Board Members in Nonprofit Arts Organizations

Matthew Shelosky

December 8, 2011 MPAPA 2130.001

NYU ID: N11170085

To move an arts organization forward in the 21st century, the institution relies on a
board of directors or trustees that is invested in achieving the mission and goals through
the development of an executable strategy. Board members are indelibly linked between
governing and volunteering to help the organization realize its full potential. The
organization itself currently provides this vehicle for success through defining board
members roles and responsibilities, creating positive interaction between board members
and the arts administration staff, recruiting fully-invested board members and
determining the appropriate composition of a successful board. These four actions are
paramount to moving an arts organization forward.
Board of trustees members in nonprofit organizations have many roles and
responsibilities, most importantly to protect and uphold the mission of the organization.
The mission allows the organization to receive tax-exempt and non-profit status and thus
is the lifeblood of the organization. It also directs the organization and allows it to stay on
course regarding future planning and current decision-making. As representatives of the
public, the board members should also be the primary force pressing the institution to the
realization of its opportunities for service and the fulfillment of its obligations to all
constituencies. (Dalton 10)
In guarding the mission and in similar situations, trustees have three legal duties
to their organizations. The first is the duty of care to make decisions as an ordinarily
prudent person. Here, trustees need to do due diligence to make sure they are making
informed decisions about the future of their organizations. Second, the trustees have a
duty of loyalty to their organizations. They must be willing to give their undivided

allegiance to an organization when in the process of governing the institution. Finally, in

guarding the mission, the trustees must also obey it when convening to decide important
organizational matters. In this way, the trustees are working with the organization in an
oversight role, rather than in a control role. They are still obedient to the mission of the
institution.
Along with upholding the mission, many experts believe a board member should
be given a job description when they enter the organization. That job description can take
on several forms, but should include the following: planning an organizations future;
advocating the mission, services and programs of the organization; funding endeavors by
giving and finding money or other physical materials; advising board officers and
managers; hiring and firing the organizations principal staff; authorizing and delegating
actions of the principals and agents; evaluating and controlling the budget; accounting
and reporting to the public, funders and the community; attending and supporting events;
and recruiting and developing new trustees to continue the non-profits services.
In planning the organizations future, the board member will look to obey and
guard the organizations mission while finding ways to stretch the organization through
programming, marketing, new facilities plans and several other key areas. The strategic
plan will become the execution of the mission and the vehicle for success.
In using the mission to plan, board members can advocate that mission to those
outside the organization by relating it back to the plans they are making for the future.
Advocating also allows the board members to elevate the standing of their organization in
social and political circles without becoming a lobbyist. It also has the potential to create
new fundraising opportunities.
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Funding and fundraising are two of the most important functions of a board
member. Many boards work with a Give or Get policy where a board member is
required to give a certain amount of money each year, or find some way to raise the
equivalent from outside funders. Board members might look to buy instruments for an
orchestra or sets and costumes for a ballet. They might also look to host special
fundraising events or galas to support their institution.
Next, the board member can advise officers and managers, however, they are not
customarily allowed to take on specific staff functions themselves. Boards are purely
oversight entities, and can engage in the hiring and firing of principal staff, but are not
directly involved with the same functions at all levels of the organization. In the same
way, boards can delegate activities to principal staff, but act only in an advisory manner,
leaving the actual execution of a task up to lower-ranking staff. Boards can elect,
monitor, appraise, advise, stimulate, support, reward, and if necessary, change top
management. They should also be able to provide proper succession in the hiring of a
new top manager, principal staff or an executive director. (Dalton 10)
Board members are also expected to help facilitate the adoption of a budget each
year while simultaneously being accountable to the public, donors and the community.
Here, trustees must balance the needs of the organization with the responsibility they
have to use money wisely and appropriately based on donor and community wishes.
Author Thomas Wolf points out that trustees cant simply adopt a budget and forget
about it until next year. They must be responsible for monitoring it and, if necessary,

amend it to reflect a changing internal and external economic environment during the
year.
Accounting to the public and community is prevalent at many of the special
events held by arts organizations each year. A trustees presence at these events has many
outlets, including fundraising more money, interacting with the public and community to
ensure their trust in the direction of the organization and to interact with and recruit
potential board members.
In order to retain gains, and push the organization further into success,
organizations should look to make the recruitment of board members an ongoing,
perpetual process. This preparation and due diligence will allow for the organization to
choose the best and most appropriate members to join its board. Arts organization board
members should possess many valuable qualities, including: an investment in the
organization, skills related to the operations and functions of the organization, the ability
to uphold the organizations mission, their existing and potential wealth, their availability
for meetings and events, and their willingness to commit to a minimum amount of
service.
A board candidate should have some investment in the advancement of the
organization. Whether it is because they once played the violin or piano, want to the see
the organization succeed in enhancing a neighborhood through childrens educational
programs, or see the organization as a vehicle to lift arts to a higher place in society,
candidates must have a vested interest in why the organization should continue to exist
and prosper.

