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AGENDA
Annual Meeting Interstate Commission of Nurse Licensure Compact Administrators (ICNLCA)
August 20, 2019 9:00 am (Breakfast 8:00 to 9:00 am)
Vevey Meeting Room, 2nd floor of the Event Center Swissotel
323 N. Wacker Chicago, IL
Core Purpose To enhance cross border practice and nurse mobility, thereby providing for greater accessibility to safe healthcare.
Mission
The mission of the Interstate Commission of Nurse Licensure Compact Administrators (ICNLCA) is: To facilitate cross border nursing practice through the implementation of a nationally recognized, multistate license.
ICNLCA enhances nurse mobility and public protection primarily through:
Maintaining uniform licensure standards among party state boards of nursing.
Promoting cooperation and collaboration between party states.
Facilitating the exchange of data and information between party states; and
Educating stakeholders.
Core Values:
Transparency
Integrity
Accountability
Innovation
Collaboration
# Time Action Agenda Item Attachment
1. 9:00 am
a) Call to Order (Tedford) b) Roll Call (Bieniek) c) Declare Quorum Present (Tedford) d) Introduce New Commissioners (Tedford)
Jacki Areclin, CO (Interim); Russ Barron, ID; Toni Herron, IN; Jessica Estes, KY; Bonnie Crumley Aybar, NH; Joanne Leone, NJ; Peter Kallio, Wisconsin
FINAL 8/14/19
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e) Introduce Facilitator, Mark Engle (Tedford) f) Introduce NCSBN Staff and Welcome Guests
(Tedford) g) Order of the Day (Tedford)
2. 9:20 am
Governance Training: Roles and Responsibilities of Board
Members and Association Staff
2
11:30 am
LUNCH
3. 12:30 pm Review/Approve
Minutes of June 4, 2019
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4.
12:35 pm
Information
Legislative Updates (Fotsch)
5. 12:50 pm Information
Reports:
a) Treasurer’s Report (Oertwich) b) Rules Committee Report (Ridenour/ Thompson-
May) c) Training & Education Committee Report (Glazier)
I. New Video Availability II. Debut of new video - Live Demo (Glazier)
d) Elections Committee Report; Nominations (Poole/LaBonde)
e) Policy Committee Report (A. Fitzhugh)
Call for Volunteers (1) f) Compliance Committee Report (F. Knight)
Call for Volunteers (1)
5a
5d
2:30 pm
BREAK
6. 2:45 pm Discuss
Granting Exemptions for Employment in Healthcare Facilities (Baker)
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7. 3:00 pm Information Strategic Planning Update (Tedford)
8. 3:05 pm Information Deactivation of the Multistate License
9.
3:10 pm Information Update from NCSBN staff on Puerto Rico and English Proficiency (NCSBN staff)
3
10. 3:15 pm Discuss/Decide Approve FY20 Commission Meeting Schedule (All)
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11. 3:20 pm Information Recognition (Tedford)
12. 3:30 pm Information Open Discussion (All)
3:40 pm ADJOURN
REFERENCE DOCUMENTS
Statutes
Rules
Bylaws
Committees
Commissioner Roster
Map
Board culture
reflects the human
side of association
governance:
the written and
unwritten rules that
influence how the
board operates.
culturecounts
in the boardroom
How can a group of intelligent individuals sometimes
act so foolishly when they join together as a board?
Or a group with varying degrees of talent become an
exceptional board? Association governance consultant
Nancy Axelrod explores the relationship between
board performance and board cultures that promote
trust, teamwork, candor, and constructive conflict,
while urging CEOs and chairs to become “chief board
development officers.”
What major company included the following values in its 2000 annual
report: communication, respect, integrity, and excellence? Read on to find
the answer – you may be surprised.
Corporate governance scandals of the last few years have lowered
public trust and heightened public scrutiny of all governing boards.
Congressional leaders are calling for better oversight and regulation. State
and federal officials who oversee tax-exempt organizations are considering
new legislation to enhance accountability. These days, the press sends its
investigative journalists to cover not only the Enrons of the world but
nonprofit organizations as well. And association leaders are adopting
provisions of the Sarbanes-Oxley Act of 2002, the federal legislation that
requires primarily public companies to enact stricter, more transparent
governance, financial, and management practices.
These measures may contribute to better governance, but all the
accountability checks and procedures in the world ultimately won’t
prevent your board from making lousy decisions with potentially
disastrous consequences. If association leaders become ensnared in the
thicket of requirements prescribed as fixes without also looking at how the
phenomenon of culture shapes the way their boards behave as a group,
they will miss the forest for the trees.
Board culture reflects the human side of association governance: the
written and unwritten rules that influence how the board operates, the
chemistry between board members and professional staff, and the basic
assumptions that individuals bring to their work. The tone at the top – or
the values that the CEO and board chair bring to their role as “chief board
development officers” – has a major effect on the board’s culture. But the
steady turnover of board members and officers creates a “rolling culture”
that keeps boards in flux. Building a healthy governance culture is an
ongoing process, not an intermittent task to rescue you if you inherit the
“board from hell.”
