presented to the PNW District Membership 2008/2009

Transcription

1 PROS and CONS

2 presented to the PNW District Membership 2008/2009

3 provide information to the Kiwanis PNW membership ensure the PNW membership is receiving the correct information present both pros and cons of moving forward with a new governance system do a comparison of the new trustee structure verses the current trustee structure discuss issues and questions presented by the membership

4 The governance system outlined in today s presentation is an alternate form of District Governance which parallels Kiwanis International Board of Trustees. The change would be in compliance with the existing Kiwanis International Bylaws: ARTICLE IX. DISTRICTS; From Sections 2 and 3 The board of trustees and officers of a district shall consist of the district governor, the governor elect, the immediate past governor, the lieutenant governors of each division and/or the trustees of each region, the treasurer, and the secretary of said district.

5 What does the Proposed Governance look like?

6 Board of Trustees Governor Governor-Elect Immediate Past Governor Secretary Treasurer 47 Lt. Governors (one for each division)

7 Board of Trustees Governor Governor-Elect Immediate Past Governor Secretary Treasurer 12 Regional Trustees (one for each zone)

8 For Proposed Governance System

9 The Trustee, as part of the District Governing Board and working with the Governor oversees the running of the PNW District which includes employees, budget, finances, goals, growth, and any changes in Bylaws, Policies and Procedures to go before the House of Delegates. Regional Trustees must seek input from Lt. Governors, Clubs, and Members for quality governing of the PNW District (Teamwork).

10 Total of 12 Regional Trustees Four (4) Regional Trustees elected each year Each Trustee is elected for a 3 year term Hence, each year the Board would consist of 4Trustees with 1 of 3 years left to serve 4 Trustees with 2 of 3 years left to serve 4 Trustees (new) with 3 of 3 years to serve

11 ELECTED BY REGION/ZONE Total of 12 Regional / Zone Trustees One Trustee per Region / Zone Elections once every 3 years per Region/Zone Elected by membership at Regional / Zone Conference Regions/Zones may need to be equalized by # of clubs or membership ELECTED BY DISTRICT Total of 12 PNW District Trustees Trustees nominated from anywhere in PNW District (parallels KI) Four (4) Trustees elected each year Elected by delegates at PNW District Convention No changes to Zones

12 For Proposed Governance System

13 The Lt. Governor is a vital role in the Regional Trustee Governance as he/she is an advocate for the clubs/members of the Division. He/she will work with the Governor and Board of Trustees to ensure correct information is disseminated to and from the clubs/members. The Lt. Governor is trained for leadership and as a trainer ensuring members receive training in Club Leadership, conducting meetings, setting budgets, growth and maintenance of clubs and that the clubs are conducting business according to KI and PNW District Bylaws and policies and procedures. Lt. Governors must seek input from Clubs, and Members for quality governing of the PNW District.

14 One (1) Lt. Governor per Division (currently 47). Each Lt Governor is elected for a 1 or 2 year term. Elected each or alternate year at Zone Conference. A Lt. Governor Elect is also elected at the same time in order to start training during the coming year. Training for Lt. Governor Elects would start one year in advance.

15 Proposed KIWANIS PACIFIC NORTHWEST REGIONAL TRUSTEE GOVERNANCE SYSTEM WHY CHANGE?

16 Evaluation Why Consider Change? Improved representation currently ~ 10 20% of the Lt Governors do not attend board meetings. Strategies need to be developed and implemented at Division level Improve accountability currently who is accountable for what when it comes to setting and implementing goals Current Board too large to govern effectively Size of District is unwieldy need more communication at division level Current structure does not effectively promote Regional teamwork Lt Govs need to focus more on Clubs and Divisions note that 52% of the PNW clubs are below charter strength which is increasing.

17 Evaluation Desired Outcomes (Objectives) A smaller, strategically engaged board Effective Division leadership teams More leadership opportunities More time to train Kiwanis Leaders

18 Evaluation Desired Outcomes Related to Growth PNW Part of 1 Million KI Members Goal By 2015 Implies 35,000 Members for the PNW Share on Prorated Basis to Do Our Share. PNW currently has no goal. Current structure does not support significant increase in membership Currently PNW has around 10,000 members having decreased from ~ 16,000 when the current governance structure was put place More leadership opportunities More time to train Kiwanis Leaders To achieve significant membership growth may add to the governance problem by adding Lt Governors

19 Evaluation Conclusion It is the conclusion of the majority of the committee that the District would be better served with the alternate form of governance in achieving these outcomes. One primary reason is the alternate form of governance frees up significant Lt Governor time to address the objectives of his/her Division. The other primary reason is Regional Trustees with 3 year terms provide more continuity in District governance.

