You are here

What should we call ourselves when we share decision-making power?

Your Legal Questions Answered

What should we call ourselves when we share decision-making power?

I am one of two co-founders who started our 501(c)(3) nonprofit corporation in 1995. For many years we have struggled with coming up with titles for both of us that respect the sacrifices and effort we have invested over the past several years and more clearly reflect the balance of authority that we enjoy now. Can you suggest position titles that clearly communicate the fact that we share the decision-making role?

First, let me congratulate you for coming up with a governance model that will horrify most “good governance” commentators but that sounds like it works.  A 17-year business partnership like yours can create a stability that is rarely matched by nonprofits with rotating boards and changing executive leadership.

I am familiar with one Pennsylvania nonprofit corporation that was run for more than 25 years by two women founders who called themselves Co-Directors.  When the organization was founded, they put their husbands on the board of directors with them. But when the Pennsylvania nonprofit corporation law was changed to permit a board of fewer than three directors, the husbands were asked to resign.  The women became the only ones on the governing body. 

The women had complimentary skills, but similar values.  They could hold “board meetings” virtually any time they wanted merely by walking to the next office.  They operated on the philosophy that when decisions had to be made, they would talk through the issues and, somewhat like a Quaker consensus, if either one of them was strongly opposed to an idea, they wouldn’t do it.  They maintained an “advisory board” to help consider strategic proposals and to involve a wider swath of the community in their program.  But they were the chief executives and the only actual decision-makers.  It was a relatively small organization, but very successful at what it did.

It isn’t clear from your question whether your model is actually similar. But they found that the title of Co-Director worked well for them and communicated their joint decision-making authority.  It might also work for you.

Tuesday, June 12, 2012

Sign-up for our free weekly Q&A

Comments

I can't believe Mr. Kramer is endorsing this organization's process.  I see ethical conflict and lack of trasparancy in all of it's business and practices. --Y.O. via email

I told you some people would be horrified. --Don Kramer

Confused: an exec director or CEO and another admin staffer can constitute a board? --R.K. via email

In this case yes.  There are a few states that require a majority of "disinterested" directors on a charitable board, i.e. individuals who are not compensated by the organization, but Pennsylvania is part of the great majority that has no such requirement.  In this case, the two women were co-directors in the sense of co-trustees, and co-directors in the sense of co-executive directors.  The titles and the structure were perfectly legal and worked for them and the community they served. --Don Kramer

Add new comment

Sign-up for our weekly Q&A; get a free report on electioneering