Board Orientation

Board Orientation

January 21, 2021

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Contents Agenda .......................................................................................................................................................... 3

MCF Board Goals and Calendar .................................................................................................................... 4

Board Principles and Practices ...................................................................................................................... 5

Guiding Principles for the Board of Directors ........................................................................................... 5

Board of Directors Responsibilities & Duties ............................................................................................ 6

MCF Staff Roles and Organizational Chart .................................................................................................... 7

MCF Board and Committee Rosters ............................................................................................................. 8

2021 Board of Directors ............................................................................................................................ 8

2021 Committees .................................................................................................................................... 10

2021 Board and Committee Dates .............................................................................................................. 18

Committee Charters .................................................................................................................................... 19

Diversity, Equity and Inclusion Committee Charter ................................................................................ 19

Executive Committee Charter ................................................................................................................. 21

Finance, Audit and Administrative Committee Charter ......................................................................... 22

Governance Committee Charter ............................................................................................................. 24

Government Relations and Public Policy Committee Charter ................................................................ 26

Membership Committee Charter ............................................................................................................ 28

Program and Annual Conference Committee Charter ........................................................................... 30

MCF Bylaws ................................................................................................................................................. 32

2021 Budget and Narrative ......................................................................................................................... 46

Board Approved Budget .............................................................................................................................. 49

DEI Vision and Values .................................................................................................................................. 50

MCF Anti-Racism Document ....................................................................................................................... 53

2021 Advoacy Agenda ................................................................................................................................. 54

Public Policy Compendium.......................................................................................................................... 56

2020 Board Self-Assessment Results .......................................................................................................... 59

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Agenda

Board of Directors Meeting

Date + Time: January 21, 2021, 1:00 pm – 3:00 pm

Location: Zoom

Agenda Item Facilitator(s)

Welcome and Overview of Meeting o Introductions and Ice Breaker

Diana Anderson

Board Goals and Calendar Aretha Green-Rupert

MCF Today: State of the Council Susie Brown

MCF Governance o Board Principles and Board Member Responsibilities o Committees o Bylaws o Board Demographics and Recruitment o Conflict of Interest

Diana Anderson and Susie Brown

MCF Finance o Business Model o Financial Health o 2021 Budget

Matt Stowell and Susie Brown

MCF Programs Paul Masiarchin

DEI and Anti-Racism Camille Cyprian

Public Policy Katina Mortensen

Q & A Diana Anderson

Adjournment Diana Anderson

Zoom: click here for link Meeting ID: 880 4312 2106 Password: 951065

Remote Meeting Details

https://us02web.zoom.us/j/88043122106?pwd=R1luYk9LR1Ivam9ONXYyaFZmNHo4QT09

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MCF Board Goals and Calendar 2021 Board Goals

• Engage in continuous improvement of MCF’s governance policies and practices

• Provide leadership to the field of philanthropy on issues of relevance to society and philanthropic practice

• Make progress toward becoming an anti-racist organization

• Explore strategic planning needs and opportunities

• Ensure MCF’s sustainability through the development of a 21st century membership model. Calendar January 21: New board member orientation February 18: Board meeting

• Welcome new members

• 2021 Board goals

• Anti-racism work for the year

• Principles for Grantmakers discussion April 15: Board meeting

• President’s review

• Principles for Grantmakers discussion June 17: Board meeting

• Reimagining Membership input/discussion

• Audit and 990 (or August)

• Approve Principles for Grantmakers August 19: Board meeting

• Approve Reimagining Membership

• Bylaws revisions—review and discuss October 28: Board retreat

• Approve bylaws revisions

• Approve board slate

• Preview of 2022 budget December 16: Board meeting

• Approve 2022 budget

• Approve public policy agenda

• Approve candidates for 2022 board of directors and officers

• Board assessment—to be completed between Sept and Dec meetings

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Board Principles and Practices

Guiding Principles for the Board of Directors The Minnesota Council on Foundations Board of Directors as a group shall:

1. Assure that the Council is governed in an ethical way that enhances its core values, serves the broad interests of the membership and serves the field as a whole.

a. Establish a vision and a mission for the Council and provide leadership to guide the Council toward their attainment.

b. Regularly assess the performance of the board, the president and the Council’s work and direction.

c. Support the creation of member driven and relevant policies, services and plans that will advance the field and assure the resources necessary to accomplish the plans.

2. Create a learning, collegial environment inviting all board members to bring their unique knowledge of the field to the board table.

3. Create an environment of inclusiveness, where all individuals have voice and full participation and the Council models and provide leadership on inclusive practices.

Individual directors shall:

1. When acting in the capacity of a Council director, act ethically and give their duty of loyalty to the Council over other interests.

2. Support the mission and goals of the organization.

3. Maintain an active status both in their participation on the board and in organizational activities, and their recruitment of fellow and successor board members.

4. Assist in the development and enhancement of the Council by serving as an advocate or ambassador for the Council.

Our Purpose and Commitment We are a vibrant philanthropic community collectively advancing prosperity and equity. Our Value Proposition We connect our members to issues, a network and community, and resources, to help them prepare for the future. We strengthen the skills of individuals working within philanthropy, which in turn increases our members’ institutional capacity for impact in the communities they serve. Using our deep knowledge, relationships, and familiarity with members and their communities, we curate and customize the content that our members need to advance in their philanthropic efforts. We lead the field by engaging in civic discourse and public policy action, elevating the impact of philanthropy, and utilizing a future lens to identify and focus on priority issues.

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Board of Directors Responsibilities & Duties Specific responsibilities of the Board of Directors

1. Establish and be accountable for the mission and vision of the Minnesota Council on Foundations.

2. Establish and be accountable for a set of values consistent with the mission of the organization. 3. Develop and periodically review a long-range strategic plan and approve and monitor an annual

work plan of strategies to achieve the goals of the strategic plan. 4. Establish policies and procedures related to the governance of the organization. 5. Establish and oversee an annual budget, including a membership dues schedule, which provides

the resources necessary to achieve the mission and goals of the organization. 6. Employ and review annually the performance of the president of the organization. 7. Assess performance as a board on a regular basis. 8. Nominate directors who will assure continuity of the highest quality in board performance. 9. Elect officers who will assure the highest quality of board leadership.

Specific responsibilities and duties of individual directors

1. Adhere to the Council’s conflict of interest policy. 2. Exercise reasonable care in the decision-making process. 3. Attend meetings faithfully and serve on committees effectively. 4. Participate in activities and events sponsored by the Council. 5. Encourage participation by members in Council activities. 6. Assist in the recruitment of new members. 7. When requested by the chair or the president, serve as a spokesperson for the Council.

