Global Policies - ArtsWest Playhouse and Gallery | Plays ... · Web viewMaintain insurance coverage against liability losses to Board members, staff, and the organization at a level

ArtsWest Playhouse and Gallery Policy Governance Document Revised March 28, 2016

Table of ContentsGlobal Policies.............................................................................................................................................3

GP-1 Governance Commitment - Governance.....................................................................................3

Mission/Values....................................................................................................................................3

GP-2 Governing Style - Governance.....................................................................................................3

GP-3 Board Job Description - Governance............................................................................................3

GP-4 Annual Expectations of Members /Commitment Letter - Governance........................................4

GP-5 Board Member’s code of conduct - Governance........................................................................5

Purpose of a Board member................................................................................................................5

Conflict of interest...............................................................................................................................5

No individual authority........................................................................................................................6

Public Spokesperson............................................................................................................................6

Confidentiality.....................................................................................................................................6

GP-6 Seating new Board members - Governance.................................................................................6

GP-7 Selecting Officers/ Annual Meeting - Governance...................................................................9

GP-8 Roles of Officers - Governance.....................................................................................................9

GP-9 Board Meeting Agenda - Executive Committee...........................................................................9

Development of the meeting agenda..................................................................................................9

Use of Consent Agenda.......................................................................................................................9

GP-10 Conduct during Board Meetings - Governance......................................................................10

Discussion of motions........................................................................................................................10

Voting Practices.................................................................................................................................10

Closed Session...................................................................................................................................10

GP-11 Handling requests or complaints - Governance.....................................................................10

GP-12 Annual board plan - Executive Committee.............................................................................11

GP-13 Board committee structure - Governance.............................................................................11

GP-14 Board Committee Principles - Governance............................................................................12

GP-15 Special meetings and Board action without a meeting - Governance....................................13

Version 15 March, 28 20161 | P a g e

Special Meetings................................................................................................................................13

Action by Board without a Meeting...................................................................................................13

Board and Management Policies...............................................................................................................13

B/MD-1 Global Governance/Management connection - Governance.............................................13

B/MD-2 Unity of control - Governance............................................................................................13

B/MD-3 Delegation to the Managing & Artistic Director - Governance...........................................14

B/MD-4 Monitoring Managing/Artistic Director performance - Governance..................................14

B/MD-5 Managing and Artistic Directors evaluation- Executive Committee...................................15

Executive Limitations (EL Policies).............................................................................................................17

EL-1 Global limitation - Governance..................................................................................................17

EL-2 Treatment of customers - Executive Committee.......................................................................17

EL-3 Treatment of staff & volunteer staff & volunteers - Human Resources.....................................17

EL-4 Financial planning/budgeting - Finance.....................................................................................18

EL-5 Asset protection - Finance/ Facilities.........................................................................................19

EL-6 Working capital - Finance..........................................................................................................20

EL-7 Managing & Artistic Director succession plan - Executive Committee.......................................21

EL-8 Compensation and benefits - Human Resources.......................................................................21

EL-9 Communication and support to the Board - Executive Committee...........................................21

Ends Policies..............................................................................................................................................22

Ends #1 Artist support - Governance...............................................................................................22

Ends #2 Linkage - Governance.........................................................................................................22

Ends #3 Education and Youth - Governance...................................................................................23

Ends #4 Participants and Audiences - Governance.........................................................................23

Attachments: Additional Policies...............................................................................................................23

Attach: A Conflict of interest policy and procedures - Governance / Finance...................................23

Attach: B Document Retention Policy & Procedures - Legal / MD.....................................................24

Attach: C Whistleblower policy and procedures - Legal....................................................................27

Attach: D Format for MD/ADs evaluation report. - Executive Committee/HR...................................29

Attach: E Conduct regarding minors - Human Resources..................................................................30

Attach: F Gift Acceptance Policy - Finance........................................................................................31

Attach: G Policy Monitoring Schedule (Rev 1.26.16) - Human Resources.........................................34


Global Policies

GP-1 Governance Commitment - GovernanceThe Artswest Board of Directors (the Board) exists to further the mission of the organization through the responsible stewardship of the communities’ investment in the organization. The Board holds itself accountable by ensuring all actions it takes are consistent with the Board’s policies and bylaws.

Mission/ValuesMission: ArtsWest produces artistic events that provoke conversation, incite the imagination and use live theater as a powerful agent of change.” Vision: ArtsWest will be nationally known for high quality, cutting edge visual and performing arts; a place where stimulating, engaging and thought-provoking material is made accessible to a diverse population of artists and patrons. Values: ArtsWest is dedicated to creating an inclusive atmosphere of openness, transparency, honesty and respect. We offer our artists, volunteers, patrons and staff a place to explore and grow that is safe, supportive, and financially stable.

GP-2 Governing Style - GovernanceBased on the values and procedures of the organization, subject to any limitations under the Bylaws or otherwise, the Board is a body of the whole where each voting-member has a voice and a vote, and access to information regarding issues and decisions made in the name of the Board as a whole.The Board is to govern lawfully with emphasis on (a) outward, future focused vision, (b) encouraging open discussion and diversity in viewpoints, (c) strategic leadership, (d) respect for the directors’ roles, and (e) collective rather than individual decisions. The organization values diversity in the Board whether it is in the form of talents, backgrounds, perspectives, or beliefs. Diversity is considered to be essential to the strength of the Board as a whole. The board will act in an ethical manner in accordance with the Ethics Policy.Continual Board development will include orientation of new Board members on the work of the organization as well as the Board’s governance process and periodic Board discussion of process improvement.The Board will monitor and discuss the Board’s process and performance at each meeting and will also conduct a periodic self-assessment no less than every three years.

GP-3 Board Job Description - GovernanceThe Board will govern based on the policies contained in this Policy Governance Document and in accordance with the bylaws. These policies will address the following: Ends: Organizational products, impacts, benefits, outcomes, recipients, and their relative worth (what benefits for which recipients at what cost or priority).


Managing Limitations: These are the constraints on managing the authority of the Managing Director and Artistic Director in order to establish the prudent and ethical boundaries within which all managing activity and decisions must take place.Governance Process: Specifics of how the Board conceives, carries out, and monitors its own task.Board/Managing & Artistic Directors Relations: How authority is delegated and its proper use monitored; the Managing and Artistic Directors’ role, authority and accountability.Relationships with Owners: The Board is directly responsible for creating and maintaining relationships (linkage) between the owners and the organization.

“Owners” are those who have an interest in the continued existence of the organization. For ArtsWest this includes members of the business community, individual and institutional funders, season ticket holders and other audience members, and artists, actors and other cultural workers engaged in the theater, gallery or education & outreach programs.

Through these relationships the Board learns what it needs to know to govern the organization.

