Info You Can Use: Legal Tips

by:

Joe Patti

A couple weeks ago, Gene Takagi of the Non-Profit Law Blog made a post cautioning lawyers about issues to consider when representing a nonprofit.

As you might imagine, every one of his tips were important for members of a non-profit board and leadership to know as well. Some of his traps and tips are frequent points of conversation in the non-profit arts community: don’t write a mission statement that is too restrictive; be sure you have a viable business plan and don’t assume non-profit status is your only option; boards members should be aware they have a very real governance role; non-profit doesn’t mean tax-exempt or no-profit; all overhead is not bad; get board and directors insurance.

There were also some topics that are less frequently discussed:

Traps
1. Failing to inform the client at the outset of representation that you represent the organization and not any individual directors or officers.

4. Including “non-voting directors” in the organization’s bylaws (under most states’ laws, there is no such thing as a “non-voting director” and, subject to very limited exceptions, each director has the right to vote on all matters before the board).

5. Providing in the bylaws that the board of directors may combine in-person votes at a meeting with email votes to take board actions.

6. Reinforcing the myth that nonprofits should always minimize overhead expenses (even at the expense of building an appropriate foundation on which to build the organization’s operations).

7. Failing to inform the client about the differences among volunteers, independent contractors, and employees, and the risks of misapplying these classifications.

10. Failing to discuss with the client the benefits of having organizational policies that address the legal and management implications of conflicts of interest, proper gift receipts, misuse of social media, expense reimbursements, acceptance of noncash gifts, document retention/destruction, and whistleblowers.

For me, that first one about the lawyer representing the organization and not you always strikes me as worth repeating. I have never had the ill-fortune of being in a situation where there was a even the whiff of legal action. However, when I am reviewing contract clauses that make me uneasy or am faced with a potentially contentious encounter, I will find myself thinking that the legal department will cover me if worse came to worse. Then I have to remind myself that in fact, they won’t necessarily have my back because they serve the interests of the organization, which may not include protecting me.

Point #5 about mixing in-person and email voting is a reference to a prohibition in California law. However, reading the rationale behind the illegality of such action, it seems reasonable to expect other states would have a similar restrictions.

Since I have heavily summarized his post, it is worth taking a look at everything Takagi cautions and advises for the legal health of a non-profit

Grant Panels Talk About The Best Ideas

by:

Joe Patti

A couple weeks ago the Ohio State Arts Council streamed the deliberations of one of their grant panels. We had submitted an application for a new project so I decided to listen in.

The review started around 8 am and our application didn’t get addressed until around 3 pm, but by 10 am I had a pretty good idea that our application was going to fall short of the mark.

Even though I had run the application past the institutional grants person, there was a lot of silly omissions I could see we had made. By which I mean, we had the data or had envisioned activities as part of our discussions about the project—but we didn’t include it in the grant application. It was one of those cases of being so close to a project you were filling in the blanks and making leaps with your mind.

The problem is, the grant panel didn’t have the benefit of that knowledge or being mind readers. When our turn came, I took notes and now we will do better in the future.

Part of the intent of this post is to encourage people to listen into these deliberations, if available, to help you avoid the mistakes I made and just help improve your grant applications in general.

My other motivation was to encourage people to listen to these deliberations just so you can find out what colleagues in other locales are doing. I heard some really great ideas from the comfort of my office chair.

To some extent this is even more valuable than reading arts related blogs because grant review proceedings bring the details of diverse arts projects to one forum. Then you have people critique the idea, raising questions about things applicants possibly failed to consider, including whether they have been realistic about anticipating the resources and time that will be required.

Of course, you hear comments about what makes an application and an idea exciting to the grant panelists as well.

The one project that really caught my attention was the Highland Square neighborhood of Akron, Ohio’s proposal for their 3rd annual Porch Rokr and Art in the Square Festival.

They have over 100 performers appearing on the porches and front lawns of people throughout the community. You can see pictures from last October’s Festival on their Facebook page.

It appears they have a central area where visual and craft artists can sell their work as well.