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MCF Staff Roles and Organizational Chart

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MCF Board and Committee Rosters

2021 Board of Directors

OFFICERS

Aretha Green-Rupert, Board Chair Program Director, Carlson Family Foundation Email: [email protected] Katherine E. Friesz, Vice Chair Executive Director, Winnebago Industries Foundation Email: [email protected] Eric Torch, Secretary Director of Grantmaking, Northland Foundation Email: [email protected] Matt Stowell, Treasurer Controller, Northwest Area Foundation Email: [email protected]

DIRECTORS

Diana Anderson President and CEO, Southwest Initiative Foundation Email: [email protected] Catie Bitzan Amundsen Trustee, Lathrop GMP Foundation Email: [email protected] Kim Borton Director of Grants and Donor Services, InFaith Community Foundation Email: [email protected] Ben Cameron President and CEO, The Jerome Foundation Email: [email protected] Jaci David Public Policy Program Officer, Blandin Foundation Email: [email protected] Michael Dominowski President and CEO, Thrivent Foundation Email: [email protected]

mailto:[email protected]








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Ambar Hanson Community Relationship Officer, Mortenson Family Foundation Email: [email protected] Jennifer Higgins Director of Corporate Responsibility, Target Foundation Email: [email protected] Jenny Johnson Director, Family Philanthropy Resource Center, The Minneapolis Foundation Email: [email protected] Mai-Anh Kapanke, Committee Chair Associate Vice President of Philanthropic Services, Saint Paul & Minnesota Foundation Email: [email protected] Carolyn Link President, Blue Cross Blue Shield of Minnesota Foundation Email: [email protected] Denise Mayotte Executive Director, Sheltering Arms Foundation Email: [email protected] Repa Mekha President and CEO, Nexus Community Partners Email: [email protected] Lulete Mola Vice President of Community Impact, Women’s Foundation of Minnesota Email: [email protected] Marcus Pope Vice President, YouthPrise Email: [email protected] Kate Seng, Committee Chair Senior Director, GHR Foundation Email: [email protected] Nancy Zallek President and CEO, Mankato Area Foundation Email: [email protected]











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2021 Committees

EXECUTIVE COMMITTEE Aretha Green-Rupert, Board Chair Program Director, Carlson Family Foundation Email: [email protected] Katherine E. Friesz, Vice Chair Executive Director, Winnebago Industries Foundation Email: [email protected] Eric Torch, Secretary Director of Grantmaking, Northland Foundation Email: [email protected] Matt Stowell, Treasurer Controller, Northwest Area Foundation Email: [email protected]




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DIVERSITY, EQUITY AND INCLUSION COMMITTEE

Mai-Anh Kapanke, Committee Chair Associate Vice President of Philanthropic Services, Saint Paul & Minnesota Foundation Email: [email protected]

Stephanie Andrews Talent Development Director, Bush Foundation Email: [email protected] Paul Bachleitner Communications Director, Northwest Area Foundation Email: [email protected] Russell Betts Philanthropic Advisor, The Minneapolis Foundation Email: [email protected] Michael Dominowski President and CEO, Thrivent Foundation Email: [email protected] Andrea Duarte-Alonso Lead for America Fellow, Southwest Initiative Foundation Email: [email protected] Ambar Hanson Community Relationship Officer, Mortenson Family Foundation Email: [email protected] Dana Jensen Senior Program Officer, Carlson Family Foundation Email: [email protected] Denise Mayotte Executive Director, Sheltering Arms Foundation Email: [email protected] Repa Mekha President and CEO, Nexus Community Partners Email: [email protected] Karyn Sciortino Johnson Diversity, Equity and Inclusion Manager, McKnight Foundation Email: [email protected] Becky Stibbe Director of Philanthropic Services, Saint Paul & Minnesota Foundation Email: [email protected]












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FINANCE, AUDIT AND ADMINISTRATION COMMITTEE

Matt Stowell, Committee Chair Controller, Northwest Area Foundation Email: [email protected] Dana Jensen Senior Program Officer, Carlson Family Foundation Email: [email protected] Greg Keane Chief Financial Officer, Bush Foundation Email: [email protected] Daniel Lemm Chief Financial Officer, Blandin Foundation Email: [email protected] Caryn Thor Lesser Community Impact Operations Manager, Greater Twin Cities United Way Email: [email protected] Nathan Wade Investment Officer, McKnight Foundation Email: [email protected] Tessa Wetjen Program Officer, Otto Bremer Trust Email: [email protected] Megan Wolle Senior Community Relations and Foundation Manager, Land O' Lakes Email: [email protected]








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GOVERNANCE COMMITTEE

Diana Anderson, Committee Chair President and CEO, Southwest Initiative Foundation Email: [email protected] JoAnn Birkholz Executive Director, Medica Foundation Email: [email protected] Jeremy Emmi Housing Director, Rochester Area Foundation Email: [email protected] Heidi Halvarson Senior Philanthropy Specialist, Medtronic Foundation Email: [email protected] Tracy Lamparty Grants and Operations Manager, The Jay & Rose Phillips Family Foundation of MN Email: [email protected] Carolyn Link President, Blue Cross and Blue Shield of Minnesota Foundation Email: [email protected] Judson McNeil President, Toro Company Foundation Email: [email protected] Kristina Ward Leadership and Program Manager, Bush Foundation Email: [email protected]









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GOVERNMENT RELATIONS AND PUBLIC POLICY COMMITTEE

Jaci David, Committee Co-Chair Public Policy Program Officer, Blandin Foundation Email: [email protected] Denise Mayotte, Committee Co-Chair Executive Director, Sheltering Arms Foundation Email: [email protected] Liz Cheney Vice President of Philanthropy, Southwest Initiative Foundation Email: [email protected] Allison Corrado Senior Program Officer, Blue Cross and Blue Shield of Minnesota Foundation Email: [email protected] Nate Dorr Vice President for Advocacy, Northwest Minnesota Foundation Email: [email protected] Marie Ellis Public Policy Director, Minnesota Council of Nonprofits Email: [email protected] Na Eng Communications Director, McKnight Foundation Email: [email protected] Frank Forsberg Trustee, Robert E. and Edith M. Grissinger Foundation Email: [email protected] Catherine Gray Director of Impact Strategy and Civic Engagement, The Minneapolis Foundation Email: [email protected] Cheniqua Johnson Relationship Manager, Saint Paul & Minnesota Foundation Email: [email protected] Jane Leonard Advisor and Senior Policy Fellow, St. Anthony Park Community Foundation Email: [email protected]











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Anita Patel Leadership Programs Director, Bush Foundation Email: [email protected] Marcus Pope Vice President, Youthprise Email: [email protected] Kristen Rosenberger Senior Advocacy Manager, Greater Twin Cities United Way Email: [email protected] Karl Samp Executive Director, Brainerd Lakes Area Community Foundation Email: [email protected] Peg Thomas Executive Director, Sundance Family Foundation Email: [email protected]





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MEMBERSHIP COMMITTEE

Ben Cameron, Committee Chair President and CEO, The Jerome Foundation Email: [email protected] Eric Anderson Director of Stewardship, The Minneapolis Foundation Email: [email protected] Paul Bachleitner Communications Director, Northwest Area Foundation Email: [email protected] Catie Bitzan Amundsen Trustee, Lathrop GMP Foundation Email: [email protected] Jennifer Higgins Director of Corporate Responsibility, Target Foundation Email: [email protected] Morgan Kinross-Wright Executive Director, Land O' Lakes Foundation Email: [email protected] Kristi Nichols Program Officer, Opus Foundation Email: [email protected] Mike Zumwinkle Senior Program Officer, Richard M. Schulze Family Foundation Email: [email protected]








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PROGRAMS AND CONFERENCE COMMITTEE

