I was idly perusing a national arts job site this weekend and came across a board member solicitation for a small theatre in a major city. I thought that was interesting because an organization usually forms a nominating committee and seeks to balance the board in terms of what people might bring to short and long range plans. Though BoardSource counsels against indiscriminate recruitment, I imagined while perhaps inexperienced, they were being a little adventuresome and casting a wide net. They specified a love for theatre and preferred that the members not be theatre professionals.

Then I noticed something that made me a little wary. The cover letters and resumes were all going to the artistic director. It is something of a conflict of interest to have the people responsible for overseeing the finances and operations chosen by the person whose activities will be monitored. Adding to my unease was a check of their organization’s website and 990 filings on Guidestar which revealed of the five board members, three were employees. The artistic director, managing director and production person all sit on the board. This isn’t a new company that just formed and hasn’t had a chance to recruit outside the handful of friends who started the venture. The organization is almost 9 years old and if their claims are true, has garnered enough critical acclaim to attract interest in serving from a decent number of people.

I checked the non-profit corporation laws for the state in which the organization is located and there is no law against such a heavy staff representation on a board. In fact, it appears only California makes such a prohibition. Don’t quote me though. This type of mix is generally advised against. This exchange on Idealist.org gives a sense of some of the factors to weigh.

It initially appeared to me as if the artistic director may be trying to manipulate the selection process in order to surround himself with people who will help raise money and not challenge him. My suspicions ran so high that I was ready to name names in the post and encourage people to stay far away. However, I also considered that maybe someone advised them that their current board set up looks suspicious and they should make an effort to expand board membership if they want to attract more serious funding.

Which is not to say that next year the artistic director won’t have surrounded himself with 10 yes men and women. There were some clues in the 990 and organization website that I pursued with a little Googling thatl makes me wonder how independent the other board members are. The other endeavors with which the board members have been involved makes me skeptical of any suggestion that they didn’t know any better about the composition of their board.

I also have to admit there are many possible variable of which I am not aware that could explain this situation so I am not going to be outing them here. On the other hand, I am quite pleased with how easy it was for me to research the organization, the board members and the specific laws of their state dealing with non-profit boards. It is very encouraging to see the increasing ease with which research can be conducted.