Illinois Nonprofit Principles and
Best Practices - Updated in 2008
A key part of the Public Trust Initiative is the
Illinois Nonprofit Principles and Best Practices. The principles,
originally published in 2005, cover a wide range of important issues
-- including board governance, legal compliance, responsible stewardship,
and communication -- and go beyond the federal, state, and local
laws. The best practices are specific steps organizations can take
to implement the principles.
Recently, two factors prompted Donors Forum staff
to recommend reviewing and updating Principles. First, the
United States Senate Finance Committee requested that the Panel
on the Nonprofit Sector, convened by the national nonprofit INDEPENDENT
SECTOR, develop a national set of nonprofit best practices. With
participation from a range of experts, including Donors Forum President
and CEO, Valerie S. Lies, the Panel on the Nonprofit Sector completed
and released their work in the fall of 2007.
Second, legislative and regulatory changes, such
as the Pension Protection Act of 2006 and the new IRS Form 990,
have drawn attention to the issues of accountability and transparency,
creating a climate for renewed interested in the Principles.
In the fall of 2007, Donors Forum convened a group
of foundation and nonprofit CEOs, many of whom participated in the
original Public Trust Task Froce. The group was asked to review
the Principles and to recommend updates based on new developments
in the sector since 2005 and with an toward the recommendations
of the Panel on the Nonprofit Sector. The reviewers recommended
both wording updates for the sake of clarity, and some additions
due to changes in the requirements for the sector.
The updated Illinois Nonprofit Principles
and Best Practices are available in three formats:
Web
version, with links to online tools and resources
Illinois Nonprofit Principles and Best Practices - Updated
in 2008
You represent one of the more than 54,000 nonprofits
in Illinois - a diverse group of organizations working hard to make
a positive difference in people's lives and improve the public good.
To help you do this work better,Donors Forum spearheaded the Preserving
the Public Trust Initiative, a first-of-its-kind project in Illinois
designed to help grantmakers and other nonprofits take specific,
concrete steps to ensure adherence to the high ethical standards
and strong governance principles expected of them.
The first step in this statewide effort is the
Illinois Nonprofit Principles and Best Practices, which Donors
Forum developed by listening to the needs and concerns of nonprofit
staff throughout the state. Recently, we revisited and made revisions
to the principles and practices.We changed the document
to reflect changes in the regulatory environment and evolving best
practices in the field. In particular, Donors Forum's President
participated in the Panel on the Nonprofit Sector's project to create
national standards for charitable organizations and a special committee
of Donors Forum representatives reviewed the Illinois Nonprofit
Principles and Best Practices to align them with the national
standards.
The Principles cover a wide range of important
issues - including board governance, legal compliance, responsible
stewardship, and communication - and go beyond the federal, state
and local laws that are the minimum standard of expected behavior.
They are a call for all nonprofits to strive for excellence in realizing
their missions, managing resources effectively and governing well.
It is our goal that the Illinois Nonprofit Principles and Best
Practices are useful to all nonprofits, regardless of their
financial and staff resources, experience and governance structures.
To help facilitate their implementation,Donors Forum is providing
practical assistance, tools and resources. The overwhelming majority
of nonprofits that ethically and effectively fulfill their missions
inspired the Preserving the Public Trust Initiative and the Illinois
Nonprofit Principles and Best Practices. We are grateful for
all those who help nonprofits
continue preserving the public trust.
To develop the Principles, leaders from nonprofit
organizations came together to address their collective responsibility
to preserve the public trust. The Illinois Nonprofit Principles
and Best Practices reflect their needs, questions and concerns
regarding governance and management and align with relevant national
standards for the sector.
Preamble
Nonprofit organizations - including foundations
- must strive for excellence in realizing their missions, managing
resources effectively and governing well. Our democracy's corporate
and tax structure benefits nonprofits. In return, they serve the
public by providing opportunities for assisting underserved or disadvantaged
populations, volunteerism and civic engagement, and developing new
approaches to solving problems. All nonprofits must:
Operate for the public good;
Comply with the law, especially in executing
fiduciary responsibilities;
Uphold fundamental values including honesty,
integrity, fairness, and trust;
Observe articulated and rigorous ethical boundaries,
including respect for all people's race, religion, ethnicity,
gender, age, socioeconomic status, sexual orientation, and ability;
Maintain complete and transparent financial
accountability; and
Make appropriate information available
to the public.
