Prologue:
We are dying as a society, a society supposedly organized around the principles of liberalism and human dignity. But liberalism has been corrupted, such that freedom is reserved for those who can afford it. For the rest of us, freedom only exists as whatever is left after we are forced to accept all the things we cannot have or do. Meanwhile, human dignity has been reduced to an expression of possession. What do we have? What do we keep? What are we doing to augment that which we already possess, regardless of need or utility. Something is wrong. What are we missing?
The answer is humane culture. Generally speaking, culture is that which defines our collective character, personality, beliefs, practices, strengths and weaknesses. If we work together on meeting our mutual needs and on achieving shared goals, a culture of cooperation and mutual respect develops. If we exist in isolation, competing with all others, and relying only on what each of us can achieve on his or her own, a culture of greed, jealousy, suspicion, paranoia, scapegoating, anger and resentment develops. Once we realize such an inhumane culture, any person or group has fertile ground to harvest those negative feelings and direct them away from their actions, and towards “others” who are most times more oppressed and vulnerable than the majority of us.
We need to acknowledge that our respective self-interests derive from our common bonds, mutual needs, and shared aspirations. We need to interact and experience the power of “us” to create a more civilized culture. To be clear, culture is pervasive. It is always present. The only issue is will we live within a culture of exploitation and oppression or within a culture of respect, compassion, empathy, cooperation and sharing, a culture in which human dignity, not profit, not endless growth, not mindless technological advancement, not Borg-like appropriation of all things creative and unique, is the paramount goal.
What follows is an exercise. It, or some version of it, is necessary to break free of monopolistic control of every resource, including human resources, even our very minds. We have to start somewhere, and it begins with us, joined by all those who seek justice, decency, respect and love. What follows is a program I designed in draft form to assist an organization of which I have been a part for over a half-century. But I believe it is a program that can be adapted for use by any group of people with common interests and a felt need to build a better, inclusive, diverse and just world – from the ground up.
Part One: A Theoretical Basis For Our Work
Banana Kelly is a Community Development Corporation and as staff, members, and/or engaged persons who value the most basic meaning of our work, the emphasis of how we label ourselves should be on “community.” But what is community? The word is used in so many contexts that it has come to mean almost anything. Some people abuse the concept, using it to define any situation where people share something in common. That is wrong and does the concept of community an injustice. Others believe that community (in a substantive sense) is outdated, effectively an anachronism that only fools hope to revive. I disagree. To believe in community is to believe in democracy, and to be opposed to any form of centralized control – be it public (as in a communist regime), or be it private, as we have in the United States – a political system that grants constitutional protections to artificial entities, thrives upon the exploitation of disenfranchised, marginalized and isolated citizens, forces politicians to be more concerned with fundraising than constituent services, provides socialism (“bail-outs and favored tax treatment) for the rich and powerful while denying the basic life-sustaining and life-preserving assistance to citizens, while defining the expenditure of massive amounts of money to advance political interests as “free speech.”
The motivation for this exercise is to help revive our mission, a mission that goes beyond development and management of affordable housing and provision of social and other services. And even though part of this training involves the practice of being a tenant/neighborhood leader, a Resident Council member and/or a board member, this is only a part, and a secondary part, of what we hope to accomplish. To paraphrase Assata Shakur: practice without theory is just as incomplete as theory without practice. You need both. So we begin with theory, since without it, we leave out the importance of why we are doing this. We leave out the substance, that which represents the heart and soul of our very existence. If we enhance technical capacity while leaving raised consciousness in a dormant state, this is a recipe for ultimate failure.
Background:
Banana Kelly Community Improvement Association, Inc. emerged from the rubble of the South Bronx because the people never gave up the dream of a decent home, collective control over their shared circumstances, and a thriving community. The redevelopment took time, but in the process of rebuilding and applying all our energy into raising funds and operating programs, we lost something. We lost community.
The purpose of this interactive toolkit is for us to dialogue, interact and recommit to that dream, while working together to challenge prevailing assumptions and to raise our individual and collective consciousness. We begin with a process of discovering and discussing our shared values, and deepening our relationships with one another. By doing so we will create public space, which is indispensable to productive relations and regenerative power. We will endeavor to remove the mystery of our oppression – expose the pervasive but ever-unnamed “they” who are supposedly in control of everything and without their permission nothing is possible. But most importantly, we will discover or rediscover “us,” in the hopes of aspiring to the Ubuntu philosophy of “I am because we are.”
Context
This exercise is prompted by the reality that sixty years of “community development” aimed at eliminating poverty, empowering poor people, and restoring communities has largely failed. Banana Kelly emerged from the crisis of abandonment in the South Bronx because we knew no one was coming to save us. The community built Banana Kelly from that rubble but the result was not a thriving community, but a rebuilt neighborhood. Having succeeded in the physical transformation of the South Bronx, it then became attractive to developers who could profit from government subsidies and to outsiders who could afford to pay more rent than residents who suffered through official neglect, redlining, disinvestment, abandonment, and arson. If we are to salvage what remains of the mission born of our collective efforts, we must appreciate our history, recommit to our mission, re-engage residents (old and new alike),and rebuild the bonds that were lost over the past half century so the Bronx can remain home to those without few, if not any other, housing options.
It is undeniable that all those participating in what has been described as the “community development movement” have made progress in restoring the built environment of the South Bronx and similar areas in New York and around the country. But the work is incomplete. The poverty rate between 1964 and now has been cut in half. That looks good on paper, but other factors need to be considered. The cost of rent, childcare, groceries, utilities, clothing – have all skyrocketed. In 1964, the median income in New York City was $6,600/year. Median New York City rent was about $120/month, meaning the median renter paid about 22% of income for rent. In 2026, the median rent is about $3,400. With median income is about $82,000, requiring about 50% of the median renter’s income for rent. And remember when we say “median,” half the population is in worse shape.
The City is not building enough housing for people at the lower income levels, but is spending billions each year to fund a shelter system. Since the right to shelter was enacted in NYC over 40 years ago (in 1981), homelessness has continued to increase. In 2024, the number of homeless in shelters exceeded 90,000, including 33,000 children. Including temporary housing, about 140,000 children lacked permanent homes.
What Is To Be Done?
It is obvious we are not making real progress and, in many ways, we are regressing. But local organizations such as Banana Kelly are in the trenches, working to maintain affordability, provide needed services, and rebuild community through a model that organizes and encourages active resident interaction, and a substantive role in policy, operations and governance. If similar community-building efforts were to occur in localities around the city and beyond, this could potentially mark the beginning of a new movement to address unmet needs, promote individual agency, build power and strengthen the capacity of local institutions. Such a process would also transform the power dynamics of local institutions from being responsive and accountable to outside funders to being responsive and accountable to those they serve. Those of us who have benefitted from our work at Banana Kelly and elsewhere have a responsibility to make sure others have the same opportunity.