The Board creates and maintains these relationships through its annual linkage work plan which includes representing ArtsWest at local and regional organizations which share an interest in the arts and the community.

GP-4 Annual Expectations of Members /Commitment Letter - GovernanceBoard members are expected to fulfill the following commitments:

1. Individual Support: Each Director will personally commit to either a minimum annual Board gift of $1,500 each year or a gift significant by their means. Each board member will work with staff to raise $5,000/year on average by being involved with our fundraising campaigns.

2. Fundraising Activities: In addition, each Director is expected to purchase two tickets to ArtsWest’s annual gala, host or co-host a table, and make a meaningful contribution in the event the organization launches a formal Capital Campaign.

3. Board Meetings: Each Director is expected to make his/her best effort to attend scheduled Board meetings. Generally, there are ten monthly Board meetings a year; a meeting calendar is produced annually.

4. Audience development support: Each Director is expected to purchase two seats for the full ArtsWest season, attend each ArtsWest production in the first week of the run, and attend summer Education productions, and invite or encourage others to attend. Directors are encouraged to attend Gallery exhibition openings.

5. Committees: Each Director will be engaged deeply via their work and participation on one or more committees during the year.Version 15 March, 28 2016

4 | P a g e

6. Training: Directors are encouraged to take advantage of training provided by ArtsFund, Seattle Works, United Way, or the equivalent. Officers are required to do so absent other relevant training or experience.

7. Resource Assistance: Each Director will commit to undertake one or more activities to help ArtsWest achieve its mission. These may include: providing marketing or promotional assistance, helping ArtsWest expand its artistic learning initiatives (currently: Art Walk, Artist Talk, On Stage and various Education programming), working on long-range planning, assisting the production department with meals and other needs during tech weeks, or helping to identify pro-bono sources for goods and services, among other areas.On occasion a Board member may experience difficulty in meeting the terms of their agreement. He/she, or the chair of the Governance Committee or a member of the Executive Committee, may initiate a conversation leading to:

Adjustment to terms that are acceptable to both Taking a leave of absence Resignation or removal of the Board

GP-5 Board Member’s code of conduct - GovernanceA Board member shall perform the duties of a director, including the duties as a member of any committee of the Board upon which the director may serve, in good faith, in a manner such director believes to be in the best interest of the corporation, and with such care, including reasonable inquiry, as an ordinary prudent person in a like position would use under similar circumstances”

Purpose of a Board memberBoard members are elected as voting members to carry out ownership linkage, develop policies governing ArtsWest, and to monitor the finances of the organization, its programs, and its overall performance.The Board commits itself, its members and the whole organization to ethical, businesslike and lawful conduct, including proper use of authority and appropriate decorum.

Conflict of interestMembers must have loyalty to the overall organization, un-conflicted by loyalties to staff, other organizations, and/or any personal interest as a consumer. When a conflict is identified, the member must follow the conflict of interest reporting procedure detailed in the attachment. Each Board member will sign the conflict of interest declaration form annually.Members must avoid conflicts of interest with respect to their fiduciary responsibility.There will be no self-dealing or business by a member with the organization without Board approval. Members will annually disclose their involvements with other organizations, with vendors, or any associations that are seen or might reasonably be seen as being a conflict.


Board members will not use their Board position to obtain employment in the organization for themselves, family members or close associates. Should a Board member apply for employment, he or she must first resign from the Board.

No individual authorityBoard members may not attempt to exercise individual authority over the organization. Members' interaction with the Managing Director, Artistic Director or with staff must recognize the lack of authority vested in individuals except when explicitly Board authorized.Members are not authorized to make a commitment on behalf of the Board or the organization unless directed to do so by the Board.

Public SpokespersonBoard members' interaction with public, press or other entities must recognize the same limitations and are prohibited from speaking on behalf of the Board except to repeat explicitly stated Board decisions. The Managing Director will be the official spokesperson for ArtsWest with the media, except that the Board may designate or the Managing Director may request that the Artistic Director, Board president or other Board member act as spokesperson, when appropriate. All Board members who receive calls from the media should direct them to the designated spokesperson immediately. Negative statements related to ArtsWest’s performances, programs, staff, and volunteers shall be limited to Board meetings. Issues of Managing and Artistic Directors performance shall be discussed individually with the Managing or Artistic Director or at Board meetings. The substance of these discussions shall remain confidential.

ConfidentialityMembers will respect the confidentiality appropriate to issues of a sensitive nature.

Members of the Board are expected to: communicate openly, honestly and respectfully; collaborate on fulfilling ArtsWest's mission and vision with our value; be accountable to each other and to our promises; maintain a safe environment that fosters discussion; articulate a clear vision for the future and work towards it including supporting the development and execution of the strategic plan. It is expected that Board members come to meetings prepared, raise issues, concerns and challenges with respect and compassion; acknowledge and support Board decisions. Board Members are to maintain confidentiality and work towards a common message to share with the public and constituents.

GP-6 Seating new Board members - GovernanceIf a candidate is interested, he or she will be asked to submit a resume and complete a Board application. A member of the Governance Committee, the Managing Director and one other Board member, if desired, will meet with the potential candidates for Board membership. They will be required to attend a Board meeting as an observer. A vote on the membership may occur at or following that meeting. The by-laws of the organization provide the minimum and maximum number of directors. The Board may elect directors at any meeting of the Board.Version 15 March, 28 2016

6 | P a g e

The Governance Committee has developed a documented process for seating new Board members.



GP-7 Selecting Officers/ Annual Meeting - GovernanceThe officers of the organization shall be selected from and elected each year by the Board at the June meeting of the Board, or any regular meeting in lieu thereof. Unless an officer dies, resigns, or is removed from office, he or she shall hold the office thru to the end of August. If a member of the Board reaches the end of their term of service, during a term of service as an officer, their term shall be extended to coincide with the end of service as an officer of the Corporation.

The timeline for appointing new officers:

A call for interest for officers will be announced in March. The Governance Committee will review candidates in April Governance meeting The Governance committee will propose a slate of officers prior to the May Board

meeting in order to identify any objections to the slate of officers and give any member the opportunity to put their name forward for office.

The vote will be held by proxy or no later than the June meeting

GP-8 Roles of Officers - GovernanceNumber and QualificationsThe officers of the organization shall be a President or co-Presidents, one or more vice Presidents, a Secretary and a Treasurer, each of whom shall be elected by the Board. The roles of these positions are defined in the bylaws.

GP-9 Board Meeting Agenda - Executive CommitteeThe regular meeting agenda is formatted to include a consent agenda, discussion items, action items and information items.

Any request for information or questions about any agenda item should be made, if possible, at least one business day prior to the scheduled meeting to the Board president.

Development of the meeting agendaThe president, working with the executive committee, in concert with the Managing Director shall develop the Board meeting agenda.

