BOARD OF DIRECTORS AUTHORITY MATRIX
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- Millicent Sharp
- 5 years ago
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1 The Authority Matrix serves three functions: 1. A single document that summarizes and tracks all of the major governing decisions made at the Foundation that involve the of Directors. 2. A tool to ensure that the of Directors is meeting its legal and fiduciary responsibilities. 3. A governance document to clarify who is authorized to advise, recommend, decide, i and be informed about critical decisions. The Authority Matrix is updated throughout the year as decisions or changes are made. SET DIRECTION ision/issue of Approve Mission Executive Recommend I I DECIDE Annually Approve Vision Executive Recommend I I DECIDE Annually Approve Values Executive Recommend I I DECIDE Annually Approve Strategic Plan Executive Recommend I I DECIDE Annually August August August
2 GOVERNANCE ision/issue of Approve Authority Matrix Governance Recommend I Advise DECIDE Annually or as Conduct Self Assessment Governance Recommend I Advise DECIDE Every two years July July Review and sign Conflict of Interest Policy Governance Recommend I Be Informed DECIDE Annually Review and sign Sarbanes-Oxley Policy Governance Recommend I Be Informed DECIDE Annually Vote on Officers Governance Recommend I Advise DECIDE Annually Approve Slate of New Directors Governance Recommend I Advise DECIDE Annually Review committee structure, members and charge (incl. ad-hoc committees) Approve Regional Chairs Approve Slate of New Regional Advisors Governance Recommend I Advise DECIDE Annually Regional Advisory s Regional Advisory s Recommend I Advise DECIDE Annually Recommend I Advise DECIDE Annually Succession Plan Executive Recommend _ Be consulted DECIDE Every three years or as April Oct 2012 Hire and manage staff Recommend DECIDE Be informed As N/A N/A
3 FINANCE AND INVESTMENTS ision/issue of CIF: Approve Spending Rate Recommend I Advise DECIDE Every three years or as CIF: Approve Policy Statement Recommend I Be Informed DECIDE Annually (if ) CIF: Approve Asset Allocation DECIDE I Be Informed Be Informed Annually CIF: Consultant Hire/Termination DECIDE Advise Be Consulted As Needed 2002 _ IMF: Approve Policy Statement Be Consulted Propose Advise DECIDE Every two years IMF: Approve Initial Manager and Due Diligence Process Be Consulted Recommend Advise DECIDE Initial _ IMF: Approve on manager due diligence process Be Consulted Recommend Advise DECIDE Every two years IMF: Manager hire/review/termination DECIDE Advise Be Informed As Needed IMF: Consultant hire/evaluation/termination IMF: Approval of exceptions to Policy Statement Be Informed DECIDE Advise Be Informed As Needed Be Informed Recommend Advise DECIDE As Needed II: Appoint members of Impact Impact Recommend Advise DECIDE Annually
4 ision/issue of II: Approve Policy Statement Impact Recommend Advise DECIDE As _ Audit Scope and Plan Audit DECIDE I Be Informed Be Informed Annually Auditor Selection & Compensation Audit Recommend Propose/ I Advise DECIDE Annually Review and accept audited financial statements Audit Recommend I Advise DECIDE Annually Review 990/Tax Returns Audit DECIDE I Advise Be Informed Annually Sign 990/Tax Returns and NHCT-2A Forms Audit Recommend I DECIDE Be Informed Annually Review Internal Control Policies Audit DECIDE Propose/ I Advise Be Informed Annually Apr Apr Approve operating and capital budgets Develop/ I Recommend DECIDE Annually
5 GRANT APPROVAL ision/issue of Donor Advised less than $50,000 DECIDE Be Informed Be Informed As Donor Advised over $50,000 DECIDE Be Informed Be Informed As Invited less than $10,000 DECIDE Be Informed Be Informed As Invited $10,000-$25,000 DECIDE Be Informed Be Informed As Invited over $25,001 _ - Recommend Advise DECIDE As Community Grants - Regional Regional Grant RAB: DECIDE I Be Informed Be Informed Annually Community Grants - Grant Recommend I Be Informed DECIDE Annually
6 OTHER ision/issue of Approve personnel policies Governance Recommend I DECIDE Be Informed Every 3 Years or Earlier As Needed 2011 Approve and evaluate performance and compensation Executive Recommend DECIDE Annually Jan 2017 Approve and evaluate staff performance and compensation Executive Advise I DECIDE Be informed Annually/As Jan 2017 Approve Gift Acceptance and Fund Establishment Policies Governance Recommend I Advise DECIDE Every 3 Years or Earlier As Needed 2013 Exercise variance power Governance Recommend Propose Be Informed DECIDE As Approve gifts that are exceptions to policies Propose Advise DECIDE As - - Approve contracts Recommend DECIDE Be informed As - - Insurance Coverage Adequacy: D&0/Other Executive Recommend I Advise DECIDE Annually Whistleblower Policy Executive Recommend I I DECIDE Every 3 years or earlier as 2011
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