Toolkit Overview
This toolkit is organized into two parts. Part I begins with a series of reflections intended to generate discussion by identifying and aligning our shared values. We don’t have to agree on everything, but by having deep discussions and actively listening to one another, we will find that there are many values that we hold in common. Identifying what unites us is affirming, and by applying what those values mean in our daily lives, this helps us build a roadmap for action rooted in values and ideas that we collectively believe in.
The first part includes a series of guided discussions for us to identify the values that link us, and the theoretical background and action steps necessary for empowering the growing numbers of disenfranchised, increasingly marginalized people we serve – including ourselves! The exercise begins with useful quotations to stimulate discussion of approaches to build community, to establish liberatory social relations, and to promote necessary change.
Part II of this toolkit applies that knowledge to the elements needed to legally and effectively govern the operations of a responsive and accountable local institution. Values and ideas and actions are powerful, but we must apply those to our local community institutions. None of us are born knowing these elements but many derive from common sense, making us all capable of learning them.
Part I – Interactive Discussion Formats
Table of Contents
Session I: Praxis
Session II: Respect and Love
Session III: Working Together
Session IV: Organizing vs. Mobilization vs. Moderated Facilitation
Session V: Leadership
Session VI: Culture
Session VII: The Role of Institutions
Session VIII: Broader Implications
Session IX: Community
Session I: PRAXIS
Praxis is the combination of theory and action. These aren’t theories that we just read in a book, and swallow them whole. We arrive at a collective vision of justice, and what we hope for in our communities through praxis – the art of applying theory to action. As we build community, reflection is something that happens collectively rather than having one leader, or elected official, telling us how to think and act.
Praxis is transformative because it requires reflection and deliberation that leads to action intended to address and/or undo some oppressive or less than optimal circumstance. Talk is cheap. Reflexive reactions are dangerous. Collective action is based upon collection discussion, sharing of perspectives, an understanding of history, and collective decision making.
Reflect on the Following:
Talk without action is…empty rhetoric. Action without deliberation is…hollow activism.
Harold DeRienzo, Concept of Community, Lessons from the Bronx
Theory without practice is just as incomplete as practice without theory. The two have to go together.
Assata Shakur, Assata, An Autobiography
Theory not rooted in practice is elitist.
Joy James, The Beloved Community, A feminist Race Reader
Liberation is a praxis: the action and reflection of men and women upon their world in order to transform it.
Paulo Freire, Pedagogy of the Oppressed
Collective Reflection:
- What do these quotes mean to you?
- What words stand out to you as meaningful?
- What values are expressed in the quotes?
- What values do you see being activated in the photo (show Resident Council Meeting photo)?
- What is the difference between simply reacting, and engaging in praxis?
- Why should we care about theory as we defend and build community?
- Give an example of when you have engaged in praxis.
- What makes praxis challenging?
- What do you like about the concept of praxis?
- How will community members benefit from engaging in praxis?
Session Two: RESPECT AND LOVE
As we work for change, it is important to assess our individual and collective motivations. So much of the hate and polarization we see today, is based upon simplistic, binary reactions to anxiety: us versus them, deserving versus the undeserving, my preference over universal acceptance, my gain only possible through your loss. The issue for us all, at least those intent upon solving the problem of polarization and divided politics, is how to engender empathy, compassion, and connection with those currently seen as “other.” How we engage in our individual and collective work is guided by our motivations, as well as how we view all those we work with and work for. If we fail to be guided by respect and love for others, any change we realize will be one filled with debilitating weaknesses. Paulo Freire was a teacher of literacy. Seems innocent enough, but his teaching was so powerful that he was forced to flee for his life after the 1965 Brazilian military coup. Freire focused on respect and love of people, and the need to trust them. He distinguishes between treating people as “subjects” and treating people as “objects.” A subject has agency, the ability to think and act on its own. An object is a thing that is meant to be manipulated for the benefit of the manipulator. These are important lessons for anyone working for democratic change.
Reflect on the Following:
To manipulate is to reify and to reify is to establish a relationship of domestication which may be disguised behind an apparently inoffensive façade.
Paulo Freire, Education for Critical Consciousness
Love is based on equality and freedom. If it is based on subordination and loss of integrity…it is masochistic dependence regardless of how the relationship is rationalized.
Erich Fromm, Escape From Freedom
Salvation is found there: in accepting the beauty and ugliness of who we are in our most vulnerable moments in communion with each other. There, in love, a profound mutuality develops and becomes the basis for genuine democratic community where we can all flourish, if we so choose.
Eddie S. Glaude, Jr., Begin Again: James Baldwin’s America…
The good which everyone who seeks virtue wants for himself, he also desires for other men.
Benedict de Spinoza, Ethics
Collective Reflection:
- What does love “got to do” with building community?”
- Do we have to love someone to show them respect?
- What is an example of how you have shown respect to a neighbor?
- What is an example of how you have shown love to your community?
- Share a story about when someone showed respect to you?
- What do you make of the “profound mutuality” referred to in the Eddie Glaude quote that references James Baldwin?
- How do we build on the praxis of mutuality?
- Share your thoughts on the relationship between respect, love and democracy.
Session Three: WORKING TOGETHER
Rugged Individualism is a contrived illusion intended to allow the few among us to control all the important levers of power. This is done by demeaning collective action as dependency and a form of individual failure, while encouraging us to prioritize conspicuous consumption, admire individual achievement (whether in sports, media, drama or politics), and use our free time on individual pursuits. Part of the illusion is that we live in a system where anyone can be President or become a millionaire (or, in today’s context, a billionaire) without appreciating the fact that 70% of those who are the wealthiest among us inherited their wealth, which became the platform for enhanced wealth through exploitation and investment in an economy that does not work for most people. The issue becomes how wealth as a means of exercising power can be countered.
Reflect on the Following:
In isolation, we are no longer truly free, [but] vulnerable to manipulation.
C. Wright Mills, Politics, Power and People
Mutual contract by which people bind themselves together in order to form a community…Such an alliance gathers together the isolated strengths of the allied partners and binds then into a new power structure….”
Hannah Arendt, On Revolution
The sheer naming of things, the creation of words, is the human way of appropriating and, as it were, disalienating the world into which, after all, each of us is born as a newcomer and a stranger.
Hannah Arendt, Life of the Mind
A functioning society rests on the web of mutuality, a willingness…to share enough with one another to accomplish what no one person can do alone.
Heather McGee, The Sum Of Us
Collective Reflection
- Arendt talks about how mutual action creates power. How?
- Can we distinguish among the concepts of power, authority, strength?
- Power sharing arrangements are often hidden and, because of that, power develops a kind of mystique that is beyond comprehension, one reason why we so often hear people say, “they have all the power,” or “they will never let that happen.” Who is they? And how does naming the source of a problem help to address it?
- Can you think of examples?
- Can you provide examples of successes people have had working together that would not be possible working alone?