20 Why Change? Size of the Board of Trustees Continuity & Accountability Efficiency & Support Leadership, Training & Growth Future Development Attract Younger Members / Regain Status in Our Communities

21 Size of Board Factors That Impact the Size of Trustee Boards Legal Framework Stage of Development Size Income (NCVO National Council for Voluntary Organizations)

22 Factors That Impact the Size of Trustee Boards (NCVO National Council for Voluntary Organizations) Large enough to Bring in a range of skills and backgrounds and the perspectives of stakeholders Share out the tasks of the board Small enough to Be effective at discussion and decision making Involve all trustees Work as a team

23 Factors That Impact the Size of Trustee Boards (NCVO National Council for Voluntary Organizations) Dangers when the board is too large Danger of a dominant inner core Marginalization of some individual trustees Inefficient discussion and decision making Dangers when the board is too small Work overload Too few skills and perspectives Unrepresentative of stakeholder perspectives

24 Right Sized Trustee Boards? (NCVO National Council for Voluntary Organizations) The average size of trustee boards in England and Wales is 9.5 members Survey found size of boards varies between 4 and 150 members. The consensus of opinion favors smaller boards rather than larger and suggests an optimum number between 8 and 12.

25 Examples of Trustee Board Size in USA Microsoft 10 AT&T 17 McDonalds 13 Boeing 11 Disney 12 Walmart 15 GE 18 PNWD Kiwanis with one year terms + ~ 39 District Chairs and Program Directors ~ 90 Direct Reports to the Governor Size is not the only factor Boards need skills to address markets and risks Ford 12 US Auto companies lack skills to change Lehman Bros 10 9/10 retired 4 > 75 years old Board rubber stamped CEO Only two had financial services experience

26 Continuity continued Proposed Regional Trustee staggered 3 year terms allows for continuity and strategic planning because Current Lt. Governors (Trustee) have a one year term too short to learn job and does not allow for continuity. 33% return for year 3 of 3 33% return for year 2 of 3 ONLY 33% are 1 st year Term.

27 Continuity, Efficiency & Support continued Trustees will assist the Governor and lessen the Governor s load. The Governor will be able to assign Trustees as a Team Leader/Advisor for District Chair groupings. i.e. SLPs. This will enable the Governor to work closer and spend more time with Lt. Governors. A 17 member District Board allows for continuity, support and efficiency for the District Office staff. A smaller District Board allows for Lt. Governors and members to develop and implement Strategies at Division and club level.

28 Roles & Responsibilities FOR DISTRICT BOARD BOARD TRUSTEES LT. GOVERNORS

29 The Board Would Be: More strategic More experienced Responsible for governance Fiduciary/legal body for the District Trained to carry out responsibilities More accountable for success

30 Board of Trustees Would Be: Governor Governor elect Immediate Past Governor Secretary Treasurer Regional Trustees one (1) elected from each of 12 Regions

31 Responsibilities Regional Trustee Assist the Governor in District Work Trained in Board Leadership Membership Growth in Region Supervising Kiwanis Goals and Programs in Region Member of the District Governing Board of Trustees Lt Governor (Division) Assist the Governor in District Work Trained in Leadership Membership Growth in Division Supervising Kiwanis Goals and Programs in Division Mentoring Clubs Below Charter Strength

32 Lt. Governor Responsibilities continued The Lt. Governor holds a vital role One to two year position elected by the Division membership Trained for Leadership Supports and works directly with the Governor Leads the Division Hold Division Council Meetings Works with District Chairs to promote and educate members about Kiwanis projects Advocates for Division to Governor & Board of Trustees Trainer for Division Club and Members in Club Leadership Conducting interesting & efficient meetings Conducting club business according to KI, District and Club Bylaws and Policies & Procedures Club Growth and Maintenance

33 What a Regional Trustee IS Part of the District Governing Board that is in charge of the District as a whole which includes employees, budget, finances, goals, growth, and any changes in Bylaws, Policies and Procedures to go before the House of Delegates. Support for the Governor Regional Trustees MUST seek input from Lt Govs, Clubs, and Members for quality governing of the PNW District.

34 Election of Trustees and Terms of Office Election at Zone Conference Transition Year 4 one year, 4 two year, 4 three year terms determined by lots at the District Convention Term of Office 3 years. Not to exceed 5 years to accommodate transition year or replacements Replacements By Region vote at Zone Conference

35 Trustee Qualifications To stand for election as Trustee, a candidate shall: Have served as a Lt Governor; Be an active member of a club within the region from which he or she is elected, this club shall be the member s primary club; Be willing to fulfill the trustee requirements; and Shall be endorsed by his/her home club and home division.