Kate Seng, Committee Chair Senior Director, GHR Foundation Email: [email protected] Nate Dorr Vice President for Advocacy, Northwest Minnesota Foundation Email: [email protected] Jenny Johnson Director, Family Philanthropy Resource Center, The Minneapolis Foundation Email: [email protected] Zach Johnson Operations Associate, Greater Twin Cities United Way Email: [email protected] Mary Karen Lynn-Klimenko President, Private Philanthropy Services Email: [email protected] Colleen O’Keefe Executive Director, Sauer Family Foundation Email: [email protected] Sharon Oswald Program and Community Affairs Manager, Delta Dental of Minnesota Foundation Email: [email protected] Lindsay Stewart Senior Manager, Patterson Foundation & Corporate Giving Email: [email protected] Becky Stibbe Director of Philanthropic Services, Saint Paul and Minnesota Foundation Email: [email protected] Kelly Webster Legal Counsel, Richard M. Schulze Family Foundation Email: [email protected] Nancy Zallek President and CEO, Mankato Area Foundation Email: [email protected]











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2021 Board and Committee Dates

Board and Committees 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter

Board Meeting Third Thursday’s

February 18 9am – 11 am

April 15 9am – 11 am June 17 12pm – 3pm

August 19 12pm – 3pm

October 28 RETREAT December 16 12pm – 3 pm

DEI Committee Fourth Thursday’s

February 25 10am –11:30 am

May 27 10am –11:30 am

August 12 10am –11:30 am

November 11 10am –11:30 am

Executive Committee Monthly, Second Wednesday’s

Jan 13 1:00-2:30 pm

Feb 10

1:00-2:30 pm March 12

1:00-2:30 pm

April 14 1:00-2:30 pm

May 12

1:00-2:30 pm June 9

1:00-2:30 pm

July 14 1:00-2:30 pm August 13 1:00-2:30 pm September 8 1:00-2:30 pm

October 13 1:00-2:30 pm November 10 1:00-2:30 pm December 10 1:00-2:30 pm

FAA Committee First or Second Tuesday’s

Tues, March 2 3:00-4:30pm

Tues, June 1 3:00-4:30pm

Tues, Sept 14 3:00-4:30pm

Tues, Nov 9 3:00-4:30pm

GRPP Committee Thursday Afternoon

February 4 1:00-3:00pm

April 1 1:00-2:00pm June 3 1:00-3:00pm

August 5 RETREAT

October 7 1:00-3:00pm November 4 1:00-3:00pm

Governance Committee Second Tuesday’s

March 9 9:00-10:30 am

May 11 9:00-10:30 am

August 10 9:00-10:30 am

October 12 9:00-10:30 am

November 12 9:00-10:30 am

Membership Committee Last Thursday’s

March 25 9:00-11:30 am (combined with Reimagining Membership Committee)

May 20 9:00-10:30am

September 30 9:00-10:30am

November 18 9:00-10:30am

Program & Conference Committee Third Wednesday’s

April 21 2:00-3:30 pm

July 21 2:00-3:30 pm

October 20 2:00-3:30 pm December 8 2:00-3:30 pm

Executive and Committee Chairs Committee

January 26 9:00-10:30 am

July 27 9:00-10:30 am

Board Orientation

January 21 1:00-3:00 pm

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Committee Charters

Diversity, Equity and Inclusion Committee Charter

Chair Mai-Anh Kapanke The Saint Paul and Minnesota Foundation [email protected] 612-370-9182

Staff Lead Camille Cyprian Director of Diversity, Equity and Inclusion, MCF [email protected] 612-335-3556

Committee Composition

Committees will generally be comprised of 8-12 members. There is no maximum number of members. Committees will be comprised of members of the Minnesota Council on Foundations. On occasion, a committee may recruit a committee member who is not a member of the Minnesota Council on Foundations in order to address the committee’s need for specific skills, experience or perspective. These committee members will not be voting members. Each committee will be comprised of a combination of those who are members of the board of directors, and those who represent MCF membership, but aren’t members of the board of directors. Each committee may indicate in their charter their desirable number of board and non-board members. Committee composition should be attentive to: geography; race and ethnicity; age and experience; gender; foundation type; professional role; and other aspects of diversity.

Scope of Responsibility

The Diversity, Equity and Inclusion Committee provides guidance on the corporation’s strategies to promote Diversity, Equity and Inclusion within the corporation, and among its members. The committee shall elevate the importance of Diversity, Equity and Inclusion strategies among the Board of Directors, committees, organization, and the membership.

Committee Duties

• Uphold D.E.I./Anti-Racism framework and vision

• Provide recommendations related to D.E.I./Anti-Racism to the Board of Directors

• Revisit and update the definitions of diversity, equity, inclusion, and anti-racism for internal and

external use

• Consult and contribute to D.E.I./Anti-Racism strategies, activities, and plans in concert with

other organizational leaders

• Review, draft, and/or amend MCF policies and practices in order to advance D.E.I./Anti-Racism

• Develop and track measurable outcomes and accountabilities for organizational D.E.I./Anti-

Racism

• Champion D.E.I. throughout other MCF Committees (specifically through committee members

who are liaisons to other committees)

• Leverage spheres of influence to advance progress on D.E.I./Anti-Racism in the field of

philanthropy



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DEI/Anti-Racism Statement of Inclusion

Each committee shall be intentionally inclusive in the diversity of their membership, with particular focus on the Minnesota Council on Foundations’ dimensions of diversity – race/ethnicity, disability, gender, sexual orientation, and rural geography. Committees shall also align their work with the Minnesota Council on Foundations Anti-Racism framework where applicable, and implement strategies to advance diversity, equity, and inclusion within the council, and the field of philanthropy.

Meeting Schedule

The committee meetings four to six times annually.

Terms of Service

1 year, renewable annually in the fourth quarter of the year, no term limits.

Expected Time Commitment

1.5 – 2 hours per meeting, with occasional pre-work outside of meetings.

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Executive Committee Charter

Chair Aretha Green-Rupert Carlson Family Foundation [email protected] 952-404-5602

Staff Lead Susie Brown President, MCF [email protected] 612-335-3557


The committee is comprised of officers of the board of directors.


The Executive Committee shall consist of three or more members of the Board and shall be chaired by the Chair of the Board. The Executive Committee shall have and exercise the power and authority of the Board of Directors to act by majority vote of its members between meetings of the Board, reporting to the Board of Directors at its succeeding meeting any action taken; provided, however, that the Committee shall have no authority to fill vacancies in the Board or to amend or repeal these Bylaws or any resolution of the Board of Directors which by its terms shall not be amendable or repealable.

Committee Duties

• Develop board goals for the year and monitor progress

• Develop agendas for upcoming board meetings

• Consider governance issues that arise between board meetings

• Make recommendations to the board of directors on various governance issues

• Serve as a counsel to the MCF president on issues on which the president seeks input or

guidance



Meeting Schedule

The committee meets six to twelve times per year.

Terms of Service

1 year.





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Finance, Audit and Administrative Committee Charter

Chair Matthew Stowell Northwest Area Foundation [email protected] 651-225-3870



Committee is chaired by board Treasurer. Committees will generally be comprised of 8-12 members. There is no maximum number of members. Committees will be comprised of members of the Minnesota Council on Foundations. On occasion, a committee may recruit a committee member who is not a member of the Minnesota Council on Foundations in order to address the committee’s need for specific skills, experience or perspective. These committee members will not be voting members. Each committee will be comprised of a combination of those who are members of the board of directors, and those who represent MCF membership, but aren’t members of the board of directors. Each committee may indicate in their charter their desirable number of board and non-board members. Committee composition should be attentive to: geography; race and ethnicity; age and experience; gender; foundation type; professional role; and other aspects of diversity.


