3 Documents to Pay Attention to Before It's Too Late.

3 Documents to Pay Attention to Before It's Too Late

Tim Barnes:
Welcome to episode 87 of the practice of nonprofit leadership. I'm Tim Barnes.

Nathan:
And I'm Nathan Ruby. Well, good morning, Tim. How are you today?

Tim Barnes:
Well, I'm fine, Nathan. That was a bit of an overly aggressive good morning, I guess, but...

Nathan:
Well, yes, indeed it was, but you know what? We're all awake now and we're just, we're ready to roll now, Tim.

Tim Barnes:
Well, that's okay, Nathan. I've been up for hours anyway, so.

Nathan:
You are always the early bird, so I'm sure you were.

Tim Barnes:
I know, that's why we're the yin and the yang, I guess, as we

Nathan:
That's

Tim Barnes:
last

Nathan:
right.

Tim Barnes:
heard. But

Nathan:
That's

Tim Barnes:
anyway,

Nathan:
right.

Tim Barnes:
with that said, I hope you listeners have listened to the last couple podcasts that we've put out. We've had a couple of really good guests talking about social media, talking about mental health. I... tell you, Nathan, I walked away with some really good, I was taking notes actually during our episode. I appreciated some of the things that Brittany shared about mental health and it was really good to have her part of the conversation.

Nathan:
Yeah, it was good. And, you know, I, after going through that, just, you know, being part of that episode, I even felt better about myself, just being part of the, part of the conversation and, uh, and then the one that we had with Sabrina on the social media policy and I had, I was just an entire page of notes of, Oh, I need to do that. Yep. I need to do that. So that was actually kind of hard as, as a host, uh, try to, you know, be in the conversation and write all the things I was trying to write. So. Anyway, it was good. Both of them are good, and if you haven't listened to them, they're worth both going back and taking a listen to for sure.

Tim Barnes:
And I think as we go forward, we're working on kind of a mixture of having some guests on as well as us taking, like we're going to do today, you and I are going to talk about a topic that we think is important that we've experienced ourselves. And so we're excited about the next few months as we continue on with this podcast and appreciate you all listening. But with that said, Nathan, what's on the docket for today?

Nathan:
Well, today we are going to be talking about three simple things that needs your attention, but are really easy to forget or ignore. And these are things that if you ignore them for a day or a week or a month and maybe even a year or two, nothing really bad happens. But sooner or later, ignoring these three things will come to bite you in the bottom. So it's probably Just address them now.

Tim Barnes:
Well, I'm excited to see what we're going to talk about, Nathan.

Nathan:
All right, here

Tim Barnes:
Let's

Nathan:
we go.

Tim Barnes:
dive in.

Nathan:
So we got three things. First one is your board notes, your, your meeting notes from your board of director meetings. So who is responsible for taking those notes? Well, typically the board secretary is responsible for the meeting notes. Now that means that they are responsible for having meeting notes. It doesn't necessarily mean that they themselves have to actually take the notes, but they're responsible for making sure that there are notes. And if you are a little, if you are a little not sure of who that is, then it would be in your bylaws. So you could check there in your bylaws or who's ultimately responsible. But typically it is the board secretary who has that ultimate responsibility. So. when you are taking notes, there are three things that you need to be thinking of. So first is focused. You need to be able to write while at the same time listen and stay actively engaged in the discussion. So if you're the board secretary and you're taking those notes, you really want them to be able to stay in the conversation, stay deeply in the conversation while at the same time taking those notes. And if they can't, then that's something that you have to discuss and find out a different solution for. So,

Tim Barnes:
Nathan,

Nathan:
yeah.

Tim Barnes:
sorry, can I, I'm just going to jump in right here. So I know we've wrestled with this because we've talked with the people who are secretaries in our organization who serve in that role and we want them to be fully engaged and so we've actually brought an outside person in to be our quote unquote scribe, um, to take, to take the notes and that then that allows all the directors to be. engaged. Other people, and I think we talked about this, other people can do a great job. They engage and take notes at the same time. But we've just said, we're going to take that away. We're going to put somebody in place to do that. And it's worked out great for us.

