how Free Geek engages in decision making, it is important to discuss some other operational elements of the Board. The board’s membership is comprised of two main types of Director. Volunteer representatives are elected by Free Geek’s volunteers, while other Directors are elected by the board itself. Typically, Board-elected directors represent interests that are difficult to quantify or consult (such as the environment), or possess technical skills needed by the organization (such as legal or financial expertise).
+Having now established how Free Geek engages in decision making, it is important to discuss some other operational elements of the Board. The board’s membership is comprised of two main types of Director. Volunteer representatives are elected by Free Geek’s volunteers, while other Directors are elected by the board itself. Board-elected directors represent interests that are related to our mission (such as the environment), possess technical skills needed by the organization (such as legal or financial expertise), or represent client populations who may not be represented among the core volunteers (such as adoption volunteers or equipment donors).
 Another operational element of the Board is its meeting schedule. The board typically meets once a month, although a meeting could be called in the interim (assuming the meeting is held in the accordance with our bylaws). As a Board member, you should strive to attend all of these meetings; a lack of participation not only creates stagnation in the governance process, but can lead to problems down the road if important issues continually fail to be addressed. The Board needs a certain number of Directors present in order to reach a '''quorum''', so it is essential to notify your fellow Board Members if you cannot attend a meeting (a meeting without quorum can discuss issues but not make binding decisions for the organization).

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 ==How the Board Functions==
-Free Geek takes tremendous pride in the way we operate. Unlike many organizations, which may reach decisions based on majority vote or executive fiat, Free Geek seeks to govern using '''formal consensus'''. In this process, the Board will discuss a proposal; after identifying potential areas of disagreement, the Board will discuss what changes would need to be made in order for everyone to reach an agreement. Once an agreement can be reached the board moves forward and adopts the proposal.
+Free Geek takes tremendous pride in the way we operate. Unlike many organizations, which may reach decisions based on majority vote or executive fiat, Free Geek seeks to govern using '''formal consensus'''. In this process, the Board will discuss a proposal; after identifying potential areas of disagreement, the Board will discuss what changes would need to be made in order for everyone to support an agreement. Once an agreement can be reached the board moves forward and adopts the proposal.
 One of the largest areas of confusion regarding formal consensus relates to the ability of an individual Director to stall the process by refusing to consent to a proposal. The chief concern is that a lone director could stubbornly refuse to consent to a decision, regardless of whether or not their position has any actual merit. Formal consensus deals with this issue by asserting that an individual who is withholding consent must present a rational, well articulated objection to the proposal in question. If an individual is simply being stubborn or uncooperative, then they have abandoned the principle of dealing in good faith that is crucial to the consensus process. At this point the Director in question should be asked to reconsider their position; and if they refuse to do so, then should be asked to withdraw from the process.
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 Another operational element of the Board is its meeting schedule. The board typically meets once a month, although a meeting could be called in the interim (assuming the meeting is held in the accordance with our bylaws). As a Board member, you should strive to attend all of these meetings; a lack of participation not only creates stagnation in the governance process, but can lead to problems down the road if important issues continually fail to be addressed. The Board needs a certain number of Directors present in order to reach a '''quorum''', so it is essential to notify your fellow Board Members if you cannot attend a meeting (a meeting without quorum can discuss issues but not make binding decisions for the organization).
 There are several standing committees of the board, and all members are expected to participate in one, according to their interests and skills. These committees act as working groups and cannot make decisions for the board, but often make recommendations.
 ==Communications==