Use of Consent AgendaRoutine items that require no discussion will be placed on the consent agenda. Examples of the items that may be placed on the consent agenda are:

Routine financial information or updates. Minutes of regular committee reports or special Board meetings Results of monitoring reports or other analysis


Any member wishing to discuss an item on the consent agenda may ask that that item be pulled from the consent agenda and placed on the regular agenda so that there can be a full discussion of the item.A Board member may submit a request to the Board president to have an item considered for placement on the agenda. The president shall ensure that all items requested by Board members will be placed on an agenda at the next Board meeting or, if this is not possible, within two regular meetings.

GP-10 Conduct during Board Meetings - GovernanceRules of procedure at meetings of the Board and committees of the Board shall be rules contained in Robert's Rules of Order, newly revised, so far as applicable and when not inconsistent with these policies, the Bylaws, the Articles of Incorporation or any resolution of the Board.Board members are expected to abide by the terms of the team agreement referenced in GP5.

Discussion of motionsAll discussion shall be directed solely to the business under deliberation.The Board president has the responsibility to keep the discussion to the motion at hand and shall halt discussion that does not apply to the business before the Board.

Voting PracticesThe voting process will follow Robert’s Rules of Order.A formal vote will be taken on any items identified on the agenda as ”for decision” or “action” and any other items where the president, the Managing or Artistic Director, or a Board member requests a vote be taken.All Directors shall have the right to discuss agenda items, to make motions and resolutions, and vote on all matters coming before the Board. However, no member should vote on a motion in which he or she has a direct personal or pecuniary interest. In such cases, the conflict of interest policy shall be followed. Dissenting and abstaining votes shall be recorded in the minutes of the Board meeting.

Closed Session The Board will act in closed session whenever the subject of the discussion is highly confidential or sensitive. The Board shall have the option of asking staff as well as any observers to leave the meeting area during a closed session.

GP-11 Handling requests or complaints - GovernanceShould a board member receive a request or complaint from a volunteer, patron or employee (other than the Managing Director or Artistic Director) they will use these guidelines.


The Board member should hear the request/complaint for general understanding of persons involved, date and place.

If necessary, repeat problem back to confirm understanding. Suggest that the request or concern be communicated directly to the appropriate staff

member or Managing Director. (If the complaint is about one of the Directors, direct the person to the Board president).

The Board member should exercise caution when expressing their opinion, being careful to not provide direction on behalf of the organization and, when applicable, clarify that they are not speaking for the Board.

If further information or action is deemed necessary the Board member will forward the request/complaint to the Managing Director to address.

Board members will follow the whistleblower policy and procedures as detailed in the personnel policy any whistleblower complaint should be referred to the president or in the instance where it involves the president, to any member of the executive committee for appropriate action and resolution.

GP-12 Annual board plan - Executive CommitteeThe Board has a standing meeting monthly with the possible exceptions of the months of August and December.Officers are nominated during the May meeting and voted upon at the June meetingNew Officers begin their year of Service at the September meetingBoard meeting agendas are posted in advance and time may be reserved for executive session at the end of each meeting. Executive session is determined by the will of the Board and any member may request time in advance by contacting the president. The Executive session is a closed session.In addition to regular monthly meetings, the Board may hold up to two retreats each year as part of education of the Board on policy and practice and/or planning for the future of the organization.The proposed budget plan is presented to the Board at the June meeting and acted upon at the July meeting.The board will perform policy reviews based on the policy review schedule. (Attachment F).

GP-13 Board committee structure - GovernanceThe Board has deemed a structure of committees to guide policy and to provide support for the Managing Director. Toward that end, the following structure exists:


These formal committees are chaired by a Board member and will have two or more Board trustees as members to give policy level counsel to the full Board. Upon acceptance of policy, or changes to existing policy, the executive committee will provide direction to the Managing Director and Artistic Director on behalf of the Board. The executive committee is made up of the officers of the organization and the past president. Other Board committees may exist to function in the capacity of management advisory committees. They are comprised of community members and Board volunteers and perform work under the direction of the Managing Director to help support activities of the organization. When addressing matters of policy, Committees may make suggestions, but only the full Board may determine direction or amend the policy.Ad hoc committees exist at the discretion of the Board and will follow the guidelines set forth within the by-laws for length and term.

GP-14 Board Committee Principles - GovernanceBoard committees are assigned to reinforce the wholeness of the Board’s job and do not interfere with delegation from the Board to the Managing and Artistic Directors. Accordingly:

Board committees exist to help the Board do its job - not to help or advise the staff. If the Managing or Artistic Director needs assistance or advice, he/she can form a

management advisory committee that includes Board members to provide that support. Board committees cannot exercise authority over staff. Ad hoc committees should be used sparingly.


Executive Committee

Governance Finance(systems and facilities)

Linkage

Ad hoc

GP-15 Special meetings and Board action without a meeting - Governance

Special MeetingsSpecial meetings of the Board or any committee designated and appointed by the Board may be called by or at the request of the President or any five (5) directors, or, in the case of a committee meeting, by the committee chairperson in accordance with the bylaws.

Action by Board without a MeetingAny action which could be taken at a meeting of the Board may be taken without a meeting if consent in the form of a record setting forth the action so taken is executed by each of the directors. Such consents may be executed in two or more counterparts, each of which shall be deemed an original and all of which, taken together, shall constitute one and the same document. The record of any such consent shall be inserted in the minute book as if it were the minutes of a Board meeting

Board and Management Policies

B/MD-1 Global Governance/Management connection - GovernanceThe Board exercises its authority over the operational performance of the organization solely through the Managing and Artistic Directors.Accordingly:

The Board will never give instructions to persons who report directly or indirectly to the Managing or Artistic Directors.

The Board will not evaluate, either formally or informally, any staff other than the Managing & Artistic Directors. Exit interviews may be performed by a designated member of the Board.

B/MD-2 Unity of control - GovernanceOnly officially passed motions of the Board are binding on the Managing or Artistic Directors. Accordingly:

Decisions or instructions from individual Board members, officers, or committees are not binding on the Managing or Artistic Director except when specifically authorized by the Board.

All decisions by committees must be documented in written form and submitted as part of regular committee reports, which are approved via consent agenda. Any board


member may call out a specific item from a committee report to be removed from a consent agenda prior to approval to be discussed by the full board.

If Board members or committees request information or assistance without Board authorization, the Managing and Artistic Directors may refuse such requests that require, in the Director’s opinion, a material amount of staff time or funds or may be disruptive.

B/MD-3 Delegation to the Managing & Artistic Director - GovernanceThe Board directs the Managing Director through Ends policies which describe the organizational results to be achieved, and through Executive Limitations which describe organizational situations and actions to be avoided, allowing the Managing and Artistic Directors to use any reasonable interpretation of these policies.Accordingly:

The Board will develop ends policies instructing the Managing & Artistic Directors to achieve specified results for specified beneficiaries of the organization’s work. These policies will be developed from the broadest, most general level to more defined levels.

