Administration Vision
At present, the administrative structure of the Society is in the process of being normalized by efforts of Consuls. These efforts are not widely understood and are therefore often unappreciated.
- The membership (those in Good Standing) elects the members of the Board of Directors
- The Board of Directors elects from its number the senior Officers, and from the membership elects the minor officers.
- The Board contracts with the Consuls for facilities and services.
- The President names the Chairmen of all principal committees, whether of the Board or of the Membership, including Deans of the Lineage Groups.
- Committee Chairmen name the members of their committees, a minority of whom may be non-members.
- Committee Chairmen name the Chairmen of any Sub-Committees assigned to them.
- The Order of the Augustan Eagle is headed by the President, who names the officers from that group's membership, with Board confirmation.
- The Noble Company of the Rose is headed by the Magister Rosae who is elected from that groups membership by those members, with Board confirmation, and who names the officers from that group's membership, also with Board confirmation.
As our membership has shrunk, it has become increasingly difficult to find candidates to stand for Director. While it was not long ago that the size of the Board was reduced from fifteen to nine, it may be time to consider additional reductions.
Proposal: The Society should consider linking the number of Directors to the size of the membership, with a maximum of fifteen, a target of 10% of the membership, and a minimum of five.
The above can be implemented either through a By-Laws amendment, or by a 4/5 vote of the Board to change the number of Directors.
An interesting note comes from reviewing attendance. Attendance as a percentage of the Board generally increases as the number of Directors decreases. Even more interesting, the average attendance for a 15-member Board and a 9-member Board was the same: five. This suggests that changes in the number of Directors is unlikely to have much impact.
Proposal: The Society should create a Dean of Studies, appointed by and serving at the pleasure of the President, who will administer the Study Groups and name their Coordinators.
The By-Laws permit the creation of an Executive Committee as a smaller version of the Board, with very broad authority to act when the Board does not meet. The original motivation for this was two-fold: first, when meetings are held in person, it is difficult and expensive to bring Directors together on a frequent basis; second, the large Board had become unmanageable, with a majority being non-participants. Given that the meetings are now largely held via teleconference, and that the size of the Board has been cut, neither argument remains.
Proposal: The Society should discontinue the use of the Executive Committee, and consider removing the option from the By-Laws.
At one time in Society history, all Directors who were not elected officers were named Vice-Presidents in charge of one of the major activities of the Society (the five major categories of study, publications, facilities, etc.) There are two ways to achieve this:
- Directors who are not elected Officers are each assigned an area of responsibility; or
- The Chairmen of each major department are elected to the Board either by nomination and election, or by deliberate appointment.
Proposal: The Society should consider how important it is that each department be represented on the Board by a dedicated Director, and if this is felt important, then steps should be taken to ensure that this is the case, possibly by amending the By-Laws.
There exist a variety of ways for a non-profit to be managed:
- Strong Executive Director, with a weak Board whose duties are reduced to contracting with the Executive Director.
- Strong Board of Directors, with a weak staff, headed perhaps by an Office Manager.
- Shared power between the Board of Directors and an Executive Director (similar to the present situation).
The first of these is ideal when the perfect Executive Director is available. This was the structure of the Society under our Founder. It suffers from major trauma and interruption of services when an Executive Director leaves (or dies), and a suitable replacement is not always available (or affordable).
The second of these is best when it's desired to have paid staff, but to keep expenses low. The keys to making this form work are excellent documentation of procedures and attentive but gentle oversight.
The third of these—the present situation—is often unstable, with responsibility and authority divided in uneasy ways unless carefully documented (which this Wiki is an attempt to address).
Proposal: The Society should pursue conversion of the administration from the present "shared power" arrangement to having a strong Board overseeing a largely clerical staff.
