National Contract Management Association Board of Directors 20092010

1
National Contract Management AssociationBoard of
Directors 2009-2010

• Board Orientation
• Part 1
• June 16, 2009
• Via webex

2
Agenda (eastern time)

• Tuesday, June 16, 2009
• 300pm 330pm Vision, Mission, Values, and
  Strategic Objectives
• 330pm 430pm Roles, Responsibilities and
  Duties of Board Members
• 430pm 500pm Financial Management
• Friday, June 19, 2009
• 1200pm 1245pm NCMAs People and Programs
• 1245pm 130pm Board Work Association
  Policies, Board Briefs, and Committees
• 130pm 200pm Roberts Rules Overview

3
Introductions

• Professional background
• NCMA experience
• Family
• Hobbies and interests
• Expectations from this years board experience

4
Board Information on the Intranet
http//intranet.ncmahq.org/select Board of
Directors

• Master Schedule
• Board of Director Meeting Minutes
• Financial Reports
• Long Range Plans and Strategic Objectives
• Budgets
• Board of Directors Directory
• Staff Directory
• Committee Rosters
• Executive Advisory Council Directory
• Chapter Directory

• Articles of Incorporation
• By-Laws
• Association Policies
• Travel and Expense Reimbursement Policy
• NCMA Directors Officers Insurance Policy
• Board Orientation Briefing

5

• Vision, Mission, Values, and Strategic Agenda

6
Vision

• NCMA will lead and represent the contract
  management profession. Our vision is that
  enterprises will succeed through improved
  buyer-seller relationships based on common
  values, practices, and professional standards.

- NCMA Policy 1-4, Long Range Plan and Strategic
Objectives (January 2009)
7
Mission

• NCMAs mission is to improve organizational
  performance through effective contract
  management.

- NCMA Policy 1-4, Long Range Plan and Strategic
Objectives (January 2009)
8
Values

• We are committed to
• Principled professional conduct and achievement,
  as dictated by our Code of Ethics
• An open exchange of ideas in a neutral forum
• A culturally and professionally diverse
  membership
• Excellence in everything we do, especially our
  service to our members and the contract
  management community
• Continuing education, training and leadership
  opportunities through a network of local chapters

- NCMA Policy 1-4, Long Range Plan and Strategic
Objectives (January 2009)
9
Values (continued)

• Remaining the preeminent source of professional
  development for contract professionals.
• Recognizing and rewarding professional excellence
  and superior individual achievement in support of
  the contract management profession
• Demonstrated professional achievement through
  Certification
• Quality volunteer leadership and
• Members highly principled freedom of action and
  responsibility to the people and organizations
  they serve.

- NCMA Policy 1-4, Long Range Plan and Strategic
Objectives (January 2009)
10
Value Propositions

• NCMA provides the tools, resources, and
  leadership opportunities to enhance each member
  of the professions performance, career, and
  accomplishments.
• NCMA provides the structure, name recognition,
  and products directly and through chapters to
  contracting professionals worldwide.

- NCMA Policy 1-4, Long Range Plan and Strategic
Objectives (January 2009)
11
Value Propositions (continued)

• NCMA provides employers ready-access to skilled
  human capital, learning resources, best
  practices, standards, and metrics of the
  profession.
• We enable other entities such as researchers,
  consultants, trainers, recruiters, advertisers
  and universities to gain broad access to defined
  segments of our community of practice and our
  Body of Knowledge for the purpose of advancing
  the profession and fulfilling their individual
  goals

- NCMA Policy 1-4, Long Range Plan and Strategic
Objectives (January 2009)
12
Strategic Objective 1Develop the Next
Generation of Contract Management Professionals.

• Strategies
• Introduce undergraduate students to the CM
  profession and involve them in NCMA by offering
  student memberships, student chapters, and
  student programs.
• Increase the preparedness for candidates entering
  the CM workforce by increasing undergraduate
  programs containing CM and related curriculum,
  and by publishing a standard CM curricula and
  promoting the program to universities.

- NCMA Policy 1-4, Long Range Plan and Strategic
Objectives (January 2009)
13
Strategic Objective 2Increase Professional
Advocacy.