Any aspect of the organization’s work that is not defined in the Ends policies is considered a means issue.

The Board will develop Executive Limitation policies which limit the latitude of the Managing & Artistic Directors choosing the organizational means. These policies will be developed systematically from the broadest, most general level to more defined levels. The Board will never proscribe organizational means such as how services will be delivered, or specific service offerings.

The Artistic Director will work in partnership with the Managing Director to achieve the organizational ends and to assure compliance with the executive limitations. The Artistic Director will select productions and create programs that are designed to accomplish organization’s ends without unacceptable risks to the organization’s long term sustainability.

B/MD-4 Monitoring Managing/Artistic Director performance - GovernanceThe Board monitors the performance of the Managing and Artistic Directors against previously defined expectations established in the Ends and Executive Limitations policies. Accordingly:

All policies will be monitored at a frequency and by a method chosen by the Board. The Board can monitor any policy at any time by any method, but will ordinarily depend on a routine schedule.


The Board may monitor the Managing and Artistic Directors’ performance in three ways:

o By internal report, in which the Managing Director and Artistic Directors report on and provide justification to the Board for the reasonableness of his/her interpretation of Board policies;

o By external report from a disinterested third party selected by the Board who assesses compliance with policies, augmented with the Managing or Artistic Directors’ justification for the reasonableness of his/her interpretation;

o By direct Board inspection, in which a designated member or members of the Board assess compliance with policy, with access to the Managing and Artistic Directors’ justification for the reasonableness of his/her interpretation

In every case, the standard for compliance with Board policies shall be any reasonable director interpretation by the Managing or Artistic Director of the Board policy being monitored. The Board is the final arbiter of reasonableness but will always judge with a “reasonable person” test rather than with interpretations favored by Board members or by the Board as a whole.

B/MD-5 Managing and Artistic Directors evaluation- Executive CommitteeNothing in this policy is intended to imply the establishment of any personal rights not explicitly established by statute, contract or Board policy. All employment decisions related to the Managing and Artistic Directors remain the sole discretion of the whole Board.The Board evaluates the Managing Director and Artistic Director based on his/her compliance with Board policies If Board makes a material change to the review process or adds to expectations, the Board must inform the Managing/Artistic Directors, allow the Managing Director or Artistic Director a reasonable amount of time to incorporate the change, and only then incorporate the new standard or requirement into the subsequent year’s evaluation. At the board’s discretion, the board may elect to do an interim evaluation.Managing and Artistic Directors actions: In preparation for the review process the Managing Director and Artistic Director will prepare a self-assessment that includes a summary of the previous year’s monitoring of the applicable Ends and Executive Limitations policies, showing whether the Managing and Artistic Directors are in compliance or not, and the steps he/she has taken to increase compliance. The Artistic Director will only address those ELs that apply directly to him/her. Board action: Each September, a minimum of two board members, as specified by the president, will conduct a formal evaluation of the Managing Director and of the Artistic Director. The evaluations will


be based upon data collected during the previous year from the monitoring of Board policies on Ends and Executive Limitations. The assigned Board members will obtain input from the Board on the Managing and Artistic Directors’ performance on Ends and Executive Limitations policies. The Board members conducting the evaluation will also seek suggestions for change to the evaluation process for the following year. The Board members will prepare a written evaluation for each individual. The document will be reviewed with the Managing Director or Artistic Director prior to the report to the Board. The evaluation document shall consist of:

Conclusions based upon the Board’s prior action during the year relative to whether each End has been achieved or whether reasonable progress has been made toward its achievement;

Conclusions based upon the Board’s prior action during the year relative to whether the Managing Director and Artistic Director has reasonably interpreted and operated properly within the boundaries established by the Executive Limitations policies;

A summary of the Board’s perspective on the Managing Director’s or Artistic Director’s performance and/or any actions the Board recommends the Managing or Artistic Directors take relative to achievement of the Ends policies and operation within the boundaries established in the Executive Limitations policies.

The Managing Director or the Artistic Director shall have the right to submit a response to the Board committee’s report. The Managing Director and/or Artistic Director and the Board committee will review the document in executive session.

Review of the MD and ADs Salary The Board will make decisions regarding the salary and benefits of the Managing and Artistic Directors that are consistent with the statement included in EL-9 that states that compensation and benefits should not “deviate materially from the geographic or professional market for the skills employed.”

The Managing Director will provide the Board with readily available comparative salary information that allows the Board to evaluate the Managing Directors’ or Artistic Director’s respective salary. Any changes to the Managing Director’s or Artistic Director’s salary will be decided in an executive session following the directors’ review.


Executive Limitations (EL Policies)

EL-1 Global limitation - GovernanceThe Artistic and Managing Directors will not cause or allow any practice, activity, decision or organizational circumstance that is unlawful, imprudent or in violation of commonly accepted business/provisional ethics and practices.The Managing Director will work in partnership with the Artistic Director to achieve the organizational ends and assure compliance with the executive limitations. The Managing and Artistic Directors will work together to propose and implement programs that are designed to accomplish organization’s ends without unacceptable risks to the organization’s long-term sustainability.

EL-2 Treatment of customers - Executive CommitteeThe Artistic and Managing Directors will ensure that the organization’s decisions and procedures result in patrons being treated with respect and courtesy with freedom to enjoy the ArtsWest experience in a safe environment. Without limiting the scope of the foregoing, the following are examples of the actions the Board expects of the Artistic and Managing Directors.

To respond to customer inquiries, concerns or comments with reasonable timeliness When concerns are raised during a production or gallery event, it is expected that the

Artistic or Managing Director will deal with concerns immediately and to the best of their ability in the presenting circumstances.

To keep such inquiries, concerns or comments confidential when appropriate To ensure that all staff, artists and volunteers maintain safe public and work spaces; free

of debris and adhering to industry standards for the operation and maintenance of equipment and the building

To strictly adhere to the privacy policy regarding customer information.

EL-3 Treatment of staff & volunteer staff & volunteers - Human ResourcesThe Artistic and Managing Directors will ensure that the organization’s decisions and procedures result in patrons being treated with respect and courtesy with freedom to enjoy the ArtsWest experience in a safe environment. They will ensure that the organization’s decisions and procedures result in paid and volunteer staff being treated fairly and with respect and courtesy. They will ensure that paid and volunteer staff members have clear direction regarding their responsibilities and a good understanding of the organization’s ends policies and business goals. Without limiting the scope of the foregoing, the following are examples of the actions the board expects of the Artistic and Managing Directors:


Provide written personnel rules that comply with employment laws, including but not limited to:

o Provide for effective handling of grievances;o Protect against wrongful conditions, such as nepotism and preferential

treatment for personal reasons; o Provide protection for whistleblowers; ando Prohibit discriminationo Review for updates as needed

Make the expectations of their roles clear to paid and volunteer staff Provide regular feedback to paid and intern staff. Prepare for and respond to safety and ethical concerns pertaining to paid and volunteer

staff. Support the individual needs of paid and intern staff members for professional

development.