Mission and Purpose
1. The organization has a clearly stated
charitable or educational mission, approved by the governing body,
in pursuit of the public good.
a. State the organization's purpose in the
mission.
b. Ensure the mission is responsive to the constituency and communities
to be served by the organization. How-To Tips
2. The role, responsibilities, selection and tenure
of the governing body are clearly stated in the organization's governing
and policy documents and understood by the governing body members.
a. Establish written criteria and selection
process for the governing body.
b. Stipulate the length of a term and, if applicable, the number
of consecutive and/or total terms individuals may serve.
c. Consider the appropriate governing body size and committee structure
to oversee the organization, encourage discussion and enhance efficiency.
d. Formulate written descriptions detailing duties and responsibilities
of governing body members and committees of the governing body.
e. Meet as frequently as needed to fully and adequately conduct
the business of the organization, including at least once a year
in person.
f. Maintain and distribute to governing body and committee members
written meeting minutes reflecting the actions of the governing
body, including minutes of governing body committees when acting
in place of the governing body.
g. Maintain systems for ongoing communications between meetings
of the governing body.
h. Review organizational and governing instruments no less frequently
than every five years.
i. Hire, set reasonable and appropriate compensation for, and annually
evaluate the performance of the chief executive against goals and
objectives agreed to by the chief executive and governing body.
Document the basis for decisions. If this is a responsibility of
a designated committee, a summary should be provided to the full
governing body.
3. The governing body ensures that its members
are competent and knowledgeable and it seeks diverse points of view
and experience as needed to provide credible and effective oversight
of all aspects of the organization's work.
a. Ensure that governing body members have
the requisite skills and experience to carry out their duties. How-To
Tips
b. When filling vacancies on the governing body, consider how skills
and experience of new members will complement existing expertise
of governing members. How-To
Tips
c. Provide governing body members with the tools and opportunities
to develop in their roles, including appropriate orientation for
incoming governing body members and training on distinct roles and
responsibilities, particularly legal and fiduciary responsibilities.
d. Provide access to sufficient information and diverse perspectives
(including, but not limited to, ethnic, racial and gender perspectives)
to inform decision making and carry out due diligence.
e. When appropriate, consult subject matter experts or community
representatives and/or include them on committees or advisory groups.
How-To Tips
4. The governing body regularly assesses the organization's
mission and the effectiveness of the organization and its leadership
in achieving it.
a. Conduct a regular or periodic governing-body
self evaluation. How-To
Tips
b. Set long-(multi year) and short-(annual) term objectives evaluating
program and organizational effectiveness and annually evaluate progress
toward achieving objectives.
c. Review the mission every three to five years to determine whether
it meets societal needs.
d. Regularly determine, in consultation with the chief executive,
staff and, if the governing body deems necessary, outside experts,
whether programs are effective in fulfilling the mission.
e. Solicit and act on feedback from service participants and constituents
about the effectiveness of the programs and operation of the organization.
5. The full membership of the governing body is
responsible for the organization, and each member acts at all times
in an ethical manner and in the best interest of the organization
and the public.
a. Maintain policies and practices, including
a written code of ethics and a conflict of interest policy, to ensure
the governing body and staff act in an ethical and legal manner.
How-To Tips
b. Educate the governing body and staff about what constitutes conflict
of interest and prevent or manage any actual, potential, or perceived
conflicts through disclosure, abstention, or other means.
c. Develop and adhere to policies to prevent inappropriate influence
where one or more employees of the organization are voting members
of the governing body.
d. Respect and protect the confidentiality and privacy rights of
individual clients, grantees, employees, donors, volunteers and
others in the organization consistent with applicable law.
e. Adopt and abide by a whistleblower protection policy that specifies
the organization will not retaliate against, and will protect the
confidentiality (whenever possible) of, employees and governing
body members who make good-faith complaints about violations of
the policies of the organization, suspected misuse of organization
resources, including finances, or any other unethical or inappropriate
conduct of organization personnel.
f. Establish and adhere to a document retention policy that provides
for the safekeeping of key organization documents and the prevention
of their destruction upon receiving notice of a legal inquiry into
the organization's operations.