By Nancy R. Axelrod
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The best association CEOs and board leaders grasp the paradox of
assembling a number of highly competent individuals only to find that,
contrary to preconceived notions of “the best minds in the best place,”
they can form an incompetent group. These leaders actively monitor how
the board operates as a social system. Others dismiss the stuff of relationships
and social dynamics as either a skill that individuals inherently will bring
(or not bring) to their board service or just too “touchy-feely” or “soft” to
tackle. Four thoughtful “culture observers” offer some new insights on this
key dimension of board building that the growing governance cottage
industry has neglected.
Assessing the Board’s Competencies
In the Exceptional Governance Programs offered for board chairs and
CEOs by The Center for Association Leadership, teams are invited to assess
the strengths and weaknesses of their boards well before they design their
board-building action plans. The program often draws on the work of the
research team of Chait, Holland, and Taylor, who found that without an
intentional effort to develop the capacity of the individuals on a board to
work as a group, their natural inclinations pull them toward the very
things we wring our hands about – away from long-term challenges to
immediate concerns, away from strategy to operations, and away from
collective actions to individual actions.
The leaders of the most effective boards, according to Chait, take
deliberate steps to transform an assembly of talented individuals into a
well-integrated group. As a result, their boards demonstrate interpersonal
and analytical competencies. These boards recognize that an inclusive and
cohesive board makes better decisions than do individuals, but they
continuously draw upon members’ multiple perspectives to avoid the trap
of “group think.” They foster inclusive relationships from the time a new
board member is recruited, and they build in regular opportunities for
board development, gathering feedback on their performance and learning
from their mistakes.
Cultivating the Board’s Team Muscle
Team expert Patrick Lencioni observes that genuine teamwork in most
organizations remains about as elusive as it is touted. In a study of what
makes teams effective, he notes that groups stumble on five natural pitfalls
that can easily occur in boards: absence of trust, fear of conflict, lack of
commitment, avoidance of accountability, and inattention to results.
Unlike the boards of publicly traded companies, which are perceived to
be detached from their shareholders, association boards often are made
up of members and customers. This situation endows individual board
members with a special understanding of the needs of key groups of
members. Unfortunately, it also can burden some members with
allegiances to special interests, which can compromise their duty to act on
The leaders of
the most effective
boards take
deliberate steps
to transform an
assembly of talented
individuals into a
well-integrated
group.
behalf of the welfare of the entire organization.
Teamwork often demands substantial behavioral changes from strong
individual board members who may be set in their ways, used to calling
the shots, and more skilled at muffling conflict rather than voicing differences.
The tendency of some CEOs and board members to suppress criticism and
conflict can undermine decision making. “Dysfunctional harmony” can
create a petri dish in which problems can fester, often leading board members
to air their differences outside of the boardroom in a manner that sends
confusing signals to members.
Such discord also can lead to faulty assumptions in formulating strategy.
The investigation that followed the Columbia space shuttle crash in 2003
uncovered a number of technical and economic problems at NASA that
led managers and engineers to conclude erroneously that a piece of foam
debris that struck the craft after liftoff was not a significant risk. But internal
and external analysts have pinpointed a decision-making culture at NASA
(at that time and preceding the Challenger shuttle accident in 1986) in
which striving for unanimity along with unspoken fear of reprisals for
criticism trumped the realistic appraisal of alternative courses of action.
Association governance is like rocket science in at least one way:
Decisions must be made in real time. But decision makers place their
organizations at risk when they have a low tolerance for differing view-
points. The capacity to test options regarding high-stakes decisions against
the practical wisdom of frontline staff is a precious leadership competency.
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The clarity of hindsight usually confirms that any delay or temporary anxiety
leaders experience as a result of “disconfirming” information is more than
offset by acquiring the information needed to assess the impact of potential
actions. Planning for the worst case rather than the best is what we should
expect of fiduciaries.
What Makes a Great Board?
Thanks to the colossal governance breakdowns at companies such as
Enron, WorldCom, and Tyco, the correlation between the board’s ability
to work as a robust group and its performance is now emerging in the for-
profit sector. When corporate governance expert Jeffrey Sonnenfeld examined
these meltdowns, he found no broad patterns of corruption or incompetence
among the boards of these failed companies. Actually, these boards
demonstrated some of the best governance practices regarding meeting
attendance, board size, committee structure, the financial literacy of
individual board members, accountability mechanisms (e.g., codes of
ethics and conflict of interest policies), and even the ratio of inside to
outside directors.
When Sonnenfeld compared boards of high-profile companies that
failed with corporate boards considered the best in the field, he isolated
the degree to which the board was performing as a “high-functioning
work group” as the most salient difference. What makes “great boards
great” in the corporate sector, concludes Sonnenfeld, has little to do with
the new requirements of the Sarbanes-Oxley Act.
The exceptional boards Sonnenfeld studied demonstrated critical
group traits such as a climate of trust and candor among board members
and between the board and management; a willingness to share information
with board members openly and on time; a culture in which board members
feel free to challenge one another’s assumptions and conclusions and in
which management encourages lively discussions of strategic issues by the
board; and a commitment to assessing the performance of the board as a
collective group as well as of the individual members. These kinds of
boards do not spring whole from the head of Zeus. Their cultures are
intentionally and meticulously shaped to reward them for performing in
this manner.
