# Board Handbook **Welcome to the Board of Trustees!** We are so grateful for your willingness to give your talents, time and leadership to our church and congregation. This handbook provides you with practical information to support your role as an effective Board member. This is a living, working document that is updated to keep it current and relevant - if you think of something that should be added or revised, please suggest it as a Board item for discussion. Your solid understanding and compliance with these **key resources** will assure you have a successful, rewarding Board experience: 1) Board Policies; 2) By-Laws; and 3) Board Handbook (this document). # 1. Introduction to Policy Governance The structure and responsibilities of our Policy Governance model are stated in Board Policy 1.2 **Governing Role of the Board**. # Introduction to Policy Governance (details) Note of History: In May, 2017, the Congregation voted to adopt a new, policy-based governance system for a trial year. In June, 2018, the Congregation affirmed the new system. In June 2023 the Congregation approved updated bylaws which are consistent with policy-based governance. Policy Governance defines and guides the appropriate relationship between a church, its B[oard of Trustees](https://en.wikipedia.org/wiki/Board_of_directors), and its Senior Minister. It provides a systematic way to ground the work of the congregation in its core values and to organize power and authority for visioning and decision-making in alignment with those values. This relationship between the Board and the Senior Minister (and Ministry staff) includes the Board communicating via written policies and vision-based work products that guide the staff in prioritizing and carrying out the work of the congregation. The Board holds the Senior Minister accountable by use of ongoing monitoring practices throughout the church year. The Board is responsible for church “Ends" - the present and future impact the Church is called to make. Board members should continuously be asking “why” our church is doing what it’s doing. Board responsibilities are enumerated in more detail in Section 3. Ministry, which includes the ministers, church staff, lay leaders and member volunteers, is the “what” that supports our church “why.” Ministry is responsible for the daily, practical work to operationalize what takes place each week - build congregational community, manage resources and guide experiences that support transforming the lives of our members. Ministry is responsible for the “Means” - all the ways put in place to encourage that our “Ends” are supported and accomplished. # Board Member Resources - Video, [Foundational Assumptions](https://www.youtube.com/watch?v=Mutm9HyKBMk&t=2s) (4:44) - Video, [Governance & Ministry](https://youtu.be/z0HDVcVRU9k) (1:54) - Book, Nested Bowls by Laura Park - Book, Focusing Your Church Board by Ted Hull - [Governance and Ministry:](http://www.uuabookstore.org/Governance-and-Ministry-Second-Edition-P17796.aspx) Rethinking Board Leadership by Dan Hotchkiss (Alban Institute, 2009) - **[Boards That Make a Difference:](http://books.google.com/books?id=VwirQNRv2vgC) A New Design for Leadership in Nonprofit and Public Organizations by John Carver (Jossey-Bass, 1990, 2nd edition, 1997)** # 2. Board Structure # Board Membership The Board has seven members elected to three year terms by the Congregation, and the Senior Minister is an ex-officio board member. 1. The President and President-elect are positions elected by the Congregation. In alternating years, the Board will have a Vice President or a President-elect. The President-elect serves for one year in the President-elect position before moving into a two year term as president. During a President’s second year of their term, when there is a President-elect, there is no Vice President because the President-elect fulfills the duties of Vice President. 2. The Vice President, Secretary, and Treasurer are selected by the Board from among its members at the beginning of the board year (no later than August). # Board Committees There are three standing Board committees: Nominating, Linkage, and Policy Committees which help the Board with its work. Descriptions of and charters for these committees are located in the Board Policy Book appendix, and should be reviewed and updated annually per the Board policy. Committee charters should be viewed as living documents; as the mission and procedures of these committees evolve, the changes should be captured in the charters. Ideally, the Board should review all its committee charters early in the Board year and make any needed revisions to the charters along with selecting new committee members. # Board Ad Hoc Committees As high-level issues arise, the Board has the authority to create ad hoc committees. In creating a new ad hoc committee, the Board will outline specific objectives, any restrictions or limitations, and a timeline for completing their work. Examples include a bylaws committee (to review and revise), an endowment committee (to review the existing structure and recommend changes), or a visioning committee (to support the work of congregational visioning). In creating ad hoc committees, the Board will take care to ensure that the committee work remains Board work, rather than taking on the work of ministry. Ministry work is any work that is means- rather than ends-oriented. As long as a committee is working to clarify or articulate “ends,” it remains Board work. # 3. Responsibilities of Board Members # Primary Board Responsibilities Per the bylaws, The Board of Trustees shall govern the business, property, and affairs of the congregation, and shall promulgate policies for the conduct of its affairs consistent with the laws of the State of Colorado, the Articles of Incorporation, these Bylaws, and any resolutions adopted by the membership. The Board of Trustees shall be accountable solely to the membership of the congregation. The Board of Trustees at Foothills Unitarian has six primary responsibilities highlighted in our Board Policy 1.2. Governing Role of the Board. 