EL-4 Financial planning/budgeting - FinanceThe Managing and Artistic Directors will:

Ensure that the organization’s financial planning, budgeting, and management practices maintain the organization in a stable financial position.

Ensure that the financial risks related to production decisions are fully explored and transparently disclosed to the Board

Develop an annual financial plan and organizational goals that will allow the organization to accomplish the organization’s Ends without undo fiscal risk.

Provide information to the Board on budget performance, cash flow, and other financial conditions, as well as progress on annual organizational goals

Without limiting the scope of the foregoing, the following are examples of the actions the Board expects of the Managing and Artistic Directors:

Annually, develop a list of organizational goals that the organization will be working on in the coming year.

Disclose planning assumptions; provide credible projections of revenues, expenses, and cash; incorporate expenditures needed to allow the Board to accomplish its annual work plan; and prepare a comprehensive annual fundraising plan.

Maintain the organization’s assets and develop a plan for replacement and maintenance as needed.


In addition, the following are examples of the actions the Board expects of the Managing Director:

Provide accurate, complete, timely, and meaningful financial reports to the Board on a monthly basis that provide information to the Board on budget performance, cash flow, and other financial conditions.

Prepare the IRS Form 990 and present it to the finance committee and the Board for review prior to submission.

Fulfill funding agreements, use restricted funds only for specified purposes, and submit timely reports to funders.

Develop a staffing plan that provides for competent staff to be compensated near the benchmarks for similar positions/organizations.

Settle payroll and debts in a timely manner.

Pay taxes and other government ordered payments on time and make accurate filings.

Pursue receivables after a reasonable grace period.

EL-5 Asset protection - Finance/ FacilitiesThe Managing & Artistic Directors will take all reasonable steps to ensure that the organizations assets are protected and maintained without undue risk. Without limiting the scope of the foregoing, the following are examples of actions the Board expects of the Managing & Artistic Directors:

With the exception of the building and the consigned art, insure theft and casualty losses to at least 100% of replacement value. Insure the building and art to reasonable levels of replacement value and disclose these annually to the Board.

Avoid unnecessary exposure of the organization, staff, or Board to claims of liability.

Provide reasonable protection of intellectual property, both created and acquired.

Have a gift acceptance policy that avoids taking on unreasonable liabilities or risks and ensures donor funds are accepted and used appropriately.

Protect the organization’s public image, credibility and its ability to accomplish ends.

Preserve the organization’s name and identity in the community unless changes are authorized by the Board.

Engage the Finance Committee in any financial decisions over $5,000 and are not part of the approved operating and capital budgets for the year.


Stays informed of legal requirements and comply with federal and state reporting requirements.

In addition to the above, the following are examples of actions the Board expects of the Managing Director with respect to asset protection:

Maintain insurance coverage against liability losses to Board members, staff, and the organization at a level recommended by the organization’s insurance broker.

Receive, process, and disburse funds under controls that meet the standards of external auditors.

Gift Acceptance Policy

Retain records in accordance with the Records Retention Policy (Attachment B).

Support and maintain the independence of any Board appointed auditor or other external monitor. Auditors appointed by the Board may not be engaged as consultants.

Invest restricted cash and operating capital in secure, low-risk instruments. Use surplus unrestricted funds to pay down the line of credit.

Engage the Finance Committee in development of, and request Board approval of, specific parameters that will guide final negotiations or decisions on significant financial actions such as real estate purchases, leases of longer than one year, asset acquisitions of greater than $10,000, and financing arrangements for any of the above.

At least every two years, the board will review and, as needed, revise financial policies and procedures and internal controls.

EL-6 Working capital - FinanceThe Board recognizes the irregular nature of contributed and earned revenue and wants to assure that the organization can continue to operate during times when revenues are temporarily insufficient to cover costs. For this reason, ArtsWest has established and desires to maintain a line of credit. It is the intent of the organization to reduce the outstanding balance of this line of credit annually by using any operating surplus to pay down the debt. The Board expects the Managing Director to borrow from and repay this line of credit throughout the fiscal year such that there is no increase in the net borrowing in any given fiscal year. Should the need to borrow additional funds beyond this level arise, the Managing Director will notify the Board and will plan for expense reductions if necessary to restore and maintain the line of credit balance at the same level as at the start of the fiscal year or in accordance with the planned debt reduction.


EL-7 Managing & Artistic Director succession plan - Executive CommitteeTo protect the sustainability of ArtsWest, the Board will work with the Managing Director and Artistic Director to prepare and review their succession plan annually. Once a plan has been created, the Managing and Artistic Directors will update it annually. Components of this plan will include but are not limited to:

Processes and procedures that are documented and up to date Annual reviews for Key staff completed in a timely manner Intellectual property of the Organization which is accessible to the Board and

maintained onsite Financial processes follow standard accounting principles Contracts for artists along with contact information are maintained on site and are up to

date. Cross training on key systems Maintain a plan for emergencies to ensure operation and/or productions are not

impacted. Procedures to ensure that passwords, bank account information and other key data may

be accessed by either both directors or one or more officers of the Board

EL-8 Compensation and benefits - Human ResourcesIt is the policy of the ArtsWest to comply with applicable local, state, and federal laws dealing with the payment of wages. The Managing Director will consider comparable salary information when evaluating staff salaries. In addition, the Managing Director will provide comparable salary information to the Board for the Managing & Artistic Directors positions for comparison and benchmarking positions with other organizations of similar type and size.

EL-9 Communication and support to the Board - Executive CommitteeThe Managing and Artistic Directors will keep the Board informed and support its work. Without limiting the scope of the foregoing, the following are examples of the actions the Board expects of the Managing and Artistic Directors:

Submit required monitoring data (see policy “Monitoring Managing & Artistic Directors Performance B/MD-4”) in a timely, accurate, understandable, non-defensive and unbiased fashion, directly addressing provisions of Board policies being monitored and justifying his/her interpretation.

Report in a timely manner an actual or anticipated noncompliance with any policy of the Board.

Submit decision information required periodically by the Board and/or make the Board aware of relevant trends.


Make the Board aware of any incidental information it requires including anticipated media coverage, threatened or pending lawsuits, and material internal changes.

Present information in a form that is as brief and understandable as possible. Interact with the Board as a whole except when (a) fulfilling individual requests for

information or (b) responding to officers or committees duly charged by the Board. Supply for the Board’s consent agenda, along with applicable monitoring information, all

decisions delegated to the Managing Director yet required by law, regulation, or contract to be Board-approved.