Legal Compliance, Fiduciary Responsibility and Responsible Stewardship
6. The governing body and staff know about
and comply with all federal, state and local laws, regulations and
fiduciary responsibilities. (1)
a.Educate the governing body and staff about basic
legal, accounting, audit, and tax issues as well as applicable provisions
of federal, state, local and international laws and regulations
that are relevant to the organization's activities.
b. Seek professional legal and accounting advice when needed to
support compliance.
c. Develop and adhere to written financial management policies adequate
for organization size, nature, complexity, and mission concerning:
Administrative expenditures
Internal controls
Purchasing
Gift acceptance
Fundraising expenditures
Endowment spending
Permitted investment and asset allocations
d. Provide the Form 990 or 990-PF and any
990-T to the entire governing body each year or ensure governing
body members are familiar with the content.
e. Develop and adhere to a risk management plan and regularly consider
the need for insurance coverage and other actions to mitigate risk,
taking into account the nature and scope of the organization's activities
and its resources. .
7. The governing body exercises active oversight
of the financial affairs of the organization and sets policies to
ensure that the organization's resources are used appropriately
in furtherance of the organization's mission.
a. Approve the organization's budget each year
and assess financial performance relative to the approved budget.
b. Maintain sufficient resources, including cash reserves, for effective
administration of the organization, and if it solicits contributions,
for appropriate fundraising activities.
c. Ensure that expenses are reasonable and necessary and incurred
in pursuit of the mission of the organization.
d. Set compensation for chief executive officer, staff, and any others
(including governing body members) who may receive compensation at
reasonable levels, considering factors including comparable data of
similar organizations, nature of work performed, and time and skills
required. Document the basis for decisions.
e. Maintain accurate financial records, prepare internal financial
statements no less frequently than quarterly, and provide financial
reports to the governing body, addressing any differences between
actual revenues and expenses and budgeted revenues and expenses.
f. Assure that any interim and annual financial statements, federal
tax returns, and reports to state authorities fairly represent the
financial position and financial activities of the organization and
comply with the organization's governing documents through review
by the treasurer, president, or chief executive.
g. Secure an audit by an outside public accounting firm, or, at a
minimum, a review of financial condition by an outside firm. (2)
For organizations that have an audit, establish an audit committee;
for organizations whose size or structure makes an audit committee
infeasible, the audit or review should be overseen by the full governing
body or portion thereof with knowledge about financial statements.
8. The organization makes information about its
mission, program activities and finances available to the public
and communicates in a clear and timely manner with those who request
information.
a. Ensure all financial, organizational and
program reports and educational materials are complete and accurate
in all material respects.
b. Make available to the public basic informational data about the
organization, which should include the Form 990 or 990-PF (or a website
link to copies provided by other organizations), grant guidelines,
program reports, and financial statements by posting them on the organization's
website. If the organization does not maintain a website, make them
available upon request.
c. Make available the names of governing body members, officers and
staff members.
d. Publish an address and the name of an individual to contact for
information. Organizations that maintain offices, if feasible, also
publish a phone number, office location, and office hours.
e. Respond to and act promptly on complaints.
f. Develop and follow organization policy defining timely response.
9. Organizations that raise funds from the public
or from donor institutions maintain solicitation policies that reflect
the organization's mission and use of solicited funds.
a. Represent the organization's policies
and practices accurately and respect the dignity of program beneficiaries
in all solicitation materials.
b. Disclose important and relevant information to potential donors.
c. Honor all statements in fundraising appeals about the use of
a contribution.
d. Respect the rights of donors in accordance with established professional
standards such as "A Donor Bill of Rights." (3) e. Ensure donated funds are used for purposes
consistent with the donor's intent, whether as described in the
relevant solicitation materials or as specifically directed by the
donor.
f. Ensure that internal or external fundraisers are not compensated
based on a commission or a percentage of the amount raised.
g. Provide appropriate training and supervision of the people soliciting
funds to ensure they understand their responsibilities and applicable
federal, state and local laws, and prohibit techniques that are
coercive, intimidating or intended to harass potential donors.
