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Leadership Orientation

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The CBA’s Objectives

The objects of the CBA are to advance the science of jurisprudence, to secure the more efficient administration of justice, to encourage the adoption of proper legislation, to advocate thorough and continuing legal education, to uphold the honor and integrity of the bar, to cultivate cordial relations among the lawyers of Colorado, and to perpetuate the history of the profession and the memory of its members.

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Governance Organizational Chart

President

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Staff Organizational Chart

Chuck Turner, Executive Director

Greg Martin, Deputy Executive Director

Dana Collier Smith, Assistant Exec. Director

Denise Lynch, Program Coordinator

Anna Haislip, Reception/Admin.

Jessica Zacharias, Reception/Admin.

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Staff Organizational Chart

Departments:

Finance/Membership – Janet Bauer, Director

Amber VandenHout

Mayra Haider

Internet & Technology – Mel Reveles, Director

Catherine McHughs

Feridoon Eskandar

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Staff Organizational Chart

Departments (cont.): Law Practice/Risk Management – Reba Nance, Director

Lauren Eisenbach

Legislative Relations – Michael Valdez, Director Local Bar Relations/Access to Justice –

Kath Schoen, DirectorJill Lafrenz

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Staff Organizational Chart

Departments (cont.):Marketing and Communications – Heather Clark, Director

Alexa DragoSara CrockerKate Mills

Public Legal Education – Carolyn Gravit, DirectorMeghan Bush

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Staff Organizational Chart

Departments (cont.):

Sections & Committees – Melissa Nicoletti, DirectorAmy SreenenAndrea Mueller

The Colorado Lawyer – Leona Martinez, Managing Editor Tracy Rackauskas

Susie KleinGaynor Bloom

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Staff Organizational Chart

Departments (cont.):

Continuing Legal Education – Gary Abrams, Executive Director

Dawn McKnight, Assistant Executive Director

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The Tools of Governance

The Bylaws Articles of Incorporation Policies & Procedures Strategic Plan or Goals Budget for Current Year

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Board Responsibilities

Determine and understand the organization’s mission and purposes.

Ensure organizational planning and goal setting.

Manage the organization’s resources. Determine, monitor and strengthen

programs and services for members.

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Board Responsibilities

Promote the organization’s image. Ensure legal and ethical integrity in the

organization. Help recruit new leaders. Assess and measure organizational

performance.

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Volunteer - Staff Relationship

Two Elements, One Team Board focuses on governance; being

visionaries; strategically moving forward. Staff manages the day to day operations. Consider it a partnership, alliance,

collaboration between board and staff to achieve the goals of the organization.

Avoid micromanagement.

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Practical Steps for Bd. Service

There are practical steps that make board service more effective and the outcomes more rewarding.

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Practical Steps for Bd. Service Attend all board meetings. Start and end meetings on time. Study and understand the mission

statement, bylaws, policies and goals. Prepare for meetings by reviewing the

agenda and supporting documents. Treat information and discussions as

“confidential.”

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Practical Steps for Bd. Service

Promote the organization to others. Recruit future leaders to help govern the

organization. Stay current on issues and trends impacting

the organization and the membership. Readily communicate with the office for

needed information and assistance.

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The Officers

The officers have special duties described in the bylaws.

In many associations, the officers make up an “Executive Committee.”

We have a “Troika”

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Role of the President

Serves as chief elected officer of the organization.

Presides over all meetings or designates a person to do so.

Interfaces with the chief staff officer (executive director).

Appoints committee leaders in accordance with bylaws.

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Role of the President-Elect

Serves in the absence of the president. Performs such duties as identified in the

bylaws or assigned by the president.

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Role of the Treasurer

Oversees all funds and financial records. Prepares an annual budget for approval. Keeps records of all income and expenses. Responsible for filings required by law

associated with finances. Performs such duties as identified in the

bylaws or assigned by the president.

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The Executive Council

Meets to conduct business between board meetings. Authorized by the bylaws to act on behalf of the Board of

Governors between meetings, with the exception of: Amending the Bylaws or Articles of Incorporation; Any matter the Board of Governors has restricted authority; Any matter the President refers to the Board prior to Council

action; and Any matter three members of the Council vote to refer to the

Board. Allows important business to be conducted as issues arise

with short notice.

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Board of Governors

General Powers.  All powers of the CBA shall be exercised by or under the authority of, and the business and affairs of the CBA shall be managed under the direction of, the Board of Governors, except as specifically provided otherwise in these Bylaws.  The Board of Governors may refer to the CBA members, for action pursuant to Section 4.1, such matters as the Board of Governors considers necessary or appropriate.

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Financial Responsibilities

The board should carefully review all financial reports.

The treasurer and budget committee should prepare and propose an annual budget.

The treasurer, with staff assistance, will present a financial report for the previous period, at each meeting.

An annual audit should be performed by an independent accountant.

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Committees & Sections

Standing Committees - found in the bylaws, are ongoing.

Sections – Substantive Law areas. Sections charge dues to their members. Also have a fiduciary responsibility to their group.

Ad Hoc & Task Forces - appointed as needed, disbanded upon completion of task.

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Volunteer Immunity LawsOften Misunderstood Fed. Volunteer Protection Act passed in 1997. Adopted by most states. Indemnifies volunteers if they act of behalf of

organization with good judgment. Does NOT cover any criminal activity, nor

negligence. Does not prohibit lawsuits. Protects organization for up to the extent of the

assets of the organization.

Does not eliminate the need for insurance!

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Common Insurance Coverages

General Liability - covers property damage. Directors and Officers Liability (D&O) -

covers the actions of the leadership, for example antitrust violations, wrongful hiring, etc.

Meeting Cancellation - covers canceled meetings and the loss of anticipated profits.

Fidelity Bond - covers employees stealing assets.

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Board Legal Considerations

Duty of Care Good business judgment at all

times. Due diligence in decision making.

Duty of Loyalty Avoid conflicts of interest.

Duty of Obedience Faithful to the mission and goals. Follow the governing documents.

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Thank You for Serving! The board experience should be a positive

one. The board is the caretaker of the

organization. The board speaks as a whole, no board

member should have more input or authority than others.

Always ask questions as they arise. Thank you for serving!