1. Articulates mission, values, and vision: The Board is responsible for discerning, developing, and articulating the church’s mission and visionary goals in partnership with the ministry team. This includes the articulation of core values (every 20 years - last done in 2018), mission (every 10-15 years - last done in 2016), and vision (every 5-7 years - last done in 2018). The mission is the “owner” of the Congregation, and is the guidepost for the Board’s decisions and actions. It is the thing that the Board is ultimately responsible to and accountable for. 2. Governs through policy: Under Foothills’ form of governance, referred to as “policy-based governance,” the Board is responsible for development of and updates to governing policies. 3. Monitors policy compliance: Although the professional staff is responsible for developing and implementing programs and practices to achieve the mission and visionary goals, the Board is responsible for oversight and monitoring policy compliance. 4. Links to the future: In support of the board’s responsibility to articulate the mission, values, and vision, the Board connects with our sources of authority and accountability (Board Policy 1.1.4), and keeps a future focus. 5. Makes decisions in exceptional cases: The Board addresses concerns related to Board policy, grievances and misconduct of Board members or the Senior Minister, and approvals of variances or exceptions to Board policies. 6. Convenes Congregational Meetings: the Board is responsible for annual business meetings, elections, and special topics for congregational approval. # Board Fiduciary Responsibility The Board has fiduciary and legal responsibility to oversee the church (including care for people and property), ensuring that the church operates in compliance with applicable laws, regulations and accounting procedures. Board members act for the good of the organization rather than for the benefit of themselves. See Section 10 of this handbook for more information. # Board Member Responsibilities - Provide vision and leadership to guide the church in the pursuit of its mission and long-term vision. - Prepare for and attend monthly Board meetings, Congregational meetings and forums, and the annual Board retreat. - Develop and monitor policies that include setting annual board priorities. - Hold legal and fiduciary responsibility, and ensure adequate funding to pursue the mission and annual vision of ministry. - Remain visible and accessible to members of the Congregation in both structured and unstructured venues, actively engaging members in conversation about issues facing the church and the Board, and soliciting input and questions. When members have concerns or questions related to ministry, encourage members to connect directly with the Senior Minister or the ministry team. - Monitor compliance of policies. - Adhere to the Board members’ code of conduct. - Acting in partnership with the other Board members, having healthy conflict to come to shared agreements so all the members can speak with one voice. - Serve on one or more Board Committees, including Nominating, Policy, Linkage, and ad hoc committees. - Model generosity as a church leader by being willing to assist with fundraising activities and by making an annual pledge. - Participate in activities that strengthen relationships with stakeholders, including current and potential members and friends; professional staff; programs and church committees and teams; the Unitarian Universalist Association, Pacific Western Region; and the neighborhood and wider community. - Become familiar with the church’s governing documents (e.g., Bylaws, Policies) and ensure the church is governed effectively and according to these documents. # Responsibilities for the President The President has the following added responsibilities: - Assure the integrity of the Board’s process and ensure the Board follows its own policies and procedures. - Understand and help maintain distinctions between Board work and Ministry work. - Preside over Board meetings and retreats. - Observe Robert’s Rules of Order, except where the Board has suspended them. - Facilitate Board decision making when time is of the essence and a topic can’t wait until a regular Board meeting. - Assign and delegate tasks to other Board members. - Foster collegial relationships amongst the Board. - Establish and maintain a close working relationship with the Senior Minister. - Work with staff to set, announce, and conduct congregational meetings. - Communicate on behalf of the Board. # Responsibilities for Vice President / President-Elect The Vice President/President-Elect has the following added responsibilities: - Assume the duties of the President, if the President is unable to perform them. - Assume other duties as assigned by the President. # Responsibilities for Secretary The Secretary has the following added responsibilities: - Take accurate and clear minutes at all official Board meetings (Minutes template in Board Hub - make a duplicate each month) - Secretary may consider using a transcription tool. - Add a DRAFT copy of meeting minutes to the agenda for the next official meeting- located in Board Hub (Board members will approve them at this meeting) - If an agenda has not been created yet for the next official meeting, you can create a new tab using format “MM/DD/YY” - and then duplicate “Board Meeting Agenda Template” and update name using format- “Agenda: MM/DD/YY Board Meeting” - Following Board approval, update DRAFT label with APPROVED and maintain in Board Hub - work with staff to post approved minutes in a timely way. - Use template in Board Hub to record a brief summary of activity at Board working meetings and include anything that needs to be continued at the next official meeting. This informal document is stored in the Hub and is not shared with congregation - Work with staff to maintain the current Congregational Bylaws and Board Policies on the church website and in Guide - The Secretary is responsible for taking minutes for all congregational meetings - to include all motions, votes and approvals - make a copy of the Congregational Meeting template in Board Hub and maintain DRAFT Minutes in Hub. These minutes will be voted for approval by church members at a later Congregational Meeting. Once approved, the Secretary assures they are shared to the church website Governance page. - All Board Minutes are maintained in the Board Hub until the end of the year when they are then moved to Archive - Partner with staff to ensure updates to Board policies are updated in the Guide and on the church website Governance page. - At the start of the Board year, it is good practice to determine who will take Minutes in the event of your absence - There may be other duties assigned by Board President or Senior Minister # Responsibilities for Treasurer The Treasurer plays no direct role in financial management, which is delegated to the Senior Minister. The Treasurer has the following added responsibilities: - Support the Board’s financial oversight responsibilities. - Liaise with the Senior Minister and Finance Team to ensure appropriate financial reports are being provided to the Board and financial policies are being followed. # 4. Visioning Work One of the primary responsibilities of the Board is visioning. Board discussion and actions consider the church’s purpose, meaning, impact and relevance. How the church’s values, mission and ends will influence our future impacts is at the heart of all Board work. This work is done in collaboration with the Ministry team. This Feb 2026 handbook revision is occurring as a new Visioning process is underway for the 2025-26 church year. It will be updated here upon its completion. The current Vision is located in Board Policy 1.1.3 **Our Bold Vision.** # 5. Monitoring The Board is responsible for ongoing monitoring of compliance with Board policies throughout the church year. Most monitoring is of Ministry-led activities. The Senior Minister provides monthly reports about progress toward the annual vision interpretation and compliance with Board policies. Additionally, some monitoring may be completed through the review of budget and finance documents and other pre-determined methods. It is the Board’s role to check that a complete monitoring schedule is being followed annually, ask questions and evaluate compliance with policy. When something is out of compliance or delayed, a plan is made with the Senior Minister. # Monthly Monitoring The Senior Minister provides reports and other updates at each official board meeting on policy items and how they are being met as guided by the monitoring schedule. # Quarterly Monitoring The Senior Minister provides quarterly financial updates to the Board. # Annual Monitoring Each year prior to annual congregational meetings, the Senior Minister provides a ministry report with items such as: - Report on Vision Interpretation and specific ministry goals and plans - End of Year Financials - Report on Relationships with Community Partners # Board Self-Monitoring Board Policy includes how the Board will act in accordance with their roles and responsibilities to ensure that these policies are being followed. The Board has a process for self-monitoring. Board self-monitoring is conducted at the Board Retreat, (July/Aug), mid-year and at the end of the Board year (May) Both individual and collective contributions from the Board are reviewed for their adherence and support of the fulfillment of the church’s vision, mission, values and annual Board goals. # 6. Board Meetings The Board year runs from July 1- June 30, with new members elected at the annual congregational meeting in May or June prior to the start of the next Board year. # Monthly Meetings Each year with input from current members, the Board President determines the day and time for the year’s monthly Board meetings. These are added to the Board calendar in Basecamp and shared out with all Board members. For the 2025-2026 church year, the Board meets the third Tuesday of every month, 4:30 - 6:30 pm, for the official Board meeting. The first Tuesday of the month from 4:30 - 6:00 pm is set aside for working meetings. (meeting name subject to change) The Board President is responsible for setting meeting agendas. Any proposed items to add to the agenda should be sent as a request to the President two weeks prior to the meeting for consideration. The President creates the final agenda about a week prior to the meeting and confirms and assembles accompanying resources. Members can access these 2-3 days prior to the meeting for study and review. The meeting agenda and supporting resources are located in the Board Meeting Hub on Basecamp and are tabbed for accessibility and organization. Digital Board packet (The Hub) includes: - Meeting agenda, date and time - Member responsible for chalice lighting - Any consent agenda items - each with a brief explanation (to include: draft minutes of prior official meeting) - The consent agenda contains items the board will approve without discussion. - Digital voting on these items is embedded into the agenda - Members review any consent agenda items prior to meeting and cast their vote. - At the beginning of the meeting, Board members can ask to move any consent agenda items that they wish to discuss to the discussion agenda prior to voting. - Any approval items that require a Board vote - Any discussion items - Supporting reports may include: ministry reports, financial reports, committee reports, and reports from the staff and ministry - Any resources that guide member understanding of the agenda items Board members contribute to efficient, effective meetings by thoroughly reviewing the agenda and resources prior to the meeting. Any questions, comments or clarifications can be shared via the Basecamp message