The Finance, Audit and Administrative Committee shall consist of two or more members of the Board whose duties shall be to recommend for Board approval a certified public accountant to undertake an annual audit of the corporation's finances, to review the audited financial statements, and to recommend action to the Board.

Committee Duties

• Review financial reports, forecasts, cash flow and other indicators of organizational health

• Review and recommend to the board of directors an annual budget

• Establish, review and update as necessary, MCF’s finance and administration policies

• Choose an audit firm to conduct the organization’s annual audit and preparation of the form

990 and other required state and federal documents and filings

• Review and recommend for approval to the board of directors an annual audited financial

statements, form 990, and other required state and federal documents and filings

• Provide input and guidance, as requested by the MCF president, on administrative issues such as

employment policies, financial practices, and other finance and administration topics

• Review all proposals requiring a long-term commitment of MCF’s resources; recommend to the

Board adoption of such proposals, as needed

• Review compliance with MCF’s conflict of interest policy


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Meeting Schedule

The committee meets four to six times annually.

Terms of Service




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Governance Committee Charter

Chair Diana Anderson Southwest Initiative Foundation [email protected] 651-225-3870





The Governance Committee shall seek recommendations from the membership and nominate candidates for directors and officers of the Corporation as provided for in Section 4.5 of the MCF bylaws. In addition, the Governance Committee will be responsible for reviewing and recommending policies and procedures that enhance the governance capacity of the Board of Directors, including activities related to Board roles and responsibilities, composition, leadership, knowledge and effectiveness.

Committee Duties

• Establish and implement annual process for board and committee member recruitment

• Consider applicants for the board of directors and recommend a slate of applicants to the board

for approval and advancement to the membership for a vote at the annual meeting

• Report the slate of candidates for the board of directors to the members at the annual meeting

• Review and, as necessary, revise, the organization’s bylaws, articles and other governance

documents

• Review and, as necessary, make recommendations for revisions to the organizations policies and

practices that align with the organization’s governance documents

• Serve as ambassadors for member participation in MCF governance roles, including the board of

directors and committees

• Communicate with applicants to the board of directors and committees to gather additional

information as needed, and convey committee decisions to applicants

• Provide guidance and counsel to MCF president, as requested, on issues related to governance

and member engagement on the board and committees



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Meeting Schedule


Terms of Service

1 year, renewable annually in the fourth quarter of the year, with no term limits.



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Government Relations and Public Policy Committee Charter

Co-Chairs Denise Mayotte Sheltering Arms Foundation [email protected] 612-871-9210 Jaci David Blandin Foundation [email protected] 218-327-8705

Staff Lead Katina Mortensen Director of Public Policy [email protected] 612-335-3597




The Government Relations and Public Policy Committee considers policy issues that advance the Corporation’s mission, that are of interest to members, or that are related to the field of philanthropy, and recommends a public policy agenda to the Board of Directors.

Committee Duties

• Consider proposals for policy initiatives from MCF members, particularly from networks or groups of members, and MCF board or staff

• Evaluate proposals and recommend actions to the MCF Board of Directors related to public policy positions, including level of commitment

• Annually recommend Board action on the Annual Advocacy Agenda

• Recommend Board action on matters related to the Public Policy Compendium and Leadership Initiatives as needed

• Evaluate proposals and recommend actions to revise MCF’s “Public Policy Playbook”

• Provide consultation and advice to MCF staff to support planning and implementation of government relations and public policy advocacy activities and member services




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Meeting Schedule


Terms of Service



2 hours per meeting, plus a half-day retreat, with occasional pre-work outside of meetings.

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Membership Committee Charter

Chair Ben Cameron Jerome Foundation [email protected]

651-925-5617

Staff Lead A. Paul Masiarchin Director of Member Services [email protected] 612-335-3418




The Membership Committee shall work with MCF staff to recommend to the Board criteria and structures regarding eligibility for membership. The Membership Committee shall also advise staff on, and participate in as requested, the recruitment of members.

Committee Duties

• On an ongoing basis, in concert with MCF staff, assess MCF member categories and propose

refined or new criteria and structures regarding eligibility and dues

• In concert with MCF staff, advise and support the process for recruiting members

• Consult and contribute to member retention strategies, activities, and plans in concert with

other organizational leaders

• Offer a member-focused lens with which to strengthen the field of philanthropy and advance

the mission of the corporation


Each committee shall be intentionally inclusive in the diversity of their membership, with particular focus on the Minnesota Council on Foundations’ dimensions of diversity. Committees shall also align their work with the Minnesota Council on Foundations Anti-Racism framework where applicable, and implement strategies to advance diversity, equity, and inclusion within the council, and the field of philanthropy.

Meeting Schedule




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Terms of Service




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Program and Annual Conference Committee Charter

Chair Kate Seng GHR Foundation [email protected] 612-440-2505

Staff Lead A. Paul Masiarchin Director of Member Services, MCF [email protected] 612-335-3418




The Program and Annual Conference Committee provides member input and guidance to staff on the development of programs and conferences to strengthen the field of philanthropy and advance the mission of the corporation.

Committee Duties

• Consult and contribute to MCF’s overall programmatic strategies, activities, and plans in concert

with other organizational leaders

• Provide member input and guidance to staff on the development of programs and conferences

• Offer a program-focused lens with which to strengthen the field of philanthropy and advance

the mission of the corporation



Meeting Schedule


Terms of Service




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MCF Bylaws

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2021 Budget and Narrative

MCF 2021 Proposed Budget, Overview and Highlights Summary The 2021 budget reflects a change in approach, from recognizing grant-funded special projects outside of the “core” budget, to recognizing those as regular programs and activities of the organization. Recently these have included the Executive in Residence program (on-going), the Census project (concluding in 2020), and the Ron McKinley Philanthropy Fellows (concluded in 2019). In 2020 we included the Executive in Residence program as a part of MCF’s work in the “core” budget. With the census concluded, we are bringing the next phase of our grant-funded democracy work in the “core” budget. It is the intent of staff to represent all of MCF’s work (including revenues and expenses) in the budget, with separate accounting only for items that are truly pass through or fiscal agent situations—not our own work. This will make the budget tell a more complete story of MCF. The 2021 budget is balanced, and quite similar to the 2020 budget overall, with some distinct differences in a few specific line items. As we approach 2021 we recognize that there is great uncertainty in the world, which has an effect on our revenues and expenses, including a projected lagging effect of the impact of COVID on many nonprofits, including MCF. The budget includes $97,250 in revenue from the PPP loan secured in 2020, which will help the organization manage the uncertainties and financial challenges of the coming year, and generally does not include revenue sources which are highly uncertain or merely speculative. Details and budget assumptions are as follows:

2020 Budget 2021 Proposed

Budget

Income 1,609,178 1,734,750

Expense 1,609,178 1,734,750

Net (0) (0)

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Revenue - Select Detail

• Membership Dues: $1,125,000

$1,125,000 is the amount budgeted, and nearly achieved, in both 2019 and 2020. We have budgeted the same amount for 2021 as we have extended “flat” dues to our members until 2022. Achieving this goal will require close to 100% renewal, and the recruitment of several new or returning members. We currently have renewal commitments from about 85% of members, for a total of $958,195.