• Strategies
• Improve perception of the contract management
  profession in industry, the government (including
  Congress), the press, and the general public,
  through an active public relations program.
• Increase recognition of NCMA in industry, the
  government (including Congress), the press, and
  the profession, through an active public
  relations program.
• Increase membership participation in advocacy
  activities through bilateral electronic
  communications and events.

- NCMA Policy 1-4, Long Range Plan and Strategic
Objectives (January 2009)
14
Strategic Objective 3Reach More People in the
Federal Contracting Community.

• Strategies
• Expand the number of programs to serve the
  federal community, including education,
  certification, conference, publication, and other
  types of programs.
• Increase communication and involvement of the
  senior executive cadre within the profession.
• Utilize education partners, advertisers and
  corporate sponsors to reach new people in the
  federal community.
• Expand the focus of programs and services to the
  broader acquisition community.
• Increase the use of social media to connect to
  prospective members.

- NCMA Policy 1-4, Long Range Plan and Strategic
Objectives (January 2009)
15
Strategic Objective 4Develop Professional
Standards.

• Strategies
• Baseline existing professional standards for
  government and industry organizations benchmark
  standards and processes of other professions.
• Reach consensus among stakeholders (chapters,
  EAC, BOD, academia) on Generally Accepted
  Contract Management Practices (GACMP).
• Align professional standards and certification
  processes.

- NCMA Policy 1-4, Long Range Plan and Strategic
Objectives (January 2009)
16

• Roles, Responsibilities and Duties of the Board
  of Directors

17
Duty of Care

• The duty of care describes the level of
  competence that is expected of a board member,
  and is commonly expressed as the duty of "care
  that an ordinarily prudent person would exercise
  in a like position and under similar
  circumstances."
• This means that a board member owes the duty to
  exercise reasonable care when he or she makes a
  decision as a steward of the organization.

Source BoardSource
18
Duty of Care in Action

• Regular attendance at BOD meetings.
• Regular participation in any assigned Committees.
• Independent judgmentBOD members share equally in
  decision.
• Have adequate information.
• Delegation of Authority
• Oversee, do not directly engage in day-to-day
  operations

Source ABA Guidebook
19
Duty of Loyalty

• The duty of loyalty is a standard of
  faithfulness a board member must give undivided
  allegiance when making decisions affecting the
  organization.
• This means that a board member can never use
  information obtained as a member for personal
  gain, but must act in the best interests of the
  organization.

Source BoardSource
20
Duty of Loyalty in Action

• Act in the best interests of the corporation over
  interests of self or the interests of the
  constituency selecting them.
• irrespective of other entities with which the
  director is affiliated or sympathetic, or to
  which the director owes his / her board
  appointment
• Conflict of Interests
• Personal Corporate Opportunity (Organizational
  Conflict of Interests)
• The conflict itself is not a problem mitigate
  through disclosure, recusal, scrutiny by BOD
• Confidentiality
• Disclosure limits on Association information,
  only that which is public record
• Director not a spokesperson

Source ABA Guidebook
21
Duty of Obedience

• The duty of obedience requires board members to
  be faithful to the organization's mission. They
  are not permitted to act in a way that is
  inconsistent with the central goals of the
  organization.

Source BoardSource
22
Ten Basic Responsibilities of Nonprofit Boards

• Determine the organization's mission and purpose.
  It is the board's responsibility to create and
  review a statement of mission and purpose that
  articulates the organization's goals, means, and
  primary constituents served.

Source BoardSource
23
Ten Basic Responsibilities of Nonprofit Boards
(continued)

• 2. Select the chief executive. Boards must reach
  consensus on the chief executive's
  responsibilities and undertake a careful search
  to find the most qualified individual for the
  position.

Source BoardSource
24
Ten Basic Responsibilities of Nonprofit Boards
(continued)

• Provide proper financial oversight. The board
  must assist in developing the annual budget and
  ensuring that proper financial controls are in
  place.

Source BoardSource
25
Ten Basic Responsibilities of Nonprofit Boards
(continued)

• 4. Ensure adequate resources. One of the board's
  foremost responsibilities is to provide adequate
  resources for the organization to fulfill its
  mission.