board. Board members sign up to take turns leading the chalice lighting (Board is currently using Sign Up Genius) and the Board Covenant is recited and honored at each official meeting The majority of members (4) is required to constitute a quorum for any votes taken at official Board meetings. The Board may enter into an executive session with the Senior Minister to discuss any personnel, legal, real estate, or other sensitive matters. Any changes to the official Board meeting schedule need to be updated on the church calendar # Official Meetings - Any official business and/or voting takes place - Minutes are taken and published to the congregation - Senior Minister in attendance - Committee Updates - Open to any church member that would like to attend # Working Meetings - Provides additional time for projects, discussion, learning and attention to special topics or tasks as they arise - No official votes, business or minutes - Brief notes on working meeting items are kept - Board determines any items that need to move to next official meeting # Year-end Review At the end of the Board year, typically at the June official meeting, the Board reviews monitoring items and assesses how well they have aligned with policies. Newly elected board members are invited but not required to attend this meeting. # Annual Board Retreat The Board year kicks off with a summer retreat. The retreat is typically 1½ days and is planned by the President and Vice President/President-Elect. This annual retreat offers an opportunity for the members to get to know one another at an off-site location and begin building community as they look to the shared work and responsibilities ahead. Retreat agenda items may include: - Setting Board goals for the year - Writing/Revising the Board Covenant - Board self-monitoring - Reviewing Board Handbook - Affirming Board meetings, roles and committee assignments - Discussing the mission, values and vision of our church - Orienting new members to Policy Governance - Socializing and learning each other’s stories - Spiritual and creative practices - Connecting with Senior Minister # Congregational Meetings The By-laws require at least one annual congregational meeting. The current practice is to hold two regular congregational meetings. - At the December Congregational Meeting, the Senior Minister shares an annual ministry report. The congregation votes on a budget for the calendar-based fiscal year. - The Board plans the May/June Congregational Meeting. The Board reviews the past church year, including Board activities, and the congregation elects new Board members and Nominating Committee members. - Board members are expected to be in attendance - Additional congregational meetings may be held as needed The Board President, Senior Minister and contributing staff create the agenda and meeting slides. The Board President presides over congregational meetings. The Board works with the staff to distribute the agenda and materials for the congregational meetings no less than two weeks prior to the meeting date. The minimum notice per the By-laws is one week. In the case of proposed Bylaw changes, the minimum notice is 10 days. The Board is responsible for managing the congregational meetings, which include: - Establishing sign-in procedures - Ensuring that there is a quorum for any votes. Numbers for the quorum are established in the By-laws. Systems for in-person and online voting have been established. - Confirm the process for voting. - If anyone is being recognized during the meeting, someone on the Board should confirm they will be in attendance. - Non-members can attend the meeting but may not vote. # Town Halls - Occur throughout the year - typically 2-3 per year - Led by Ministers and staff - Board members may have contributing roles - Board members are expected to attend - Members and non-members can attend - No voting occurs # 7. Communications # Within the Board Between meetings, Board business is conducted primarily on [Basecamp](https://3.basecamp.com/4209033/projects/11813290) through Messages (that go to all Board members) or Pings (that go to selected recipients). Basecamp also has links to documents on Google Drive that Board members need to have access to. The Board Meeting Hub is accessed through Basecamp and includes the Agenda, Minutes of the previous meeting, the Minister's Report, and any other resource material needed for Board meetings. Two days is an acceptable response time on BaseCamp. If someone needs a quicker response, texting or calling is preferred. Contact information can be found under the [PCO group](https://groups.planningcenteronline.com/groups/218701/members?order=first_name%2Clast_name&where%5Bsearch_term%5D=). Documents are available on a shared Drive. See Appendix B # With the Senior Minister As an ex-officio member of the Board, the Senior Minister attends all board meetings and retreats but is not a voting member. If she is not available, the associate minister attends in her place. The Senior Minister also has weekly check-ins with the President. Between meetings, communication with the Senior Minister is conducted primarily on Basecamp. # With the Congregation Board members are expected to be a regular presence on Sundays and at church gatherings, and to make themselves available for congregants who have questions or input. Wearing name tags with “Board Member” makes it easier for congregants to identify board members. The full Board can be reached via email at . The President is responsible for responding to emails sent to the Board. These emails are archived in Basecamp. It is the Board’s practice not to consider feedback provided anonymously. See Section 10 on the topic of communication around misconduct. At the end of regular Board meetings, the Board identifies what needs to be shared with the Congregation. The President and Secretary work with the Communications Manager to get information out to the Congregation via The Grove, all-church emails and