There isn’t a nonprofit entrepreneur in America that doesn’t hate the idea of a board of directors, of required board resolutions, of relinquishing some control through the annoyance of having to ask the board. Paperwork seems fussy, and if you wanted to be a paper-pusher you’d work in a bank.

Get over it. First, your board is your best friend, and second, the law requires compliance. I’m not crazy about the model myself, but it’s what we’ve got, and you can make it work.

The next time I hear someone tell me that “I know you think I should do it properly, but I’m just going to make up a board date and sign the resolution myself” I may pick up the nearest phone and report them to the police. I have known entrepreneurs who make up board meeting minutes, resolutions, and even votes because they are a) unsure whether their board will toe the line and rubber stamp them, b) impatient with the requirement or c) lazy.

Making up board resolutions, aside from being unethical and dishonest, exposes your board to criminal liability. (Not kidding.) If you need to file some government compliance, implement a budget, accept a grant, or whatever, that requires board action, do it by the book. If your board is scattered geographically, make sure your bylaws have a mechanism for remote meetings, for instance via Skype or conference call.

Not filing paperwork because it’s fussy and complicated just gets your organization disbanded. This is the single most common reason for failure among np start ups that I have worked with–they don’t file their annual paperwork, including state compliance forms and even IRS forms.

An even more common reason to try to circumvent the board is fear that they won’t agree with you. So you have two jobs: convince them to agree with you (and accept the opinions of the ones who don’t, even if they lose the vote), or relinquish plans that the board won’t accept–it’s just possible that they are right and you are wrong. Differences of opinion should be respected and considered. Make sure that what you’re trying to push through is a good idea, especially if you’re getting push back. You might be right, but if you’re getting static, then make sure you know what you’re doing.

The other thing that board-level discussions do is free your staff to work on implementation and not policy. Senior staff and key non-board stakeholders should have a say in policy, but the board should set it. This helps organizations stay true to mission.

No one likes rules and regulations (just look at the current political discourse). But you can make them work for you, and working against them saps time and energy. If you don’t like the rules, don’t break them. Change them.

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