In addition, the following are examples of the actions the Board expects of the Managing Director:

Advise the Board if, in the Managing Director's opinion, the Board is not in compliance with its own policies on Governance Process and Board-Managing Director Linkage, particularly in the case of Board behavior which is detrimental to the work relationship between the Board and the Managing Director.

Provide a workable mechanism for official Board, officer or committee communications.

Ends Policies

Ends #1 Artist support - GovernanceTo achieve the mission, ArtsWest is a place for fresh and relevant theatre and visual artists to create or showcase their best work. Indicator:

Artists seek out the opportunity to work for or with ArtsWest in a quality and inviting atmosphere.

Environment and tools are provided to the artists to promote their success.

Ends #2 Linkage - GovernanceThe community makes artistic expression a core value because artistic expression is essential to a healthy society. ArtsWest, as an organization that is both for and from the community, is sustainable so that the core value of artistic expression is realized. Means:Funneling outreach to those who may not already be attending and finding a way to keep pieces accessible to themIndicator:

ArtsWest is represented consistently at professional, civic and artistic organizations as deemed appropriate by the Board with input from the MD and AD.


Ends #3 Education and Youth - GovernanceArtsWest fills a gap in arts education. The youth we serve, develop skills in social interaction, self-expression, critical thinking and an appreciation of the arts. Indicators:

Students show an improved ability to communicate and collaborate with each other. Students show an increasing desire to try new things. Students show an increasing desire and ability to express themselves without fear. Students are able to articulate the importance of creative expression.

Ends #4 Participants and Audiences - GovernanceArtsWest evokes change in the participants; shifting values, expanding world view, and through the recognition of self in the other celebrates our common humanity.We do this by:

Creating entertaining and engaging artistic experiences, that challenge assumptions, provide a new angle, make people think, cause them to be open to alternative ideas and expand their world view.

Creating work that empowers diverse voices and prioritizes the celebration of diverse views of the human experience.

Presenting work that expands audience understanding of relevant issues at the cost of making them uncomfortable without offending them. Entertains while also creates an experience of being re-anchored in one’s life.

Producing theatre that is real rather than proforma and feels real as an observer.Representing diverse perspectives and experiences, it expands minds, causes audiences to question assumptions.

Engender a sense of intimacy in the experience and embraces the opportunity for all participants to feel like they are connected directly or indirectly to the artists and the organization.

Acknowledging the intimacy of the space and connection to the community. Strive to identify opportunities to connect to experiences, individuals, and community.

Attachments: Additional Policies

Attach: A Conflict of interest policy and procedures - Governance / Finance

The purpose of the conflict of interest policy is to protect ArtsWest’s interest when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an officer or director of ArtsWest or might result in a possible excess benefit transaction. This policy is intended to supplement but not replace any applicable state and federal laws governing conflict of interest applicable to nonprofit and charitable organizations.


ARTICLE II DEFINITIONS

1. Interested Person Any director, principal officer, or member of a committee with governing Board delegated powers, who has a direct or indirect financial interest, as defined below, is an interested person.

2. Financial Interest A person has a financial interest if the person has, directly or indirectly, through business, investment, or family:

a. An ownership or investment interest in any entity with which ArtsWest has a transaction or arrangement,

b. A compensation arrangement with ArtsWest or with any entity or individual with which ArtsWest has a transaction or arrangement, or

c. A potential ownership or investment interest in, or compensation arrangement with, any entity or individual with which ArtsWest is negotiating a transaction or arrangement.

3. Compensation includes direct and indirect remuneration as well as gifts or favors that are not insubstantial.

4. A financial interest is not necessarily a conflict of interest. Under Article III, Section 2, a person who has a financial interest may have a conflict of interest only if the appropriate governing Board or committee decides that a conflict of interest exists.

Attach: B Document Retention Policy & Procedures - Legal / MDArtsWest takes seriously its obligations to preserve information relating to litigation, audits, and investigations. Failure on the part of employees to follow this policy can result in possible civil and criminal sanctions against ArtsWest and its employees and possible disciplinary action against responsible individuals (up to and including termination of employment). Each employee has an obligation to contact the Managing Director or Board of Trustees Treasurer of a potential or actual litigation, external audit, investigation, or similar proceeding involving ArtsWest. The information listed in the retention schedule below is intended as a guideline and may not contain all the records ArtsWest may be required to keep in the future. Questions regarding the retention of documents not listed in this chart should be directed to the Managing Director.


From time to time, the Managing Director may issue a notice, known as a “legal hold,” suspending the destruction of records due to pending, threatened, or otherwise reasonably foreseeable litigation, audits, government investigations, or similar proceedings. No records specified in any legal hold may be destroyed, even if the scheduled destruction date has passed, until the legal hold is withdrawn in writing by the Managing Director.

File Category Item Retention Period

Corporate Records Bylaws and Articles of Incorporation PermanentCorporate resolutions PermanentBoard and committee meeting agendas and minutes

Permanent

Finance and Administration

Financial statements (audited) Permanent

Auditor management letters PermanentPayroll records PermanentCheck register and checks 7 yearsBank deposits and statements 7 yearsCharitable organizations registration statements (filed with Washington Secretary of State)

7 years

Chart of accounts 7 yearsExpense reports 7 yearsGeneral ledgers and journals (includes bank reconciliations, fund accounting by month, payouts allocation, securities lending, single fund allocation, trust statements)

7 years

Investment performance reports 7 yearsInvestment consultant reports 7 yearsInvestment manager correspondence 7 years

Equipment files and maintenance records7 years after disposition

Contracts and agreements7 years after all obligations end

Investment manager contracts7 years after all obligations end

Correspondence — general 3 years



Insurance Records Policies — occurrence type PermanentPolicies — claims-made type PermanentAccident reports 7 yearsFire inspection reports 7 yearsSafety (OSHA) reports 7 yearsClaims (after settlement) 7 years

Group disability records7 years after end of benefits

Real Estate Deeds Permanent

Leases (expired)7 years after all obligations end

Mortgages, security agreements7 years after all obligations end

Purchase agreements7 years after disposition requirement

Tax IRS exemption determination and related correspondence

Permanent

IRS Form 990s PermanentWithholding tax statements 7 yearsCorrespondence with legal counsel or accountants, not otherwise listed

7 years after return is filed

Communications Press releases PermanentOther publications 7 yearsPhotos 7 yearsPress clippings 7 years

Donor Services Fund agreements (paper and digital copies) PermanentCorrespondence — acknowledgment of gifts and grant requests

Permanent

Donor fund statements PermanentHuman Resources Employee personnel files Permanent

Employee handbooks PermanentWorkers comp claims (after settlement) 7 years

Employment offer letter7 years after all obligations end

IRS Form I-9 (store separate from personnel Greater of 1 year



file)after end of service, or 3 years

Résumés 1 yearTechnology

Software licenses and support agreements7 years after all obligations end

Attach: C Whistleblower policy and procedures - LegalWhistleblower policy and procedures

GeneralArtsWest Code of Ethics and Conduct (“Code”) requires employees and the members of the Board of Trustees to observe high standards of business and personal ethics in the conduct of their duties and responsibilities. As employees and representatives of the organization, we must practice honesty and integrity in fulfilling our responsibilities and comply with all applicable laws and regulations.