“If you are unfaithfully with us, you are causing terrible damage.”
Rumi
The shared beliefs and assumptions that people bring to their work
often are so ingrained in an organization that they do not emerge until a
dramatic change – a crisis, a leadership transition, or a strategic shift such
as a merger – outs them for scrutiny. The rub is that board and staff members
often are reluctant to articulate problems before they become crises. The
fears of being put in a position of assigning blame, producing remedies,
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or bringing negative publicity to the organization – let alone losing one’s
position or standing in the organization – are very real. Samuel Goldwyn,
the former CEO of MGM, demonstrated this to his senior team after a
string of box office failures incited him to demand that they tell him what
was wrong with his or the company’s performance. In a Dilbert-like
addendum, he insisted on this candid feedback “even if it costs you your
jobs.” According to reports, individual board and staff members at United
Way of the National Capital Region who questioned unseemly financial
practices some time ago did lose their jobs.
Few sights are grander to board anthropologists than a CEO and board
chair who are in touch with the board’s culture. When they understand
that much of their success derives from the effectiveness of the board as a
team and the norms of behavior that guide its work, they are more willing
to invest time in shaping the group’s tribal rites. If these two leaders are
reluctant to identify problems or invite different viewpoints, this creates
an organizational learning disability. The natural human tendency to
avoid conflict becomes insidious, says leadership expert Warren Bennis,
when it begins to “institutionalize the suppression of honesty.” He cites
the culture of the New York Times (before reporter Jayson Blair was
dismissed for his plagiarism and dishonest reporting) as an example:
“Is Raine’s [former New York Times executive editor] failure so different
from Ken Lay’s failure at Enron? Both failed to create cultures of candor –
organizations where employees know they can deliver bad news and their
bosses will listen even if they don’t like what they are hearing. The Times
even had its own version of Enron whistleblower Sherron Watkins. At least
one person, metropolitan editor Jonathan Landman, delivered the bad
news, told the truth, and tried to expose Blair. Raines, it turns out, just wasn’t
much of a truth listener. If he was, how long would Blair have lasted
before one of his disaffected colleagues – or a half-dozen of them – had
exposed him to Raines? Speaking truth to power is essential, but it's only
half of the equation. Cultures in which power welcomes truth tend to
solve their problems internally. They discover and deal with their Jayson
Blairs before their Jayson Blairs make headlines. A culture of candor isn’t
just some warm, fuzzy way to cosset employees; it’s good business.”
Nell Minnow, head of the Corporate Library (an independent research
firm that identifies best practices and standards for the modern global
corporation), recently addressed a meeting of Independent Sector’s
Committee on Ethics and Accountability. In addition to the duties of care
and loyalty that are legal obligations of board members, she urges them
to fulfill the “duty of curiosity.” When you combine board members who
neglect this duty with a CEO who attracts and rewards “yes men and
women,” it can be lethal.
And as for those CEOs of major companies who now are most familiar
to us as “defendants,” Minnow observes, “The hardest thing in the world
is to find people to say you’re wrong. It’s something you see over and over,
“The hardest thing
in the world is to
find people to
say you’re wrong.
Success is a much
greater problem
than failure.”
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whether it’s Enron or General Motors. Success is a much greater problem
than failure.” In a recent interview, former Enron vice president Sherron
Watkins concurs when she says, “Ken Lay’s failure was that he just wanted
to hear good news.”
“To create learning organizations, we must understand the underlying
agreements we have made about how we will be together.”
Margaret Wheatley
Culture is hard to measure in ways that satisfy social science standards.
Unwritten rules and patterns of behavior evolve slowly and often imper-
ceptibly at most organizations. When it comes to board culture, however,
this process is accelerated by the continuous turnover of the board chair,
the designated facilitator of most board meetings. My work over the last
three decades has given me ample opportunity to observe individuals who
bring good group-process skills, the capacity to engage every board member,
and the ability to learn and listen “athletically” to this role. Regrettably,
others bring ideological rigidity and a fear of inviting views that don’t
accord with the inner circle.
It is much easier to diagnose a cracked culture than to fix it. Conflict is
messy. It requires a strong gut and a different approach to processing
information and making decisions than the way some of us prefer to
work. If you can’t relate to this, ask yourself how you as a CEO would react
if a Sherron Watkins, a Colleen Rowley (FBI staff member who identified
gaps in security measures before the September 11, 2001 terrorist attacks),
or a Ross Dembling (former board member of United Way of the National
Capital Area whose early questions were rewarded with his expulsion
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from the board), warned you that something did not smell right – well
before your own nose started twitching? (No fair using hindsight to
respond!)
Most of the critiques about Enron’s demise have focused on the
corruption and abuse at the top and the financial victims who worked at
the bottom of the hierarchy. But the most incriminating red flags for me
were the amount of time that highly qualified board members apparently
devoted to either sleeping or rubber stamping on the job and the number
of managers who knew for some time that things had gone awry. In the
2002 interviews Fast Company conducted with Enron employees, staff
members who reviewed and reimbursed corporate expense accounts
regularly found questionable items such as expenses for strip clubs.