Session Four: ORGANIZING vs. MOBILIZATION vs. FACILITATION
In the 1960s civil rights era, War on Poverty programs such as “maximum feasible participation” became a much-contested topic. Such participation was required, but what did it mean? The same question can be asked now as it applies to many modern day facilitations required in local planning processes. Groups convene in open areas, watch presentations, and discuss what is proposed. Afterwards, there are white boards covering entire walls with suggestions and recommendations. These forums are typically called “visioning sessions” and are sold as ways to involve residents and others vested in the outcome of a proposed action in the decision-making process. But those who lead or plan the sessions, almost always control the agenda. The outcome of these visioning sessions is usually planned by the leadership ahead of time, and the facilitator is told what issues to raise and what questions to ask. The result is equivalent to developing a wheel with a hub and spokes but no rim. As long as the hub is satisfied with the status quo, it can grow as many spokes as it wants. But if the spokes ever attempt to travel on their own, the wheel, being incomplete, will collapse of its own weight, placing reliance back on the leadership hub. Too often this form of resident participation is simply a ruse.
Mobilization is something playing out currently – the Women’s March, the No Kings marches, the anti-ICE demonstrations. Mobilization is an expression of free speech, the right of association, and the right to peaceably seek government redress. It can, and has, often succeeded in stopping something harmful or pushing a progressive agenda forward, but more often than not, it functions like a poll, providing us with a sense of what people like and dislike about a person, policy, public issue, action, administration, or whatever. In and of itself, it is not transformational.
Organizing should represent something more than participation or short term issue-specific (often temporary) change. Organizing should be transformational, as in success being defined as having changed some aspect of power-sharing arrangements. And having a representative leader who looks like you, who then speaks for you, cannot be accepted as satisfactory change. Similar to what often occurred in the women’s rights movement, as stated by Teresa Ebert, it is unacceptable when “ludic feminism…substitutes a politics of representation for radical social transformation.” Organizing should be about radical change, the kind of change that discovers and exposes the root causes of misery and marginalization, and acts to transform it into humane existence, economic sustainability, and political relevance.
Reflect on the Following:
Intellectual, politicized interventions by black women academics and others are essential yet cannot serve as surrogates for political organizing with working class and impoverished women.
Joy James, The Beloved Community, A Feminist Race Reader
The idea of service, ultimately, is no substitute for the idea of active mutual responsibility, which is…community.
Raymond Williams, Culture and Society 1780 – 1950
[The market] turns news into entertainment, scholarship into professional careerism, social work into the scientific management of poverty. Inexorably it remodels every institution in its own image.
Christopher Lasch, The Revolt of the Elites, and the Betrayal of Democracy
All action is an invasion of the future, of the unknown.
John Dewey, Human Nature and Conduct
Exasperation with the threefold frustration of action – the unpredictability of its outcome, the irreversibility of the process, and the anonymity of its authors — is almost as old as recorded history.
Hannah Arendt, The Human Condition
Mobilization efforts in organizing are issue specific. People are mobilized around an issue of concern. It is an approach that is most Alinsky-like and is employed very effectively…However, as a comprehensive organizing approach, it is lacking. There is little in the way of long-term planning or deliberations regarding comprehensive structural change. The energy of the initiative expires with the resolution of the issue.
Harold DeRienzo, Concept of Community
Community organizing … [is] an ongoing process rather than merely a phase or outreach strategy of a community-building effort.
Mark Joseph and Renee Ogletree, Community Organizing and Comprehensive Community Initiatives [Chapin Hall]
Counterpoint:
Organizing is not an ongoing process, at least with respect to any particular community. However, it is seen as a never-ending process to many organizing groups – precisely because of the absence of community!
Harold DeRienzo, Concept of Community
Collective Reflection:
- Do the distinctions mentioned above make sense, even though all seem to fall under outreach and organizing?
- Have you been involved in situations where there is a community forum and the one or two people who have the most to say are plucked from the crowd and declared leaders?
- Does this kind of selection process make sense?
- Why is service or the “scientific management of poverty” not a substitute for organizing and community?
- What does that kind of approach (attitude towards others) suggest?
- To what extent do you think the loss of community is responsible for the need for professional services, like daycare, job training, life skills management, and more?
- Are you scared of organizing?
- Maybe “scared” is the wrong word, but Arendt and Dewey’s quotes are correct in that the outcomes of actions are often difficult to predict and often take an unanticipated turn. Should this stop us?
- Do you agree with DeRienzo’s statement that, in the context of community, ongoing organizing is not relevant?
- Thinking about the attributes of community (commonality, interdependence, and collective capacity), and that community presumes ongoing inter-connectiveness, can you make a case for why perpetual organizing would be unnecessary?
Session Five: LEADERSHIP
There are many types of leadership. Some are the sole spokespeople. They are brilliant, and they move people and we love them. There are other leaders who make sure things get done. Others support the leadership of others by working in the background. But leaders leave, die, retire, get co-opted or get tired, and our organizations are left with a void. As an example: a commentator once explained how Nehru was a great leader of India but he was “like the great banyan tree. Thousands shelter below it, but nothing grows.” In essence, leaders who control everything often end up trading favors for deference. Is that the kind of leadership we should encourage? Often, when leaders consciously or unconsciously create dependency, subjugation carries through all the levels of the organization or bureaucracy. Executives of local organizations often serve as gatekeepers. But the gatekeeping function can extend to employees from reception to service workers who use gatekeeping to foster subservience and help reinforce fabricated expectations of the “deserving poor.”
Reflect on the Following:
Our converts…truly desire to transform the unjust order; but because of their background they believe that they must be the executors of the transformation. They talk about the people, but they do not trust them…
Paulo Freire, Pedagogy of the Oppressed
Gatekeeping is a complex job of managing boundaries that do not just define others but also define ourselves.
Tressie McMillan Cottom, Thick and Other Essays
Rather than intervening in the status quo, assimilated educated black folks often become the gatekeepers, mediating between the racist white power structure and the larger mass of black folks…
bell hooks, Ending Racism
It is essential to resist the depiction of history as the work of heroic individuals in order for people today to recognize their potential agency as part of an ever-expanding community of struggle.
Angela Y. Davis, Freedom is a Constant Struggle
Community organizing removes the idea that one person can make history based on charisma.
Roz Pelles, Women Who Change The World, Stories From The Fight For Social Justice, Edited by Lynn Lewis
Collective Reflection
- What does leadership look like?
- How do you express your own leadership?
- What types of leaders inspire you?
- What is it about that type of leadership that is inspiring?
- What type of leadership has turned you off in the past?
- What are effective ways to support the leadership of others?
- How have you supported someone else’s leadership?
- Is leadership available at all levels of an organization or action?