Source BoardSource
26
Ten Basic Responsibilities of Nonprofit Boards
(continued)

• Ensure legal and ethical integrity and maintain
  accountability. The board is ultimately
  responsible for ensuring adherence to legal
  standards and ethical norms.

Source BoardSource
27
Ten Basic Responsibilities of Nonprofit Boards
(continued)

• 6. Ensure effective organizational planning.
  Boards must actively participate in an overall
  planning process and assist in implementing and
  monitoring the plan's goals.

Source BoardSource
28
Ten Basic Responsibilities of Nonprofit Boards
(continued)

• Enhance the organization's public standing. The
  board should clearly articulate the
  organization's mission, accomplishments, and
  goals to the public and garner support from the
  community. Advocacy

Source BoardSource
29
Ten Basic Responsibilities of Nonprofit Boards
(continued)

• 8. Recruit and orient new board members and
  assess board performance. All boards have a
  responsibility to articulate prerequisites for
  candidates, orient new members, and periodically
  and comprehensively evaluate its own performance.

Source BoardSource
30
Ten Basic Responsibilities of Nonprofit Boards
(continued)

• Determine, monitor, and strengthen the
  organization's programs and services. The board's
  responsibility is to determine which programs are
  consistent with the organization's mission and to
  monitor their effectiveness.

Source BoardSource
31
Ten Basic Responsibilities of Nonprofit Boards
(continued)

• 10. Support the chief executive and assess his or
  her performance. The board should ensure that the
  chief executive has the moral and professional
  support he or she needs to further the goals of
  the organization.

Source BoardSource
32
Responsibilities of Individual Board Members

• Attend all board and committee meetings and
  functions, such as special events.
• Be informed about the organization's mission,
  services, policies, and programs.
• Review agenda and supporting materials prior to
  board and committee meetings.
• Serve on committees or task forces and offer to
  take on special assignments.
• Follow conflict of interest and confidentiality
  policies.

Source BoardSource
33
Responsibilities of Individual Board Members
(continued)

• Inform others about the organization.
• Suggest possible nominees to the board who can
  make significant contributions to the work of the
  board and the organization.
• Keep up-to-date on developments in the
  organization's field.
• Refrain from making special requests of the
  staff.
• Assist the board in carrying out its fiduciary
  responsibilities, such as reviewing the
  organization's annual financial statements.

Source BoardSource
34
Directors Rights

• Access, within reason, to volunteer leaders and
  staff.
• Right of inspection of books records.
• Advance Notice of Meetings.
• Right to dissent and have recorded.
• Access to Minutes of Board Meetings.

Source ABA Guidebook
35
The Source Twelve Principles of Governance That
Power Exceptional Boards.

• BoardSource, 2005.

36
Constructive Partnership

• Exceptional boards govern in constructive
  partnership with the chief executive, recognizing
  that the effectiveness of the board and the chief
  executive are interdependent.

The Source Twelve Principles of Governance That
Power Exceptional Boards. BoardSource, 2005.
37
Mission Driven

• Exceptional boards shape and uphold the mission,
  articulate a compelling vision, and ensure the
  congruence between decisions and core values.

The Source Twelve Principles of Governance That
Power Exceptional Boards. BoardSource, 2005.
38
Strategic Thinking

• Exceptional boards allocate time to what matters
  most and continuously engage in strategic
  thinking to hone the organizations direction.

The Source Twelve Principles of Governance That
Power Exceptional Boards. BoardSource, 2005.
39
Culture of Inquiry

• Exceptional boards institutionalize a culture of
  inquiry, mutual respect, and constructive debate
  that leads to sound and shared decision making.

The Source Twelve Principles of Governance That
Power Exceptional Boards. BoardSource, 2005.
40
Independent Mindedness

• Exceptional boards are independent minded. When
  making decisions, board members put the interests
  of the organization above all else.

The Source Twelve Principles of Governance That
Power Exceptional Boards. BoardSource, 2005.
41
Ethos of Transparency

• Exceptional boards promote an ethos of
  transparency by ensuring that donors,
  stakeholders, and members have access to
  appropriate and accurate information regarding
  finances, operations and results.