Others were puzzled that new business ventures had no customers and
were offended by the arrogance and free-spending ways of company leaders.
If vice president Sherron Watkins’ claim that Enron’s chief financial officer
tried to fire her when she warned CEO Ken Lay about the company’s
accounting practices is true, should we be surprised that others did not
communicate their concerns?
Learning How to Practice Constructive Conflict
As tempting as it is to provide you with another list of the features of a
healthy organization, it is more illuminating to discern the signals of one
that is not. A healthy culture is not present when CEOs and managers do
not make it safe for their staff members and their board members to question
inconsistencies, perceived improprieties, or dubious practices. It is not
present when board members do not question peers who put their own
interests above the interests of the entire organization or become external
critics before they have shared their concerns through proper, internal
channels. It is not present when board members who express intelligent
doubt in a responsible manner are ignored, labeled as disruptive, or
even urged to end their board service. And here’s a news flash: It can be
compromised by the “administrivia” we frequently feed to our board
members to address at board meetings.
“Tired ears,” a Middle Eastern phrase used to describe people who have
stopped listening, can be found on the heads of board members who
chronically and selectively filter information in a manner that jeopardizes
decision making. The lack of interest in hearing opposing views and the
tendency for some of us to “pronounce” our positions rather than engage
intellectually on controversial issues are chronic patterns of communication
within some boards. In scores of board meetings I have participated in
either as a CEO, board member, or governance consultant, I have watched
board members and CEOs tell their positions and react to their colleagues’
views. Less evident are the communication skills of listening to hear the
differences, probing for information among colleagues with other opinions,
and engaging in what Lencioni calls productive ideological conflict rather
than destructive fighting and interpersonal politics.
It is not surprising that the practice of dialogue is missing in action
from many boardrooms, because most Americans lack the interest or practice
time in learning how to use it. Just think about recent exchanges concerning
U.S. presidential candidates or the war in Iraq you have had (or avoided
having) with loved ones or professional colleagues with contrary political
views. How many of them have been characterized by “equality and the
absence of coercive influence, listening with empathy, and bringing
assumptions into the open” – the three features that Daniel Yankelovich
describes to distinguish dialogue from discussion?
In The Will to Govern Well, Glenn Tecker and his colleagues provide
strategies to help association leaders grow a culture that facilitates dialogue
and decision making around strategic issues. Boards that cannot engage in
candid discussions of complex issues that defy quick solutions unwittingly
encourage their members to channel dissent in destructive ways.
Association leaders who understand that dissent does not equal disloyalty
and consensus does not equal unanimity have a greater appetite for these
kinds of conversations at the board level. Those who do not appreciate
the differences would do well to add books on the art of facilitation and
dialogue to summer reading lists.
Shaping Robust Cultures
Thinking about the lessons of Enron and determining the practices that
we should voluntarily adopt from the Sarbanes-Oxley Act are helpful as
long as they do not deflect attention from the root causes of malfeasance,
mismanagement, or plain old nongovernance. Boards will continue to
play a crucial role in organizational compliance with ethical standards.
But accountability practices and safeguards designed to prevent abuse will
be meaningless if they are activated without attending to the manner in
which board members work together, where they decide to spend their
time, and how management and the board interact with one another.
Such practices also will be toothless in organizations where leaders do
not consciously examine how well they walk their talk. New regulations
and codes of ethics are of questionable value when they are imposed by
chief executives and board members who do not model the core values so
fashionably displayed on Web sites, annual reports, and strategic plans.
CEOs who lament that their boards micromanage should make sure that
they are not “undermanaging” their role in helping their boards govern
effectively.
The State Department bestows annual awards on Foreign Service officers
for “constructive dissent.” These citations are given to individuals who
have the courage to challenge the system from within and who “challenge
conventional wisdom, intelligently and tenaciously.” Perhaps we don’t
need to go as far as formal citations. But association leaders should ask
themselves what they are doing to create a climate that embraces the
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Association
leaders should ask
themselves what
they are doing to
create a climate
that embraces the
board and staff
members who bring
these valued
leadership skills.
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board and staff members who bring these valued leadership skills.
Ideally, boards should establish performance measures that demonstrate
their own effectiveness. The growing number of boards instituting practices
to enlist feedback on their performance is one of the most promising
trends on the governance horizon. These processes range from plenary
discussions in board meetings to formal, comprehensive board self-
assessments that result in concrete steps to strengthen the board (see figure
1). A well-designed questionnaire that generates a high level of board
participation and a viable plan can help assess whether a gap exists
between the board you have and the one you want. But more informal
methods, such as inviting board members to evaluate their performance
at the end of each meeting, also can help.
THE INGREDIENTS OF AN EFFECTIVE FORMAL BOARD SELF-ASSESSMENT PROCESS
� A joint commitment from the CEO and board chair to learning
from the results of the self-assessment process.
