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Requirements Manual

  • Resource Type: Toolkit
  • Required

Governance

Good governance ensures that a land trust is operating properly and transparently. The Requirements for governance evaluate a land trust’s board organization, operations, and their ability to make responsible decisions.

Alliance Resource Center Course

Introduction to Governance Requirements for Accreditation

This module explores the accreditation requirements for the Governance group, the documents needed for accreditation and how the Requirements can help you prepare a successful application

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Requirements

  • The requirements for governance are separated into five subcategories.

  • Bold requirements highlight areas where land trusts face significant conservation, financial, operations, or reputational risks. Documentation proving these requirements are met is required or corrective action will be needed.

  • Requirements in non-bold font are just as important, but corrective action is situational and depends on risk.

Recommended Learning Path: Board Member Overview A learning path that provides an overview of duties for land trust board members with suggestions for going deeper on key issues.

I. Organizational Documents

2B1, 2B2

  1. Land trust is in good standing.

  2. Bylaws include significant operational provisions.

  • 2B1. Incorporate or organize according to the requirements of state law and maintain legal status

  • 2B2. Operate in accordance with established bylaws

II. Board Structure and Operations

2B2, 3A3, 3B1, 3B3 (also 3A2 in Finance)

  1. Board recruitment procedures exist.

  2. New board members receive training to meet their legal and fiduciary responsibilities.

  3. Board of sufficient size, skills, backgrounds, and experience to conduct its work effectively.

  4. Land trust generally operates in accordance with its bylaws.

  5. Board provides sufficient oversight over operations.

  6. If your land trust has staff, board sufficiently oversees and, at least annually, evaluates the chief staff person’s performance Indicator Elements

  • 2B2. Operate in accordance with established bylaws

  • 3A3. The board hires, oversees and evaluates, at least annually, the performance of any executive director (or chief staff person)

  • 3B1. Have a board of sufficient size, skills, backgrounds and experience to conduct its work effectively

  • 3B3. Have a board development process that includes procedures for recruiting and training board members

III. Board Meetings

3C2, 3C3

  1. Board meets at least three times per year.

  2. Board members provided with sufficient informational materials? several days before each meeting to make informed decisions. (?Such as an agenda and background information for decision items.)

  3. Board meeting minutes document board discussion and action.

  4. Board adopts its meeting minutes.

  • 3C2. The board meets a minimum of three times per year and maintains adopted minutes of each meeting

  • 3C3. Provide board members with sufficient and timely informational materials prior to each meeting to make informed decisions

IV. Strategic Goals

1B2

  1. Strategic goals (or plan) established by board.

  2. Strategic goals (or plan) reviewed by board within past five years.

  • 1B2. Establish strategic goals for implementing the mission, and then review and update them, as needed, at least once every five years

V. Conflicts of Interest and Other Policies

2C1(b), 4A1, 4A2, 9G1

  1. Records policy covers organization, transaction, and stewardship records.

  2. Conflict of interest policy:

    • a. Applies to all insiders? (?Board members; staff (if any); substantial contributors; parties related to board members, staff and substantial contributors; those who have ability to influence the decisions of the land trust; those with access to information not available to the general public.)

    • b. Addresses how conflicts are identified and avoided or managed

  3. Meeting minutes or other records document conflicted party absent for the vote.

  4. Transactions with insiders appropriately managed so they do not result in private inurement.

  • 2C1(b). Do not knowingly engage in prohibited activities, such as private inurement or impermissible private benefit

  • 4A1. Adopt a written conflict of interest policy that addresses, for all insiders, how conflicts are identified and avoided or managed

  • 4A2. Document the disclosure and management of actual and potential conflicts

  • 9G1. Adopt a written records policy that governs how and when organization and transaction records are created, collected, retained, stored and destroyed