Reporting ResponsibilityIt is the responsibility of all employees and members of the Board of Trustees to comply with the Code and to report violations or suspected violations in accordance with this Whistleblower Policy.

No RetaliationNo employee or member of the Board of Trustees who in good faith reports a violation of the Code shall suffer harassment, retaliation, or adverse employment consequence. An employee who retaliates against someone who has reported a violation in good faith is subject to discipline up to and including termination of employment. This Whistleblower Policy is intended to encourage and enable employees and others to raise serious concerns within the organization prior to seeking resolution outside the organization.

Reporting ViolationsThe Code addresses the organization’s open-door policy and suggests that employees share their questions, concerns, suggestions, or complaints with someone who can address them properly. In most cases, an employee’s supervisor is in the best position to address an area of concern. However, if you are not comfortable speaking with your supervisor or you are not satisfied with your supervisor’s response, you are encouraged to speak with the Executive Director or someone in the Board of Trustees who you are comfortable approaching.


Supervisors and managers are required to report suspected violations of the Code of Conduct to the organization’s compliance officer, who has specific and exclusive responsibility to investigate all reported violations. For suspected fraud, or when you are not satisfied or uncomfortable with following the organization’s open-door policy, individuals should contact the Board President, Treasurer, or Executive Committee directly.Compliance OfficerThe Board Treasurer is responsible for investigating and resolving all reported complaints and allegations concerning violations of the Code and, at his or her discretion, shall advise the chief executive and/or the finance committee. Accounting and Auditing MattersThe finance committee of the Board shall address all reported concerns or complaints regarding corporate accounting practices, internal controls, or auditing. The Administrative Director shall immediately notify the finance committee of any such complaint and work with the committee until the matter is resolved.

Acting in Good FaithAnyone filing a complaint concerning a violation or suspected violation of the Code must be acting in good faith and have reasonable grounds for believing the information disclosed indicates a violation of the Code. Any allegations that prove not to be substantiated and which prove to have been made maliciously or knowingly to be false will be viewed as a serious disciplinary offense.

ConfidentialityViolations or suspected violations may be submitted on a confidential basis by the complainant or may be submitted anonymously. Reports of violations or suspected violations will be kept confidential to the extent possible, consistent with the need to conduct an adequate investigation.

Handling of Reported ViolationsThe compliance officer will notify the sender and acknowledge receipt of the reported violation or suspected violation within 5 business days. All reports will be promptly investigated and appropriate corrective action will be taken if warranted by the investigation.


Attach: D Format for MD/ADs evaluation report. - Executive Committee/HRThe process for the evaluation of the managing director is defined by B/ED-5. An outline of the evaluation report and language to be included provided below: The evaluation of the managing director will consist of:

A summary prepared by the Managing Director of the information collected through the previous year’s monitoring of Ends and Executive Limitations policies;

Conclusions based upon the Board’s prior action during the year relative to whether each End has been achieved or whether reasonable progress has been made toward its achievement;Conclusions based upon the Board’s prior action during the year relative to whether the managing director has reasonably interpreted and operated properly within the boundaries established by the Executive Limitations policies;

A summary of the Board’s perspective on the managing director’s performance and/or any actions the Board recommends the managing director’s take relative to achievement of the Ends policies and operation within the boundaries established in the Executive Limitations policies.

The following provides language to be included in an outline of the report:

The purpose of the annual evaluation of the Artistic and Managing Directors is to summarize the actions previously taken by the Board as it monitored Ends and Executive Limitations policies during the year, and to draw conclusions on that basis.Based upon the Board’s prior acceptance of the monitoring reports provided by the Artistic and Managing director and the on-going monitoring of organizational and the managing director’s performance during the preceding year, the Board reaches the following conclusions relative to managing the Artistic and Managing Director’s performance:

[Insert comments]

Following is a summary of the managing director’s strengths and weaknesses relative to the Artistic and Managing Director’s operation within the boundaries established by the Executive Limitations policies and the Artistic and Managing director’s progress toward achieving the Board's Ends policies.

[Insert comments]


Based upon the foregoing conclusions, the Board makes the following decisions for the coming year:

[Insert comments]

Signed: Date: President/Chair of the Board

Attach: E Conduct regarding minors - Human ResourcesArtsWest recognizes that theatre and acting are intense emotional experiences and, that minors are a vulnerable group and that misconduct with a minor is inappropriate. Therefore, all persons associated with ArtsWest, whether employees, volunteers, or independent contractors, shall have no private one-to-one contact with minor students, actors, work study helpers, or audience members either on or off ArtsWest’s premises. When transporting minors to their homes, a release form from the parent or guardian for each minor shall first be obtained and there shall be two or more minors or two or more adults present during transport. Unless otherwise defined by law, a minor is anyone under the age of eighteen (18). In addition, ArtsWest requests the following:

If you believe this policy has been violated, immediately and confidentially report such violation to your supervisor and to the President of the Board of Trustees of the ArtsWest.

If you are a minor or parent of a minor who believes a situation may be developing which could violate the law or this policy, promptly and confidentially report the situation to your supervisor and the President of the Board of Trustees of the ArtsWest.


Attach: F Gift Acceptance Policy - Finance GIFT ACCEPTANCE POLICY

This gift acceptance policy (the “Policy”) is to provide guidelines for the evaluation, handling, and acceptance of gifts made to ArtsWest. The Policy is intended to be administered in a reasonable and flexible manner, which may include without limitation, the formation of an ad-hoc Gift Acceptance Committee (the "GAC") for evaluating and advising on gifts as needed.

I. Guiding Principles:

The following, while not exhaustive, are guiding principles for the evaluation and acceptance of gifts:

The gift is to be evaluated from the perspectives of both ArtsWest and the donor.

The reputation of ArtsWest must be preserved.

Avoid gifts that do not benefit ArtsWest or its mission, or embody a conflict of interest.

Avoid gifts that create liability for ArtsWest, or are subject to any conditions that ArtsWest cannot reasonably fulfill or comply with. Be sure to document any and all restrictions.

Ensure donors are advised that ArtsWest provides no legal or tax advice as to any gifts, and, that donors are advised to seek the advice of their independent legal and tax advisors with respect to any gifts.

