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Foundation Operations

  • 1.  Foundation Operations

    Posted 19 days ago

    Hello!

     

    More of an operations question than an advancement question. We are a Community College Affiliated Non-Profit Foundation and our Executive Director is resigning. We will need at the very least a temporary statutory agent/acting executive director. With the current economic climate, it is possible that the College (who pays for the Foundation's operations) may decide not to fill the position immediately or in the near future.

     

    Do you see any conflict of interest or issue with the President of our college holding the dual-title of President of the College and Executive Director of the Foundation? We already have plans to reach out to counsel, but I wanted to see if anyone has had any experience with this type of situation.

     

    Thank you,

     

    Katlyn Porter

    Assistant Director of Advancement Services

    Zane State College Foundation

    Kporter2@ZaneState.edu

    740.588.1374

     

     



  • 2.  RE: Foundation Operations

    Posted 19 days ago
    Katlyn, do the foundation charter/bylaws address this?  Or the MOU between the College and Foundation?  Further, the College President is bound by the College Conflict of Interest and Ethics policies. I suggest you begin with a thorough review - with Counsel - on these documents.

    John 

    John Taylor
    919.816.5903

    Big ideas; small keyboard





  • 3.  RE: Foundation Operations

    Posted 19 days ago

    John –

     

    Our bylaws state that the Board of Directors shall have the authority to employ an executive director to administer the affairs of the Foundation if deemed necessary and to grant to said executive director those powers of the chairperson, secretary, and treasurer which may be needed to carry out the management of the Foundation. We are not "required" by any policy to have an Executive Director that I can find. The College and Foundation does not and has never had an MOU (I am currently working on this with the College's CFO and Comptroller). The Conflict of Interest Policy for the Foundation and the College does not limit this type of appointment. I will review everything with counsel including the guidelines from Ohio's Ethics Laws.

     

    Thank you!!

     

    Katlyn Porter

    Assistant Director of Advancement Services

    Zane State College Foundation

    Kporter2@ZaneState.edu

    740.588.1374

     

     






  • 4.  RE: Foundation Operations

    Posted 19 days ago
    Although the proposed relationship (College President also serving as the Foundation Executive Director) does not sound quite right, if the College (not Foundation) Conflict of Interest policy permits the College President to receive compensation from an organization with ties to the College, then you do not have a COI policy violation argument. While I find the absence of such a restriction a bit unusual, that's the policy you have to live by unless that policy violates State ethics laws.

    John

    John H. Taylor
    Principal
    John H. Taylor Consulting, LLC
    2604 Sevier St.
    Durham, NC   27705
    919.816.5903 (cell/text)

    Serving the Advancement Community Since 1987







  • 5.  RE: Foundation Operations

    Posted 19 days ago

    John –

     

    I should have specified that the President would not be receiving additional compensation for this role, he would only be accepting the responsibilities of the executive director and then dividing additional work among his staff.

     

    Thank you,

     

    Katlyn Porter

    Assistant Director of Advancement Services

    Zane State College Foundation

    Kporter2@ZaneState.edu

    740.588.1374

    image002.jpg@01D5A052.C2FF6EA0

     






  • 6.  RE: Foundation Operations

    Posted 19 days ago
    That makes me feel better!  However, I do thing Counsel for both entities should review and sign-off on the arrangement.

    John

    John H. Taylor
    Principal
    John H. Taylor Consulting, LLC
    2604 Sevier St.
    Durham, NC   27705
    919.816.5903 (cell/text)

    Serving the Advancement Community Since 1987







  • 7.  RE: Foundation Operations

    Posted 19 days ago

    Thanks, John, we will do that! We are also engaging outside consultants who are familiar with our community to help with fundraising as well!

     

    Katlyn Porter

    Assistant Director of Advancement Services

    Zane State College Foundation

    Kporter2@ZaneState.edu

    740.588.1374

    image002.jpg@01D5A052.C2FF6EA0

     






  • 8.  RE: Foundation Operations

    Posted 19 days ago
    Katlyn,

    In addition to John's cautionary comments, note that your D&O insurance provider needs to be notified about this material change, and they may change your rates.

    I'm also pretty skeptical about the idea that the College President is going to work this job for free. The Foundation is its own legal entity. It can't hire the College President without compensation, that would violate labor laws. But the College President can't really volunteer for the Foundation either, it's not plausible to suggest that this is a bona fide volunteer situation. To me it seems like you've got at least an ethical challenge if he isn't paid, and a legal challenge if he is paid.

    Definitely talk to counsel, there are many dimensions to this! Don't rely on the above as legal guidance, as per usual.




    Thank you,
    Isaac Shalev
    CRM Expert
    Sage70, Inc.
    (917) 859-0151
    isaac@sage70.com

    Schedule a 30-minute consultation now:







  • 9.  RE: Foundation Operations

    Posted 19 days ago

    Thanks, Issac. I will make sure I note your concerns below. As an affiliated Foudantion, all Foundation staff are employed and compensated by the College, including the executive director. It may be better to eliminate the position instead of having someone assume this role. We will make sure to speak with counsel.

     

    Katlyn Porter

    Assistant Director of Advancement Services

    Zane State College Foundation

    Kporter2@ZaneState.edu

    740.588.1374

    image002.jpg@01D5A052.C2FF6EA0

     






  • 10.  RE: Foundation Operations

    Posted 19 days ago
    Hi Katlyn,

    With your college's arrangement (where foundation staff are paid by the college,) what was your ED's job beyond holding the title of ED? Were they the college's chief fundraiser or advancement services person, for instance? Doesn't the college need someone to do whatever that job is? Is there a belief that the college president can add those duties to his plate without harming the institution?

    ------------------------------
    Bill Wong
    bill.wong@tjc.edu
    ------------------------------



  • 11.  RE: Foundation Operations

    Posted 19 days ago

    Hi Bill –

     

    The main duties associated with the role were fundraising and cultivating donor relationships. We plan on contracting out the fundraising work which was the substance of the position. The president, who is already heavily involved in donor cultivation, would be assuming this aspect of the position but with help from his staff as well. This change would not harm the institution or the Foundation operationally (the Foundation is small). We just want to make sure that legally the President could act as the Foundation's statutory agent. I know there are other small community college foundations that operate without executive directors, I am just not sure of their internal structure.

     

    Katlyn Porter

    Assistant Director of Advancement Services

    Zane State College Foundation

    Kporter2@ZaneState.edu

    740.588.1374