WORKFORCE INVESTMENT BOARDS

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1 WORKFORCE INVESTMENT BOARDS ROCHELLE J. DANIELS, BROWARD WORKFORCE DEVELOPMENT BOARD 6301 NW 5 th Way, Fort Lauderdale, FL

2 - WORKFORCE INVESTMENT BOARDS - WIBS WIBs are usually organized as Not for profit organizations, or Advisory councils to local governmental units They measure success by Achievement of their mission Performance of their local area Implementation of special projects critical to their Local workforce Economy Inc. WorkForce Onttornee Employment Solutions 2

3 STRATEGIC PLAN Performing WIBs preserve and reshape their mission Through their strategic plan which should be forward and future focused It is approved by the WIB and Elected Officials When considering agenda action items Consider how the action fits with the organization s mission and plan Agenda items should track back to your plan Inc. WorkForce One Employment Solutions 3

4 SUCCESSFUL WIBS Achieve their mission by Making and adopting policies Deciding how to Invest their resources Providing oversight Board activities Staff activities Service provider activities Representing their WIB in their communities Inc. WorkForce One Employment Solutions 4

5 SUCCESSFUL WIBS Have good attendance at meetings The skills you bring to the table don t matter if you are not present. Is there a policy re WIB members who repeatedly miss meetings Meetings with minimal participation drain the morale of other board members Read the agendas Inc. WorkForce One Employment Solutions 5

6 THE BOARD AS A BRIDGE Board members should: Advocate on behalf of the WIB and its interests Help raise awareness of the WIB s mission Provide feedback when there is a need to change Policies Plans Programs in response to a changing environment Bring a sensitivity to the environment in which the organization operates Inc. WorkForce One Employment Solutions 6

7 THE BOARD AS A BRIDGE Boards can advocate Locally and to local elected officials At the state level At the national level This is a critical time as bills have been introduced to the Congress What is the role of the local WIB in the new bills Inc. WorkForce One Employment Solutions 7

8 THE BOARD AS A BRIDGE Sometimes board members need to step forward to support the WIB and its staff From external threats Sometimes Issues arise that threaten the autonomy, services or good name of the WIB Scandals involving the WIB or service provider Political attacks on the purposes or programs of the system Inc. WorkForce One Employment Solutions 8

9 ACT LIKE A BUSINESS Boards are told to act like a business But beware Government funds come with strings Not all business practices make for good government practices Boards charged with oversight need to exercise oversight When they don t bad things can and eventually do happen Inc. WorkForce One Employment Solutions 9

10 THE BOARD AS A BRIDGE WIB members are a link between the organization and the public The public increasingly holds board members legally and ethically accountable for the actions or inactions of organizations When something happens A monitoring report An audit Poor performance The WIB needs to take action Inc. WorkForce One Employment Solutions 10

11 WHAT EVERY NEW AND CURRENT MEMBER SHOULD KNOW Inc. WorkForce One Employment Solutions 11

12 SO A NEW MEMBER HAS BEEN APPOINTED New members should receive an orientation A dictionary of acronyms Explains how the board functions Committees Management Staff Providers A description of management duties vs. board duties What authorities are delegated What the role is of the elected officials Inc. WorkForce One Employment Solutions 12

13 THE INTRODUCTION How communication works Florida 2 members make a meeting Other states have different rules Agenda formats Board meetings Indemnification and insurance information A tour of the organization s facilities, one stops and youth providers Inc. WorkForce One Employment Solutions 13

14 A BOARD MEMBER S ESSENTIALS Articles of incorporation or organizational info Bylaws and amendments A statement of the organization s history, mission and services The strategic plan A summary of the budget & recent monthly financial report The most recent audit including the management letter Inc. WorkForce One Employment Solutions 14

15 A BOARD MEMBER S ESSENTIALS A WIB list and contact information The CEO and Executive VP contact info A calendar of upcoming board meetings Minutes of the past year s meetings The conflict-of-interest policy and financial disclosures if required Inc. WorkForce One Employment Solutions 15

16 COMMITTEES Most of the board s work should be done by its committees Individual board members will become knowledgeable in key areas The full board will spend less time on any one issue or set of issues Board s are usually comfortable follow their committee s recommendations Most common committees Finance Audit Organizational Resources -personnel, nominating, governance Program - Employer services and one stop/jobseekers Planning Youth Council Ad Hoc - RFP review, or special projects Inc. WorkForce One Employment Solutions 16

17 WHO DOES WHAT? Inc. WorkForce One Employment Solutions 17

18 SETTING BOARD POLICY The Board Approves new programs or deletes old ones Selects, oversees and decides the CEO s compensation Approves the operating budget recommended by management Management is generally responsible for Selection and supervision of staff Development, recommendation and implementation of the policies and expenditure of funds pursuant to board direction Establishing operating procedures Inc. WorkForce One Employment Solutions 18

