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April 2007
PRESIDENT’S MESSAGE:
Welcome to our Ventures in Philanthropy E-Newsletter
 
 
  The Importance of Good Governance
Linda Lysakowski, ACFRE

Recently the IRS published guidelines for nonprofits to assure effective governance of their organizations. The following article from the IRS is an excellent guideline for assuring that your nonprofit meets the best practices standards of good governance.

Good Governance Practices for 501 (C) (3) Organizations
An excellent article from the IRS website

The Internal Revenue Service believes that governing boards should be composed of persons who are informed and active in overseeing a charity’s operations and finances. If a governing board tolerates a climate of secrecy or neglect, charitable assets are more likely to be used to advance an impermissible private interest. Successful governing boards include individuals not only knowledgeable and passionate about the organization’s programs, but also those with expertise in critical areas involving accounting, finance, compensation, and ethics.

Organizations with very small or very large governing boards may be problematic: Small boards generally do not represent a public interest and large boards may be less attentive to oversight duties. If an organization’s governing board is very large, it may want to establish an executive committee with delegated responsibilities or establish advisory committees.

The Internal Revenue Service suggests that organizations review and consider the following to help ensure that directors understand their roles and responsibilities and actively promote good governance practices. While adopting a particular practice is not a requirement for exemption, we believe that an organization that adopts some or all of these practices is more likely to be successful in pursuing its exempt purposes and earning public support.

Mission Statement
Code of Ethics
Due Diligence
Duty of Loyalty
Transparency


Fundraising Policy
Financial Audits
Compensation Practices
Document Retention Policy



1. Mission Statement
A clearly articulated mission statement that is adopted by an organization’s board of directors will explain and popularize the charity’s purpose and serve as a guide to the organization’s work. A well-written mission statement shows why the charity exists, what it hopes to accomplish, and what activities it will undertake, where, and for whom.

2. Code of Ethics and Whistleblower Policies
The public expects a charity to abide by ethical standards that promote the public good. The board of directors bears the ultimate responsibility for setting ethical standards and ensuring they permeate the organization and inform its practices. To that end, the board should consider adopting and regularly evaluating a code of ethics that describes behavior it wants to encourage and behavior it wants to discourage. The code of ethics should be a principal means of communicating to all personnel a strong culture of legal compliance and ethical integrity.

The board of directors should adopt an effective policy for handling employee complaints and establish procedures for employees to report in confidence suspected financial impropriety or misuse of the charity’s resources. Such policies are sometimes referred to as whistleblower policies.

3. Due Diligence
The directors of a charity must exercise due diligence consistent with a duty of care that requires a director to act:

  • In good faith;
• With the care an ordinarily prudent person in a like position would exercise under similar circumstances;
• In a manner the director reasonably believes to be in the charity’s best interests. Directors should see to it that policies and procedures are in place to help them meet their duty of care. Such policies and procedures should ensure that each director:
• Is familiar with the charity’s activities and knows whether those activities promote the charity’s mission and achieve its goals;
• Is fully informed about the charity’s financial status; and
• Has full and accurate information to make informed decisions.

4. Duty of Loyalty
The directors of a charity owe it a duty of loyalty. The duty of loyalty requires a director to act in the interest of the charity rather than in the personal interest of the director or some other person or organization. In particular, the duty of loyalty requires a director to avoid conflicts of interest that are detrimental to the charity. To that end, the board of directors should adopt and regularly evaluate an effective conflict of interest policy that:
  • Requires directors and staff to act solely in the interests of the charity without regard for personal interests;
• Includes written procedures for determining whether a relationship, financial
• interest, or business affiliation results in a conflict of interest; and
• Prescribes a certain course of action in the event a conflict of interest is identified.
Directors and staff should be required to disclose annually in writing any known financial interest that the individual, or a member of the individual’s family, has in any business entity that transacts business with the charity. Instructions to Form 1023 contain a sample conflict of interest policy.

5. Transparency
By making full and accurate information about its mission, activities, and finances
publicly available, a charity demonstrates transparency. The board of directors should adopt and monitor procedures to ensure that the charity’s Form 990, annual reports, and financial statements are complete and accurate, are posted on the organization’s public website, and are made available to the public upon request.

6. Fundraising Policy
Charitable fundraising is an important source of financial support for many charities. Success at fundraising requires care and honesty. The board of directors should adopt and monitor policies to ensure that fundraising solicitations meet federal and state law requirements and solicitation materials are accurate, truthful, and candid. Charities should keep their fundraising costs reasonable. In selecting paid fundraisers, a charity should use those that are registered with the state and that can provide good references. Performance of professional fundraisers should be continuously monitored.

7. Financial Audits
Directors must be good stewards of a charity’s financial resources. A charity should operate in accordance with an annual budget approved by the board of directors. The board should ensure that financial resources are used to further charitable purpose by regularly receiving and reading up-to-date financial statements including Form 990, auditor’s letters, and finance and audit committee reports.

If the charity has substantial assets or annual revenue, its board of directors should ensure that an independent auditor conduct an annual audit. The board can establish an independent audit committee to select and oversee the independent auditor. The auditing firm should be changed periodically (e.g., every five years) to ensure a fresh look at the financial statements. For a charity with lesser assets or annual revenue, the board should ensure that an independent certified public accountant conduct an annual audit. Substitute practices for very small organizations would include volunteers who would review financial information and practices. Trading volunteers between similarly situated organizations who would perform these tasks would also help maintain financial integrity without being too costly.

8. Compensation Practices
A successful charity pays no more than reasonable compensation for services
rendered. Charities should generally not compensate persons for service on the board of directors except to reimburse direct expenses of such service. Director
compensation should be allowed only when determined appropriate by a committee composed of persons who are not compensated by the charity and have no financial interest in the determination.

