welcome to the single unified handbook... monorepo for the win
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src/Board/charters/NonProfit-Committee-Charter.md
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# Non Profit Committee Charter
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## Non Profit Committee Responsibilities
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### Organization Related
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The Non Profit TSYS Group Entities:
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* Americans For A Better Network INC
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* Side Door Group INC
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* Side Door PAC INC
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are managed by the Non Profit Committee.
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### Primary duties of the Committee:
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1. To determine, create, and review the Entities mission and purpose. The Committee ensures that the Entities current mission statement
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correctly expresses the Entities goals, its means, and the individuals the Entity primarily serves.
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2. Hire, supervise and evaluate the Executive Director.
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3. Ensure that the Executive Director has the support needed to further the mission of the organization.
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4. Participate in organizational planning, assist the Executive Director in implementing and monitoring the plan.
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5. Provide financial oversight including approving the annual budget and ensuring that proper financial controls are in place.
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6. Ensure that the organization is complying with legal and ethical standards.
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7. Board members should be able to articulate Entities mission, accomplishments, and vision to the public.
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8. Recruit new Board members and assess overall Board performance.
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9. Board members should strive to garner support (financial and otherwise) from the community.
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10. Determine, monitor, and strengthen Entities programs and services.
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## Committee Role in the Operations of Non Profit entities
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1. Refrain from making special requests of the staff.
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2. Suggest nominees to the Committee who can make significant contributions to the work of the Committe and the Entities.
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3. Actively participate in functions and special events, as well as, educate others about the Entities.
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4. Be informed about Entity mission, services, policies, events, and keep up-to-date on developments in the area of internet access equality.
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5. Maintain strict adherence to TSYS Group conflict of interest and confidentiality policies.
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## Meetings
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The Committee meets approximately 10 times each year. The President of the Committee may call special meetings as needed.
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The Committee annual meeting is held every September.
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The Committee meets every month on the first Tuesday from 7:30 to 9:30 p.m CST
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Meetings may be attended remotely through electronic means.
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The presence of fifty percent (50%) of the directors at any meeting constitutes a quorum.
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## Term of Office
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Board members are elected to a two-year term of office. The term is without compensation. The Board is made up of 3 to 15 members. Terms begin in November at
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our annual meeting and expire at the conclusion of the second annual meeting following their election.
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A director can only serve for three consecutive terms. Following completion of a director’s term, he or she is eligible for re-election after a one year
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waiting period.
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## Orientation
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Generally, following appointment of new member to the Committee, an orientation will be conducted. All members of the Committee are expected to participate.
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## Committee Attendance Policy
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The Committee attendance policy helps to ensure full contribution of all Committee members.
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The Committee meets at least ten (10) times a year. A Committee attendance problem occurs if:
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1. A Committee member has two (2) unexcused absences in a row meaning the member did not communicate ahead of time to indicate they would be unable to attend.
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2. A Committee member has three (3) excused absences in a row.
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If a Committee attendance problem develops, the Committee President will promptly contact the Director to discuss the problem. The Director’s response
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will be shared by the Committee President with the entire Committee at their next meeting. In that meeting, the Committee will decide what action should take
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place (if any) regarding future membership. The Committee may choose to initiate removal proceedings.
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## Officers of the Committee
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The officers of the Committee serve one year terms in their respective offices. Any officer of the Committee may be removed by the two-thirds vote of the
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voting Directors whenever in its judgment the best interests of the Entities will be served.
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### President
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1. Is a member of the Committee and serves as the chief volunteer of the Entities.
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2. Presides at all meetings of the Committee after developing the agenda with the Entity Executive Directors.
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3. Encourages the Committee role in strategic planning.
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4. Appoints the chairpersons of sub committees, in consultation with the other Committee members.
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5. Plays a leading role in fundraising activities.
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6. Is a partner and liason with the Executive Director in achieving the mission of the Entities.
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7. Reports to the full TSYS Group Board Of Directors on the committee’s decisions and recommendations.
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### Vice President
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1. Is a member of the Committee.
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2. Performs responsibilities of the Committee President when the President is not available.
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3. Works closely with the Committee President and the Group Entity staff to achieve the mission of the Entities.
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### Treasurer
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1. Is a member of the Committee.
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2. Assists the Executive Director with fiscal matters of the organization, including account signature and reimbursement authorization of the Executive Director.
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3. Works closely with the Entity's Executive Director to assure financial accountability.
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4. Ensures development and Committee review of financial policies and procedures.
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5. Works with Entity's Executive Director in reviewing the annual budget and financial reports for the Committee.
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### Secretary
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1. Is a member of the Committee.
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2. Maintains records of the Committee and ensures effective management of the organization’s records.
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3. Manages minutes of the Committee meetings and ensures minutes are distributed to members shortly after each meeting.
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4. Is familiar with legal documents (e.g. Articles of Incorporation, Bylaws, and IRS letters) to note applicability at meetings.
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### Sub Committees
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The Committee can establish sub committees to assist them in conducting their business. Sub Committee meetings are held on an as needed basis.