36 Zone Conference Organized by Lt Governors using District and International resources Division and club officers would be expected to attend Club members would be invited Sponsored organizations would be encouraged to attend Conference one day

37 The 12 Regions Mapped

38 Trustee Regions Already in Place by Zone REGION A Divisions AYN and AYS REGION B Divisions 7, 8, and 9 REGION C Divisions 5, 46, 48 and 56 REGION D Divisions 15 and 17 REGION E Divisions 11, 13, 18, 20, 20M, 21 and 22 REGION F Divisions 19, 34, 36, 38 and 40 REGION G Divisions 24, 26, 28, 30 and 32 REGION H Divisions 42, 44, 62, 64 and 66 REGION I Divisions 50, 52, 54, 58 and 80 REGION J Divisions 72, 74 and 76 REGION K Divisions 78, 82 and 84 REGION L Divisions 67, 68 and 70

39 Recomendation THAT THE PACIFIC NORTHWEST (PNW) DISTRICT CONSIDER ADOPTING A REGIONAL TRUSTEE SYSTEM WITH STAGGERED THREE YEAR TERMS, TO COMPRISE THE BOARD OF TRUSTEES, RETAINING THE OFFICE OF LT. GOVERNORS AS DIVISION OFFICERS AND NOT AS MEMBERS OF THE BOARD.

40 Recommendations for Implementation Responsibilities Board of Trustees Trustee Qualifications Trustee Regions Election of Regional Trustees and Terms of Office

41 Districts That Have Converted to Regional Trustee System District Number of Regions Members- June 2008 Avg # Members/Trustee Converted LA-Miss-Western Tenn 7 5, Wisconsin-Upper Michigan 5 6,390 1,278 Pennsylvania 6 5, Capital 8 6, CAL-NEV-HA (Oct 1, 2008) 18 16, Others Considering Pacific Northwest Proposal 12 10, Carolinas 8,627 Florida 10,442 Georgia 7,905 Illinois-East Iowa 8,898 Missouri-Arkansas 6,583

42 Capital District Experience After 2005 Conversion (Bob Powers) The biggest initial difficulty was getting people to perform the jobs of Regional Trustee, Division and Regional Committee Chairs same as before conversion. During the first three years (first cycle), training improved and more people saw the new structure as offering more opportunities for developing leadership skills and stepped up to the plate. He believes the Leaders from the Divisions and Regions who emerged during the first cycle will make the second cycle more successful. Kiwanis is all about leadership. You can t have good service projects or clubs without good leaders. So Kiwanis has to maximize leadership opportunities and training. Some will excel and some will not. He is convinced the new system provides a better ladder for success for his District.

43 Any Cost Savings for Recommendation? Objective is better governance, not cost savings Lt Governors receive the most savings District only pays a portion of governance expense due to budget limitations Average cost savings to each Lt Governor was estimated to be $2,283/year Average cost savings to District was estimated to be $5,611/year

44 Some Concerns Raised What is the hurry? There is no suggested implementation Timeline in the report. However there are a number on the committee who feel urgency for an accelerated Timeline. The Board of Trustees will determine the Timeline to be proposed or options if sent to the House of Delegates. Un equal representation? No change. Major District issues or elections continue to be determined by the House of Delegates, maximum 3 votes/club, regardless of club, division, or region membership. Realignment concerns? The implementation of the recommendation requires no realignment. Regions (Zones) are in place. However, there is the option of divisions by population in order to equalize the representation.

45 Summary of Proposed Changes Clubs No change Divisions Lt Gov responsibilities remain much the same with concentration on leadership. There would not be any duties as a Trustee on District Board. Reduces Board by 47 Trustees. Regions (Zones) Add 12 Regional Trustees. District No Change. Governor, Governor Elect, Immediate Past Governor, Secretary, and Treasurer are also Trustees. Change in number of Trustees: if Secretary and Treasurer are combined in one position. Regional (Zone) training conference no change Lt Governor training no change Zone Conference add election of Regional Trustee

46 Optional Slides Additional Reference Material

47 Change is Not Easy There is Risk and Uncertainty. Courage, Planning, Trust, and Perseverance are Required to Implement Change Big audacious goals change how we do things I Did It!