• Grants: $322,250

The 2021 grants budget includes our on-going democracy work (redistricting) which would support keeping our policy staff who was hired for 18 months to work on the census, and would include some grants made to partners to engage in redistricting. Additionally, this line item includes $97,250 from the PPP loan. If we raise additional resources to support our Impact Investing program that will be included here and will be used to support the MCF staff and Susan Hammel for their work on the program. Bringing our democracy grants into the core budget is a significant aspect of the overall budget being larger in 2021, than in 2020.

• Program and Event Fees: $83,500

We plan to host a 3-month remote learning series in 2021, in lieu of an in-person annual conference. We will also host some fee-based programming throughout the year, in addition to our substantial programming which is delivered at no cost to members. This is a reduction from 2020, and there will be a commensurate reduction in program and event expenses.

• Admin Fees: $100,000

MCF has been approached by the Margaret A. Cargill Philanthropies to serve as a funding intermediary for $1 million in grants to CDFIs, as a part of the Integrated Capital Recovery Program. By engaging in this role, MCF will receive $100,000 in admin fees.

• Sponsorships: $82,000

We project sponsorship support for some programming, peer networks, and the monthly learning series. This is a reduction from 2020, during which we were successful in raising significant sponsorships for the 50th anniversary/annual conference.

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Expenses – Select Detail

• Salaries and Benefits: $1,079,121

The 2021 compensation budget is higher than 2020 for three main reasons: a 3% increase for all staff; a couple of salary adjustments; moving one staff person from our special projects budget to our core budget. We have had a full staff (with a new staffing model) for about a year. We continue to offer a competitive benefit set including an excellent high deductible health plan with a $1,000 contribution to the HSA of staff who choose the MCF plan. We pay 75% of employee premiums, but contribute nothing to family premiums, a topic for further discussion. MCF provides a 6% contribution to employee 403b accounts, which does not require a match.

• Contracted Services: $291,911

Contracted services in 2021 include a variety of priorities that require outside resources due to lack of staff skill or capacity. These include: legal; DEI consulting; impact investing; website redesign; managed IT; and others. We are in a long-term contractual agreement with United Philanthropy Forum to deliver our knowledge management platform, which includes our website and our database. Our agreement with them includes updating our website in 2022, a process which will require significant time and expertise in both 2021 and 2022. We have most of the internal skills needed to carry out the first phase of this work, but not necessarily the internal capacity to do so and keep up with our on-going communications work. Thus, we have included $65,000 (about half of the total two-year website redesign cost) to contract with external providers for this work.

• Occupancy: $134,155

Occupancy costs reflect the assumption that we will not pay for parking for part of 2021.

• Depreciation and Amortization/leasehold: $59,665

2021 depreciation set at $18,243 reflects a reduction due to assets that became fully depreciable in 2020. Amortization for leasehold improvement is set at $41,422 for 2021.

• Travel: $10,100

MCF does not anticipate significant travel in 2021, but, if COVID-19 gets under control and travel is allowed, we may have modest conference attendance in the second half of the year, and the President will get on the road to meet with members throughout the state.

A note about working capital: MCF’s working capital fund is 30% of its core operating expense. This is expected to continue in 2021.

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Board Approved Budget

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DEI Vision and Values

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MCF Anti-Racism Document

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2021 Advocacy Agenda

Philanthropy and charitable giving is a Minnesota priority. The Minnesota Council on Foundations (MCF) connects, strengthens, and mobilizes our state’s vibrant philanthropic community. MCF is the membership association for roughly 150 grantmakers in Minnesota, including community foundations, family foundations, private independent foundations, and corporate foundations and giving programs. MCF serves as a collective voice for Minnesota philanthropy, working toward two public policy goals:

1) Expanding philanthropy, charitable giving, and Minnesota’s community of grantmakers

2) Creating a more prosperous, inclusive and equitable Minnesota by eliminating disparities

MCF’s 2021 ADVOCACY AGENDA

Promote Charitable Giving and a Strong Charitable Sector

• Advocate for inclusion of nonprofit and sector priorities in upcoming state and federal COVID packages and the continuation of policy changes that have helped the sector adapt and respond

• Support changes to federal tax laws that would increase overall charitable giving and expand who can access charitable giving incentives, recognizing that different types of giving may require different kinds of incentives

• Oppose repeal of the Johnson Amendment Strengthen Democratic Systems and Civic Participation

• Provide leadership in advocating for a community-focused, nonpartisan, and transparent redistricting process

• Support efforts to ensure the Census Bureau can produces high quality apportionment and redistricting data that is inclusive of all people in the country

• Promote expansion and protection of voting rights and voting access, with a focus on making our democracy more inclusive

Support Equitable Economic and Disaster Recovery

• Support raising revenue to sustain the state government’s ability to take the actions needed to address the pandemic and economic downturn and build a more equitable

Minnesota’s vibrant philanthropic community working

collectively to advance prosperity and equity.

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state. Oppose state budget cuts that would deepen inequities and slow the state’s economic recovery.

• Support disaster relief and recovery proposals that better serve and support historically marginalized communities in Minnesota that have been disproportionately impacted by natural or manmade disasters, including COVID

• Support adequately funding Minnesota’s Disaster Assistance Contingency Account. For more information visit mcf.org or contact Katina Mortensen, MCF Director of Public Policy at [email protected] or 612.335.3597.


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Public Policy Compendium

MCF PUBLIC POLICY COMPENDIUM

Approved December 2020

GOAL 1: EXPAND PHILANTHROPY, CHARITABLE GIVING AND MINNESOTA’s COMMUNITY OF GRANTMAKERS. Public Trust in Philanthropy. MCF creates public trust for philanthropy by advancing policies that promote effective, ethical, and accountable practice that are consistent with MCF’s Principles for Grantmakers and companion publications. Positions:

1. Accountability and Communication [MONITOR]. When it presents a useful and reasonable

opportunity to improve practices, engage in policy discussions to support accountability and communication practices reflected in MCF’s Principles for Grantmakers and companion publications. [Adopted: 12/2014 – Expired: 12/2018. Extended: 12/2020. Extended 12/2023.]

2. Compensation [MONITOR]. When it presents a useful and reasonable opportunity to improve

practices, engage in policy discussions around compensation practices reflected in MCF’s Principles for Grantmakers and companion publications. [Adopted: 12/2014 – Expired: 12/2018. Extended: 12/2020. Extended 12/2023.]

3. Administrative Expenses [MONITOR]. Support recognition of administrative expenses that

allow grantmakers to conduct their work effectively and responsively and in a manner consistent with MCF’s Principles for Grantmakers and companion publications. [Adopted: 12/2014 – Expired: 12/2018. Extended: 12/2020. Extended 12/2023.]