the Board Minutes on Governance page of the church website. The Ministry team supports the Board with maintaining photos and bios of current board members, Board meeting schedules, minutes and governance documents on the church website in Guide If the Board Meeting time or location changes, the staff communications person is notified to update the church calendar. # 8. Evaluations Section 4.3 of the Policy Book contains policies on evaluations conducted by the Board. # Ministry Evaluation The Board has an evaluation conversation with the Senior Minister on how well the church is collectively accomplishing its mission and vision. This typically happens leading up to the June Congregational Meeting. # Board and Senior Minister Partnership Evaluation The Board asks itself and the Senior Minister how well they are working together. This discussion typically happens at the June end of year meeting where the Board concludes monitoring and evaluation of the previous year. # Senior Minister Evaluation Every third year, the Board collaborates with the Senior Minister to create an ad hoc committee of four members (one member is currently on the Board) to conduct a performance review of theSenior Minister. This review provides an opportunity to get input from people beyond the Board who engage with the Senior Minister in their various roles and responsibilities. The committee compiles a report to the Board and the Senior Minister with feedback on what is going well and areas for growth or consideration. The triannual performance review was last completed in 2023 and will be completed during the 2026-27 Board year. In years when a triannual review is not performed, the end of year Ministry Evaluation of vision implementation is conducted. # Board and Committee Evaluation Annually the Board reviews its effectiveness and compliance with Board policies as Board Self-Monitoring takes place throughout the year. Committees of the Board provide an annual self-evaluation in conjunction with the Board and Board President to ensure their ongoing effectiveness and relevance. Ad Hoc Committees provide self-evaluation with the Board and Board President at their conclusion. # Policy Review and Revision Procedure The Board will review all Board Policies at a minimum of once per year. Revision to a current policy can be suggested by: a Board member, congregational member, ministers, staff or members of the Policy Committee Policy Committee is available to assist the Board with an annual policy review. Revisions and suggestions may be proposed at any time and/or via an annual policy review and summary to the Board President. Suggested revisions are communicated to the Board and included as an official meeting agenda item for Board discussion and consideration With Board consensus and approval, a policy revision is recorded in the meeting minutes At time of approval, the Board determines which stakeholders need to be notified and how The Board Secretary is responsible to work with church staff to assure that any updated policies are updated and posted on all Governance resources in a timely manner. Per Board Policy, the Board will conduct a major review at least once every 5 years. Policies underwent a major revision during the 2024-25 Board year and were approved in September 2025 # By-Laws Review and Revision Procedure The Board will review the By-laws at a minimum of once per year Any revisions to the By-laws are first affirmed by the Board. Board-affirmed revisions are presented at a Congregational Meeting for church member vote of approval. The Board Secretary works with church staff to assure that approved By-law revisions are updated and posted on all Governance resources in a timely manner. # Senior Minister Salary Review The Board is responsible for an annual review of the Senior Minister’s salary. In September, the Board reviews related materials including: the most recent UUA salary guidelines for our region, information on the Senior Minister's pay and professional expenses over the last year, (including percentage increase, if applicable) information about the pay of the rest of the staff (including percentage increases, if applicable) and the Senior Minister's contract. Following this review, the Board meets with the Senior Minister and Executive Director to discuss the budget, what pay increases are proposed for the staff, the ministers’ housing allowance and any other pertinent information. The Senior Minister leaves the meeting and the Board members discuss the compensation for the Senior Minister. The Senior Minister is informed of the compensation changes following the Board decision. # 9. Fiduciary and Legal Responsibilities The Board has fiduciary and legal responsibility to oversee the church (including care for people and property), ensuring that the church operates in compliance with applicable laws, regulations and accounting procedures. Board members act for the good of the organization rather than for the benefit of themselves. Board members should make sure they understand the reports provided, and that the reports indicate the Senior Minister is carrying out these responsibilities in a professional and prudent manner and in ways consistent with the Church’s mission, values, and vision, bylaws, and the Board policies. # Fiduciary Responsibilities The Board delegates financial management to the Senior Minister in Board Policy 2.4 Care for Material Resources, and provides financial oversight as part of the Board’s monitoring responsibilities. Throughout the Board year, the Senior Minister provides quarterly financial reports, culminating in an annual report with end-of-year financials. In October of each year, the Senior Minister presents a draft budget to the Board for affirmation. This budget is then shared with the Congregation for questions and input, before being presented for a vote of approval at the December congregational meeting. Board Policy 2.4 addresses financial and HR internal and external