The Source Twelve Principles of Governance That
Power Exceptional Boards. BoardSource, 2005.
42
Compliance with Integrity

• Exceptional boards promote strong ethical values
  and disciplined compliance by establishing
  appropriate mechanisms for active oversight.

The Source Twelve Principles of Governance That
Power Exceptional Boards. BoardSource, 2005.
43
Sustaining Resources

• Exceptional boards link bold visions and
  ambitious plans to financial support, expertise,
  and networks of influence.

The Source Twelve Principles of Governance That
Power Exceptional Boards. BoardSource, 2005.
44
Results Oriented

• Exceptional boards are results-oriented. They
  measure the organizations advancement towards
  mission and evaluate the performance of major
  programs and services.

The Source Twelve Principles of Governance That
Power Exceptional Boards. BoardSource, 2005.
45
Intentional Board Practices

• Exceptional boards intentionally structure
  themselves to fulfill essential governance duties
  and to support organizational priorities.

The Source Twelve Principles of Governance That
Power Exceptional Boards. BoardSource, 2005.
46
Continuous Learning

• Exceptional boards embrace the qualities of a
  continuous learning organization, evaluating
  their own performance and assessing the value
  they add to the organization.

The Source Twelve Principles of Governance That
Power Exceptional Boards. BoardSource, 2005.
47
Revitalization

• Exceptional boards energize themselves through
  planned turnover, thoughtful recruitment, and
  inclusiveness.

The Source Twelve Principles of Governance That
Power Exceptional Boards. BoardSource, 2005.
48
Financial Management

• Budget, Financial Statements, Estimates at
  Completion, Reserves and Investments, and Audit

49
Annual Budget

• The Finance and Budget Committee oversees the
  budgeting process.
• Staff develops time-phased estimates and
  assembles the budget.
• Finance and Budget Committee and Executive
  Committee meet in February 2010 to negotiate
  budget.
• Proposed FY 2010 budget presented to the Board of
  Directors for approval in March 2010.
• Posted on intranet under Governance area,
  available to all volunteers.

50
Financial Statements

• The Finance and Budget Committee oversees the
  financial reporting process.
• Our monthly reports include the Statement of
  Activities (with narrative), Statement of
  Position, and Statement of Cash Flows.
• Distributed to Finance and Budget Committee
  members around 10th of each month for review and
  discussion.
• Distributed to Board of Directors by 15th of each
  month.
• Periodic telecon to review financial statements.
• Posted in Governance area of intranet, available
  for viewing by all volunteers.

51
Estimates at Completion (EAC)

• The Finance and Budget Committee oversees the
  financial forecasting process.
• Designed to serve as an early warning system of
  financial risk areas.
• Revised revenue and expense forecasts.
• Incorporates year-to-date actuals.
• Accomplished quarterly.
• Distributed to the Board of Directors by the 30th
  day following the end of quarter.

52
Reserve and Investment Policies

• The Asset Management Committee oversees reserves
  and investments.
• NCMA Policy 5-2, Financial Management Policies.
• Investment advisor Wachovia
• Risk tolerance assessment every 3 years by Board
  of Directors done last year.
• Restricted and unrestricted reserves.

53
Audit

• The Audit Committee oversees the financial audit
  process.
• NCMA Policy 3-4, Audit Committee.
• NCMA Policy 5-2, Financial Management Policies.
• Independent auditor is Rubino McGeehin (2nd
  year).
• Audited financial statements distributed to the
  Board of Directors by September 30.

54
Chapter Financing

• Membership rebates.
• Must have filed annual report, including
  financial report, audit report, and chapter
  officer roster.
• Each chapter has a taxpayer identification
  number.
• Chapters are included in our group tax filing.
• Taxable income advertising and sponsorship.
• NCMA assists chapters in obtaining merchant
  accounts to accept credit card payments.
• Chapters retain their assets, until they go
  dormant.
• Audits and investigations conducted by CFO.

55
Review of Current Financial Condition

• Statement of Activities, for the 11 month period
  July 1, 2008 through May 31, 2009.
• Statement of Position, as of May 31, 2009.
• Annual Operating Budget for FY 2010.
• Amounts in reserve in restricted and unrestricted
  funds.
• Line of Credit available through Wachovia.
• DB Credit score.