Nathan:
Yeah, and again, not every board is the same, not every organization is the same. And this is one of those areas where you as the executive director, you've got some latitude, you've got some ability to do what works best for you, your organization and your board. So totally within the realm of right, what's right, what's wrong, to bring somebody else in to do those notes if that's what your board feels is the right thing to do. So for the notes themselves, there should be at least some basic writing ability. It doesn't have to be perfect, but it should at least make your junior high English teacher proud. You know, you can't have, I mean, it's got to be decent grammar in it, but, but your, whoever's taking these notes, you're not writing a novel. You're not writing a business book. So just basic ability to put a sentence together with subject. verb, noun agreement, you know, all those basic type things. And for, you know, for crying out loud, you just run it through a spell checker or use Grammarly or whatever to, you know, just kind of. Make it make it a little bit, a little bit nicer, fit a little better. And then there's also a balance between bullet points and an essay. You need to capture what is said, but without going into, you know, he said this and she said that and they said that. You know, there's a balance between pages and pages and a couple of bullet points. And then the third thing is getting the notes completed and sent to you, the executive director, in a timely manner. And I think, I don't know, you have to decide again, whoever's taking those notes, what is a timely manner? Is that a week? Is that a month? Is that a, I mean, it depends on how often your board meets. You know, if your board's meeting every month, Tim, and you're you better have those you better have those those board minutes to you before a month. But if you're meeting quarterly, maybe a month's OK. So it just within a reasonable amount of time. So I don't know, Tim, what's reasonable to you?

Tim Barnes:
Well, we actually, you know, our goal is to have it within a few days after our meeting. And again, like I said, we have someone else who takes the notes, but the secretary who's responsible for the notes has to sign off on them. And before we send them out, we make sure they're clear. But we probably within, you know, sometimes the next day we have them out. But I think at a very minimum, at least within a week. I think should be going out. Hey, can I ask you, Nathan, too? Maybe we can take just a couple of minutes. And I know I've talked to executive directors, especially those who are newer. And their question often is, what goes into the notes? Like how much detail needs to be there? And I have my opinion, but I'm curious what kind of what's your approach as you think about that.

Nathan:
Yeah, I think for me, what I want to see in there is I want obviously who was at the meeting. So there's got to be a record of who was there and who wasn't there. And that's important as you track engagement with your board members. I mean, if you're going back to the last three minutes and you're seeing one of your board members absent, you know, in three meetings in a row, it's probably worth a phone call just as are they okay? Is there anything going on? Are they still engaged in the organization? So it's just, who was in attendance is important. Then I would want to have all of the primary, any of the decisions. So if you had a proposal that was on the table or a decision that took a vote, you would wanna, you obviously wanna have that. What was the vote? Who voted? What was the outcome of that? So you would want that, any votes that are taking place. And then I would want key discussion points. What were the key things that we talked about? And there is, and I don't know, Tim, this is where it gets a little gray to me, is let's say you're having a, let's pick something big. Let's say that we're considering doubling the size of our building, all right? That would be a pretty big thing to be talking about. And obviously you would want that in the notes, but are you, are the notes saying, Joe said this word for word, Sally said this word for word. Suzy said this word for word, you know, versus these were the four points. You know, do we have enough money? Have we bought the land? What is the building going to look like? What are we going to do inside the building? 

Nathan:
So there's a range. There's a range between pure bullet points and this novel that you're writing. And so I would think bullet points and short paragraphs. Maybe that's a way to put it to there's this is this is the point. And here's just a two or three sentences to bring texture to that and then move on from there. I don't know, Tim, what do you think?

Tim Barnes:
I like that where you said the idea of texture. So I am, generally for me, less is more. I would rather make sure we capture the key decisions and a little texture. Here's some of the kind of conversations we had. I also want to protect our board members that there's freedom to have conversation in those settings. And not to the point where 20 years later, somebody pulls this up and goes, well, what in the world was Joe talking about? Again, so I want to protect them a little bit, but there needs to be clearly the decisions need to be captured so we can go back to go, yeah, in May of 2023, we decided this is what we were going to do.

Nathan:
Yeah,

Tim Barnes:
So

Nathan:
because

Tim Barnes:
that

Nathan:
that's

Tim Barnes:
would be

Nathan:
how

Tim Barnes:
my

Nathan:
that

Tim Barnes:
approach.

Nathan:
yeah, that's happened to me, Tim. I've had board members come to me and. And the question is, what did what did we decide about X, Y and Z? And I'm thinking to myself, well, we decided about that two years ago. And then the next question is, oh, well, well, you know, can you look that up for me? Or, you know, it's like I'm supposed to know the answer to that. And I'm thinking, well, it was a board meeting, so it's kind of your responsibility to know that because you're the board. But, you know, that's not the way the world works. The world works where, yeah, I do. It is my responsibility to know. So you've, you've got to be able to go back and, and look at those and to be able to piece that puzzle back together, put those pieces of that puzzle back in so that you understand what happened. And, you know, it's easy, Tim. I think if you were the executive director sitting in that meeting, well, yeah, you probably. have some vague memory of what was going on. And then you see the notes and he's like, Oh yeah. Okay. That's what happened. Well, what if it was before your tenure? What if it was before you even knew what the organization was then to go back and try to piece something together. That becomes much more difficult. So.