For the New York Philharmonics celebrity board member Alec Baldwin, the
match of board member to investment is ideal: based not just on his wealth or ability to
fundraise, but because he said he could just have [his] hand in something [he] admired.
(Taylor) Baldwin has shown his investment in the arts in several ways, including hosting
the New York Philharmonics weekly radio broadcasts and writing opinion columns,
including one with Robert Lynch that appeared in the New York Times in 1997. The
radio broadcasts allow Baldwin to be the voice of the New York Philharmonic, giving
the Sunday radio shows star power, and allow Baldwin to be in close proximity to the
music. The opinion columns allow Baldwin to leverage his celebrity status to lobby
politicians and the community for help to preserve arts organizations like the National
Endowment for the Arts, which donates annually to the New York Philharmonic.
(Baldwin, Lynch)
While they should be invested, candidates must also be willing to uphold the
mission of the organization. Because the entities are non-profits, any profits realized are
ploughed back to the mission, creating what the board hopes will be a perpetual
institution. Board members must adhere to the duty of care to protect the mission and
also obey it when making decisions.
Many believe that upholding the mission of an organization is directly related to
the time a board member is willing and able to volunteer to the institution. They believe
that if one is unable or refuses to attend board meetings, events or fundraisers, they would
be unable to uphold the organizations mission. A significant time commitment to an
organization allows for board stability and identity. It also provides an opportunity for the
organization to develop a deep relationship with the board member and in turn, it allows
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the community at large to realize that same relationship. Many boards currently place the
minimum time requirement for a board member at three years of service. This way, the
board member is allowed to develop and become a fully functioning member, while at
the same time eventually offering informed input.
Related to input and upholding the organizations mission, board members are
often sought for a related skill that is needed or desired by an organization. In some
cases, this is simply fundraising, or being able to schmooze with donors and travel in the
appropriate social circles. In other cases, board members should possess an
organizationally related artistic ability and in others still, a sought-after board member
will possess a business or administrative skill needed to fill a void left by an outgoing
member.
When recruiting potential trustees, there are several questions that each party
should ask to determine if the match is a good fit. First, the mission of the organization
should be established along with what the organization does. Next, is the organization
and its culture healthy? Here, the potential board member can decide if this is the right
time to be joining the organization. Along with a healthy culture, the board member
should query as to whether the organization has a strategic plan and if it is being
followed. In this way, the board member can begin to understand what skills might be
necessary to contribute on the board. In turn, the organization could determine if the
potential board member satisfied its needs.
The organization should ask about the potential board members available time
and financial status. In this way, both parties can understand what is expected of the

potential board member, and what they are capable of. Trustees in high-profile
organizations are expected to give upwards of $100,000 per year to sit on boards. At the
Metropolitan Opera, board memberships come with a price tag of $250,000. The time
and money a potential board member can give to the organization is at the heart of
recruitment for the organizations nominating committee.
In order to assimilate board members efficiently into the culture of a particular
organization, an orientation and education process should be implemented. An arts
administrator can use the orientation period to facilitate a board members healthy
transition into the organization. If a particular board member were brought in for a
specific skill, he or she would be trained in that area alongside a returning board member
in conjunction with staff. If the board member was brought in for fundraising prowess, he
or she might meet with the development and special events team to add appearances or
meetings to their calendar and possibly plan their own fundraising events.
Once a year, Thomas Wolf recommends the organization hold a full board
orientation. This can provide new trustees with the opportunity to meet the staff and
observe daily operations. Also, the organization may bring in outside speakers to instill a
sense of urgency in the board to make good, careful decisions. During that time, it may
be beneficial for the board to conduct an evaluation of board members to make sure
everyone is on task and participating in a significant way to the organization. As Wolf
said, There should be no deadwood holding back the organization from accomplishing
its goals. To facilitate the no deadwood philosophy Wolf recommends the publication
of a trustee manual as well as the designation a term limit for trustees.

The trustee manual would allow a board member the opportunity to become more
familiar with an organizations mission, bylaws and the committees that they are required
to serve on. He said it could also provide a listing of other board members to create social
interaction between trustees. The manual would also convey a brief history of the
organization as well as a compendium of the minutes from previous board of trustee
meetings.
Wolf believes trustees should be limited to three years with the potential to be
reelected for a second three. After that, he recommends the member should take a year
off before being invited to join again. This would allow an organization the opportunity
to bring in new members with potentially new ideas and new opportunities for
fundraising within different social circles. Wolf said that organizations may fear losing
board members during a year off, and therefore they should be integrated into the
organization through incorporator, overseer or advisory roles to ensure constant
contact.