reviews. Each year, the Senior Minister is responsible for initiating a review of the financial records and processes, and HR policies, practices, and procedures to ensure we are protecting the health of the organization. At least once every 3 years this review is done by external qualified professionals. The Senior Minister provides the Board with the review reports. The Board is responsible for initiating any capital campaign, after which the campaign itself will be run by the staff as determined by the Senior Minister. Capital campaigns are used for building projects, paying down debt, purchasing land, or expensive equipment purchases such as solar panels or audio equipment. Some fiduciary responsibility is reserved for the Congregation: calling and dismissing called ministers, amending the Bylaws and approving the annual budget, decisions regarding church property, and dissolution of the church. # Legal Responsibilities The Church has an attorney who can be engaged, through the Board President and Senior Minister, to assist with any legal concerns that arise as part of the fiduciary responsibilities or Duty of Care of the Board. Duty of Care means the Board needs to follow a standard of reasonable care while preventing acts that could foreseeably harm others. # Misconduct We believe it is important to speak openly about misconduct. Board members should review the [misconduct archives](https://drive.google.com/drive/folders/14E-6qP3e71L4_yKjnJHXznQagfY9cloT) to understand our history with misconduct. **Watch [this video](https://youtu.be/afJ8W2gPkG4) (15:24) about why we speak openly about misconduct.** # Appendix A: Glossary of Terms # Appendix A: Glossary of Terms **Abstention** - voluntarily refraining from voting on a motion, often due to conflict of interest **Ad Hoc Committee** - a temporary committee or task force that assists the Board with data gathering that supports and informs Board discussions and decisions **Affirmation** - a majority Board vote (minimum 4 votes) that then moves to a congregational vote - frequently involves the budget, a by-law revision or Board member nomination **Approval** - internal Board majority vote that does not require further congregational vote **Articulation** - the Board’s responsibility to communicate and give voice to the values, mission and vision of the church in all they do **Beneficiary** - someone receiving services or benefits from the church and congregation **Board Committee** - a standing committee of church members who are selected by and report to the Board to help them govern by gathering information, drafting policy and other ways of reporting back prior to Board decisions - these include: Policy, Linkage and Nominating **Board Member** - a democratically-elected volunteer leader responsible for the governance, fiduciary oversight and strategic vision of the church **Board Retreat** - a dedicated, off-site gathering of the Board of Trustees held at the beginning of the church year to: build covenantal relationship, affirm goals, ground spiritually and establish establish norms for the upcoming Board year through socializing, work sessions, learning and discussion **Board of Trustees** - elected church members working in covenant and mutually supportive partnership with each other and with the Senior Minister in their role as ex-officio board member and chief executive of the church **By-Laws** - the legal, internal governing documents that define how a congregation operates, outlining its organizational structure, membership requirements, democratic procedures and adherence to the covenantal principles of the UUA **Consent Agenda** - a single agenda item that can be approved in one motion or vote (ex. meeting minute approval) to streamline a meeting and allow more time for discussion, decision-making and other high-level actions **Covenant** - annually updated set of mutual agreements that Board members commit to in service to the church mission and congregation, and to one another as they engage in Board work and collaboration - a collection of promises our congregation makes with one another **Delegation of Authority** - the Board’s authorization per policy in empowering Senior Minister with all day to day operations and resources (“Means”) per Board policy - also called global delegation **Discernment** - decision-making done in the best interest of our religious faith, church values, mission and ends - involves deep thoughtfulness and seeking wisdom from others **Duty of Care** - the commitment a Board member makes to allow adequate time, energy and attention to understand the congregation’s affairs and act responsibly - the commitment to prepare for Board meetings, regular attendance and active participation **Duty of Loyalty** - a Board member’s consideration in putting the mission of the church as paramount **Duty of Obedience** - a Board member’s compliance with the church’s foundational documents - By-Laws and Policy **Ends** - vision of future ways the church and congregation will fulfill the church mission **Executive Limitations** - governance policies created by the Board of Trustees to define the ethical, legal and operational boundaries of authority within which the Senior Minister must operate **Executive Session** - a confidential, closed-door meeting between Board members and Senior Minister used to discuss sensitive matters such as personnel, legal issues or strategic plans **Ex-officio** - non-voting member (Senior Minister is an ex-officio member of the Board ) **Fiduciary** - a person or group responsible for taking care of something that has been entrusted to them - Board members protect the assets and uphold the mission of the congregation **Governance** - the role of providing overall direction and control of a church on behalf of its mission and moral owners and ensuring such direction and control is maintained **Global Authority** - Board authorization of all day to day operations and resources to the Senior Minister (“Means”) per Board policy - also referred to as delegation of authority **Linkage** - effective connections with the church and the congregation’s sources of authority and accountability **Means** - Ministry’s responsibility to fulfill the church mission through its day to day decisions and operations that include building community, managing resources and transforming lives **Ministry** - the leaders and staff that work under the direction of the Senior Minister to accomplish the mission of the church **Mission** - who we are as a church and why we exist - the true owner of our church and congregation and what the Board of Trustees is accountable to - Foothills Unitarian unleashes courageous love in Northern Colorado and beyond by embracing our diversity, growing our faith, and awakening our spirits to the unfolding meaning of this life **Monitoring** - Board ensures that the congregation is in compliance with laws, by-laws and Board policies by receiving regular reports from the Senior Minister throughout the church year - reporting will also reflect progress being made on minister's vision interpretation - Board is responsible for assuring all policies are addressed annually **Nested Bowls** - author Laura Park’s analogy of how the values, mission and ends (vision) fit together to ground the work of a church and its congregation in shared meaning and purpose **Nominating Committee** - elected church members who work closely with the Board to ensure that Board vacancies are effectively filled **Oversight** - the Board’s authority to hold the Senior Minister and staff accountable **Policy Book** - framework of statements of direction, intention and limitations, developed by the Board, as guidance for the Senior Minister and the operation of the Board in its responsibilities to govern the work of the Church **Policy Governance** - our model of governance leadership (based on the work of John Carver, Dan Hotchkiss and Laura Park) that is designed to streamline authority, accountability and mission fulfillment - it distinguishes between “Ends” ( strategic mission goals) and “Means” (operations, staffing and budget) thus empowering the Board of Trustees to focus on vision while trusting Ministry with its implementation **Quorum** - the minimum number of members that must be present for official business to be carried out (ex. Board and Congregational voting) **Reasonable Interpretation** - a logical, justifiable understanding of a statement or policy that aligns with how a typical person would understand it, avoiding extreme or unlikely views (ex. Senior Minister will make reasonable interpretations of Board policies) **Self-Monitoring** - systematic process by which the Board of Trustees evaluates its own performance, compliance and adherence to its established policies in acting as a responsible steward of the congregation and church mission **(UU) Shared Values (adopted June 2024)** ![](https://guide.foothillsuu.org/uploads/images/gallery/2026-03/9iZusxsdb4zcbN2I-embedded-image-2gvhutsg.png) Love is the power that holds us together and is at the center of our shared values. The values we share include all the following, which we hold as inseparable and deeply interconnected: - Interdependence: We honor the interdependent web of all existence and acknowledge our place in it. - Pluralism: We are all sacred beings, diverse in culture, experience, and theology. - Justice: We work to be diverse multicultural Beloved Communities where all feel welcome and can thrive. - Transformation: We adapt to the changing world. - Generosity: We cultivate a spirit of gratitude and hope. - Equity: We declare that every person is inherently worthy and has the right to flourish with dignity, love, and compassion. **Sources of Authority and Accountability** - those to whom the board governs on behalf of - these include: - The congregation - Future congregants - The people we serve - The people we serve with (community partners) - Local community - UU faith community and the UUA - The planet **Stakeholder** - an individual who has an interest in a decision or activity of the church **Team** - groups formed, reporting to and authorized by Ministry **Term** - limited period of time someone serves in elected office (Board trustee term is 3 years) **Town Hall** - gathering of the congregation to hear about and discuss topics of importance **Trustee** - elected church member who is entrusted and responsible for the legal, fiduciary and policy governance of the congregation to ensure the church mission is accomplished **Unitarian Universalist Association (UUA)** - the central organization for the Unitarian Universalist (UU) religious movement in the United States. [We Are Unitarian Universalists](https://vimeo.com/344862790?fl=pl&fe=sh) **Values** - the transcendent, timeless qualities of our faith, church and congregation that we aspire to embody in all we do **Vision** - specific, future-focused decisions and actions that advance our mission to transform lives - the dream and vow our church makes with the universe - church Ends # Appendix B: HOW TO EMBRACE BOARD LEADERSHIP # Appendix C: Digital Platforms # Basecamp The Board uses Basecamp Project Management software as its primary communication tool. . When you join the Board, you will be added to the Foothills Unitarian Board of Trustees workspace. Here are tutorials to learn more about navigating Basecamp. # Google Drive and Google Workspace The Board uses Google Drive and its work products. New members will be supported as they familiarize themselves in using these tools to carry out their Board duties. Here are Google Drive tutorials for additional guidance: **[How to use Google Drive](https://support.google.com/drive/answer/2424384?hl=en&co=GENIE.Platform%3DDesktop)** # Appendix D: Board Transition Procedures # New/Departing Board Member Updates 1. Nominated Board members submit bios and photos to staff in charge for inclusion in the Congregational Meeting packet (early May) 2. Update Website, Church Center Online and any building signage/displays 3. Update Board email address. 