Boards

• Board can be only one elected board. It is usually called board of directors

  • • Advantages

      • • Simplified format

        • One board election

        • No need to assign power to a higher body

    • Disadvantages

      • • No recourse if election was botched or hijacked

        • No recourse if the board is moving away from the mission of the organization

        • Ownership must be secured with NAIT. Otherwise, if the board has control over facilities, buy/sell/rent decisions can happen too easy and sometimes with significant consequences

• Boards can also be consistant of 2 bodies, BOD and BOT

  • • • • Advantages

          • • Ownership can stay in the community and assigned to BOT instead of NAIT

            • BOD has a supervising entity to intervene in case of botched or hijacked election

            • BOT can desolve BOD if it moves away from the mission of the organization

        • Disadvatages

          • • BOT can have too much power especially if it is permenant and the members have no recourse against its actions

BOD is the board that is in charge of the masjid administration and operation

Recommendations

• 3 years term

• Number of 7 or 9 board members

• Staggered election for 2 or 3 members every year is better than complete change of the entire board every election

• Quorum is 50% attendance with the president as the swaying vote

• Property decision requires ⅔ of BOD vote

• Other decisions require >50% of the board

• Make sure that there is minimum number for decision, otherwise 25% of people (50% of 50% attending) end up making an important

•  Low number of attendance and voting can be problematic for masjid as it can be used for few people who call an emergency meeting during a time when other members are out of town. Therefore, steps should be taken to avoid this situation

• It is recommended to add requirements of serving on a committee for 1-2 years before being able to run for BOD

• It is also recommended that BOD members have other qualifications like expertise, education, years of service, donation (based on income or absolute amount) and volunteerism

• Appointment: 

  • • BOT may be appointed the first time for 6 years. 

    • After that, it should be elected. 

    • No permanent positions.

• Number: 9-13 members and diverse

• Term: 6 year term (permanent position are definitely not recommended. It will lead to stagnation, group think and concentration of power)

• Election

  • • Staggered vs. successive: it is better to have staggered elections of 2-3 members every 2 years so each member ends up staying 6 year (or the term of BOT). 

    • Successive elction means changing the entire board at once which is disruptive to the continuity of BOT operation

    • Not having the same people for 6 years (BOT term) helps preventing inter-alliances and concentration of power

    • The way election done is per election policy per the election committee

• Officers

  • • Officers (minimum president, secretary and treasurer)

    • Officers role definition

• Responsibilities: 

  • • Bylaws: BOT should not be the one one changing the bylaws. Any suggested changes must start at the BOD success committee level and discussed by BOD and BOT then public comments period then brough to the general assembly for ratification

    • Election: an independent election committee with report BOD election to BOT (BOT election is reported to BOD). BOT should not decide which members is elegible for election and should not have the power to disqulaify someone that fulfilled the criteria as decided by the membership committee and the election committee. BOT must not also lobby anyone or develop an election list for BOT or BOD elections.

    • Ownership: 

      • • Property decisions (sale, purchase, rent, build, expand and major remodeling) 

        • Property decisions require supermajority (2/3 of all members not only the ones in attendance).

    • Subsidiary organizations:

      • • Schools (Sunday and full time schools) could be fully owned by the masjid and report to BOD as a committee

        • Schools (especially full time) could also be a subsidiary organization to minimize liability. In this case it is bound to the BOT and must present its report to it

        • Other subsidiary projects like cemetary and food pantry have much less liability and better kept under BOD and the service committee

    • Mission oversight

      • • BOD must present to BOT quarterly an operational report, a financial report and a mission report (strategic plan implementation report)

        • BOT have the right to disolve BOD and ask for a new election if

          • • BOD is off track of the mission Islamically or on implementing the strategic plan

            • BOD election was clearly rigged and subject to influence other than neutral fair election

    • Records keeping: All bylaws, policies, meetings minutes and resolutions, meeting recordings, performance evaluations, feedback and complaints, disciplinary actions, programs and services registrations, contracts, financial records, correspondances must be recorded in:

      • • Permenant tamper proof cloud system with a back-up

        • Confidentiallity and privacy must also be respected

        • Limited access based on need

    • Endowment

      • • BOT must start an Islamic investment account in the name of the organization (investment decision by the BOD finance committee)

        • BOT must establish endowment paperwork and implement it

        • BOT and BOD to promote donations to and inclusion of endowment in members estate planning

    • Strategic planning

      • • BOD sucess commitee will analyze and develop a plan and present it to BOD then BOT

        • BOT will adjust and approve

        • BOT will follow on implementation

        • BOT will adjust and update as needed

    • Emergency management

      • • In case of BOT cancelling BOD election (for obviousely irregular election), the old BOD will continue its role till a new BOD is elected again. This can be minimized greatly by doing staggered not successive election

        • In case of BOD disolussion by a decision of BOT for going off mission, BOT will assume BOD role for maximum 3 months till a new election is held

        • In extreme cases that threaten the exisance of the orginazation, BOT (or at least 3 BOT members preferably officers) will run the organization till the threat is resolved. This measure is subject to an immediate review by the arbitrator/conflict resolution bidy and the external auditor and their report must be shared with all members. A general assebly is due immediately and after the reports are available. Members have the right to cancel the emergency status.

• Qualifications: 

  • • Practicing (Sunni)  Muslim

    • Good criminal, background and credit record

    • Active member for at least 10 years (5 years for the first BOT election after the first appointment)

    • Served on BOD for at 2 full terms

    • Certain donation amount or volunteering hours

    • Certain level of education

    • Certain level of expertise: like being able to train and run at least one of the functions of BOT

• Disqualifications

  • • Failing to have one of the qualifications

    • Immoral acts

    • Illegal acts

    • Less than 50% BOT meetings attendance

    • Refusal to take an active role in BOT

    • COI that has no alternative 

    • Being paid employee/contractor/consultant (or an imeediate family member) at the masjid or one of its subsidiary organizations

    • 3 separate documented violations of policies and procedure

• Removal 

  • • Disqalified

    • Failure to have 50% attendance

    • Failure to participate in responsibilities

    • Failure to follow meetings, ethics, conduct and election rules

    • Failure to resolve COI

    • Failure to maintain confidentiality

    • Commiting fraud

• Resignation

  • • Can be submited at any time

    • 90 days notice

    • Must submit a reason and must be reviewed by feedback, audit, and conflict resolution committee

• Replacement

  • • Within 90 days of the resignation or removal is effective

    • Appoint a replacement by the rest of BOT by a qualified person and only till the next election cycle

• Code of ethics and conduct 

  • • Code of ethics

    • Code of conduct

    • Fudciary duty

    • Meeting conduct taking minutes minutes book mistakes fudiciary duty

• Meetings

  • • Frequency

    • Location

    • Notice

    • Attendance

    • Emergency meeting

    • Quorum: 

    • Voting: in person, proxy, phone, email

    • Decisions: majority, super majority, who breaks a tie

    • Meeting rules

    • Minutes

• Training

  • • General leadership training

    • Specific officer position training

    • Spercific committee function training

• Confidentiality

• Conflict of interest

• Compensation: 

  • • In general, no BOT member should be compensated. However, if the organizations is very large and the time commitment of BOT members is substantial, a fair fixed compensation can be paid

    • Compensation must be approved by the general assebly and the bylaws before it is in place 

    • No board is allowed to approve payment for itself

    • Full time employees (and their immediate family members) cannot be on any board

• Reimbursement: 

  • • BOT members can be reimbursed for an expense that is related to an official assignement that does not creat any COI. 

    • Receipts must be submited to the payments person in the finance committee with a copy of the approved assignement by BOT and then paid

    • A limit of few hundred dollar should be set. Above that, payment must be reviewed by the entire finance committee before it is paid.

• In some masjids, BOD is called the excutive committee and means the same

• In some masjid, it means few people from BOD who can make daily decisions and leave the key decisions to the entire BOD. This helps expedite decisons

Since BOD is usually formed by volunteers who may not have time to run the daily masjid operations effectively and timely, BOD might hire a person who does that for them on full time or part time basis. This person is usually called executive director.