� A small group (e.g., governance committee, executive committee, or
ad hoc planning committee) charged with coordinating the process.
� A customized questionnaire for eliciting information from each
board member that views the board's performance against predeter-
mined criteria that apply to the organization (such as its mission
and the responsibilities of the board).
� A survey form that provides opportunities for multiple-choice
rankings, open-ended responses, and board members to select "don't
know" or "not applicable" as options for responses.
� A process that allows board members to be candid without fear
of awkwardness, compromising themselves, or having their
questionnaire responses attributed directly to them.
� A forum for exploring the results and their consequences facilitated
by an individual with good group-process skills and sufficient
detachment from the governance process to help the group reach its
own conclusions.
� A plan of action with concrete, assignable, and executable steps and
measurable indicators to act on the results.
An association executive recently confided that her board had
developed “chronic governance change fatigue.” She thinks it’s time for a
“board reflection process” rather than another board restructuring. She
recognizes that launching a quest for the best model in reaction to
dissatisfaction with the status quo is futile. Rather than seizing the
Figure 1
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governance model du jour, boards need to decide just how much they
want to be engaged in envisioning direction and shaping strategy beyond
their fiduciary obligations. What constitutes a successful board culture can
be determined only after the criteria of board effectiveness have been
defined.
The answers to these questions are likely to change as an association
goes through different stages of development in its life cycle as well as
leadership transitions. In the meantime, these critical conversations are
missing in too many board forums. For some, desirable board cultures are
those that will simply reward the board for staying out of operations or
minimizing dissent among members. For others, an effective culture will
limit the board’s work to carry out its fiduciary obligations and react to
management’s recommendations. Others will find superior performance
only when the culture supports the board in genuinely shaping
institutional character, direction, and strategy.
It’s the Culture, Stupid
Neither the intense news coverage of governance transgressions nor the
heightened expectations for governing boards is likely to wane. If our
boards do not provide the responsible self-regulation and proactive
governance their stakeholders expect of them, external agencies are likely
to step in and do it for us.
Exemplary governance practices such as mutual respect and candor
among board members cannot be legislated by new policies or by
exhortation. They do not suddenly show up in the boardroom after an
organization has crafted elegant values that are detached from how things
really work: You’ve probably already guessed that Enron is the source of
those four lovely ones listed in the prelude to this article.
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Too many case studies have illustrated that creating a set of values
without building the culture to support them is a hallucination. The
allegations of impropriety and unseemly governance practices that are
jolting regulators will continue to turn associations, foundations, higher
education institutions, and other nonprofit organizations to tougher practices
and new policies. But what is increasingly clear from the latest governance
research in both the private and nonprofit sectors is that the “soft stuff” of
interpersonal skills, group dynamics, and board-management relationships
matters more than ever.
In the 1992 presidential campaign, candidate Bill Clinton’s campaign
advisors mounted a victory by operationalizing their mantra, “It’s the
economy, stupid.” CEOs and board chairs who apply this laserlike focus
to culture – throughout the organization as well as within the boardroom
– are more likely to avert a disaster. But the real prize to be mined is so
much greater: more of that precious social, political, and intellectual
capital that too many claim their board members are withholding.
Nancy R. Axelrod, the founding president of the National Center for
Nonprofit Boards (now known as BoardSource), is a governance
consultant with NonProfit Leadership Services in Washington, D.C.
She can be reached at [email protected].
Resources
Bennis, Warren, “A Corporate Fear of Too Much Truth,” The New York Times, February 17,2002.
Bennis, Warren, “News Analysis: It’s the Culture,” Fast Company, August 2003.
Chait, Holland, Taylor, Improving the Performance of Governing Boards (New York:American Council on Education and Macmillan Publishing Company, 1991)
Fishman, Charles, “What If You’d Worked at Enron?” Fast Company, May 2002.
Lencioni, Patrick, The Five Dysfunctions of a Team (San Francisco: Jossey-Bass, 2002)
Solomon, Deborah, “Life After Whistle-Blowing,” The New York Times, June 6, 2004.
Sonnenfeld, J.A. “What Makes Great Boards Great,” Harvard Business Review, September2002.
Tecker, Frankel, and Meyer. The Will to Govern Well, (Washington DC, American Society of Association Executives, 2002)
Wolverton, Brad, “What Went Wrong? Board’s Actions at Troubled D.C. United Way,” The Chronicle of Philanthropy, September 13, 2003.
Yankelovich, Daniel, “The Magic of Dialogue,” The Nonprofit Quarterly, Fall 2001.
commentary
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BY PAUL POMERANTZ
I enjoyed reading Nancy Axelrod’s article on board culture and couldn’t
agree more that having an open, ethical, and curious board that works
well together ensures better decisions, more satisfying board service,
and ultimately a stronger organization. The challenge is how to build
such a board. Changing association governance culture is tough – I
might suggest even tougher than in the corporate setting. Often, we are
challenged by decades of tradition, rapid turnover in elected positions,
limited resources, and the culture of the professions or industries we
represent. An organization representing physicians faces very different
governance challenges than does an organization representing large
businesses. In associations, there are CEOs and then there are CEOs.