Value of Charitable Giving. MCF affirms philanthropy and charitable giving promote the common good and are essential expressions of civic engagement in a democratic society that should be valued and supported through tax policies and regulations. Positions:

1. Charitable Giving Incentives [ADVOCATE]. Support state and federal tax laws that would increase

overall charitable giving and expand who can access charitable giving incentives, recognizing that different types of giving (annual giving, endowment giving, workplace giving, etc.) may require different kinds of incentives. Balance this support with consideration for sustaining government’s capacity to support core services that are critical to achieving equity. [Adopted 12/2019 – Expires 12/2022]

2. Transfer Taxes [SUPPORT]. Support reasonable wealth transfer taxes, such as the estate tax and gift tax, which have the effect of encouraging charitable giving and helping sustain the government’s

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capacity to support core services that are critical to achieving equity. [Adopted 12/2019 – Expires 12/2022]

3. Payout Rules and Excise Taxes [ADVOCATE]. Support simple payout rules and reasonable excise taxes that do not impinge on a grantmaker’s ability to carry out its mission, grantmaking and fiduciary responsibility and that encourage efficient operations and maximization of grantmaking impact. [Adopted 12/2019 – Expires 12/2022]

4. Donor Advised Funds and Stewardship Services [SUPPORT]. Support fund management tools that provide donors of all income levels and varied cultural practices the opportunity to participate in philanthropy through the stewardship services of community foundations or other supporting organizations. Support having and enforcing fund inactivity policies and promoting transparency and public trust while protecting donor privacy. [Adopted 12/2019 – Expires 12/2022]

5. Sales and Property Tax Exemptions [MONITOR]. Support exemptions from sales or property taxes for Minnesota charities. [Adopted: 12/2014; Renewed 12/2016 – Expires: 12/2019.: Renewed 12/2019 – Expires 12/2022]

6. Impact Investing [SUPPORT]. Support grantmakers’ ability to prudently invest assets in activities that directly advance their mission and community impact. [Adopted: 12/2014; Renewed 12/2016 – Expires: 12/2019. Extend through 12/2020. Extended 12/2023.]

Role of the Independent Sector. MCF advances policies that enable the nonprofit and philanthropic community to fulfill its role in strengthening communities and sustaining a thriving democracy. Positions: 1. Advocacy, Public Policy and Lobbying [ADVOCATE]. Support the rights of charities, including private

foundations, to participate in advocacy, public policy and lobbying, while maintaining prohibitions from participating in political activities. [Adopted: 12/2014 – Expired: 12/2017. Renewed 12/2019 – Expires 12/2022.]

2. Shifting of Public Costs [SUPPORT]. Oppose shifting the responsibility for government programs to the independent sector, particularly without considering the capacity of philanthropy and nonprofit organizations to accommodate proposed changes. [Adopted: 12/2014 – Expired: 12/2017. Renewed 12/2019 – Expires 12/2022

3. Adequate Funding for Oversight [MONITOR]. Support adequate resources for the IRS and Minnesota Attorney General’s office to provide oversight of tax exempt entities that promotes accountability and responds to the growth in the tax-exempt sector. Balance this support with consideration for efficient operations and maximization of grantmaking impact. [Adopted: 12/2014 – Expired: 12/2017. Renewed 12/2019 – Expires 12/2022]

GOAL 2: CREATE A MORE PROSPEROUS, INCLUSIVE AND EQUITABLE MINNESOTA BY ELIMINATING DISPARITIES.

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Democracy and Civic Engagement. MCF advocates for policies that preserve and strengthen democratic systems and civic engagement and relieve barriers of structural racism or economic inequity that limit full participation. Positions:

1. Census and the American Community Survey [LEAD]. Promote inclusion and equity through full participation in the decennial Census and American Community Survey to ensure fair representation and allocation of resources, and access to complete and reliable data to support community engagement, planning and economic development. [Adopted: 12/2013, Renewed: 12/2016 – Expires: 12/2019. Renewed through: 12/2021]

2. Voter Engagement [SUPPORT]. Promote expansion and protection of voting rights and voting access, with a particular focus on historically marginalized and disenfranchised communities. [Adopted: 1/2016 – Expired: 3/2019. Renewed through 12/2021]

Basic Needs and Human Dignity. MCF affirms that all people in Minnesota must have their basic needs met and experience dignity, equity, freedom, justice, and opportunity. Positions:

1. Early Childhood Education and Development [ADVOCATE]. Ensure all children in Minnesota are ready for kindergarten by providing equitable access to high quality, culturally competent, early childhood programs that support the needs of both families and children from pre-natal to age five. [Adopted: 12/2013, Renewed: 12/2017 – Expires 12/2018; Renewed: 06/2018 – Expires: 06/2021.]

2. Housing Security and Eliminating Education Achievement Gaps [SUPPORT]. Eliminate learning

and achievement barriers for homeless and highly mobile students, many of whom are students of color, by developing a statewide system designed to prevent housing insecurity for students and their families whenever possible and otherwise making it rare, brief, and non-recurring. [Adopted: 06/2018 – Expires: 06/2021]

3. Equitable Disaster System in Minnesota [ADVOCATE]. Support state policy initiatives that promote disaster preparedness, response, recovery, and mitigation by strengthening Minnesota’s disaster system and equitably supporting and serving historically marginalized communities, responding to their needs, and defining a realistic and effective role for philanthropy. [Adopted: 12/2013, Renewed: 12/2016 – Expired: 12/2017. Extend through 12/2020. Renewed 12/2020 – 12/2023.]

For more information visit mcf.org or contact Katina Mortensen, MCF Director of Public Policy [email protected], 612.335.3597

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2020 Board Self-Assessment Results The following tables represent comparative board evaluation data from 2019 and 2020. These questions were asked of all board members, of whom the majority (but not 100%) responded each year. Respondents used a scale of 1-4, as follows: 1) very dissatisfied; 2) dissatisfied; 3) satisfied; 4) very satisfied. There was not a n/a or “I don’t know” option available. Totals reflected in this table represent weighted averages of all respondents. Overall, evaluation results indicate the same, or slightly increased, satisfaction between 2019 and 2020. There are some declines in satisfaction in a few areas in the categories of: leads strategically; be an ambassador; and support and supervise the executive director. In 2019 there were some fundraising questions asked that the board decided were not relevant to MCF. These questions were removed in 2020 and aren’t reported here. There is one question that has no data (n/a) in 2020—that question was inadvertently not included in the 2020 survey.

BE AN AMBASSADOR 2019 2020

Sees itself as an organizational ambassador to the broader community 3.27 3.17

Has an understanding of the organization which allows its members to speak effectively on behalf of the organization 3.36 3.17

Follows clearly defined channels of communication when representing the organization 2.88 3.17

LEADS STRATEGICALLY 2019 2020

Knows the organization's mission 3.71 3.5

Makes key decisions based on the mission 3.21 3.33

Has current strategic plan based on the mission of the organization 3.23 2.92

Reviews and revises the strategic plan on a regular basis 2.83 2.75

Has diverse input into the planning process 3.07 3.18

Reviews and understands the organization's results 2.93 3.25

Reviews and acts on questions related to the future direction of the organization 3.14 3.5

Brings the perspective of the broader community into discussions that affect the organization 2.92 3

ENSURE FINANCIAL STABILITY 2019 2020

Understands the organization's balance sheet, income statement and budget 3 3.33

Approves the organization's annual budget 3.15 3.5

Conducts and approves annual audit 3.38 3.5

Monitors the organization's financial condition via a review of the financial statements 3.09 3.42

Establishes and monitors financial performance indicators 2.9 3

Is engaged in planning to project future needs and considers trends, changes, and prospects for the future 2.73 3.25

When appropriate, able to take action to respond to major financial challenges (positive or negative) 3 3.5