Session Six: CULTURE
Some see culture as exclusively identified with gothic cathedrals, fine art, big museums, music, etc. But throughout history we – collectively, have continued to create, and build on, cultural expression unique to our communities. In places like the Bronx, where a mixture of cultures co-exist, our neighbors have shaped culture. Hip hop, for example, is a world wide phenomena that was born in the Bronx. Some say salsa was born in the Bronx. Culture defines our collective humanity, expressed throughout the globe in many diverse forms.
Reflect on the Following:
Culture is not some extraordinary human achievement…As stated so eloquently and simply by Raymond Williams, culture is ordinary…In this work of engaging and interacting with our respective environments and with one another in meaningful ways, we create culture, and the manifestations of such culture are expressed in music, art, religion, literature, customs, social hierarchies (or lack thereof), work patterns, tools, games, folklore, and more.
Harold DeRienzo, www.communitycivics.com/home
Collective Reflection:
- Why is culture important?
- What do you feel looking at the photo of our double dutch mural?
- What are the many cultures present in Banana Kelly? In the Bronx as a whole?
- How has our community contributed to the culture of the Bronx?
- Are we spending more time consuming culture than supporting or developing it?
- What price will we pay for leaving culture in the control of corporations, marketing firms and Artificial Intelligence?
- What do we mean by cultural appropriation?
- Does such appropriation advance culture, or denature it?
- How can we appreciate cultures without appropriating them?
- What examples of cultural heritage still exist? Are these at risk?
- Is doing away with cultural heritage necessarily a part of becoming American?
- How would you define “American culture?”
- What would the world look like as one homogenized culture?
- In his famous book, Leviathan, Thomas Hobbes defines culture as “labor which a man bestows on anything, for the purpose to make benefit from it.” To what extent, given advances in AI, are we becoming the “anything” that labor is applied to for profit?
- How would such a culture be defined?
Session Seven: THE ROLE OF INSTITUTIONS
There are, generally, three types of institutions. There are the membership institutions that are responsive and accountable to their members, who create and support them. These are prevalent in middle and upper middle class areas. There are Intermediary Institutions, which simply exist to help address local needs with outside resources. These are pervasive and include institutions from the Red Cross to Food Banks. Finally, there are subjugating institutions, which are essentially paid to manage marginalized people, destroy agency, keep people minimally subsisting, and prevent anger and violence directed to the elite class of decision-makers. These are most prevalent in low income areas.
Reflect on the Following:
A revolutionary politics does not challenge the existence of institutions as such but rather assesses whether a given institution is emancipatory and rational or oppressive and irrational.
Murray Bookchin, The Next Revolution
Institutions are a means to accomplish the community’s enunciated agenda. If there is no community…you cannot create one by…developing local institutions. If you attempt to build the institution before you build community, the institution will most likely exclude the possibility of rebuilding community in any real sense.
Harold DeRienzo, Concept of Community, Lessons from the Bronx
[Richard Shweder] “all societies must resolve a small set of questions about how to order society…Most societies have chosen the sociocentric answer, placing the needs of groups and institutions, and subordinating the needs of individuals.”
Johnathan Haidt, The Righteous Mind
Society, dominated by institutions, accommodates massification and takes the place of the public.
Hannah Arendt, The Human Condition
Collective Reflection:
- When the needs of an institution outweigh the needs of an individual, does that pervert the role of an institution?
- Does the leadership have a tendency to believe they are, then, also more important than those they serve?
- What is the public?
- How do institutions undermine the public? Why?
- What is the role of public space in a democracy? What if it is lost, taken away, or abandoned?
- If our focus and resources go to enhancing institutions, what is left of democracy? What happens when economic systems reward wealth concentration, and the wealthy create institutions to dominate our lives?
Session Eight: BROADER IMPLICATIONS
Struggling, oppressed, and marginalized people often feel isolated. There’s a good reason for that. It would be impossible to have citizens in this country become billionaires without an underclass. The exploitation of the underclass in this country permitted the creation of the elite class. Of course, it was also necessary to “label” those who were most marginalized, most exploited, as deficient and personally irresponsible in order to gain acceptance from the majority of those who lived at every level from just above subsistence to the upper middle class. Of course, they were labeled as well. In this way, not only was there a way to distinguish the better off from those at the bottom, but this also provided the opportunity to tell those at the bottom that, given our supposed open, merit-based, system, the worst off among you have an opportunity to do better.
As we have come to see in the past half century, there is no limit to human greed. Those benefitting from inequality will inevitably seek more. Take the example of social security. During the Reagan Administration, Social Security payments were increased to set up a trust fund so that there would be enough money available once the Baby Boom generation retired. And yet, with all the extra money paid in over the last 40+ years, the trust fund is running out of money. Why? One big reason is that inequality has increased, such that the middle class is disappearing and more and more of income and wealth is being concentrated in those who are rich. Think of it this way: if I made $100 in 1986 and my real income remained static, by 2026 I would have put about $560 into the trust fund in 1986 dollars; if my earnings went up from $100 to $1,000 over the 40 years, averaging about $500 a year in income, I would have paid about $2,800 into the trust fund. Multiply the $560 by 150,000,000 in the labor force, versus $2,800, and the difference is $336 billion that would have been in the trust fund if wealth and income for the majority was not stagnant, but increased in proportion to increased productivity. These numbers are not precise, but they help make the point. As the rich got richer, and the rest of us became poorer, earned benefits like social security suffered, which impacts all those who have worked for a living..
The point of this illustration is when oppression of any group is tolerated, even supported, by a majority or controlling minority, inevitably the oppression will spread to other people and groups. Because of this, if you are part of a group that is oppressed or marginalized, it would be best for those more fortunate, but not members of the elite, to pay attention – because they are likely next.
Reflect on the Following:
“what black feminists promised all along was true: to know the most present marginalized oppressions is to know the future.”
Tressie McMillan Cottom, Thick, and Other Essays
[Citizens will] “lose their will for decisions because they do not possess the instruments for decision; they lose their sense of political belonging because they do not belong; they lose their political will because they do not see a way to realize it.”
C. Wright Mills, The Structure of Power in American Society
“What you abstain from too weaves at the web of all human future; your nothing too is a spider web and a spider, which lives on the blood of the future.”
Friedrich Nietzsche, Thus Spoke Zarathustra
Collective Reflection:
- What do you make of the first quote from Tressie McMillan Cottom?
- Think of the many of Hispanic origin who thought that Trump would not go after them since they are not criminals. Is there a lesson to be learned there?
- Regarding the C. Wright Mills quote, why do you think people feel so disconnected and powerless?
- How do we take back decision-making instruments?
- How do we make politics relevant?
- Are there examples of people working together to address this problem?
- What are the benefits to adopting approaches similar to how Fred Hampton organized in the 1960s (before being assassinated)?
- How can those approaches be applied today?
- Do you agree with Nietzsche, when he writes that dropping out is as much a decision with consequences as actively addressing the issues confronting us?
- Do you also agree when you hear a community leader say, “When we organize, we may not know the outcome. We may win or we may lose, but we definitely know what will happen if we do nothing.