Your authority to drive change is based on many factors, including lead-
ership culture. Depending on the association, executives can either lead
change directly or lead indirectly by letting others discover.
The failures in the corporate and nonprofit settings Axelrod describes
have pushed governance to the top of the public agenda. The problem
is that the perceived solution, enhancing checks and balances between
management and governance, is only a partial solution. Independent
directors, audit committees, and whistleblower policies will not help
boards understand their businesses, drive strategic direction, and evaluate
new opportunities. Indeed, recent articles in Business Week and the Wall
Street Journal report that many businesses are pushing back on the type
of regulated approach suggested by the Sarbanes-Oxley Act.
In the May 2004 issue of Harvard Business Review, David Nadler writes,
“the high-performance board, like the high-performance team, is
competent, coordinated, collegial, and focused on an unambiguous
goal. Such entities do not simply evolve; they must be constructed to an
exacting blueprint.” The article describes the steps that boards must
undertake to understand their work and role, recruit the right people, set
the right agenda and, especially, develop the right culture.
I believe that stewardship of governance is the primary responsibility of
every chief executive officer. Without effective governance, CEOs lead
without a mandate, strategy is uninformed, resources are not allocated
properly, and politics and mistrust undermine the potential for progress.
Governance is about vision and direction, but it also is about people,
dealing with individual sensitivities, egos, diverse styles, and inevitable
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conflict. It is inherently messy, and resistance is to be expected. CEOs
have many governance tools at their disposal, such as leadership
development, board evaluation, agenda development, communication
and information, and strategic planning. Certainly, a good relationship
with the chief elected leader as suggested by Axelrod is essential.
Ultimately, however, successful governance requires courageous staff
leadership. We can only have a progressive board culture if the CEO
models the values, openness, preparation, curiosity, and sensitivity that
are required and maintains the tenacity to see it through, board after
board after board.
Paul Pomerantz is executive director of the American Society of
Plastic Surgeons. He can be reached at [email protected].
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MINUTES
NLC Commission Teleconference
June 4, 2019 2:00 PM CT
Commissioners Present: Janeen Dahn representing, Arizona J. Baker, Florida (Member-at-Large) J. Cleghorn, Georgia T. Herron representing Indiana K. Weinberg, Iowa J. Estes, Kentucky K. Lyon, Louisiana P. Johnson, Mississippi L. Scheidt, Missouri A. Oertwich, Nebraska (Treasurer) D. Nies, New Hampshire S. Pfenning, North Dakota, (Vice-Chair) K. Glazier, Oklahoma, (Member-at-Large) C. Moody, South Carolina G. Damgaard, South Dakota L. Lund, Tennessee J. Douglas, Virginia L. Skarlupka representing Wisconsin C. LaBonde, Wyoming
DRAFT
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Others: Pam Hagan, Kentucky D. Klein, Louisiana PN Isabelle Brown, Louisiana RN Bonnie Crumley Aybar, New Hampshire Mark Majek, Texas Phyllis Mitchell, Vermont Staff Present: M. Bieniek, Sr. Coordinator, NLC, NCSBN J. Puente, Director, NLC, NCSBN N. Rajwany, CIO, NCSBN
# Agenda Item Minutes
1.
a) Call to Order (Chair, S. Tedford) b) Roll Call (M. Bieniek) c) Declare Quorum Present (Chair,
S. Tedford) d) Adopt Agenda (Chair, S. Tedford)
Chair S. Tedford called the meeting to order at 2:05 pm CT.
Tedford declared a quorum present.
L. Scheidt made a motion to adopt the agenda as presented and D. Nies seconded. The motion carried.
2.
Draft Minutes of March 25, 2019, Midyear meeting
A. Oertwich made a motion to adopt the minutes as written and J. Baker seconded. The motion carried.
3.
Legislative Affairs Update (R. Fotsch)
R. Fotsch provided the legislative affairs update.
New Jersey: NJ passed the NLC and now we are waiting for the Governor’s signature. The Governor has 45 days to sign.
Michigan: We are hoping to move the Michigan NLC bill out of the House committee on Thursday. There is opposition from the unions.
Massachusetts: We intend for the NLC bill in MA to get a hearing over the summer. We feel very confident for its prospects in the House and the Gov office, but will have a tough battle in the Senate.
Pennsylvania: We have a filed bill in Pennsylvania. I have been in contact with the sponsor. We already have support in PA but since this is new, there will need to be a lot of education over the summer in hopes of moving the bill in the fall.
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Vermont: We are currently working with Vermont to send out an NLC survey. We hope that Vermont will be able to move a bill next year.
4.
Chair’ Report: Summary of Actions from May 2019 Executive Committee Meeting (S. Tedford)
Chair S. Tedford summarized the decisions made at the May 2019 Executive Committee meeting: Strategic Planning:
EC developed Outcomes and Strategies.