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Has discussed the organization's stance on public policy and the board's role 3.5 3.25

Activates their p2.89ersonal networks to advance the organization’s mission 2.89 3

Identifies and introduces management to prospective strategic alliance partners 2.75 3

SUPPORT AND SUPERVISE THE EXECUTIVE DIRECTOR 2019 2020

Has a clear job description for the executive director 3.64 3.42

Has an agreed upon procedure for regularly reviewing the performance of the executive director 3.5 3.42

Takes primary responsibility for the selection of a new executive director 3.73 3.5

Understands the role of the executive director 3.5 3.5

Provides support and gives honest feedback to the executive director on an ongoing basis 3.36 3.25

Invites feedback from the executive director to the board regarding the board/executive director relationship 3.2 3.08

Attends to succession planning and has a documented succession plan 2.5 2.92

ENSURE HEALTHY GOVERNANCE 2019 2020

Provides an orientation for its new members 3.18 3.42

Runs effective meetings 3.36 3.42

Has workable and coordinated committee structure 3.27 3.58

Has a plan which it follows 3.3 3.5

Evaluates itself on a regular basis 2.55 3.33

Is diverse and representative of the broader community 2.56 2.92

Interacts with the organization at an appropriate level to enable it to make policy decisions regarding the organization 3 n/a

Has an effective process to recruit board members 3.22 3.25

ORGANIZATIONAL CLIMATE 2019 2020

Is open to change 3.33 3.27

Encourages diverse points of view 3 3.17

Has an open communication system which allows for and works creatively with differences and disagreements 3 3

Is able to make decisions and move forward as a group 3.36 3.42

Is able to put the good of the organization above individual needs 3.55 3.5

Treats all members with dignity and respect 3.42 3.58

Utilizes the talents of all board members 2.8 3.17

Follows appropriate internal communications channels 3.14 3.25

Has an appropriate balance of power between the executive director and the board 3.11 3.25

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2020 Specific Questions Governance in a remote working environment: How has the board’s adaptation to remote meetings, and shorter, more frequent meetings, affected the quality of governance? In what ways could governance and engagement be improved in a remote meeting environment?

1. MCF quickly pivoted at the onset of COVID to develop a virtual environment to engage board members. We also added more meetings in order to address issues as they manifested. I think MCF handled this approach well and it allowed for greater participation especially for our Greater MN board members. I think we can continue to find ways to make sure everyone is engaged. For our new board members they never had an in-person meeting. We just need to be intentional in making sure that everyone is engaged and have the information needed to be an informed board member.

2. The shorter meetings seemed appropriate for this year when the group couldn't come together

and was faced with more frequent decisions.

3. I think we do the best under the circumstances.

4. Having more regular meetings has made me feel more connected to the work than ever. This year has been so challenging but in my view the Board has enhanced their engagement as a result.

5. As someone who lives and works in Greater Minnesota, having the entire board meeting

remotely has enhanced the experience for me. I'm able to attend as needed without having to take a large chunk of the day to attend in person, and I'm not the lone voice on the phone.

6. I think the adaptations have been very positive. I miss seeing everyone, but would support some

balance of remote and in-person meetings in the future (as safety allows, of course).

7. I think more frequent meetings via video conferencing has improved governance by allowing the Board and Committees to cover key topics more in depth.

8. I think it gets the job done. It's not ideal, but it works. I miss the small talk and relationship

building that happens when we're in the same room together. Maybe in future meetings we can structure time to go into breakout rooms and just chat?

9. I would find a sharpened focus on getting to know each other helpful during distance work.

Things that would happen naturally during face-to-face encounters need to be planned. Timing of the meeting is good. Shorter meetings while on Zoom is necessary.

10. Given what we have experienced, I feel like everything has gone smoothly and we have added

meetings as needed. All the meetings well-run and strategic in nature which I appreciate.

11. Opportunity to extend meetings if necessary: the total time taken for live meetings--with travel, parking, etc.--can be recaptured via Zoom if meetings need to be longer.

12. Shorter meetings? I'm mindful of the work it takes for staff to pull together materials, so don't

think more meetings is better.

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Creating an inclusive board environment: About 1/3 of the board was new in 2020. In your experience, has the board operated in an inclusive and welcoming way to new members? Was this a meaningful experience, and how could the board improve on this?

1. The board environment as a whole is welcoming, but I have not really gotten a chance to interact with and get to know the new members. So much of our work has been in reaction to external issues in the field and a large part of our board meetings have been devoted to DEI. The DEI work is extremely necessary, but sometimes it is difficult to dive into this type of critical and weighty conversation with individuals that you don't really know.

2. I believe the board has been mindful of new members and taken steps to welcome and engage

new members. The conditions brought on by COVID were not ideal to building relationships and culture with a new board. With 2021 new members, most of the board will be 1 year or newer. Continued efforts to engage will be critical. I think it's about being mindful to provide background and context on decisions and why the board conducts itself the way that it does, continue to provide forums for engaging outside meetings, and pairing colleagues.

3. We have a "buddy" system in place - I'm not sure how well it is utilized. Once again, it is difficult

to feel inclusive and welcoming on zoom. I think you do as good a job as anyone. (I struggle with this same issue with my board.)

4. This is a challenging issue especially in the remote environment. After the first meeting who

remembers who is a new board member? Does the Board Chair need to be deliberate in meeting management to ensure new board members are engaged? General observation is that the incoming class of Board members were contributing members of the Board. Board members are actively engaged with the organization, recognized as board members then shouldn't this make them feel inclusive of the work of MCF and the Board? Might consider a mid-year survey to new Board members to see how they are feeling to determine if they need more support.

5. I found board members to be extremely welcoming, open to my ideas, and supportive of my

learning curve.

6. It felt that way to me but I'm not one of the new people so difficult for me to judge.

7. In my experience, the Board was inclusive and the board buddy program was effective, even though I only met once with my board buddy, it was enough to gain valuable perspective.

8. Given the remote nature, I think it's gone ok bringing on new board members. They have

participated in the meetings and made valuable contributions.

9. I've referred to this in other questions, the move to remote work as a new board member made it very challenging to build relationships. We need to dedicate time to this during board meetings, even when we are remote. It's much harder to participate when you don't feel like you know anyone.

10. As a new board member, I have felt welcomed, included and acknowledged for my contributions. It has been a meaningful experience and I look forward to the days when we can meet in person to get to know each other better through in-person networking.

11. Hard to know: I'd yield to the new Board members to see how they do or don't feel included.

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12. Board buddy system was an improvement. Remote meetings make it a hard environment in

which to develop deeper relationships. Advancing Diversity, Equity and Inclusion: In 2020 the board committed to working with a DEI consultant (Kou Thao) for the year, with a focus on the individual and board members’ personal DEI growth. Mid-year, following the global uprising after the murder of George Floyd, the board shifted to developing a plan to become an anti-racist organization. In what ways do you think the board’s DEI focus on the individual strengthened the board as a group, and its efforts to become an anti-racist organization?

1. This is still an area of continually growth for the board and organization. We are still weighing through what is the individual work each board member needs to do in this area, what is my work as a board member and what is the work of MCF. We have made some strides but the conversation still feels very circular.