Similarly, Dalton also suggests a rotation policy for board members as well
as the Chairman of the Board. No public institution with a public purpose should
be too closely tied to one individual, no matter how good he or she may be. There
is no such thing as the indispensible person, particularly the indispensable
volunteer.
In many cases, fundraising, if not the most important quality, is an essential
function of board members. A University of San Francisco study revealed that
fundraising is looked at as difficult and somewhat demeaning by board members.

Members gave reasons of possible reciprocal giving, fear and embarrassment of being
turned down and just lack of knowledge on how to fundraise as reasons fundraising was
distasteful. Of the arts board members polled, 50 percent found it distasteful, 75
percent said theyd do it, but not enjoy it, 10 percent would absolutely refuse and 25
percent had never even tried. In the economy that faces arts organizations in the early
part of the 21st century, arts organizations will need their board members to be major
advocates and sources of donations for their organizations. Organizations such as the
New York Philharmonic currently receive more than $28 million annually in individual
giving and still only come within a few million dollars of breaking even each year during
a weak economic cycle.
Many experts, including Dalton, suggest that in order to facilitate the creation and
to maintain an exemplary board, the arts administrator, chief executive officer, or
managing director and his or her staff should take part in the recruiting and board
reporting processes. (Dalton 9)
Dalton believes that the top arts administrator is responsible for the success or
failure of the organization as a whole. To facilitate success, Dalton said that the top arts
administrator, and in some cases their staff, should be in optimum communication with
the boards Chairman in order to enable the Board of Trustees to fulfill its governance
function.
To facilitate the communication, Dalton said it is crucial that the top arts
administrator and the Chairman of the Board have an excellent relationship. It will be a
far better relationship if both [the Chairman and the top arts administrator] clearly
recognize that the [top arts administrator], not the chairman, is indeed the [top arts

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administrator]. Then the chairman becomes the [top arts administrators] partner in
making a great board, enhancing its ability to carry out all of its responsibilities, and
encouraging it to support the [top arts administrator] in every reasonable way. (Dalton
5)
The top arts administrator can also lead both their staff and the board by example
through giving direction to the formulation and leadership to the achievement of the
organizations philosophy, mission and strategy, and to its annual objectives and goals.
Dalton said that as a board member, it is important to look to the top arts administrator
for leadership. In addition to being [a top arts administrators boss], I am one of his
volunteers. I look to him as our leader, or inspiration, our coordinator, our expediter, our
doer, our CEO. But because we are a voluntary organization, I recognize that he can
never do it alone or even do it with an excellent staff of 23 people. (Dalton 6)
Just as the top arts administrator should see that there is an effective management
team in place on staff, and work effectively to train that personnel, they, and their staff
should be an integral part in choosing directors or trustees. In this way, they can ensure
new board members are chosen for the right reasons and can be integrated easily into the
goal of achieving the organizations mission.
The top arts administrator should look to the board for guidance and work with
the Chairman of the Board to develop an annual calendar and agendas for meetings, so
that the board can fulfill its responsibilities effectively. The top arts administrator should
also see that the board is kept fully informed on the condition of the institution and all of
the factors, both internal and external, that could influence upcoming decision-making.