19 THE CHIEF EXECUTIVE OFFICER The CEO manages the organization Is the full time leader of the organization recommends & implements board policies and programs is responsible for the integrity of the organization Selects staff Approves expenditures Assures the organization is well-managed Inc. WorkForce One Employment Solutions 19

20 BOARD VS. MANAGEMENT The board and management must have a clear understanding of each other s roles Conflict occurs when those distinctions aren t clear. A WIB member may become too heavily involved in day to day operations Ex: A WIB Chair asks to monitor and review participant files Power and authority resides with the board not an individual Inc. WorkForce One Employment Solutions 20

21 BOARD V MANAGEMENT The board sets standards to measure how well management performs, and Initiates actions, when necessary, to see that management carries out its obligations Inc. WorkForce One Employment Solutions 21

22 WHO DOES WHAT WIB Responsibilities Elected Officials Responsibilities Joint WIB and Elected Officials Responsibilities Management Responsibiliies Selection of Youth Providers Appointment of Board Members Approval of the Plan Hiring staff Inc. WorkForce One Employment Solutions 22

23 INTEGRITY THE WIB AS A FIDUCIARY Inc. WorkForce One Employment Solutions 23

24 WIB MEMBERS ~ PUBLIC OFFICIALS Individuals appointed to serve on WIBs are considered public officers. Inc. WorkForce One Employment Solutions 24

25 GETTING TO THE BUSINESS OF THE BOARD WIB members are stewards of the organization s assets. They Assure funds are being used consistent with the intent of the grants Assure integrity Be aware that not everything consistent with the grants will pass the Miami Herald Test Inc. WorkForce One Employment Solutions 25

26 INTEGRITY POLICIES WIBs should adopt a code of ethics a conflict of interest (and disclosure) policy Whistleblower policy - the policy should clarify how to raise such issues and how to prohibit retribution for raising them. Inc. WorkForce One Employment Solutions 26

27 CONFLICTS OF INTEREST Realizing improper or undisclosed personal or organizational financial benefit as a result of the WIB s transactions In general The board or a committee That has no conflicts of interest with the person or organization whose transaction is under consideration Should approve all transactions involving insiders WIB Members Executive Management Staff? Inc. WorkForce One Employment Solutions 27

28 WHAT IS THE CONFLICT RULE? The federal rule applies to personal and organizational conflicts of interest WIB members may not vote on: Matters regarding the provision of services by the member or an organization they represent, or Matters which may result in a financial benefit to them or their immediate family. Inc. WorkForce One Employment Solutions 28

29 WHEN RIGHT IS WRONG WIB member is the director of a not for profit WIB member has always abstained from votes regarding funds awarded to his organization His organization had received about $3 million while he was a board member WIB member resigns from the WIB He is given a $10,000 consulting contract Later the same month is hired into a $104,000 job with the WIB He resigns from the WIB to run for elected office Story runs in the paper questioning these actions Inc. WorkForce One Employment Solutions 29

30 WHEN RIGHT IS WRONG Questions raised Should members of these volunteer boards be eligible to receive any of this federal money? Should they be eligible if they resign from the board first? Should there be a cooling-off period? Inc. WorkForce One Employment Solutions 30

31 LIABILITY WIB members have a fiduciary obligation to the organization They must act with good faith and loyalty In the best interests of the organization Liability facing boards Liability to third parties, such as service providerts Liability to the organization and its members Statutory liability A duty to protect the organization s assets. Inc. WorkForce One Employment Solutions 31

32 DIRECTORS AND OFFICERS LIABILITY INSURANCE All boards should have D & O insurance Members should know the extent of the coverage Some states have adopted volunteerprotection statutes for board volunteer members Claims against individual board members Employees claiming wrongful termination or other violation of their rights Service providers Inc. WorkForce One Employment Solutions 32

33 NOTE Not for profit WIBS must file Form 990 The IRS monitors not-for-profits and can impose sanctions for Awarding unreasonable salaries and benefits Allowing board members or other interested parties to provide goods or services to their organization for more than they are worth Services provided in exchange for compensation Inc. WorkForce One Employment Solutions 33

34 FORM 990 DISCLOSURES INCLUDE The names and compensation of an organization s directors and officers Details of financial transactions between the organization and a board member or a group with which he or she is affiliated Information regarding the organization s assets, liabilities, income sources, revenues and expenses Inc. WorkForce One Employment Solutions 34

35 HOW ABOUT DISCUSSION? The conflict rule has been defined to include participation in any process leading up to the vote. Processes Leading Up to a Vote Committee meetings at which policies are discussed, considered and recommended Even where comments during a discussion are true or provide information members may not discuss Members must avoid the appearance of a conflict of interest Members must not be perceived as trying to influence a vote which will inure to their benefit Inc. WorkForce One Employment Solutions 35