48 Resource Material 2006 Statistics by Zone/Region Region/Zone Clubs Members Divisions Avg/Club % Clubs 25 A % B % C % D % E % F % G % H % I % J % K % L % Regions/ Zones = Average = 51%

49 Keys to a WOW Club Example of Information Must Be Communicated to the Division and Club Level. The 10 Step Process to Sustain Net Growth 1. Commitment of Club Leaders to Do What is Needed to Grow and Retain Members 2. Annual Club Assessment and Periodic Community Analysis to Stay Relevant 3. Action Plan 4. Membership Campaign 5. Pre Induction Orientation 6. Proper Induction 7. Post Induction Orientation 8. Value Added Meetings Well Attended, Fun, Good Program 9. Successful, Fun, Projects 10.Memorable Kiwanis Moments

50 Cost Savings Data Further cost savings if the Tri-K Conference is eliminated and the District Conference moved to September (as mentioned previously)

51 Trustee Governance: A Step in the Wrong Direction Presentation of the NO Side

52 Trustee Proposal: History Midwinter (March 2008): Board instructed the Executive Committee to research the trustee governance system and provide a report on pros/cons at the next board meeting (August 2008). Convention (August 2008): Instead of a full examination of pros and cons, a motion was forwarded to change to Trustee governance. The deadline in the bylaws for such changes was missed; the deadline was established to ensure clubs have sufficient notice to review changes. 2007/08 Board motion to bypass notice provision failed to get required 2/3 majority.

53 Trustee Proposal: History (2) Convention (August 2008) (continued): 2008/09 Board instructed research committee to report at Tri-K K on both the pros AND the cons as well as information on the potential budgetary impact Tri-K K (November 2008) : Report failed to represent both sides Impact on the District Budget not presented. Board authorized a new committee to present pros and cons to all 2009 Zone Conferences with equal membership from either side.

54 Trustee Proposal: History (3) Prior to Convention (August 2008): Prior to the Kennewick convention, the trustee research committee called upon select people around the district to ask them to be trustees This was disrespectful to the Board of Trustees and the House of Delegates because neither had endorsed the trustee concept or approved such action This is just one example of the rushed, cart- before-the the-horse horse approach taken by the committee.

55 Size of Board Current board described by trustee proponent as unmanageable Current system provides opportunity for every division to be represented Current system provides a diversity of opinion The true effectiveness of the board is dependent on the leadership of those involved, not the size

56 Zones Trustee proposal based on 12 trustees representing 12 zones. Current Lt.Gov distribution based on reasonable travel expectations Trustees in PNW model would be responsible for areas times larger than trustees in other districts (an average of 141,000 square miles) Size/cost may make it difficult to get trustees To ensure fair representation, current zones would have to be re-aligned, but no proposal has been made to address this (cart before the horse?) Re-aligning the zones may impact travel costs for clubs.

57 Representation: House or Senate? Current system better represents clubs and has better accountability. Lt. Govs are required to visit every club several times a year and hear from clubs on issues they care about; trustees would not be required to make similar visits. Trustees only accountable for three years; in current model, Lt.Govs have to be elected (or re-elected) elected) years.

58 We Already Have Continuity It has been suggested that three-year terms for trustees would provide more continuity, but the current system has continuity: Each year, the board is made up of some Lt. Govs with 2 or more years of experience The progression of Governor-Elect, Governor, and Immediate Past Governor provides year-to to-year continuity, as does the Secretary/Treasurer

59 Lt.Govs at Board Meetings? It has been suggested that travel costs could be saved if 47 Lieutenant Governors did not attend board meetings. Board meetings provide Governor-Elect candidates with an opportunity to observe Lt.Govs and identify potential district chairs or potential successors Meeting four times a year helps ensure Lt.Govs stay motivated and on track; however, if both trustees and Lt. Governors attend quarterly meetings costs would increase and dues would have to be increased as well. Despite previous reports citing Lt.Gov attendance at 70-80%, the actual numbers are currently closer to 90%

60 District Leadership It has been suggested that Governor-Elect candidates may be required to have served as a Trustee first. Only 4 Trustees finish a term in any given year (due to staggered terms) This would severely limit the number of potential Governor-Elect candidates. In some recent elections, there were no candidates with more than a year or two as Lieutenant Governor and perhaps a year as district chair What happens if none of those qualified want to run?

61 What s s the Rush? Proponents of trustee model have been impatient and tried to push changes through quickly what s s the rush? There is no ticking clock; the district will not implode if we don t t move to the Trustee model this year or five years from now Only a handful of other districts have adopted this model -- and those are districts unlike ours (just 1/6 th to 1/40 th the size of our district) If we take the time, there is an opportunity to learn from other districts long-term experiences This is no small change; if clubs don t t like the results, it will difficult to change back

62 What We Propose Maintain the current governance model Look at opportunities to achieve cost savings e.g. replace one board meeting with a teleconference? Enhance Lt.Gov training to make sure they understand their responsibility and authority to represent their clubs at board meetings Improve relations between the Executive members and Lieutenant Governors Return the district s s focus to what is truly important: service to our communities and membership growth

63 Change: Good or Bad? Moving to the Trustee model has been described by proponents as inevitable, and those who support the current system have been dismissed as resistant to change Change can be very good. But when we change, it should be the right change and for the right reasons Change just for change s s sake is dangerous. The Trustee governance system is not the right change for this district.