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In a similar way, the top arts administrator should work with the Chairman to
devise committee structures. In many cases, board members on certain committees will
be working closely with staff members to understand more about the direction of the
organization. The top arts administrator and the Chairman would want to be sure that the
board members placed into those integral positions would be able to interact seamlessly
with the staff in an advisory, not managerial capacity.
To effectively deal with the many challenges facing an arts organization in the
21st century, the board of trustees should be composed of a wide array of talented
individuals, encompassing several disciplines including: artistic, finance, law,
management, marketing, development, strategic planning, public relations, and several
others.
In an ideal situation, a board would be comprised of between 40-60 individual
voting members who could each make the minimum monetary contribution necessary to
establish and enhance the financial standing of the organization. In this way, as with the
New York Philharmonic or the Metropolitan Opera, those board members become an
annual fundraising base that gives an understood stability to the organization. Dalton said
an organization should adopt a Policy on Composition and Tenure of the Board.
(Dalton 4) It should think intently about its size, balance, committee structure, average
age, rotation plan, and any potential conflicts of interest. Dalton suggests a board model
that includes geographic and demographic mix among other variables that is then
compared with the current board makeup. With the model, the board could then begin to
look for future directors with certain qualifications well in advance of the need to fill a
specific position. (Dalton 4)
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When being chosen for a spot on the board, each potential trustee should be given
a job description detailing the expectation of the member related to his or her
qualifications. This is important because a kind of [directorship] or invitation to it that
says one has to do very little to fulfill his or her responsibility is unacceptable. (Wry 39)
All of the board members would have to exhibit some investment in the organization and
then could be selected for special board committees as outlined by Thomas Wolf,
including: development and fundraising, nominating, facilities, marketing and public
relations, special events, programming, investments and finance, planning and others.
(Wolf 70)
Several board members should be tapped for their fundraising abilities. These
very important trustees would be on the front lines, interacting with the public and donors
to the organization and also aid the staff in securing new donors and donations for the
institution. The committee would also be concerned with annual fundraising numbers as
well as plans for capital campaigns and solicitations of larger gifts. The committee may
collaborate with a special events or marketing committee to execute galas or other large
events.
The organization would also look to integrate a nominating committee within its
board. The nominating committee would continue the ongoing search for new board
members, recruiting and screening potential trustees and presenting them to the full
board.
When an organization owns or manages its concert hall or venue, a facilities
committee is necessary to monitor the condition of an organizations buildings and
property, as well as recommend maintenance and repairs, and plan renovation projects.
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Decisions involving a facility or property are extremely important and can change the
outlook and fiscal challenges of an organization almost overnight.
In conjunction with the development and fundraising committee, a marketing and
public relations group should be designated within the board to oversee an approach to
make the community aware of the organization in a positive way. The board may want to
add a member of the media who has an understanding of certain outlets to add to the
potential success of the organization.
In the case of an arts organization, a few board members should be experts in the
particular field, whether it is orchestral music, opera, ballet or another art form. These
individuals could be members of a programming committee that would be able to explain
to the board the significance of performing certain pieces together, what instruments,
costumes or sets might be required and why, and how the performance will relate to the
audiences filling the seats. This group would be required to work closely with the staff in
oversight of the programming process, but not play a role in actually choosing
programming for a specific group or performance facility.
A few trustees should be financial experts and designated as the finance and
investments committee. They would keep the board apprised of the financial standing of
the institution, and in this way, the board can fulfill its obligation of fiduciary oversight
based on the recommendations of those who best know markets, investments and
budgets. Decisions regarding the investments of the institution may be passed on to an
outside investment manager chosen by the committee or may be made by the committee
itself.

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Other board members should be chosen for their planning ability. These trustees
would be able to bring together all the information presented by the other committees to
realize a long-term future direction for the organization that continues its success. That
direction would be closely linked to the mission of the organization as well as the funds
that are available to help accomplish that mission.
In order to enhance its fundraising ability and standing in social circles, some
boards may choose to elect celebrities like Alec Baldwin to its boards. This board
member could be heavily involved with the fundraising and development, special events
and marketing and public relations committees. However, during the nominating process,
it would be important to find out if the potential celebrity trustee would be able to donate
his or her time in the amount necessary to become a knowledgeable advocate and
decision-maker for the organization. The celebrity would most likely be able to fork over
the cash necessary to join the board and at the same time provide a wealth of fundraising
potential, but without the sacrifice of time, they may not be able to effectively help
govern an organization.
The composition, direction and leadership of an arts organizations board of
trustees are vital to the existence of an arts organization in the 21st century. A board that
is composed of a wide array of experts in several related fields will be able to make
informed decisions about the well-being of the organization while still being in tune with
the programmatic and non-profit factors that allow the organization to interact with
artists, donors and the public community as a whole. If those experts are split correctly
into committees, they will be able to offer expert insight in a controlled environment and

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be able to decide on, and enact policy, that can move the organization forward in a
positive way.
If done with care, the coalescence of the role of a board and individual board
member around governance and volunteerism can make for a successful board of
directors, and in turn, a successful organization. Board members chosen based on their
perceived, and then actual, investment in the organization, both monetarily and
artistically, are assets as external advocates and internal supporters for any arts
institution. Framing ones role as a trustee or director is important so that the incoming
member knows specifically why he or she is there, and what they are expected to
accomplish. In working as a team with the board and staff, new board members can be
assimilated easily into the organizational culture, thus creating an even stronger
institutional structure. Governance is essential for a board member, and in accord, its
essential that governance does not become management, allowing the staff to execute the
institutions plan. (Dalton 4)
The direction of the board, stilted toward the future with regard to fiscal
conservation, the institutions mission and programmatic excellence, can affect the
organization as a whole. A board that has its priorities in order will allow itself to be
guided by its mission and make sure that the direction it wishes to go reflects all aspects
of the mission.
Finally, a board of trustees that understands its role of oversight and interest
without meddling in the everyday affairs of the organizations staff will be able to plan
effectively and lead through example, along with the guidance of a top arts administrator,
to create an efficient institution. If individual members understand their specific
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responsibilities and can focus their energy on making informed decisions with the best
intentions of the organization at heart, and not just individual fame, the organization will
be allowed to thrive, even in a potentially rough economic environment.

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