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Times and dates are set by the sub committee chairperson. All members of the Committee are expected to serve on at least one sub committee.
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### Executive Sub Committee
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The Executive Sub Committee oversees the operations of the Committee and often acts on behalf of the Committee during on-demand activities that occur
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between meetings and these acts are later presented for review by the full Committee . The Executive Sub Committee is also responsible for completing an
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annual performance evaluation for the Entity Executive Director and assists the Entity Executive Director with management and personnel matters.
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The Executive Sub Committee is comprised of the officers of the Committee.
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### Fundraising Sub Committee
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This sub committee ensures that funds are raised to enable the Entities to fulfill their mission. The members consider ways to finance the Entities beyond
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charitable solicitations, e.g. earned income, fees, contracts.
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### Finance Sub Committee
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The Finance Sub Committee recommends policy regarding the Entity finances and assets and ensures adequate financial controls. The members assume
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responsibility for safeguarding any endowment or reserve funds.
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### Nominating Sub Committee
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The Nominating Sub Committee members ensure the Committee has an effective process and structure in place to conduct business. They are responsible for
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planning the Committee retreat, sub committee development, ongoing training of Committee members and Committee evaluation.
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This sub committee is responsible for recruiting, screening and orienting new Committee members.
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### Public Relations Sub Committee
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This sub committee promotes awareness of the Entities in the community and works to ensure the Entities enjoys a good public image.
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Members are available to present to community organizations on the role of the Entities and the services they provide.
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### Ad Hoc
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From time to time, an ad hoc sub committee may be formed to accomplish a specific goal and then ceases to exist. Examples of ad hoc committees might
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include:
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* Capital Campaign
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* Special Events
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* Strategic Planning
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* Facility
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## Roles and Responsiblities
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| Activity | Board | Executive Director |
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|----------|-------|--------------------|
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|Develop long term goals (more than 1 year) | Approves | Recommends and provides input|
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|Develop short-term goals |Monitors | Establishes and carries out|
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|Day to day operation of the Center |No role | Makes all management decisions|
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|Budget | Approves | Develops and recommends|
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|Capital purchases over $5,000 | Approves | Prepares request|
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|Approving expenses over $5,000 | Approves | Obtains estimates and prepares recommendation|
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|Decisions on building renovations and expansion | Makes decisions, assumes responsibility | Makes recommendations|
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|Authorize purchase of supplies |Approves budget | Purchases according to agency need|
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|Minor repairs | Approves budget | Authorizes repairs up to $5,000|
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|Hiring of staff | No role | Hires staff|
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|Hiring Executive Director | Responsible for the hiring of Executive Director | No role|
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|Staff assignment and supervision | No role | Responsible for assigning work and supervising|
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|Terminate staff | No role | Makes final termination decision|
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|Staff grievances| Has a role in grievances process, but only as it pertains to disciplinary action| All other grievances stop at the Executive Director who is responsible for enforcing policies|
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|Staff salaries| Allocates line item for salaries in budget| Reviews and make recommendations at time of annual budget|
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|Personnel policies |Approves | Recommends and administers|
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|Staff evaluation |Evaluates Executive Director |Evaluates all other staff|
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|Raising funds to support the Entities| Joint| Joint|
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## Committee and Staff Relationships
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The Executive Director is responsible for the hiring, termination and daily management and supervision of the Entity staff.
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It is important for the Entity members to maintain appropriate roles and boundaries with staff and adhere to rules of
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confidentiality. For instance, if a staff person or volunteer approaches a Committee member with concerns or complaints about
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the Entities operation, the Committee member should refer the matter back to the Executive Director.
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## Commitee Member as representative of Entity
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Committee members should be well informed of the mission and goals of the Entities. Each member should strive to educate, inform, and
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recruit support for the programs in the community.
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Bearing in mind, that there may be situations in which Committee members should direct questions posed to them to the Executive Director or President.
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The situations may be when a Committee member is unsure of the answer or when:
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* Media involvement in a well publicized case
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* Inappropriate actions by staff or a Committee member
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* Liability or lawsuits
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It is important that when a Committee member has a question about a public statement, the Committee member first seek assistance from the organization.
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## Conflict of Interest
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Any duality of interest or possible conflict of interest on part of any Committee member should be disclosed to other Committee members and made a
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matter of Committee action.
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Committee members shall not benefit financially from their association with the TSYS Group.
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Any Committee member having a duality of interest or possible conflict of interest on any matter should not vote or use his/her personal influence on
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the matter and he/she should not be counted in determining the quorum for the meeting.
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The minutes of the meeting should reflect that a disclosure was made and that the Committee member abstained from voting.
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Committee personal relationships should not be used to influence decisions regarding staff hiring, evaluation, the choice of vendors,
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or the provision of programs and services.
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Committee members should not request staff members to support their political positions or assist in their campaign for public office.
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Committee members are not allowed access to confidential organization records simply because of their position on the Committee and should not request
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staff to breach confidentiality.
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