Tim Barnes:
Here's a pro tip in terms of, did we make a decision? When was the decision? So one of the things we do is every major decision we make in a board meeting, we actually have a, in our notes, we have a list of all the decisions that have been made. We can go back to the very first meeting, like this sheet says, you know, on June 20, 2009, you know, may board meeting and the motion is there and approved. So we can, we have a list of all the major decisions that have been made in board meetings. Then we, if we say, well, what was going on, then we can go back and we can look at the actual notes. That's been very helpful for us to be able to answer those kinds of questions.

Nathan:
That's awesome, Tim. I tell you what, I am always learning from you. I hadn't even thought about that. Basically, it's a table of contents.

Tim Barnes:
Correct.

Nathan:
Yeah.

Tim Barnes:
Yeah.

Nathan:
Oh,

Tim Barnes:
Anyway.

Nathan:
see right there, that was worth listening to this podcast episode right there. Thank you, Tim. Ha

Tim Barnes:
And

Nathan:
ha

Tim Barnes:
I'm not going to charge you for

Nathan:
ha

Tim Barnes:
that.

Nathan:
ha ha ha ha ha ha ha ha ha ha ha ha ha ha ha ha. No invoice

Tim Barnes:
Yeah.

Nathan:
needed. So, you know, the other thing, Tim, that you have to remember on your board notes is that, well, two things. One, Typically when you're audited, if you're an executive director and you haven't gone through an audit yet, auditors, I don't know if it's always, but I always have, I know Tim, you have to, uh, the auditor has always asked for a copy of the board minutes. So I'm assuming every audit is going to do that. So just know that those, that those are going to go to the auditor. The other thing is that board meeting notes are discoverable. So if you ever find yourself in a lawsuit, for whatever reason that may be, we hope that never happens, but it does happen. And you're being deposed or you're on the stand, whatever is in those notes is discoverable. So just be aware of what goes in there and when it gets signed off by the secretary, that's public record. So just be aware of that.

Tim Barnes:
Very good.

Nathan:
All right, well let's head into the second one. And that is donor notes. And what do we, how do we document donor notes? What do, what goes in there? Um, is a, it's a key part of fundraising, especially when you are working with some of your top donors, when you're working in major donors, documenting conversations and interactions with your donors is really critical and fundraising by nature, by its core at its core. Center is intensely personal. And the deeper the relationship between you and your donor, the bigger the gift. That's just how it works. And that's why actually direct mail gifts tend to be smaller. There's really no personal connection. And it's also why if you have an event where someone writes a check or leaves it on the table, those are also typically smaller gifts because it doesn't have the deep personal connection. So documenting interactions and conversations with your donors allows you to put the jigsaw puzzle together to get you ready to be able to make the right ask at the right time. So what do we document? Well, first of all, and most important, if you get this one documented, you're doing a great job. And that is, why is the donor excited about your organization? Every donor has... one or two, three, typically one or two, primary reasons, primary connections with the organization and its mission and vision and why that donor gives to that organization. You have to know what it is. You have to know why they're excited about what you do. And that's gotta be written down, not only so that you remember it and keep it in the forefront of your mind, but after you're gone and the next executive director comes in, so that they also will know from the get-go what that donor's connection and why they're passionate about the organization. So number one is why is the donor excited about the organization? Number two, what is it about the donor's passion, values, and philanthropic goals that match up with the organization? So what is it that the donor is trying to achieve in their giving, and how is that connected to the organization? You've got to know that because it allows you to navigate the discussion and to be able to match what you're asking for with your donor's values and passions. Third, and little personal things about your donor. So for instance, an example is I have, oh my gosh, I've been dating or married to my Uh, don't tell her I said this, uh, 30 coming up on 30 years. We're not quite there. 28, 29 years, something like that, Tim. I don't know. Uh, it's close. And I can tell you when we go to sit down and at a restaurant and if she goes to the restroom or she's not in the restaurant yet and the server comes up and you typically ask for your drinks, I can order for myself and for her because I know. A thousand percent that her order is water. No ice, no ice because she's cold. But water, no ice, 100%, I know that. Well, I can also tell you the drink order of most of my major donors that I work with, because I track that, because I keep track of that. And it is knowing your donors, what's their kid's name? What's their spouse's name if you're not talking to both? What is the grandkids? What are, you know, what is their hobbies? What are, if they have a... a car that's a play car, you know, something, an antique car or something, what that is. What are their favorite sports teams? Do they go to the opera? You know, all of those little things so that you have, and I can't keep track of all of this data and all this information, Tim, so I write it down, I document it so that when I get ready to call Donor X, I could review that and say, oh yeah, ask about the granddaughter. Oh yeah, this, yep, this. And I even know when I have donors, when their baseball teams are doing well, and Tim, our baseball team is perking up, little sign of life there. But I know I can send a text to some of my donors and say, hey, you got beat last night or hey, you won last night. So being able to write down some of those personal things about your donors. that will help you jog your memory to make that relationship deeper and more connected.