It is generally more flexible for ArtsWest if the gift is unrestricted.

Each gift is to be analyzed based on the nature of the gift.

If the gift is something ArtsWest might sell in the future, the donor should acknowledge and consent to this at the time of the gift.

If the donor is a repeat donor, the repetition should be acknowledged.

If the gift is marketable securities, and to the extent the GAC decides otherwise the securities are to be promptly liquidated into cash funds and the donor is to be made aware of the impending liquidation as part of accepting the gift. Donors should be advised that processing fees should be covered by the donor unless agreed to otherwise. The Development staff will have access to corporate resolutions, stock powers, broker information, and other documentation for the procedures related to the transfer of securities. The President shall sign the corporate resolutions. The value of gifted securities will be the average of the high and low prices on the day the securities are transferred to ArtsWest.


Gifts of substantial personal property (i.e., art, jewelry, vehicles, and otherwise), or where the value is significant or not readily ascertainable, will be vetted and processed through the GAC.

If the gift is a real property interest, the gift must be reviewed by the GAC. The donor should provide a recent appraisal (not merely a market analysis) as to the value of the interest unless otherwise determined by the GAC. ArtsWest will perform a visual inspection of the property and may require environmental and other assessments to be performed prior to the acceptance of the gift. Any fees associated with the transfer of real estate are to be paid for by the donor unless otherwise determined by the GAC. The GAC will also consider the following and make a recommendation to the Board about the proposed gift:

1. Marketability of the property;

2. Costs to administer, maintain, insure, secure, and sell the property;

3. Potential liabilities (i.e., environmental, renters, debt, and otherwise);

4. Any restrictions on use or sale;

5. Consequences of ownership with ArtsWest being a non-profit/disqualifying or unrelated use; and

6. Licensing requirements and legal ramifications.

II. Types of Gifts:

A. Cash. Gifts in the form of cash, checks, or credit card that meet the guiding principles will be accepted and considered to be unrestricted unless otherwise designated.

B. Outright.

C. Restricted. Restricted gifts should be accompanied by a written intention by the donor defining the restriction of the gift.

1. If restricted for use is this a funded item in the budget or does it require additional funding to utilize?

2. If restricted by matching donation, is this a reasonable goal to obtain and is there an available campaign to utilize to meet the goal.

D. Pledges shall generally not exceed 5 years.


E. Planned Beneficiary

III. Gift Recognition Policy:

A. The date of the gift. For tax purposes this is the date the donor formally releases control of the asset by the execution of stock powers or other transfer or title, or, in the case of cash or checks, the date of delivery if in person or the date of the postmark. Valuation and credit for a gift of securities will be based on the market value on the date of the gift.

B. Value of the gift. A determination of the value for fund raising records needs may be made by ArtsWest as needed. Any ascribed value will be solely for ArtsWest purposes only. ArtsWest will provide acknowledgments to donors meeting IRS substantiation requirements for property received by the charity as a gift. However, except for gifts of cash and publicly traded securities, no value shall be ascribed to any receipt or other form of substantiation of a gift received by ArtsWest.

C. With regard to in-kind, non-cash donations, ArtsWest will inform the donor that they should file IRS Form 8283 and that ArtsWest is obligated to file IRS Form 8282 if the gift is sold within three years. The Finance Department will manage filing requirements of IRS Form 8282.

D. Donor information relating to gifts, estate planning, or the nature and value of assets shall be kept strictly confidential by ArtsWest unless otherwise authorized by the donor to use selected information for purposes of referral, example or testimonial.


Attach: G Policy Monitoring Schedule (Rev 1.26.16) - Human Resources

Ad hoc Jan Feb Mar Apr May Jun Jul Aug Sept Oct Ret Nov Dec Dependencies

Governance Policies GP 1-14 &GP-1 - Governance Comittment - Mission and Values 5 years (retreat) ✓GP-2 - Governing Style 5 years (retreat) ✓GP-3 - Board Job Description ✓GP-4 Annual Expectations of Members/commitment letter ✓GP-5 Board Member’s code of conduct 5 years (retreat) ✓GP-6 Seating New Board Members 5 years (retreat) ✓ ✓GP-7 Election of Directors & Officers ✓GP-8 Roles of Officers 5 years (retreat) ✓GP-9 Board Meeting Agenda 5 years (retreat) ✓GP-10 Conduct during Board meetings 5 years (retreat) ✓GP-11 Handling of Requests or Complaints 5 years (retreat) ✓GP-12 Annual Board Plan ✓GP-13 Board Committee Structure 5 years (retreat) ✓GP-14 Board Committee principles 5 years (retreat) ✓GP-15 Special Meetings of the board and action without a meeting 5 years (retreat) ✓Board survey ✓Board retreat ✓Budget approval ✓B/ED 1-5B/MD-1 Global Governance Management connection 5 years (retreat) ✓B/MD-2 \Unity of Control 5 years (retreat)

B/MD-3 Delegation to the Managing and Artistic Directtors 5 years (retreat)

B/MD-4 Monoriting Managing and Artistic Directtors ✓


performanceB/MD-5 – Managing and Artistic Director Evaluation ✓Executive Limitation PoliciesEL-1 Global Limitation (no report)

EL-2 Treatment of Customers ✓ Survey results

EL-3 Treatment of Paid and Volunteer Staff ✓ Survey, training session

EL-4 Financial Planning & Budgeting

Financial performance monitoring ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ Monthly financials

Six month projection ✓Budget workshop ✓ Board

attendance

Audit- schedule TBD Audit

EL-5 Asset Protection ✓ insurance renewals

EL-6 Working Capital ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ ✓ Monthly financials

EL-7 Emergency Exec Dir. Succession ✓ emergency plan update

EL-8 Compensation & Benefits ✓ wage & benefit survey

EL- 9 Communication & Support to Brd ✓ board self eval

Ends Policies 1-4EP- 1 Artist Support 5 years (retreat)

EP- 2 Linkage 5 years (retreat)

EP- 3 Education and Youth 5 years (retreat)

EP- 4 Participants and Audience 5 years (retreat)

Attachements A - G


ATT- A Conflict of Interest Ad hoc < 3 years

ATT- B Document Retention Policy And Procedures Ad hoc < 3 years

ATT- C Whistleblower Policy and Procedures Ad hoc < 3 years

ATT- D Format for MD/AD Evealuation Report Ad hoc < 3 years

ATT- E Conduct regarding minors Ad hoc < 3 years

ATT- F Gift Acceptance Policy Ad hoc < 3 years

ATT- G Policy Monitoring Schedule Ad hoc < 3 years


Documents

Global Policies - ArtsWest Playhouse and Gallery | Plays ... · Web viewMaintain insurance coverage against liability losses to Board members, staff, and the organization at a level