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 The first exception comes if a Director has agreed to assume liability on behalf of an organization. This is generally a bad idea, so do not do this without first consulting an attorney. Pay particular attention to any leases, loans, or other promissory documents signed by the organization; some documents contain clauses which make Directors personally liable for the organization’s debts.
-Another exception arises if a Director was found to have a conflict of interest, and act against the best interests of Free Geek. In other words, if you feel you may encounter a potential conflict of interest, you should immediately recues yourself from the decision-making process, and alert your fellow Board Members.
+Another exception arises if a Director was found to have a conflict of interest, and act against the best interests of Free Geek. In other words, if you feel you may encounter a potential conflict of interest, you should immediately recuse yourself from the decision-making process, and alert your fellow Board Members. We try to make sure that this does not surprise us by keeping a declaration of each board member's conflict of interest statement on file, but situations change, so keep this in mind as new business comes up.
 Finally, perhaps most important exception to the liability rule is if the Board (or one of its members) has failed to act with due care in governing the organization. The concept of due care can be difficult to pin down, but the following steps should prevent most problems:
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 * Ensure all taxes are paid (just because an organization is tax-exempt does not exclude it from paying certain taxes such as payroll, social security, etc.)
 * Keep accurate minutes detailing Board meetings, and the decisions that are reached.
-* Ensure that policies are in place to handle situations that could give rise to a lawsuit (such
+* Ensure that policies are in place to handle situations that could give rise to a lawsuit (such as sexual harassment, discrimination, dangerous working conditions, etc.)
 Ultimately, the best way to protect the Board (as well as Free Geek) from liability is to use your common sense. If a decision or policy seems unusual or “just doesn’t smell right,” contact an attorney or your fellow Board Members. As long the organization is run in a prudent manner and in good faith, the Board will usually be protected from personal liability for the organization's problems.

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 In addition to Free Geek’s various recycling and refurbishing programs, we offer a wide variety of internships and educational programs. The organization maintains a steady pool of interns, who assist in almost every area of operation. As well, we regularly offer classes to both volunteers and the general public. Classes change frequently, but range from introductory computing courses to '''Free/Open Source Software''' programming classes.
-Finally, Free Geek operates a thrift store. Here, we sell some of the computers we refurbish. The proceeds from the thrift store fund our other areas of operation, and usually provide the majority of Free Geek’s funding.
+We multiply the good that refurbished technology can do in the community by supporting other community and nonprofit organizations through our hardware grants program.  Through this program, many local organizations have been able to put more of their budgets toward their missions instead of technology, and provide services to their target populations that they might not otherwise have been able to.
-Occasionally Free Geek will operate other programs, but these tend to be temporary or experimental. Contact a staff member if you have further questions about any of our programs.
+Free Geek also operates a thrift store. Here, we sell some of the computers we refurbish, and other equipment that is not needed for the adoption programs. The proceeds from the thrift store fund our other areas of operation, and usually provide the majority of Free Geek’s funding.
 ==Legal Responsibilities==

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 electronic waste.
-The second major program Free Geek offers is the Build program (referred to simply as “Build”). Whereas the Adoption program primarily caters to individuals who would simply like a free computer, the Build program is considerably more involved. In this program, we teach volunteers how to build computers, from start to finish. It is a multi-stage program, with each stage increasing in difficulty. Once the volunteer has been able to construct a certain number of computers (usually 5), then they can build one more computer to take home.
+The second major program Free Geek offers is the Build program (referred to simply as “Build”). Whereas the Adoption program primarily caters to individuals who would simply like a free computer, the Build program is considerably more involved. In this program, we teach volunteers how to build computers, from start to finish. It is a multi-stage program, with each stage increasing in difficulty. Once the volunteer has built a certain number of computers, they can build one more computer to take home.
-If a volunteer wishes to continue volunteering after they have completed the build program, they have several “post-build” options. Laptop Build allows volunteers to work on Laptops, which are typically more difficult to refurbish than desktops. Mac Build is similar to Laptop build, in that it is a technically more complex variant of the Build program. Finally, there is Advanced Testing, where volunteers analyze various components that are use to
+If a volunteer wishes to continue volunteering after they have completed the build program, they have several “post-build” options. Laptop Build allows volunteers to work on Laptops, which are typically more difficult to refurbish than desktops. Mac Build is similar to Laptop build, in that it is a technically more complex variant of the Build program. Finally, there is Advanced Testing, where volunteers analyze various components that are used to refurbish our machines.
 In addition to Free Geek’s various recycling and refurbishing programs, we offer a wide variety of internships and educational programs. The organization maintains a steady pool of interns, who assist in almost every area of operation. As well, we regularly offer classes to both volunteers and the general public. Classes change frequently, but range from introductory computing courses to '''Free/Open Source Software''' programming classes.