Tim Barnes:
So I have two questions Nathan the first is and if you've been listening this podcast for a while You know, it's no secret that Nathan actually just thrives in this kind of Conversation. This is his passion and heart to raise money and to connect with people who want to give to the organization So I know this comes out of who you are Are you saying this is probably a habit that most executive directors? should grab on to

Nathan:
Yeah, 100%. You will never maximize a donor's potential gift to your organization if you are not doing stuff like this. You just won't, because you won't know your donor well enough, and you won't have a deep enough relationship to max out their giving potential. And it's. The bigger the gift, the more intense the relationship, the more the deeper the relationship. That's how fundraising works. And now you can't do this, Tim, on the surface. And you can't say, well, okay, I know that, you know, the granddaughter is a division one soccer player. And so, all right, I gotta look up and see how she's doing. And that's not it. You have to care. You have to be, you have to have a genuine care for your donor to generally want to celebrate with them when their granddaughter gets the Division I scholarship. It's about real relationship, not fake relationship. You can't fake it. It's got to be real. And it's also, Tim, why it's difficult for the executive director to manage, especially in smaller organizations where you don't have a lot of support, you don't have a lot of the executive director gets pulled into so many different directions that are real. I mean, there's real things that have to be done to keep the organization going. And then you're asking me to, you know, keep track of all this information about all these donors. Well, yeah, it, you can't do everything. So what I suggest you do is pick out a reasonable number, three donors, four donors, five donors, and start with that, start with something simple and build that deeper relationship. Part of that is by documenting interactions and documenting this information, and then you can build from there.

Tim Barnes:
So my second question, and this is more curious, but do you protect that information? Like how do you use that information? Would you share that with a bunch of other people, or how does that work?

Nathan:
Yeah, excellent question. No, I do protect it. And no, it's not available to, it's available to our people that have access to our database, which is only three, me and two other people. So those are the only group that has access to that. And your donors are expecting you to keep their information safe. And so that goes to just basic. database protections and typically if you have, if you're paying for a database like we do, then those protections, online protections are the databases, that's what they do, that's their responsibility. If you're keeping that data on an Excel spreadsheet or some other on your own laptop, then you're responsible for the safety of that information. So yeah, I guard that pretty tightly. Um, and then the, the other thing about that, if anything you put in there, just like the, the documentation of the donor of the board meeting notes, that's, this is also discoverable. So, and your donor has the right to ask for their, their information at any time. So I would, I would suggest you think twice about, you know, this donor is an idiot. Um, you know, you may not want to put. things like that that are in there or things that are, there's a line, right? I mean, I wouldn't, if I put something in there or if I knew something about the donor that was extremely, extremely personal or extremely illegal, there's a limit to what you put in there. And just, some things, people don't need to know. So I don't know, I just, there's a line, I guess is what I'm saying. And I try to not cross that line. Is it part of helping the donor connect with the organization, connect with me so that we can make the best gift for them in the organization, then it's relevant. Outside of that, I don't put stuff in there that's not relevant to that.

Tim Barnes:
Sounds good. Well, how

Nathan:
All

Tim Barnes:
about

Nathan:
right.

Tim Barnes:
our third kind of thing we're talking about?