- Are there models out there for organizing beyond our own groups or neighborhoods?
Session Nine: COMMUNITY
“Community” is a term we throw around without regard to its social significance. Most of us claim we are part of this or that community. But words represent concepts, and concepts are significant until through overuse and abuse they become taken for granted and lose any significance they once represented.
Reflect on the Following:
Community is not a neighborhood. Community, in its most powerful sense…is comprised of three interrelated, interconnected and indispensable components. First, members of a community must have something in common. Most often this commonality is expressed geographically, but other commonalities can apply as well (as long as the next two components are also present). The second component consists of actual, perceived, and valued interdependence. My benefit becomes your benefit. My pain becomes your pain. As a community, we suffer and prosper as our members suffer and prosper. Finally, there must be a degree of collective capacity, the ability to accomplish desired outcomes that are only possible, or most effectively accomplished, through mutually supported and directed action.
Harold DeRienzo, www.communitycivics.com/home
I am because we are.
Ubuntu Philosophy
The individual’s salvation, or sanity, comes through relationships in community.
Joy James, The Beloved Community, A Feminist Race Reader
A public philosophy for the twenty-first century will have to give more weight to community than to the right of private decision. It will have to emphasize responsibilities rather than rights. It will have to find a better expression of the community than the welfare state. It will have to limit the scope of the market and the power of corporations without replacing them with centralized state bureaucracy.
Christopher Lasch, The Revolt of the Elites, and the Betrayal of Democracy
Collective Reflection:
- Does community, in its most meaningful sense, exist?
- If so, what are examples?
- If not, can community be revived?
- Or is community just an outmoded concept?
- How does community presume power (defined as Arendt defines it as collective action for a specific outcome) without the need for ongoing organizing?
- Is democracy possible without community?
Section II: HOLDING ON TO WHAT WE’VE BUILT
Table of Contents
Session I: Introduction, Business Formations
Session II: Board of Directors
Session III: Understanding How Banana Kelly is Organized
Session IV: Organizational Divisions of Responsibility: Board, CEO, Staff
Session V: Resident Participation; Resident Role in Policy and Governance
Session VI: Related Housing Companies – How Organized
Session VII and VIII: Building Financial Operations: Financing, Underwriting, Budgets
Session I: INTRODUCTION – BUSINESS FORMATIONS
Introduction
As with many local groups, “community” is part of our name. For many others, “community” – its development, preservation, advancement and more – appears in their mission statements. But what is the current relevance of community, and along with it, community development corporations, or “CDCs?” The American philosopher and educator, John Dewey, writes of the importance of communities: “Only when we start from a community as a fact, grasp the fact in thought so as to clarify and enhance its constituent elements, can we reach the idea of democracy which is not utopian.” This is more relevant than ever today, when we consider that CDCs were developed in order to become locally accessible vehicles through which participation in the mainstream of society could be made possible. And yet, sixty years after the creation of the first generation of CDCs, this dream of economic and social integration into the mainstream has transformed into a pitiful acceptance of CDCs functioning in a caretaker mode – providing services to increasingly segregated and marginalized residents, residents who passively apply for and accept such services. “Power to the People” has been replaced by “Take a Number and Get in Line!” This is unacceptable and it is the purpose of this position paper to outline actions that can be taken to restore community, along with the empowerment derived from community, and make that a foundational, underlying component of all of our work. And though this path is not without its challenges, the good news is that our organization, as well as many other CDCs, has that historical and structural framework to make it happen.
Having listed the parameters for a functioning community through the introductory exercise, having stated the purpose and role of institutions (which include CDCs) in a community, we can begin to explore how to build community through integrating such efforts through our housing development and other work, and building the internal structures and processes necessary to make it happen and promote and preserve community in the process.
LEGAL OVERVIEW: Corporations, Other Entities, and Board Membership
There are many ways that businesses are organized, and even though a not-for-profit, or charity, does not make a profit, it is still a business. It has income and expenses, files tax returns, pays all required statutory (legislated) benefits (like unemployment insurance), withholds federal, state and local taxes on payroll, and contributes towards the social security accounts of the employees. Not-for-profits have a bottom line. If their expenses consistently exceed income, eventually they will go out of business, perhaps even being forced to file for bankruptcy.
There are a number of ways to organize a business. A sole proprietorship is a business form where there is one owner. And, as a sole proprietorship, the owner is operating his or her business as an individual and has total liability for the actions of the business, its employees and agents. Many businesses start out this way, but usually change form once the business takes off.
Partnerships, formal or informal, are formed when two or more people come together to conduct business. Here too, there is unlimited liability, unless organized as limited liability partnerships.
Corporations are separate legal entities. As separate legal entities, there is limited liability to the owners and, in most (but not all) cases, liability is limited to the assets of the corporation. As a separate legal entity, a corporation can enter into contracts, own property, sue and be sued, and more. Banana Kelly is a corporation, organized as a not-for-profit corporation.
Another form of a limited liability entity is a limited liability company, which has members instead of shareholders and a “Managing Member,” who serves as the chief executive officer. LLCs, and some other entities, are known as “pass through” entities because these companies are not taxed at the company level, but the benefits and burdens of the operations as passed through to the members, consistent with their operating agreements.
Session II: BOARD OF DIRECTORS:
The board of directors DOES NOT run the organization and DOES NOT make operational decisions. Whether a for-profit or a not-for-profit, corporations are required to have a board of directors. The board of directors serves as the oversight board, governing board, policy-making board, and the entity with ultimate responsibility for the corporation meeting its lawful obligations. In a for-profit, the corporation is ultimately accountable to its shareholders. For not-for-profits, the corporation is ultimately accountable to the public, thorough the State Attorney General. And for a not-for-profit, board members are public trustees – overseeing resources that are considered public resources.
It is important for every board member to understand what it means to be a fiduciary. As mentioned above, all the assets of Banana Kelly are considered held in trust for the benefit of those people Banana Kelly serves. Board members are those within the organization who are primarily responsible for ensuring those assets are used to benefit the public, and not inappropriately benefit any individual. Each member of the board, and the board as a whole, has certain legally required fiduciary duties. These are not duties to be taken lightly:
Duty of Care: They are expected to attend board meetings, ask questions (if something is unclear), not rubber stamp approvals, evaluate all sides of a complicated issue, serve on a committee, and even disagree when a board members feel differently about an issue that comes up. Boards that give 100% approval to everything put before them (and where there is no debate or discussion) are usually not fulfilling this duty.
Duty of Loyalty: This duty has to do with conflicts of interest. With regard to the mission, resources, and programs of the organization, board members owe the corporation a duty of loyalty. For example, a board member must not make a decision that will hurt the organization but help you or someone else or another organization. Members cannot use inside information for personal gain or the gain of others. And, there is some information that is just for board members and not for outsiders, such as personnel matters or the personal business of our members, tenants or clients.
