Unusual Governance Structure: Husband and Wife Co-Presidents

FFRF

January 29, 2013; Source: KELO-TV

The Madison, Wisc.-based Freedom From Religion Foundation (FFRF) recently sent a letter to the City of Rapid City, S.D. protesting its practice of beginning city council meetings with a prayer. According to KELO-TV, the letter was sent on behalf of a Rapid City resident who objects to the pre-meeting prayer. City officials responded by noting that no complaints from any locals have been sent to them directly and that they have no current plans to change this practice. According to KELO, the FFRF is planning lawsuits all over the U.S. If so, we might be well-served by getting to know this organization.

The FFRF was established in 1978 and its mission is “to keep church and state separate and to educate the public about nontheism.” On its 2011 IRS Form 990, it leads off its list of program service accomplishments with “lawsuits challenging entanglement of religion and government.” The 990 also documents this organization’s unusual leadership arrangement: co-presidents Annie Laurie Gaylor and Ron Barker are married and, according to the FFRF website, have served in their co-president roles since 2004.

In the Wisconsin state registration filing attached to the 2011 Form 990, Barker signed as the “President or Authorized Officer” and Gaylor signed as the “Chief Fiscal Officer.” If this is an accurate reflection of the FFRF’s structure, the sharing of executive and fiscal authority between a married couple with each partner employed and compensated by the FFRF makes us wonder about the nature of the accounting and audit controls exercised by the charity. The organization’s bylaws allow any corporate office to be held jointly by a couple, with each member of the couple receiving half of a vote in executive council meetings. In addition to Gaylor and Barker sharing the presidency, Joseph and Norma Cunningham share a FFRF vice presidency.

Given that the average nonprofit board consists of 16 members, another unusual feature of the FFRF’s bylaws is the provision for 85 or more board members, one from each of the 50 states plus 35 “at-large” board members. The bylaws also include a provision for an executive council with authority to act in place of the full board of directors. All executive council members are officers, and all officers are voting board members. This means that the board of directors may actually have more than 85 members, depending on how many officers are not board members prior to their selection as officers. The 2011 Form 990, however, lists a total of ten board members, including the co-presidents. All board members listed on the 990 have titles as officers, identifying them as members of the executive council.

FFRF appears to be financially stable and sustainable and it provides substantial information to the public through its website and its Form 990 filings. Many successful charities have governance structures that are at variance with what experts identify as “best practice.” Our read is that there are some atypical governance practices in play here that may be worthy of a “self-audit.” –Michael Wyland

About

Michael Wyland

Michael L. Wyland, CSL, has more than thirty years of experience in corporate and government public policy, management, and administration. An expert on nonprofit governance and public policy issues, he has been featured and quoted extensively in media including The Wall Street Journal, The New York Times, CNN, Fox News, Washington Post, The Chronicle of Philanthropy, and The Nonprofit Quarterly. He currently serves as an editorial advisory board member and contributor to The Nonprofit Quarterly, with more than 100 articles published since 2012. Michael is a partner in the consulting firm of Sumption & Wyland. Founded in 1990, the firm provides board governance consulting, public speaking and training, and executive coaching to nonprofit organizations. Sumption & Wyland has assisted more than 200 nonprofits with strategic planning services from pre-retreat research to staff-level implementation assistance and effectiveness monitoring. Speaking topics include board-CEO partnerships, nonprofit executive transition issues, and overviews of the nonprofit sector of the US economy. Michael was born in Washington, DC and raised in the Northern Virginia suburbs. Prior to co-founding Sumption & Wyland, Michael managed the computer operations for an independent oil & gas investor in Dallas, Texas and served as a staff assistant to a U.S. Representative. During his college years, he spent one summer working at the US Department of Labor and one summer working at the US Department of Justice. His past volunteer service includes various leadership positions at the local, state, and national level with the Young Republicans. He has been the secretary and president of a condominium homeowners association and the treasurer of a professional association serving computing professionals. He served as a Trustee and Vice President of Sertoma Foundation, and has been elected president of his local Sertoma club twice. In 2014, Michael was elected Chair of the South Dakota Commission for National and Community Service (Serve SD), on which he has served since its founding in 2011. He is currently working as a senior advisor to establish a national charity dedicated to the elimination of prejudice, expanding the scope and reach of the 120-year old Pi Lamba Phi fraternal organization. Michael's writing for NPQ often addresses healthcare policy and governance, scandals involving nonprofits, and the governance and policy implications of nonprofit stories in the news. He was widely quoted and cited for his work analyzing the governance issues related to the Jerry Sandusky/Penn State/Second Mile scandal in 2011. More recently, he has written more than 30 pieces for NPQ relating to the IRS scandal. In addition, he presented a paper at the national 2014 ARNOVA Conference about the IRS scandal and its implications for regulation of political activity by nonprofit organizations. Michael lives in Sioux Falls, SD with his wife, Margaret Sumption, and their dog. They have one adult son. In his leisure time, he likes to read histories and biographies, play golf, cook, and be a companion to his wife.