Concluding that the
firing and other recent actions of the TCAN Board reflected
underlying Board structure and accountability problems, including
failure to recognize the status of organizational members
in the nonprofit's governance process, the TCANites began
researching how successful non-profit organizations govern
themselves.
The group interviewed
other nonprofit arts centers in the region and researched
board governance guidelines published by the Office of the
Attorney General as well as model standards developed by groups
across the country such as the Better Business Bureau Wise
Giving Alliance and the Minnesota Council of Nonprofits.
TCAN incorporated
seven years ago with the assistance of an attorney using 'boilerplate'
governance documents. "While the documents were adequate
to get us off the ground," Moran says, "the trouble
is that we grew and added a membership structure, but the
Board never revisited the governance documents to determine
if they were still effective tools to run the organization.
We're concerned that current governance arrangements fail
to represent the diverse membership constituency of the organization
who are, or should be, the real owners of TCAN."
The TCANites are
proposing that Articles of Organization and by-laws for TCAN
be revised to provide for direct election of Board directors
by the membership to three year terms using a nominating committee
process involving both Board and membership representatives.
Other changes would bring board practices into conformity
with nationally accepted standards for excellence.
The group says that
it looks forward to discussing these and other proposals with
TCAN directors, the Office of the Attorney General's Public
Charities Division and the community at large as part of their
continuing effort to bring about meaningful change to the
organization.