4. Update Bank signer (with Board President change) 5. Update Basecamp 6. Update emergency contact by front door 7. Update UUA (with Board President change) # Training and Orientation 1. New Board members are invited to Board Orientation and year-end Board meetings (optional) 2. Update Board Handbook 3. Review Board Handbook and Basecamp with incoming members 4. All Board members disclose any potential conflicts of interest (Appendix E) and sign and return the form to the Board President 5. Board President and Vice-President/President Elect establish Board Retreat dates, location and agenda # Board Orientation - Board as Fiduciary - Role of Ministry and relationship to the Board - Defining Means and Ends - Church organizational structure - Overview of Policy-based Governance and resources to learn more - Policy - Board roles and committees - Church Values, Mission and Vision (Ends) - Board Basics - meetings, covenant, goals, expectations - Current Board member experiences - \*Additional information, resources and follow-up as requested/needed # Transitional Meetings June Board Meeting - Potluck dinner - Reflections from outgoing members - Board monitoring - Finalize calendar for July - September including Board Retreat - Review annual meeting July Board Meeting - New member introductions - Select new officers and committees assignments - Confirm meeting dates for the Board year - Chalice reading sign ups - Sign Conflict of Interest Disclosure - Finalize Retreat Agenda # Appendix E: Board Covenant - 2025-2026 # Board Covenant **Value each other’s time by:** - Reading and considering Hub documents prior to the meeting - Following the Agenda - Starting and ending the meeting on time - Being present and involved **Respect each other’s learning and communication styles by:** - Asking for more time to formulate responses - Allowing everyone’s voice to be heard - Speaking up when we don’t understand **Listen deeply with open hearts and curious minds by:** - Sharing our unique voices - Reminding each other when our conversation needs realignment to the Mission or agenda - Refraining from giving each other advice - Supporting collective decisions - Communicating with one Board voice to our sources of accountability **Make our time together enjoyable, even when our discussion might get juicy or messy by:** - Encouraging gratitude and laughter - Expressing our spiritual connections - Checking in with our personal Board goals and our work/life balance # Appendix F: Board Goals - 2025-2026 # Board Goals The Board of Trustees of Foothills Unitarian Church has four main responsibilities: 1. To articulate our mission, vision, and values 2. To govern through policy 3. To monitor those policies to ensure compliance 4. To link with all of our sources of accountability and authority ARTICULATION AND LINKAGE - To develop a new vision (in partnership with the ministry and the entire congregation) that will propel us into the next seven years. - To make this vision bold and inspirational so that it positively impacts all of our sources of accountability and authority. - To communicate this vision in multiple ways so that members, future members, and the wider community see themselves in it. GOVERNANCE THROUGH POLICY AND MONITORING - To regularly review our policy to ensure that it is up to date, relevant, and meets the challenges of our times. - To develop a streamlined and effective monitoring structure that fulfills our fiduciary responsibilities. - To develop a solid Board succession plan and present this planned change in By-Laws to the congregation. # Appendix G: Conflict of Interest Disclosure Form # Conflict of Interest Form Annual Conflict-of-Interest Disclosure – Foothills Unitarian Church – Board of Trustees The Board expects all its members to carry out their duties with undivided loyalty to the congregation and its mission. A conflict of interest exists whenever a Board member has interests or duties that may hinder or appear to hinder the Board member from fulfilling this duty. Conflicts of interest arise when the Board member: - stands to gain or lose financially because of an action of the congregation in which he or she has a decision-making role; - has a fiduciary duty or close personal or business relationship to any person or corporation that stands to gain or lose because of their action; - holds a substantial property interest or position in a corporation, business, or other organization that stands to gain or lose because of their action; - cannot set aside his or her personal preferences as an individual consumer of the congregation’s services to act in behalf of the whole congregation and its mission; or - faces any other situation that creates or appears to create divided or conflicting loyalties. The questions below are intended to guide your personal review of potential conflicts. Keep in mind that a conflict may relate to you, your spouse, a family member, or to business interests or associates, summarized inclusively as “you” in these questions.
Yes No
Do you have a financial interest in an organization that provides goods or services to Foothills Unitarian Church (FUC)?
Are you an employee, manager, or consultant to an organization that does business with FUC?
Have you accepted a gift or other benefit from an organization that does, or seeks to do, business with FUC?
Are you indebted to FUC?
Is FUC indebted to you?
After reviewing the potential conflicts described above, are there challenges or concerns that you foresee?
If you answered yes to any of these questions, please provide further details:
\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_ Signature Date Note: Board policy requires its members to annually disclose in writing all existing or foreseeable conflicts of interest. Disclosure forms will be kept by the Secretary and made available to any member of the Board who asks to see them