Duty of Obedience: Quite simply, this duty requires that board members follow (obey) the laws and regulations of all levels of government that have jurisdiction over the organization and its work.
OTHER SPECIFIC DUTIES AND POTENTIAL EXPOSURE TO LIABILITY
- Hire the Chief Executive Officer. Board members are responsible for hiring the CEO, setting his or her compensation, and overseeing, assessing and making judgments regarding his or her work. Overseeing DOES NOT mean supervising, but it does require work reviewing reports, particularly financial reports, assessing work performance with respect to contractual obligations, and maintaining regulatory compliance.
- Hire the Auditor. Most organizations, including Banana Kelly, retain the services of a Certified Public Accountant to perform a financial analysis of the operations and to also file necessary tax returns. There are different levels of financial analysis. A Compilation is useful, but only in terms of organization. A compilation is simply having someone take your books and records and put them in the form of an annual financial report. A Review goes one step further and obtains some outside certifications for what is represented in our financial records. An Audit, which Banana Kelly obtains, and is required to obtain, each year, involves inspection of financial records, obtaining outside confirmations of money owed to the organization and what we owe to others, as well as other tests to ensure that the final audited financial report fairly represents the financial health of the organization.
But there is more. At the close of the fiscal year (which for Banana Kelly is the calendar year), a committee of the board, usually the Audit Committee, is expected to attend a “scoping session” with the outside CPA. In this session, committee members have the opportunity to express any concerns or other matters they would like covered in the audit. Also, after the draft audit is prepared, the committee is required once again to meet with the auditor to review the draft and discuss any further changes before submitting the audit to the full board for approval. ONLY DISINTERESTED BOARD MEMBERS (I.E. THOSE WHO DO NOT RECEIVE ANY FORM OF COMPENSATION) MAY SERVE ON THE AUDIT COMMITTEE.
Finally, each year it is required that all board members receive a copy of the organization’s federal tax return, called a 990. It is not necessary for the board to approve it, but each board member is required to see a copy.
- Contract/Regulatory Compliance: The board is responsible for overseeing compliance with contracts and regulations. For example, when staff are paid, the organization is required by law to withhold federal, state and local taxes. Those funds are held “in trust” for the government. If those funds are used for any other purpose, individual board members and officers can become personally liable.
- Annual Budgets, Modifications, Financial Reports: The board approves the annual budget for the organization as well as any modifications. Pursuant to the budget, the board should receive periodic reports regarding the financial operations. Typically, the board would ask for a statement of month and year to date income and expenses. Also useful, is getting a budget variance report that shows what was budgets against what has been received or spent to date. Large differences (variances) can suggest that the board needs to look more closely at its budget assumptions and possible make changes. Note: if a board never asks for and never receives financial reports and the organization fails, it is possible that board members and/or officers could be held liable.
- Policy/Contract Approval: It is the job of the board to set policy. For example, the organization may need policies regarding staffing, employee benefits, leave time, dress codes, and more. Contracts generally require board approval, not just due to budgeting concerns, but also for the work involved. Are we venturing into an area that the board has not approved, such as a prison release program? Does the organization have the capacity to meet the obligations of the contract? Do we need more space and equipment?
BRIEF OVERVIEW OF BOARD COMMITTEES:
Without committees, each board meeting could become unnecessarily long and drawn out. With committees, the board is freed up from having to do all the deliberations necessary to come up with a recommendation to the full board. For example, a potential project may benefit from a joint venture with another organization. A committee could be set up (that would not be a “standing committee” (one that is permanent), but an “ad hoc committee” (organized for one purpose, after which it is disbanded). That committee could meet with staff, learn about the deal, explore the benefits and potential drawbacks of working with the other group, and more. At a board meeting, the committee would then be able to report out its findings, board members could ask questions and/or raise concerns, and then vote after the committee report and recommendation.
Other typical committees:
Executive Committee: This committee is usually made up of board officers and usually is empowered to make decisions between board meetings that cannot wait for the next board meeting when and it is not practical to attempt an emergency meeting or a decision based upon Unanimous Consent. All such decisions must be reported out at the next board meeting and ratified by the full board.
Audit Committee: This committee is required by State law. This committee can only be made up of “disinterested” board members, which means that anyone paid by the corporation cannot be on this committee (and only board members can be members). Of course, this does not mean that staff cannot be called in to answer questions, or even attend, but they attend at the board’s pleasure and for the board’s sole purpose of understanding what they are reviewing as part of the audit process. This rule reinforces the fact that outside auditors do not work for the CEOs or other salaried officers, but work for the governing board of the corporation. Typically, the audit committee is required to meet once at the beginning to go over the audit scope with the outside, independent auditor and then to meet at the end for an exit conference. [A similar federal requirement is that each board member must be given a copy of the organization’s charitable tax return, which provide financial information, a list of questions that must be answered yes or no, and salaries of the highest paid employees. There is no federal requirement that the board approve the 990s, only that they receive them and are given the opportunity to review them.]
Finance Committee: This is essentially the budget committee, which would meet to review and recommend the annual budget for approval, oversee finance operations during the year, including budget variances, and recommend any budget modifications to the full board for approval.
Facilities Committee: This Committee oversees any facilities that we have, such as community facility, garden or green infrastructure space.
Asset Management Committee: This committee oversees the assets of an organization. For some organization, this committee might oversee investments and be called the endowment committee. For Banana Kelly, the assets this committee oversees are our affiliated HDFCs.
Session III: HOW BANANA KELLY IS ORGANIZED
BANANA KELLY COMMUNITY IMPROVEMENT ASSOCIATION, INC.:
As mentioned above, Banana Kelly is a not-for-profit corporation organized under the laws of New York State. As a not-for-profit, members, officers, and staff are not permitted to “profit” from the operations. Basically, the assets of the corporation are held in a kind of trust for whatever public benefit the not-for-profit corporation is organized to do. In our case, our mission involves housing and community development. The New York State Attorney General has authority to oversee our operations by law. Other government entities may also have oversight authority based upon a contract we may have with them.
Under state law, we operate as a charity. However, we are also tax exempt based upon our work and having been approved for tax exemption by the federal Internal Revenue Service (IRS). As a tax exempt organization, money that we receive from people and for-profit corporations become a tax deduction for the donors and is not considered taxable income for Banana Kelly. The theory is that we, as a not-for-profit organization, are doing work the government would otherwise need to do. Because of this, the income we receive through private and government grants is not taxable.
Banana Kelly is a Community Development Corporation (CDC) organized as a mutual housing association. Most CDCs have a professional board of directors, with many having some representation from those they serve. As a mutual housing association, Banana Kelly has three categories of board membership. Most of our board members are elected from our residents through our Resident Council. The remainder of the board are made up of local public interest members (business owners, clergy, others in local leadership positions) and at-large public interest members (those who have useful expertise in the work we do; those with connections that are useful to us; those who financially support us).
