The Odyssey School Board:On-Boarding 2014

Board of Directors RetreatJuly 24, 2014

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•Last year, Board identified need for formal on-boarding process for new members

•Correlated with Board’s move to standardize Director terms▫Director election/selection in May▫Director terms to begin in July

•Part of Governance Committee’s work to review and refine Board governance procedures

Background

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On-Boarding Agenda

I. Charter Schools & Board GovernanceII. Open Meetings LawIII.Odyssey Board Governance Documents

& PoliciesIV. About the BoardV. The Board’s Work

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School ModelsDistrict Schools

Charter Schools

Private Schools

Funding Public funding Public funding Private funding

Governance Central board Local board Local board

Labor Union labor At-will employment

At-will employment

Management Central management

Local management

Local management

Admissions By neighborhood

By lottery Selective admissions

Accountability Public accountability

Public accountability

No public accountability

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Charter School Board Duties

•Setting and protecting the mission and vision of the school

•Hiring, evaluating, terminating the school leader

•Providing financial oversight•Ensuring adequate resources•Ensuring legal and ethical compliance•Recruiting new board members•Serving as ambassadors for the school

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Charter Board vs. Nonprofit Board

Nonprofit Organization

Charter School

Status Private Public

Subject to Open Meetings Law

No Yes

Constituents Donors, clients Donors, students, parents, school district, state government, federal government

Committees Fundraising, governance, finance

Fundraising, governance, finance, accountability

Measures of Success Financial factors, programmatic factors

Student achievement, financial stability

Reporting Structure Board oversees ED; ED oversees staff

Board oversees ED; ED oversees staff

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Meeting•Definition of Meeting:

▫Purpose: convened to discuss public business▫Any gathering of 3 members of Board is a

meeting▫Email discussion between 3 or more Board

members is a meeting•Requirements for Meeting:

▫All meetings require 24 hours advance public notice in designated public place

▫All meetings must have minutes which are available for public inspection

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Best Practice: Email

•Informational emails are OK•Do not use email to discuss public

business with 3 or more Board members▫2 Board members can use email to discuss

public issues•Do not put anything in email you do not

want to be made public

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Executive Session

•Board can enter executive session to discuss sensitive matters, including:▫Property transactions▫Conferences with School’s attorney▫Personnel matters▫Discussion of individual students▫Security arrangements/investigations▫Negotiation strategy

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Procedure for Executive Session•Public Notification

▫ Public notice of topic of discussion▫ Citation to C.R.S. § 24-6-402(4) subsection

•Board vote▫ 2/3 vote of quorum of Board members present to enter

Executive Session▫ No vote on public business taken during Executive Session

•Electronic recording▫ Record discussions except for:

Discussions of individual students Discussions with School’s attorney

▫ Retain recording for 90 days

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Overview: Governance Documents•DPS Renewal Contract (Jul. 2011)

▫Odyssey School’s Renewal Application (Sept. 2010)

•Bylaws (Apr. 2014)•Director Commitment Letter (Annual)•Various Board Policies

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1. Renewal Contract

•Effective July 1, 2011; terminates June 30, 2016

•Sets out the requirements for our charter from Denver Public Schools

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2. Bylaws

•Revised April 2014•Authorizes Board to act on School’s behalf

▫Identifies Board governance (size, meetings, votes)

•Board appoints Executive Director and other administrative officers

•Identifies School’s fiscal year: July 1 to June 30

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3. Board Commitment Letter

•Director has a fiduciary obligation to act in School’s best interests and advance its mission

•Expectations of Directors:▫ Attend Board retreat and at least 75% of Board

meetings and assigned committee meetings▫ Serve on at least one Board committee and lead at least

one committee initiative▫ Actively assist with/attend fundraising events, make

meaningful personal financial contribution to School▫ Invite/accompany at least one associate to visit Odyssey

or planned event

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4. Board Policies• Accountability Plan (Mar. 2011)• Code of Conduct (Feb. 2001)• Conflict of Interest Policy (Apr. 2012)• Director Nomination/Selection Policy (Apr. 2014)• Enrollment Policy (Oct. 2012)• Financial Policies & Procedures (Jul. 2010)• Governance Policy (Jun. 2005)• Hiring Policy (Mar. 2007)• Personnel Policy (Sept. 2009)• Retention Policy (Jun. 2012)

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Composition

•Minimum Composition: 11 Directors▫3 Parent Directors▫2 Staff Directors▫5 Community Directors (“in the areas of

education, business, or philanthropy”)▫Executive Director (non-voting Board

member)•Maximum Size: Up to 16 Directors

▫Between 10 and 15 voting members▫1 non-voting member (Executive Director)

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Officers

•Positions:▫Chair▫Past Chair▫Chair Elect▫Secretary▫Treasurer

•Terms:▫One-year terms for each position▫But Chair Elect commits to three-year

tenure

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Meetings• Annual Meeting

▫ Where Board elects officers for upcoming year

• Regular Meetings▫ No less than 6 meetings per year▫ At least one meeting every 60 days (exception: 90 days

during summer months)▫ Standing meeting: third Wednesday of each month, from

4:00 – 6:00 pm at the School

• Special Meetings▫ May be called by: (i) Chair or (ii) any 5 Directors

• Meetings may be telephonic

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Decision-Making

•Decision “by consensus”•Table decision until next meeting•Majority vote

▫“Fist to five” method

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Committees

•Executive▫Board Officers plus Executive Director

•Accountability•Finance•Governance•Communications•Development/Fundraising

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Strategic Initiatives

•Identification of Board’s priorities for the upcoming school year

•Often necessitates creation of a “Task Force” to do the work

•Examples:▫Teacher Compensation▫ED Succession Planning▫School Growth

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Selected Dates• June/July: Board retreat• August: Board/staff potluck• October/November: Academic performance

review• March/April: Circulate community surveys• April: Community director candidates presented

to Board• May: Elections for parent & staff directors;

selection of community directors• May: Present draft budget• June: Approve final budget

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Board’s Google Docs Page

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