10. Grantmaking organizations establish, follow,
and clearly communicate processes for receiving, reviewing, and
acting on grant applications and for monitoring and evaluating grants
made.
a. Make readily available a brief written statement
including:
Program interests
Grantmaking policies
Geographic or policy restrictions
Preferred ways of receiving applications
Steps in the proposal review and due diligence
process
b. Establish and maintain relationships with
grantseekers based on mutual respect, candor, understanding, and
fairness.
c. Communicate clearly and on a timely basis with potential grantees.
d. Advise those affected by a significant policy or procedure change
within a reasonable period of time.
e. Clearly explain reporting and evaluation requirements.
Notes: 1. These pertain,
but are not limited to: internal operations, grantmaking, fundraising,
licensing, financial accountability, human resources, lobbying and
political advocacy, audit requirements, and taxation.
2.
Organizations should determine whether an audit is legally required
(see Illinois Solicitation for Charity Act, Annual Reports of Charities).
Even if not legally required, larger organizations are strongly
urged to consider an audit.
3.
A Donor Bill of Rights was developed by the American Association
of Fund Raising Counsel, the Association for Healthcare Philanthropy,
the Council for the Advancement of Support of Education, and the
Association of Fundraising Professionals, and endorsed by the Independent
Sector, National Catholic Development Conference (NCDC) National
Committee on Planned Giving (NCPG), National Council for Resource
Development (NCRD), and United Way of America. It is available on
the Internet at:
www.aafrc.org/choose_council/donor.html.
Implementing the Illinois Nonprofit Principles
and Best Practices
To many nonprofit leaders, the Illinois Nonprofit
Principles and Best Practices will affirm existing operating procedures.
For others, some of the Principles will appear to be more challenging.
Implementing the Principles will be an ongoing
process, not a one-time event. While it may not be easy, this process
is important because it will help nonprofits become more successful
in fulfilling their missions. In addition, it is critical to demonstrate
to policymakers and the public that the nonprofit sector takes seriously
the issues of good governance, integrity and public trust.
Nonprofit leaders are encouraged to review the
Principles with their boards and management teams. To help your
organization implement the Illinois Nonprofit Principles and Best
Practices, the Donors Forum is providing a range of tools and practical
advice.
Creating the Preserving the Public Trust Initiative
stems from the mission of Donors Forum: Donors Forum is the premier
resource for networking and education, information and knowledge,
and leadership on behalf of philanthropy in Illinois. As a nonprofit
membership association of grantmakers, individual donors and advisors,
Donors Forum advances philanthropy by serving its members and by
promoting an effective and informed nonprofit sector.
We are grateful for the national efforts helping nonprofit organizations
preserve the public trust. The Initiative was inspired by these
organizations.
INDEPENDENT SECTOR, Principles for Good Governance
and Ethical Practice: A Guide for Charities and Foundations,www.nonprofitpanel.org
American Association of Fundraising Counsel,
Donor Bill of Rights,www.aafrc.org
Association of Fundraising Professionals, Code
of Ethical Principles and Standards of Professional Practice and
Donor Bill of Rights, www.afpnet.org
BBB Wise Giving Alliance, Standards for Charity
Accountability, www.give.org
Council on Foundations, National Standards
for U. S. Community Foundations, Stewardship Principles for Family
Foundations, Stewardship Principles for Corporate Grantmakers,
and Accountability: Proposed Governance Principles for Discussion
with Large Foundations,www.cof.org
Minnesota Council on Foundations, Principles
for Minnesota Grantmakers and Illustrative Statement of Practices
to Implement the Principles for Grantmakers,www.mcf.org
Donors Forum remains grateful to the original funders
of the Preserving the Public Trust Initiative: the Arie and Ida
Crown Memorial, Nathan Cummings Foundation, Lloyd A. Fry Foundatino,
Joyce Foundation, The John D. and Catherine T. MacArthur Foundation,
Prince Charitable Trusts, and Michael Reese Health Trust.
Benna B. Wilde, Chair, Donors Forum Board
of Directors
Valerie S. Lies, President and CEO, Donors Forum
Paula Wolff, Chair, Preserving the Public Trust Initiative Tast
Force, 2004