2. I'm going to assume that many people on our board had some level of previous DEI

engagement, experience, or exposure. Taking people where they was critical. Our work with Kou is a new and different lens that reinforced the importance of DEI and creates an active culture because anti-racism implies status quo is unacceptable. Creating conditions that related to everyone creates focus for conversation as a board and for many a forum to advance the work they may not have known how to channel.

3. I would like to see the information we learn used as tool for other organizations.

4. Challenging question as each Board member is on their own personal journey and then the

organization they represent is also on the DEI journey. They may not necessarily be at the same place. As an individual the DEI work was worthwhile and brought to light that board members are at different places on the spectrum. Occasionally there was frustration with this but it is part of the process and life. The challenge moving forward is bringing along the member organizations in understanding the shift in MCF's focus.

5. This is one area where remote meetings did not help the process. The ability to build

relationships is key to the hard conversations that need to happen. With new board members and remote meetings, it was more challenging. However, I'm still pleased with the progress we made.

6. Having this frank and honest conversations builds community and relationships like nothing else. Very positive.

7. I appreciate Kou's professionalism in facilitating a difficult topic. Not all consultants necessarily

know what they are talking about, so it's encouraging that we got a good one in Kou Thao. 8. It's provided an opportunity to build relationships and connect around this issue. I appreciate

Kou's work with us (though all the surveying is getting to be a bit much!) and generally have found it helpful.

9. I feel like the individual focus was lacking -- but given the circumstances, I really don't know how this could have been adapted. I'm thankful that our own organization had done a deep dive on individual learning over the past few years. Absent that, I'm not sure what we did would have been helpful.

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10. We have been very intentional in naming our deficits and how we address them. I feel like MCF and the board has not only stated the problem, but has intentionally spent the time with the board to discuss and address solutions to create a plan. Some of the plan may be a slower process by virtue of our remote nature and more importantly, capacity. Philanthropy has been called to respond in many ways and we've all been stretched thin. Being intentional in what we do and put out to the membership is more important then getting it done quickly so I appreciate that we are taking our time and being thoughtful in our approach.

11. I'm not sure that every committee and every agenda item has a DEI lens attached to it, and think

that it should.

12. It was a start, and there's lots of work ahead. Board adaptability and decisiveness: The events of 2020 required the board to act quickly and decisively as Minnesota grappled with COVID and the murder of George Floyd. This included rapid board action on: establishing the Minnesota Disaster Recovery Fund; applying for MCF's PPP loan; signing on to the bold statement from the Philanthropic Collective to Combat Anti-Blackness and Realize Racial Justice; and developing an anti-racism framework. What reflections do you have about these processes, and the board’s rapid responses to significant issues, that can inform MCF’s governance and decision-making processes for the future?

1. I think these processes were handled efficiently and transparently. The executive committee was engaged and information was brought in a timely manner to the board. Ample time and space was given for board members to discuss each action and raise any concerns on moving forward.

2. MCF's rapid response was critical to exercise new leadership in the sector. I thought key

decisions (e.g. PPP and the fund) were elevated to the board appropriately.

3. I thought we were intentional and timely.

4. The Executive committee had a big job this year and as a board member I trusted that they were thoughtful in their recommendations. In addition there were ample opportunities for a Board member to provide input and voice concerns. Under the circumstances I felt it was handled very well.

5. The multiple urgent issues demonstrated the importance of having a clearly articulated mission

and strategic framework to guide decision making. I'm grateful to the staff for their readiness to execute on these decisions!

6. It felt appropriately efficient yet thoughtful to me. Great work!

7. While there are some things that will always require more deliberation because their impact will

be long lasting, sometimes you just need to get things done and I'm grateful that the Board and staff were able to move quickly on these important initiatives.

8. We've all been working hard to pivot and adapt to these crises. Susie and staff have done an

exemplary job of serving the philanthropic community with programming and the response fund. We've been well served by their hard work.

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9. The board was very nimble. What I'm sitting with now is that COVID is much, much worse and

I'm not feeling the sense of urgency to respond from anywhere. Do we have a role to play in ensuring continued response? Especially as rural communities are suffering under the weight of the pandemic.

10. I think our rapid response to community issues through funding and programming has been

extremely positive for the organization and membership. Given everything that has happened, I think MCF has been seen as more relevant than it has been in past years. I appreciate that we have the minds and hearts on the staff and board to not get too bogged down in process when we have to make quick and important decisions. Staff and board alignment has been critical in responding to crisis this year.

11. Thought it was a good balance of strategic conversations, vetting discussion at committees first

and bringing larger decisions to the full board. Organizational strategy: In 2020 the board governed an organization which moved quickly to adapt and deliver significant member value in rapidly changing times. MCF staff developed strategies and actions to navigate through this complex period, largely without board input or involvement in strategy development or management. Please reflect on the role of the MCF board, and its adherence to governance rather than management, in times of crisis and significant organizational adaptation.

1. I would say the board and staff worked in close partnership over the past year. In this moment the board recognized that staff needed to move quickly to develop relevant programs and respond to community need. This level of change did not require or warrant board oversight. The role of the board at this moment was to address strategic issues like financial management, anti-racism and DEI and leverage broader philanthropic relationships.

2. With a strong team in place, the board could focus on governance and not management. The

fruits of identifying a strong leader who identified other leaders. A two year transformation executed. Moving forward, the board will need to create expectations for governance that are more clearly communicated to all.

3. It's exactly what should happen. We should trust the staff we put in place - they should use us

as a resource and guidance...not management.

4. It was a team effort with each party adhering to their role and it worked. One reason it was so effective is the trust and confidence in the Board Chair and the Executive Director. Yes Kim and Susie are rock stars. Both thoughtful, smart, inspirational women managing through crisis with grace and a smile. Thank you!!

5. I have served on boards of all shapes and sizes over the years, and the MCF board clearly

functions at a level of sophistication that allowed us to focus on our specific role of governance. It's a characteristic that we should not take for granted, and periodic training on the best practices in nonprofit governance would help the board continue to grow.

6. I believe our staff did a remarkable job and it felt to me like the Board was consulted/included

appropriately. Again, great work.

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7. I think the balance between governance and management is healthy and I appreciate the great collaboration between the board and staff, especially in a chaotic time like this.

8. It's been a challenging year to be a board member, but I think we've been generally supportive

of Susie and the MCF staff in their response to these crises. I appreciate the leadership that Kim has shown this year along with the rest of the executive committee.

9. From my perspective -- staff were acting within their capacity and from a place that aligned with

strategy. I don't feel like anything was out of alignment. I think the response was within our respective roles.

10. As a new board member, I have felt informed enough to trust the work of the staff and the staff

have done a fantastic job. I am grateful that the board provides enough structure through governance to not get in the way of management. Susie is an extremely effective leader and the staff are amazing. We should not get in the way of organizational progress. The key position for the board is think about how the staff's work is meaningful to the boarder membership so they see the value as a member. If I recall correctly, that was in question when Susie joined the organization and is always one that has to be at the top of the list when one is a member-serving organization.

11. The next stage of governance (for me at least) involves pulling ourselves out of the context in

which we're operating now to ask more pointedly what we want the field of philanthropy to look like in 10 years (or longer) and what we need to be thinking about now to call that vision into being.

12. Felt about right. Sometimes the strategic discussions at board meetings felt "directionless".

Board Orientation

Documents

Transcript of Board Orientation