Incorporating
If you are just forming your affiliate, one of your first steps will likely be to incorporate as an "official" organization. Every state has its own rules governing the incorporation of a new nonprofit, so it always pays to check with an attorney. Generally, though, the process is simple and entails coming up with a unique organizational name, creating a Board and bylaws, and submitting required paperwork.
Bylaws
The creation of bylaws is one of the first responsibilities of a nonprofit Board. Bylaws lay out the rules by which your organization will operate. Because bylaws are typically required by state law, they form a legal document, and it is important to get them right. Once again, it is wise to involve an attorney or someone else who is familiar with the rules in your state. It may also be useful to review sample bylaws from other similar organizations (like other NAAEE affiliates) to get ideas about bylaws you may want to adopt yourselves. And, even if your affiliate has already adopted a set of bylaws, it is important to know them and follow them. It also pays to review them periodically. Times change, organizations change, and your bylaws ought to keep pace.
Resources
- Thorough overview of bylaws basics
- SAMPLE: Bylaws of the Arkansas Environmental Education Association
- SAMPLE: Bylaws of the Environmental Education Association of South Carolina
- SAMPLE: Bylaws of the Environmental Educators of North Carolina, Inc.
- SAMPLE: Bylaws of the Environmental Education Alliance of Georgia
Achieving 501(c)(3) status
Once you have incorporated in your state as a nonprofit, you can apply for federal tax-exempt status. This status is assigned by the Internal Revenue Service (IRS), and most nonprofits that receive it do so under Section 501(c)(3) of the Internal Revenue Code (which is why "501c3" is often used as a shorthand for "nonprofit organization"). This status is required by most donors and granting entities, so--while not required--it is important to seek.
Resources
Official IRS webpage about nonprofit organizations and how to become one, with links to other relevant publications and information.
Board of Directors Models
There are very few rules that govern Boards. Most states require a minimum number of Board members (see the harborcompliance.com link above), and many specify what officers a Board must have. Beyond that, though, you have a lot of freedom to create a Board that works for your affiliate. Some Boards are strictly "governing" Boards: They define the ends, while staff determine the means. Not every organization even has paid staff, though, and they are more likely to describe their Boards as "working" Boards. And many Boards are hybrids: Board members might spend a couple of hours creating a strategic plan, and then break to write some thank-you notes to event volunteers or line up a caterer for an upcoming workshop. There are some responsibilities, though, that are universal. Every Board needs to set direction and goals for the organization--in other words, Board members need to collectively determine "what success looks like." The Board is responsible for acquiring the resources necessary to achieve that success. It must monitor the results. And finally, it must communicate those goals and achievements to the members and other stakeholders.
Resources
Thoughtful article on different kinds of approaches to Board functioning
The ultimate "deep dive"--a free 57-page PDF research report on nonprofit Boards, with a new version every two years.
Article discusses three models of Board governance, with particular emphasis on Peter Drucker's "Complementary Model." Includes a video on staff vs. Board roles (2:23)
Committees
Typically, much Board work is delegated to committees, which are smaller teams of Board members (and often other people) that focus on narrow aspects of the Board's responsibilities. It is common for Boards to have several "standing committees" that are always functioning; these are frequently defined in the bylaws. According to Leading with Intent: 2017 National Index of Nonprofit Board Practices, the average number of standing board committees is 4.5. Common standing committees are the Executive Committee (usually made up of Board officers and empowered to make decisions when convening the full Board is not possible), and committees for Finance, Development (or Fundraising), and Governance (or Nominating). Other "ad hoc committees" or "task forces" can be formed to tackle short-term tasks. Regardless of the purpose or longevity of the committee, it is a best practice to create a written job description for it just as you would for a staff position.
Article providing overview of the role of Board committees >
Advisory Groups
Advisory groups--best called "councils" or "committees" or something other than "Boards" to avoid confusion about their role--are sometimes created to provide expertise that your Board itself may not have. If your affiliate is like most, your Board is made up primarily of environmental education practitioners, and you may not feel the need for general advice about the EE profession. You may, however, want to convene a group (or more than one) with specialized expertise--say, academics familiar with pre-service education for teachers, or nonprofit managers with backgrounds in organizational governance. Advisory groups can also be a good way to maintain ties with former Board members, or to "audition" prospective ones. Just remember: They need job descriptions like any other committee so they know exactly what their role is, they require a feeling of usefulness like any volunteer, and they should receive regular communications.
Overview of purposes of advisory groups, how to make good use of them, and other references >
Policies, Board Manual, and Reports
Policies
Not every aspect of good nonprofit governance is written into bylaws, but there are some practices important enough to record someplace that outlasts the memories of current Board members. That's where policies come in. You should adopt written policies that describe how you will deal with situations like Board member conflicts of interest, executive director compensation, and diversity, equity, and inclusion. Every organization will have policies unique to its mission and values, but there are some that are more universal and should be considered by every nonprofit. (See the links for examples.)
- Article recommends types of policies all nonprofits should consider adopting, along with links to more detailed information and sample wordings
- A legal perspective on policies all nonprofits should consider
- Missouri Environmental Education Association policies and procedures in a nine-page PDF document
Board Manual
Whether it is in a ring binder or loaded into a Google Drive folder, a Board manual is an essential tool for Board members. It is a training guide for new Board recruits, a repository for newly-created documents like minutes and treasurer's reports, and a historical resource for those of us whose memories sometimes let us down. The basic Board Manual should contain the affiliate's articles of incorporation, bylaws, policies, and most recent strategic plan, along with things like an organizational history, short biographies of Board members and staff, and any other documents that will help the Board member be effective. Don't overdo it--you aren't looking for information overload--but be thorough, and update and adapt the contents over time.
Onboarding Materials
So you've written your board descriptions, recruited members, and are now ready to get them integrated into the work of your organization- this is where onboarding becomes a important next step for ensuring your new board member(s) feel prepared and up to speed on what your Affiliate has planned in the upcoming months (and years) ahead. Creating a solid onboard process for new members will help everyone's transition smoothly in to their new roles and ensure that they (and the organization) are set up for suceess
Tips for Successful Onboarding from Boardable
Onboarding Material from the California Association for Environmental and Outdoor Education
Onboarding Materials from the Colorado Alliance for Environmental Education
Reports
Reports are a vital communication tool in all organizations. They are especially important in nonprofits, though, because nonprofits tend to be accountable to more people (Board members, donors, volunteers, etc.)--and they are particularly imporant for nonprofit Boards. That is because nonprofit Board members are doing critically important work, but doing it as volunteers, which means their need for solid information is acute but their available time is limited. Besides Directors, reports communicate with staff, members, donors, partners, consultants, and the IRS. They also communicate with the future: Stakeholders in years to come will look to your reports to understand your organization's history, its challenges, its successes, and its patterns. Whether your reports are written or (increasingly) produced in digital video format, you should invest in their quality, accuracy, and brevity. Key types of reports include financial spread sheets and IRS Form 990s, strategic plan updates, Executive Director reports to the Board, committee reports, grant-tracking reports, and annual reports. [See also the entry on Financial Statements, below.]
- Short article with ideas for making annual reports more successful
- SAMPLE: 2018-2019 annual report of the California Association for Environmental and Outdoor Education (an example of a long form)
- SAMPLE: 2020 annual report of the Southeast Environmental Education Alliance (an example of a short form)
- Short and engaging blog post from a respected nonprofit consultant