Next Step: Staff to develop Tactics for Review at Next EC meeting
Charges for Compliance Committee:
1. Review the compliance audits of other interstate compacts to identify best practices
2. Identify areas of compliance wherein policies are recommended.
3. Identify areas of compliance to be included in a compliance audit.
Charges for Policy Committee: To draft policies related to:
1. Conflict of Interest 2. Non-payment of dues 3. Deciding elections by lot 4. Advisory opinions 5. Composition, duties, tenure of committees.
Other:
P. Zickafoose is appointed to replace the retiring D. Nies on the Policy Committee.
The Policy Committee is to meet via Webex.
5.
Elections Committee Report:
(LaBonde)
C. LaBonde provided the report.
Nominations for the Executive Committee will be accepted at annual meeting on Aug. 20 and through the end of August.
There will be four vacancies (Chair and three Member at Large positions.)
For the three member at large positions, the position receiving the 3rd highest number of votes, will be the position designated to the one year term and the two positions receiving the highest number of votes will be in two year term positions.
Terms begin on Oct. 1.
6.
Treasurer Update: (Oertwich)
Oertwich provided the Treasurer report.
Annual fee invoices will be mailed to states in the first week of June.
The fee is $6,000 and is due by Oct. 1. Payments received
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after Jan. 1, 2020 are considered delinquent.
7.
Focus Group of Board Staff to Review Multistate Duplicate Report (Puente)
Puente convened a focus group of board staff who are responsible for reconciling the duplicate multistate license report. The group decided the following:
8.
Suggestions for Commission Annual
Meeting Agenda (J. Puente)
Puente requested any suggestions for the annual meeting agenda. There were no suggestions offered at this time. Members may continue to submit any suggestions to staff. A call for agenda items will be sent to members by staff.
9.
Open Discussion (All)
There was no additional discussion.
ADJOURN
J. Baker made a motion to adjourn and J. Ridenour seconded. The motion carried.
YTD Actual*FY19 Annual Budget Variance YTD Actual*
FY19 Annual Budget Variance
Cash balance at 10/1/18 $506,327
Revenue Revenue
Secretariat Fee (MOU) $50,000 $50,000 $0 Annual fees collected YTD $57,000 $174,000 ($117,000)
Interest Income
$7,292 (10/1/18-6/30/19) $0 $0
Total Revenue $64,292 $174,000 ($109,708)
Expense Expense
APRN Compact $2,210 $24,528 ($22,318)
Staff (Salary/Bene/Tax) $197,418 $264,216 ($66,798)
**Legal Fees $30,200 $50,000 ($19,800)
Consultant Fees $26,250 $20,004 $6,246
Supplies & Materials $7,212 $12,996 ($5,784)
Meetings & Travel $238,111 $327,348 ($89,237) Meetings & Travel $0 $3,000 ($3,000)
Internet $0
Printing $307 $9,996 Secretariat Fee (MOU) $50,000 $50,000 $0
Awards and Gifts $6,109 $6,000 $109
Postage/Shipping $1,110 $5,004 ($3,894)
Copying Cost $413 $0 $413
Library & Memberships $48 $3,492 ($3,444)
Total $479,188 71% $673,584 ($184,707)
Total Expense $80,200 $103,000 ($22,800)
Cash balance at 6/30/19 $490,419
*Based on NCSBN financial reports for period ending 6/30/19.
NCSBN-funded NLC Revenue / Expense Report*
Commission-funded NLC Revenue / Expense Report
EXECUTIVE COMMITTEE POSITIONS FOR WHICH
NOMINATIONS WILL BE ACCEPTED
Chair Currently Held By: Sue Tedford, MNSc, APRN, RN (NLC Commissioner – Arkansas) Executive Director, Arkansas Board of Nursing Term expires: September 30, 2019
Member-At-Large Currently Held By: Kim Glazier, RN, M.Ed. (NLC Commissioner-Oklahoma) Executive Director, Oklahoma Board of Nursing Term expires: September 30, 2019
Member-At-Large Currently Held By: Joe Baker, Jr. (NLC Commissioner-Florida) Executive Director, Florida Board of Nursing Term expires: September 30, 2019
Member-At-Large (new position): VACANT Term: October 1, 2019 to September 30, 2021
Timeline:
August 20 Nominations Accepted at Annual Meeting (and through August 31 via email to [email protected]
September 1 Slate of Candidates Announced
September 20 E-ballot sent
September 20-30 Electronic Voting Open
October 1 Election Results Announced; Term Begins
Executive Committee Positions and Duties
Collective Duties of the Executive Committee:
1) Manage the affairs of the Commission in a manner consistent with the By-laws and purpose of the Commission.
2) Approve budgets, provide fiscal oversight and provide for an annual fiscal review; 3) Propose policies and procedures for consideration by the Commission; 4) Contract for services and monitor contract compliance; 5) Monitor and enforce Member compliance with the Compact; 6) Appoint standing and ad hoc committees. 7) Approve and maintain minutes; 8) Perform other functions as are necessary or appropriate to effect the purpose of the
Commission between meetings of the Members of the Commission.