36 WHO IS IN MY IMMEDIATE FAMILY FOR PURPOSES OF CONFLICT OF INTEREST? Wife Husband Son Daughter, Son in law Daughter in law Sister, Brother Sister-in-law Brother in law Mother Father Mother-in-law Father-in-law, Aunt Uncle Niece Nephew Stepparent Stepchild, Grandparent Grandchild, Half brother, Half sister First cousin. Inc. WorkForce One Employment Solutions 36

37 WHEN WOULD THE APPEARANCE OF A CONFLICT OF INTEREST BE CREATED? The appearance of a conflict of interest arises when a reasonable person knowing the facts would think that a member s judgment is likely to be compromised. If you have to ask the question, is there a conflict of interest if.? The answer most often is yes. Is there a conflict if I participate in a discussion? Yes Members are influenced by each other s thoughts and opinions. Board members in positions of public trust are assumed to base their opinions which will later be expressed as a votes in an atmosphere in which the public interest comes first. Inc. WorkForce One Employment Solutions 37

38 QUESTION I am a WIB member. I represent a government agency which funds a provider that has applied to the WIB for funding. May I participate in committee, RFP evaluation and voting decisions regarding that provider? Yes. Your agency or organization is not benefiting as a result of your vote. Inc. WorkForce One Employment Solutions 38

39 QUESTION My spouse or a close family member serves as an unpaid board member for an organization, which has applied to WIB for funding. May I vote on that matter? Yes. The voting board member does not represent the organization and neither the board member nor the immediate family member will realize a pecuniary benefit as a result of the vote Inc. WorkForce One Employment Solutions 39

40 QUESTION My spouse or a close family member works for an organization, which has applied to the WIB for funding. May I vote on that matter? No. In this instance, a benefit may be realized by the related organization Inc. WorkForce One Employment Solutions 40

41 WHAT IS A CODE OF CONDUCT? It is a manner of behavior Not accepting any compensation, payment, or thing of value when such individual knows, or, with the exercise of reasonable care, should know, that it was given to influence a vote Not to corruptly use or attempt to use a member s official position or any property or resource which may be within his or her trust, or perform his or her official duties, to secure a special privilege, benefit, or exemption for himself, herself, or others Not to disclose or use information not available to members of the general public and gained by reason of his or her official position for his or her personal gain or benefit or for the personal gain or benefit of any other person or business entity. Inc. WorkForce One Employment Solutions 41

42 CONFLICT OF INTEREST Management buys $144,000 of office cubicles from a board member Spends $21,000 with a board member s marketing company Is it true that there is no federal prohibition other than Declaring the conflict Not voting What if this is never presented to the board? Inc. WorkForce One Employment Solutions 42

43 CONFLICT AND NEPOTISM The CEO Contracts with her son for the development of a website Hires her daughter as her administrative assistant A senior vice president. approves contracts with for the renovation of space and later hires the same company to repair her roof Inc. WorkForce One Employment Solutions 43

44 CONFLICTS The CEO contracts with the wife of her VP for strategic planning services The CEO approves $123,000 of in-house training costs for the Board Chair s consulting company or about $3,844 an hour, The CEO hires his father to do maintenance work Inc. WorkForce One Employment Solutions 44

45 CONFLICTS Private gain happens when an organization s assets are used for the benefit of an individual, as opposed to the organization itself. For example private gain may result if an organization pays compensation at a level that is unreasonably high compared with the level of effort and responsibility of the recipient. WIB members must monitor the activities of the organization and its officers to ensure that no private inurement occurs. Inc. WorkForce One Employment Solutions 45

46 CONFLICT OF INTEREST A workforce senior manager did not disclose she and her husband were the founding officers of Not for Profit Inc. and were awarded a contract from the WIB to provide job training for teens A nonprofit organization run by the husband of a WIB member received $30,000 from the WIB. The WIB member served as board chair during that time. Inc. WorkForce One Employment Solutions 46

47 CODE OF CONDUCT Travel A workforce agency CEO picked up the tab while out of town for people from other areas and also for liquor and charged it to the workforce area credit card Meals at a conference are claimed for reimbursement even though some of the meals were paid for as a part of the registration Inc. WorkForce One Employment Solutions 47

48 ANNUAL AUDITS Audits and monitoring This is the WIB s, Management s and Elected Officials insurance policy WIBs should have external monitoring and pay attention to state monitoring reports The audit firm should be selected by the audit committee / elected officials They should present the audited financial statements to the audit committee the full board Members should be encouraged to ask questions This provides a level of confidence in the financial information and internal controls of the WIB and management Inc. WorkForce One Employment Solutions 48

49 FINANCIAL INFORMATION Management should provide their WIBs with regular financial reports comparing financial results with budgetary predictions Every board member should have a chance to ask about the budget Every board member should have a chance Management should make financial disclosures consistent with that required of WIB members Inc. WorkForce One Employment Solutions 49

50 FINANCIAL INFORMATION Is it available when needed? Is the information accurate? Quarterly or semi annual income and expenditure projections help WIB members anticipate problems judge actual performance Inc. WorkForce One Employment Solutions 50

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