Nathan:
Third one is bylaws. And you know, I have yet to see a board member raise their hand when the question comes up, who would like to serve on the bylaw committee? And it's, you know, kind of like seventh grade social studies, Tim, when the teacher asks a question and you're in the back of the class, why I'm not saying you, I was in the back of the class trying not to make eye contact. You wanna see your board members look the other way? just ask a question about the bylaw committee. But this is another thing, if you ignore this, sooner or later, it's gonna come back and bite you. So a couple of things about your bylaws, a bylaw committee. How many board members should you have on the bylaw committee? Well, it's actually in the bylaws, Tim. How many meetings should we have? And how often should the meetings happen, the board meetings? It's in the bylaws. Um, you know what, we have a board member that's really not pulling their weight. They're not showing up to meetings. They're not really doing anything. They're not really engaged. Can we ask that board member to leave? That's in the bylaws, Tim. Um, and, oh, here's one. Uh, what committees are we supposed to have that too is in the bylaws. So the bylaws are actually a legal document. Uh, and the organization is bound to function as the bylaws say. If you don't, then you're actually operating illegally. And does it, will anyone notice? Well, probably not until something really bad happens. And then it goes straight to the bylaws. And if you're operating outside of your bylaws and something bad happens, guess where your organization ends up, Tim, on the front page of the newspaper. And that is not a place you want to be. when you're breaking the law. So strongly encourage you to pull out your bylaws and especially if you're a new executive director and you haven't really looked at your bylaws and don't really know what's in there, or if it's been a long time since you've actually looked at them, you know, here's what I think you should do. I think you should print them off, go grab a beverage of your choice somewhere, get outside of the office, go somewhere else, sit down and read those bylaws. It is, you'll be surprised what's in there for sure. So, and the other thing Tim with bylaws is when you read them and you realize that you are probably somewhere in those bylaws, you're out of whack, you're not operating the way that your bylaws say, well, don't feel bad because in our experience, Tim, I know you've seen this in your working with executive directors and I sure have in mind. is that most organizations are probably out of alignment somewhere. And especially if it's been a long time since you looked at it. So go look into bylaws, see where you're operating outside of that, and then just have a conversation with your board. And say, hey, bylaws say X, we're doing Y. What do you wanna do? Do you wanna change so that we're operating under X, under the current bylaws, or do you wanna change the bylaws to match up with what we're actually doing? Bylaws are very simple to change. It's not difficult. And how do you change your bylaws, Tim? Where do you go to find out how to change your bylaws?

Tim Barnes:
Well, we actually went through this process, believe it or not. Uh, and I will just say, maybe I won't answer your question. I'll come back to it, but, uh, you know, we, we are about 14 years old as an organization and when the organization first started, they had kind of a generic, generic bylaws or there's a generic set that you just kind of can grab onto. And it plays things out and. We realized a few years ago, we really needed to dive back into that and take a stronger look. So we actually got our attorney and worked with our attorney to go through everything. We had questions. There were some things that were in our bylaws that we said, no, that's not how we're operating. Do we have to operate that way? Here's what we would rather be doing. And some of those we could, and some of those we couldn't, but having that legal aspect was really helpful. But I feel like. You know, bylaws is not the most exciting thing, but it really does. It's so helpful when you have questions. It keeps you on track. If you really dive in and make sure the bylaws are reflective of, of, uh, who you are as organization and what you're trying to do. So I don't know if your answer was an attorney, but that was kind of where we, where we started.

Nathan:
Yeah. And most bylaws will have as part of them. And this goes back to the kind of the bylaw template that every attorney will say, okay, here's where you start. There will be in your bylaws will be the process by which you can change the bylaws. And it's not a, it's not a, uh, this deep, dark ominous thing. It's just, you know, you need half the board to approve it or two thirds or whatever, whatever the bylaw says. And you can change bylaws. That's why they're there. They're there to be adaptable and malleable and change as the organization changes. And, you know, I did the same thing for my organization, uh, last year, year and a half ago, and I did just what I said a little bit ago, I actually printed them off, I went outside, I got a beverage and I sat there and I read them. And by the time I got done, Oh man, were they marked up? Yeah, they was just, it was, it was crazy. Some of the stuff that was in there. And. At the time it made perfect sense, but times have changed and things are different. And so we made some changes. And you know, if I think since I did that, something that I've, I've done probably more recently than I have before, uh, after we got everything changed. I don't know if Tim, if you're experiencing this, but I'm actually going to the bylaws more often because I know it's in there and I'm just double checking. I bet I'm in our bylaws. I don't know, maybe once a month, just double checking. And so, yeah, once you get them current and you know what's in there, I think you'll be surprised how often you're referencing them.

Tim Barnes:
very, they're very helpful and it keeps you on track with where you, where you need to go. Well, these are really important things that oftentimes we put aside. We don't think about it. And it's because we've got so much going on. These are some of the last things that we probably dive into. And Nathan, I appreciate you bringing forward these really crucial, these crucial notes.

Nathan:
So documenting your board notes, your donor notes, and making sure your bylaws are up to date fall under the category of fundamental executive director duties. Just like brushing your teeth every morning, changing the oil in your car, or spending more than you make, doing the simple things regularly will keep you and your organization out of trouble over the long haul.

Tim Barnes:
Well thank you for listening today. If you're benefiting from what's being shared on this podcast, we would like to ask you to share a review on the platform and what you're listening. Let us know how the podcast is benefiting you and tell someone else about it. If you'd like to get in touch with us, our contact information can be found in the show notes. That's all for today. Until next time.