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 ==Our Programs==
-Free Geek has a wide variety of programs aimed at a wide variety of people. However, our programs are closely connected to the mission of the organization, and largely revolve around education and recycling.
+Free Geek has a wide variety of programs aimed at a wide variety of people. However, our programs are closely connected to the mission of the organization, and largely revolve around education and reuse.
 The most popular program (with the greatest number of volunteers) is the Adoption program. The idea behind the program is quite simple: volunteer at Free Geek for 24 hours, and get a free refurbished computer, all the accessories, and the training to use them. Within the Adoption program there are many areas for volunteers to work. Generally speaking, there is no “skill” required in the adoption program, in that little or no training is required to participate. Most of the work done by Adoption Volunteers facilitates the recycling of unsalvageable

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 ==What It Means to Be a 501(c)(3) Nonprofit==
-As was previously stated, Free Geek is a '''501(c)(3)''' organization. This means that Free Geek operates as a charity in the purest sense of the term. No one “owns” the organization; rather the organization exists solely for promoting the public good. Accordingly, certain restrictions apply to the ways in which we can operate. One major restriction is that all of Free Geek’s revenues must be re-invested in the organization. While employees can be paid, their compensation cannot be exorbitant. Similarly, unlike the Directors of private for-profit corporations, Board Members at Free Geek cannot be paid (so don’t even think about asking)!
+As was previously stated, Free Geek is a '''501(c)(3)''' organization. This means that Free Geek operates as a charity in the purest sense of the term. No one “owns” the organization; rather the organization exists solely for promoting the public good. Accordingly, certain restrictions apply to the ways in which we can operate. One major restriction is that all of Free Geek’s revenues must be re-invested in the organization. While employees can be paid, their compensation cannot be exorbitant. Similarly, unlike the Directors of private for-profit corporations, Board Members at Free Geek cannot be paid.
 Another restriction that comes with being a 501(c)(3) organization comes in the form of political advocacy or lobbying. Free Geek is allowed to engage in limited forms of political advocacy, but cannot advocate for a particular candidate or party. Rather, lobbying should be limited strictly to issues relevant to our mission. As an example, Free Geek could (and does) lobby directly for or against changes to Oregon’s '''e-Cycle Legislation''', but not a candidate who is seeking to change it. So, if you are thinking about engaging in a political campaign, be very

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 Congratulations! If you are reading this, you have likely just been elected to the Free Geek Board of Directors. Being a '''Board member''' ('''Director''') is both challenging and rewarding, so we appreciate your interest in our organization. As you should know by now (but in case you don’t), Free Geek is a 501(c)(3) charitable organization. We serve our community by promoting access to technology through recycling and education. Specifically, our '''mission statement''' is: ''to recycle technology and provide access to computers, the internet, education, and job skills in exchange for community service''. As a Board Member, you are responsible for helping Free Geek fulfill its mission in a way that reflects the values of our organization.
-At Free Geek, we place a heavy emphasis on giving all individuals the respect and dignity they deserve. We run our organization in a way that embodies this ideal, and utilize collaboration and consensus as means to achieve our mission. With this in mind Free Geek welcomes you to the Board! We are glad to have you as part of our team, and look forward improving the community together.
+At Free Geek, we place a heavy emphasis on giving all individuals the respect and dignity they deserve. We run our organization in a way that attempts to embody this ideal, and utilize collaboration and consensus as means to achieve our mission. With this in mind Free Geek welcomes you to the Board! We are glad to have you as part of our team, and look forward improving the community together.
 ==Introduction==