Every corporation has by-laws, which provide operational guidelines to the organization. As examples, the by-laws will define who is eligible to be a member, if the organization has members, what are the qualifications for board membership and how does someone become a board member. It will elaborate the terms of the board members. Usually there are staggered terms for board members. In that way, the board benefits from continuity. In other words, we will not have a situation where all the board seats are vacated at one time. With our by-laws, terms are staggered, but board members can be re-elected upon the expiration of their terms.
How are meetings called and who gets to call them? What kind of notice is required so that all board members get the same invite to the meeting. Once a meeting is called, how many board members must be present in order to conduct business. This is referred to as a quorum. Without a quorum, no business can be conducted. People can talk, and create a record of their discussion. People can operate as a committee and decide on a recommended course of action. But any such action must wait until a quorum is established at that meeting or a future meeting.
Who are the officers of the corporation and what are their duties and their authority? How are these officers elected and for how long? Standing committees (those that are meant to always operate) are outlined in the by-laws. What is the responsibility of the committees, how are they conducted, and what is the effect of whatever they decide? In some organizations, the Executive Committee is authorized to make emergency decisions between board meetings. What constitutes an emergency? And if such decisions are made, they are subject to the full board ratifying those decisions at the next meeting.
In the absence of a meeting, there are provisions for passing resolutions by “Unanimous Consent.” Such actions require that each and every board member approve unanimous consent resolution – in writing! There are also provisions for calling special meetings, requirements form removal of a board member, and more, making the case that each board member must be familiar with the organization’s by-laws.
Relatedly, there are similar requirements for each of the housing companies that our organization sponsors and/or controls. Our HDFCs have by-laws, but only three or more Banana Kelly board members are board members of the HDFCs. However, that does not mean that the Banana Kelly board has no responsibility. For each HDFC, Banana Kelly is the “sole member” of the corporation. The Banana Kelly board elects and removes HDFC board members.
For other projects, such as Low Income Housing Tax Credit projects, instead of by-laws we have Operating Agreements (LLCs) or Partnership Agreements (PAs). These agreements provide similar operational guidance as by-laws, also provide for responsibility to the limited liability investors, conditions for investor exit, ramifications for defaulting and losing tax credit benefits, and more.
Session IV: DIVISIONS OF RESPONSIBILITY – BOARD, CEO, STAFF
The CEO runs the organization, hires staff and consultants (all consistent with the approved budget), implements board policy and generally represents the organization in public. It is very important that the board and the CEO have a good working relationship, for many reasons. One reason in particular has to do with implicit authority. When a decision is made by an officer of the corporation, and it is reasonable to assume that person has authority to make a decision, the decision may not be valid – in other words, it may violate a governing provision of our by-laws or a board resolution. But even though it is not valid and the board may reverse the decision, it may still have outside effect. In other words, the outside world has the right to assume that officers of a corporation carry certain implicit authority. The Treasurer can approve a purchase or the President can enter into a binding contract or the Chief Operating Officer could issue repair orders that cannot be undone if someone on the outside relied on their implicit authority in good faith.
The CEO is accountable to the board of directors. In some organizations, including Banana Kelly, the CEO is an “ex oficio” of the board, which means that the CEO is a board member because of their title. Once they no longer serve in that capacity, unless they are elected through some other means, their status as a board member is eliminated. But even as a board member, it must be kept in mind that the CEO is an “interested” board member. In legal parlance this means the CEO has a financial interest or many of the items that come before the board. The CEO is paid a salary. As such, he or she is very interested in the budget and compensation levels approved as part of the budget. As such, even when it comes time to approve the budget, the CEO may recuse him- or herself and even, if requested, not be part of certain aspects of the budget deliberations. As mentioned above, the CEO cannot be a member of the Audit Committee. And it is a potential conflict for the CEO to also serve as Treasurer (both implementing and overseeing expenditures) and also Secretary (being responsible for carrying our policy and also representing to the world that the board has approved such policy).
It is important to recognize that staff members have both responsibilities and rights. Their duties should be spelled out in a clear job description or, if standard procedure, in an employment contract. Staff members and applicants have rights as defined in law, such as the right not to be discriminated against (federal), as well as local rights, such as in New York City a prospective employer cannot ask for salary history. Employers are also legally required to make reasonable accommodations for those with disabilities.
Staff, whether explained in contract, personnel practices, or by convention, should have a clear understanding of their jobs and who they are accountable to, with regard to supervision and reporting responsibilities. And speaking of convention, even if not spelled out a contract or policy document, standard practices that are consistently applied overtime may lead to an expansion of staff right. For example, if leave time is earned based upon time of employment, but the organization regularly allows staff to take vacation in advance of earning the time, this could establish a right and applying the strict requirement to one staff member could be seen as targeted, discriminatory enforcement.
Finally, as explained above, board members must not interfere with staff by directing them to do certain tasks or discussing operational matters with them, except as a service recipient or client. Even then, the board member must not expect, let alone demand, that they receive preferential treatments. In this context, the board member is not acting in that capacity, but as a client. Similarly, for tenants serving as board members, this is especially important. And even though one reason for having residents on the governing board is to allow us to have an early warning system for small problems that may become big problems (whether operational, financial, physical or public relations related), board members need to be especially careful and serve as examples to other tenants by going through all the internal procedures established for resident issues and complaints.
Session V: RESIDENT PARTICIPATION; RESIDENT ROLE IN POLICY AND GOVERNANCE
The Resident Council is a voluntary association of resident leaders who are willing to give advice on policy and programs, to act as a communications bridge between our building residents and our staff and board, and who take responsibility for the use of community space in our buildings for special events. Even though the Council advises Banana Kelly on policy and advocacy issues, there are times when the Council takes positions that Banana Kelly does not adopt. In those cases, Banana Kelly continues to provide the Resident Council with financial and staff support, even though Banana Kelly institutionally did not specifically endorse the issue. As an example, when the Resident Council took the position that the city’s Rent Guidelines Board should order a rent rollback, as landlords, even as not-for-profit landlords, with rising insurance, utility and labor costs (many of our service employees were part of a union), we could not officially support it. However, this process was both strategic and intentional. It was always our firm belief that residents have to personally connect to their issues before they can take the leap to expand their advocacy to broader issues. As an example, after two years of rent freezes and calls for a rent roll back, one of our resident leaders asked how can we have a rent freeze or roll back when water charges, insurance rates and other expenses continue to rise. This expanded consciousness results acceptance of and tolerance for an organic process for which most organizations do not have the patience. But in a social atmosphere of isolation, alienation and distrust, this is the only way to rebuild a social atmosphere of trust, collaboration and unity.
RESIDENT BUILDING ASSOCIATIONS
There is no such category in our by-laws for resident or tenant associations. However, we encourage, and our organizers support, the formation of such building associations. Regardless, all of our buildings are able to elect members to the Resident Council, and it is the Resident Council that fills resident vacancies on the board as people leave the board voluntarily or as terms expire.