Charities may pay reasonable compensation for services provided by officers and staff. In determining reasonable compensation, a charity may wish to rely on the rebuttable presumption test of section 4958 of the Internal Revenue Code and Treasury Regulation section 53.4958-6.

9. Document Retention Policy
An effective charity will adopt a written policy establishing standards for document integrity, retention, and destruction. The document retention policy should include guidelines for handling electronic files. The policy should cover backup procedures, archiving of documents, and regular check-ups of the reliability of the system. For more information see IRS Publication 4221, Compliance Guide for 501(c)(3) Tax-Exempt Organizations, available on the IRS website.

Increase Success with Governmental and Other Special Funding Sources:
Employ a Fiscal Agent!

Raising money for important programs is just the beginning of the work and responsibility nonprofits assume as part of their everyday function. Yet, with the increased focus on transparency and accountability and the demand to provide more programs with fewer dollars, nonprofits are stretched to their capacity to manage any funding they are able to secure.

For example, government agencies can be a great funding source but often are accompanied by strict reporting requirements that utilize a great deal of staff time and expertise. That is why many established nonprofits hesitate to apply for certain funding since their current workloads are so demanding already. At the same time, newer or smaller nonprofits must demonstrate the fiscal capacity to win such awards before ever applying for the grant. Add to that, increased demands caused by recent federal legislation (Sarbanes-Oxley Act of 2002) requiring greater transparency from funders and grant recipients alike and it is obvious why so many nonprofits are seeking ways to improve ability and efficiency.

However there are numerous new solutions to the challenge of managing awards that will reduce the work for nonprofit staff while meeting all underlying responsibilities.

How can nonprofits ease the burden of grant administration?

Nonprofits have different options to help manage their awards that can make them more attractive to funders. One obvious solution is to buy new or upgraded financial software. Purchasing software enables nonprofits to retain control of this function in-house, but the initial capital expenditure can be quite high. Plus, it requires sustaining trained staff to apply and manage the software and expensive upgrades are frequently needed. All of which diminish the original mission of the nonprofit.

Increasingly nonprofits are finding a more cost effective and efficient option may be working with a fiscal agent via the internet. A fiscal agent is someone who can do the work for you. Though the initial perception is staff loses some of the daily control of budgets since inputting the financial data into the system is farmed out, but the reality is working with a fiscal agent will ensure timely reimbursement for expenditures and provide value added services. The benefit of improving cash flow, while satisfying transparency requirements and building greater capacity make using a fiscal agent quite attractive. More importantly, working with a fiscal agent may be quite cost effective as it compares to purchasing and maintaining software and the people required to do so.

What does a fiscal agent do?

A fiscal agent serves as the contract administrator for the grant or funding source and is responsible for providing all the back office functions and procedures associated with the award.

The Research Foundation of The City University of New York, for instance, serves as the fiscal agent for the 23 schools located in the 5 boroughs of NYC that make up The City University of New York system – the third largest in the country. The Research Foundation also served as the fiscal agent for the September 11th Fund to ensure accountability for financial disbursements for both the fund and the service providers who worked with the Fund.

More recently, GrantsPlus was created by the Research Foundation to reduce the burden of government and grant management by serving as a fiscal agent for nonprofits. Services include fiscal management and reporting, sponsor liaison and compliance management, payroll, fringe benefit conformity, and purchasing assistance.

GrantsPlus sets up budgets and then tracks all financial activities on a daily basis to ensure funding compliance. Financial reports are available online and show both the detailed financial status of an individual revenue source, such as a grant award or special event, and the overall financial picture for the entire nonprofit organization. The fiscal agent can also make payments, either vendor payments or personnel, and can offer full payroll services and benefits administration.

What nonprofits can benefit most?
There are many scenarios where nonprofits benefit from working with a fiscal agent: Newcomers in need of infrastructure to established organizations looking to streamline their back-office – enabling staff members to focus on programs instead of complex fiscal reporting requirements. Nonprofits looking to build their capacity or be more transparent to funders benefit from the detailed compliance oversight and financial reports, and organizations that are managing grants with difficult reporting requirements benefit from a fiscal agent’s experience and guidance.

To learn more about GrantsPlus or to schedule an online demonstration, contact Randy Stevenson at 919-481-1511 or stevenson@firstnonprofit.com.

Article and information provided by Janet Polli, Associate, Research Foundation of CUNY

News From the Road
Linda Lysakowski, ACFRE recently presented a workshop, Capital Campaigns, for Junior Achievement Worldwide Development Officers Roundtable in Fort Worth, TX. Linda also presented at the AFP International Conference in Dallas, TX Writer’s Workshop, with Margaret Guellich, CFRE, CFRE Review Course Capital Campaigns, and The Fundraising Feasibility Study—It’s Not About the Money, with Martin Novom, CFRE.

Linda also conducted a book signing at the AFP Conference for her new book, The Development Plan, published by Wiley Press. Be sure to order your copy today. Linda is also a contributing author to another of Wiley’s new books, The Fundraising Feasibility Study—It’s Not About the Money.

     
 
You may order both books and learn more about them by visiting our website: www.cvfundraising.com/resources/cvbooks.

Speaking of training, CAPITAL VENTURE has developed a Training Catalogue, which is available by email. We offer a wide variety of workshops for groups such as AFP chapters, statewide associations, national organizations, Dioceses, United Ways and Centers for Nonprofits. If you would like to receive a copy of our offerings, please contact cvlinda@cox.net.

UPCOMING PRESENTATIONS
April 24, 2007
PA Federation of Museums & Historical Organizations
The Development Plan
Bethlehem, PA
Linda Lysakowski, ACFRE
May 8, 2007
Variety International
The Development Plan
Palm Springs, CA
Linda Lysakowski, ACFRE
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