Duties of Executive Committee Positions:
Chair
The responsibilities of the chair shall include:
1) Call and preside at Commission and Executive Committee meetings,
2) Act as spokesperson for the Commission,
3) Set agenda for meetings of the Commission and the Executive Committee,
4) Review and approve draft minutes for meetings of the Commission and the Executive
Committee,
5) Act as primary liaison to National Council of State Boards of Nursing,
6) Act on Commission’s behalf between Commission meetings,
7) Perform all duties that customarily pertain to the office of chair and
8) Perform such other duties and exercise such other powers as may be determined from time to
time by the Executive Committee.
Vice Chair
The vice chair shall perform the duties of the chair in the chair’s absence or at the chair’s direction.
In the event of a vacancy in the chair’s office, the vice chair shall serve until the Commission elects a
new chair.
Treasurer
The treasurer, with the assistance of the Director, NLC, shall monitor the Commission’s fiscal policies
and procedures. The Treasurer reports on annual fee collection, reserve balance and all matters
related to finances.
Members-at-Large (3)
In addition to the general Executive Committee duties, Members-at-Large may be asked to
participate in or lead subcommittees, or similar work groups.
Time Commitment for Meetings (one year cycle)
o 3 two-day Face to Face Executive Committee Meetings
o 2 one-day Commission Meetings in conjunction with NCSBN Midyear and Annual Meetings
o 3 one-hour Executive Committee meetings by teleconference
o 4 one-hour Commission meetings by teleconference
Term:
Two year term starting October 1, 2019 and ending September 30, 2021.
Licensees employed or seeking employment with a health care facility, licensed by the Agency for Health Care Administration, who have been found guilty, regardless of adjudication, or entered a plea of guilty or nolo contendre to any of the criminal offenses listed in Sections 435.03(2), 435.04(2), and 408.809, Florida Statutes, must apply for an exemption through the Department of Health.
Please note: Exemptions can only be issued to Florida licensees. If you are an applicant, please see the information listed under the section titled “Agency for Health Care Administration (AHCA)”
Applicants must complete a Livescan Level II background screening prior to receiving an exemption. For information on obtaining Livescan background screenings, please visit the Background Screening page and click on the Livescan Service Providers tab.
If you have completed a Livescan Level II background screening, with the Agency for Health Care Administration, within the last three (3) months, you may not be required to be rescreened. Please see the Exemption Application for additional information.
Agency for Health Care Administration (AHCA):AHCA reviews applications and makes decisions for Exemptions for unlicensed personnel working for a health care provider (i.e. facility owner, administrator or chief financial officer, staff person that is uncertified or unlicensed).
Phone: 850-412-4503Email: [email protected]’s Background Screening Website →
Nursing Exemption for Employment Application →
Certified Nursing Assistant Exemption for Employment Application →
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Exemption from Disqualification:
In accordance with section 435.07, Florida Statutes, persons disqualified from employment may be granted an exemption from disqualification. The granting of an exemption does not change an individual’s criminal history. It only provides eligibility for employment in a health care setting. An individual seeking an exemption must demonstrate by clear and convincing evidence that an exemption from disqualification should be granted. The application will be reviewed and a decision made once all relevant documentation, listed in the Exemption Form Instructions below, has been received. A person is not eligible to apply for an Exemption from Disqualification until:
• At least 3 years have elapsed since the applicant for exemption has completed or been lawfully released from confinement, supervision or nonmonetary condition imposed by the court for all disqualifying felonies;
• The applicant for the exemption has completed or been lawfully released from confinement, supervision or nonmonetary condition imposed by the court for all misdemeanors prohibited under any of the statutes cited in this chapter or under similar statutes of other jurisdictions;
• The applicant has paid the court-ordered amount in full for any fee, fine, fund, lien, civil judgment, application, cost of prosecution, trust or restitution as part of the judgment and sentence for any disqualifying felony or misdemeanor;
• Persons designated as sexual predators, sexual offenders or career offenders are not eligible for an Exemption from Disqualification
How to Apply for an Exemption from Disqualification:
Exemption Application Form (584KB PDF)
FAQs
Frequently Asked Questions (258KB PDF)
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DRAFT 7/29/19
FY2020 Meeting Schedule
Date Time Type Primary Audience Commission Meetings
Tues, August 20, 2019 9:00 am Central Annual Meeting Face to Face
All Commissioners
Tues, October 8, 2019 2:00 pm Central Teleconference All Commissioners
Tues, January 7, 2020 2:00 pm Central Teleconference All Commissioners
Tues, March 3, 2020 9:00 am local time
Midyear Meeting Face to Face
All Commissioners
Tues, June 9, 2020 2:00 pm Central Teleconference All Commissioners
Tues, August 11, 2020 9:00 am Central Annual Meeting Face to Face
All Commissioners
Executive Committee Meetings
September 4-5, 2019 9:00 am local time
Face to Face Commission Executive Committee
December 9-10, 2019 9:00 am local time Face to Face Commission Executive Committee
February 4, 2020 2:00 pm Central Teleconference Commission Executive Committee
May 9:00 am local time
Face to Face Commission Executive Committee
July 7, 2020 2:00 pm Central Teleconference Commission Executive Committee
September 9:00 am local time
Face to Face Commission Executive Committee
December 9:00 am local time Face to Face Commission Executive Committee