Session VI: RELATED HOUSING COMPANIES – HOW ORGANIZED
HDFCs, LLCs and LPs
Housing Development Fund Companies or Corporations: These are state entities organized pursuant to Article XI of the Private Housing Finance Law. When first established in the 1960s these were crucial entities because they are single purpose entities (for the development of low income housing), they came with pre-development loan funds, and they represented only one of two ways to purchase city owned property without going to auction. Although this provision is not as relevant today, HDFCs remain a favored form for affordable housing development because they are flexible and come with benefits such as exemption from real estate taxes, exemption from some transfer taxes and exemption from mortgage recording tax.
There are two forms of HDFCs – rental and cooperative. Banana Kelly only has rental HDFCs. Cooperative HDFCs are organized pursuant to the Private Housing Finance Law and the Business Corporation Law. Rental HDFCs are organized pursuant to the Private Housing Finance Law and the Not for Profit Corporation Law. [Even though HDFCs are not-for-profits, unless they apply and receive federal tax exempt status, they are not tax exempt charities and therefor have to fill out corporate tax returns (1120s), the same as for-profit companies.] Cooperative HDFCs are governed by a board of directors and ultimately controlled by the shareholders. Rental HDFCs are ultimately controlled by the members of the HDFC. They also have boards, but those boards are elected by the members.
Almost all of the Banana Kelly HDFCs are sole member HDFCs, meaning that they are controlled by one member, Banana Kelly Community Improvement Association, Inc. But there are exceptions. For example, there are projects we were unable to do on our own and had to bring in partners. In these cases, operating control may be held by the partner (either for-profit of not-for-profit), but we usually negotiate to take full control after some period of time.
Session VII & VIII: BUILDING FINANCIAL OPERATIONS: FINANCING, UNDERWRIOTING BUDGETS
- Just as the approved budget is the baseline for review of Banana Kelly financial reports, the approved bank underwriting is the baseline for overseeing the operations of the housing companies under Banana Kelly control. The underwriting is the bank’s projections regarding the financing for and operations of the project. As a part of the underwriting, the bank prepares an operating budget for the building. This budget is important because if the numbers are off by any more than a little, we may not be able to meet our repayment obligations.
- For all of our projects, there is city money and private money. For projects that are not Low Income Housing Tax Credit Projects, there are mortgage loans provided by a bank and the city. The city money is flexible, but because the city seeks to maximize the amount of private money in the deal, projects can fail if there actual experience is different than what was projected. For example, the city requires that each project anticipates 94 or 95% occupancy. So, for a 20-unit building, that means there will never be more than one vacancy in the building. But more importantly, this implies 100% rent collection, which is unreasonable. During COVID, average rent collection rates in the city averaged between 70 and 80%. In the best of times, rent collection rates struggle to reach 95%, which means the project will be ok if there are never any vacancies.
- It is not possible, even if there is a separate board committee, for the board to look at all the property management reports to understand how the projects are doing. As such, the staff should provide and Asset Management report or summary, which at a minimum, on a year-to-date basis, should include for each project:
- Cash position.
- Rent Collection and Rent Collection Rates
- Accounts Receivable
- Accounts Payable
- Violations Summary
- Budget vs. Actual Operating and Variance Report
- If possible, it is also helpful to see trends
- Understanding these financial considerations are useful for all board members, but particularly for resident members who will go back to their buildings and be able to make a connection between tenants actively assisting with the safety and upkeep of their homes and the ability to maintain their homes and provide quality of life enhancements.
APPENDIX
- Typical Board Meeting Agenda
AGENDA:
- Call to Order
- Selection of Chairperson to Run the Meeting
- Approval of the Agenda
- Review and Approval of Prior Meeting’s Board Minutes
- Review, Discussion and Approval of Financial Reports
- CEO Report
- Finances
- Program Report
- Projects Overview
- Staffing Updates
- Fundraising Updates
- Resolutions
- Old Business
- New Business
- Announcements
- Adjourn
Notes:
- What times the meeting begins and ends should be in the Minutes.
- Usually, there is a pre-selected Chairperson who runs the meetings. However, if that person is not available and there is predetermined replacement (like a Deputy Chairperson), one of the board members must be selected to serve as Acting Chairperson.
- It is usually the CEO and Chairperson who finalize the agenda for a meeting. Having a prepared agenda in important. All or most board members are volunteers, with jobs and families. So, it is important to respect their time.
- The minutes of every meeting are very important. The minutes represent the historical record for how all decisions are made The minutes should neither a book or a sparse outline be. Make it too long, no one will read it. Make it skeletal, and the reviewed will have no idea as to why certain decisions were made. The minutes need to have enough information to provide background to decisions and to show varied opinions and perspectives. Even disagreements should be documented, as these are important for determining if the board is truly an independent oversight body or simply a rubber stamp for the CEO.
- Financial reports should be part of every meeting. As trustees of all the resources at our disposal, overseeing the fiscal operations and ensuring the financial health of the organization is one of the most important roles for a board.
- The CEO can make all of the relevant reports to the board, or the CEO can bring in executive staff to do some or all of that.
- Resolutions are decisions of the board and these decisions are usually carried out by and/or under the direction of the CEO. For example, the CEO may need to sign a contract for a new program, or for the refinancing of a project. To do this, the CEO must be given the authority, and for major decisions that authority is granted by board resolutions.
- Old business – stuff that has been around for a while
- New business – projects, programs, affairs in development or projected.
- Announcements – At the end of a meeting, board members should have the opportunity to share information about themselves, their buildings and/or events.
- There should be a motion to adjourn, that is seconded, followed by a vote to adjourn. Motions to adjourn are not subject to discussion.
General Guidelines:
For the most part, meetings are run pursuant to Roberts’ Rules. These rules help to ensure that the board meetings will not go on forever and no one person can dominate a meeting. Some examples:
- Once the agenda is adopted, any board member can object if another member takes the discussion off topic.
- If someone has a resolution for the board to approve, that person makes a motion. Once the motion is made, the Chairperson will ask if there is a second to the motion. If no one seconds the motion, it dies and the board moves on.
- If a member or members feel that one or more board members are going on in discussing a topic unnecessarily or unproductively, a motion can be made to close discussion and call the matter to a vote. Of course, if there is no second then the motion dies and the discussion goes on. If there is a second, then the matter is called to a vote. If approved, the matter is closed once the vote is taken.
- It is the job of the chairperson to move the meeting along, but to be fair an open to the need for inclusiveness and participation of the varying perspectives of board members.
- Board members should be knowledgeable about the organization’s by-laws. There are some matters that require super-majority approval, such as motions to remove a board member.
- Sample Organizational Budget
[To Be Included]
- Sample Underwriting Budget for Related Housing Company
[To Be Included]