This is the sort of event that strengthens ties and cultivates pride in a community

What To Do About Curtain Speeches?

by:

Joe Patti

Last week I participated in a Twitter conversation about curtain calls and curtain speeches sponsored by HowlRound. They had the whole thing storified almost before I thought about doing it myself.

The hour went by so quickly and there were so many opinions on the matter, I figured it was a great topic to bring up on the old blog here.

I will start by stating my position on curtain speeches and am happy to have people argue for or against.

If I had my druthers, I wouldn’t have a curtain speech. At worst, they are long, disorganized rambles that are often more about people giving money to support the organization than conducive to experience the audience is about to have.

That said, I see them as a necessary evil. I don’t see that as a contradiction, but rather as something of a corollary to the idea that the best king is the person who doesn’t want the job because they will be least intrusive in the people’s lives.

Many localities require fire exits, etc pointed out to audiences. Given that I have worked in locations that are tornado and earthquake prone, I feel it is important that such an announcement be made. People tend to pay more attention to a human than a recording so I will often do the curtain speech.

There is also the issue of reminding people to turn off cell phones, etc. I have seen great video announcements at movie theaters that get that point across, but those videos don’t often fit with the atmosphere of the evening and again since people will pay closer attention to a live person, I see it as another reason to do the speech.

But at least once a year I end up leaving it to the audio announcement because my presence prior to the show doesn’t fit in with the atmosphere of the event.

In the Twitter chat some people said they like curtain speeches that are made in the theme of the play. One of the most recent I saw had the actor playing the stern housekeeper in the show severely warning audience members about cell phones, etc.

I agree that this can be a clever device and hold attention, but sometimes it too clever by half and ends up detracting from the play itself when people associate the character with the person who made the curtain speech rather than with the role they play in the performance.

The other necessity I see associated with curtain speeches is supporting grants. Not only do you need to acknowledge sponsors and funders from the stage as well as in print, but granting organizations want hard number research. Again, it is more effective to have someone on stage enjoining people to fill out a survey than having it written somewhere or announced by a disembodied voice.

Some times it is just a matter of making people aware there is a meet and greet with the performers after the show. People miss the notice in the program and tend to be grateful for the opportunity. The more people attend, the better outreach attendance data for your grant report.

In some of my past posts I have written that I often use curtain speeches to forge connections with the community. They see me on stage and then I am in the lobby at intermission and the end of the show for them to deliver praise or complaints to.

As I have mentioned, I also try to impart some information about the show that people are unaware of that may enhance their enjoyment. This past year, I feel like my most successful attempts were talking about the impact of A Christmas Carol in shaping holiday traditions we take for granted and reminding people that The Miracle Worker only deals with the first of Helen Keller and Anne Sullivan’s accomplishments.

Other curtain speeches aren’t as successful. It takes a little while to understand what information might resonate most with audiences.

I try to keep all this to 3-4 minutes and start right at the performance time so that the curtain speech is covering the stragglers in the audience who are trying to find their seats. That way my delay and the interruption of late comers cancel one another out.

If I didn’t do my speech, the audience would still be disturbed by those latecomers, so better they have my entertaining presence to focus on. The important element of this strategy is to get house management to give the go ahead for the speech when they estimate there are only about 2-3 minutes worth of people left in the lobby.

To make the curtain speech quick, effective, informative and not negatively impact audience enjoyment takes some work. I think the reason why people hate curtain speeches is due to the lack of preparation by those who do them. The reality is, the curtain speech is as much a tone setting first impression as the interaction a customer has with your ticket office staff or office receptionist. Equal attention must be paid.

I am often jotting notes about a performance in a Word document months before the event. Some will be part of a social media post, some will be part of a press release and some will be part of the curtain speech for that show. I usually have a good idea about what I am going to say a few days before the performance. I am waiting in the wings 5-10 minutes before the show starts staring at the floor going over what I intend to say.

Sometimes it is great and sometimes I screw up a little because I try to speak extemporaneously with only a few jotted notes. The goal is always to get a little better, a little more engaging and a little more adept each time.

Things you will notice I have not included: fundraising pleas and promoting other shows. Certain times of the year I might mention one of these topics- i.e. Telling people when to expect the new subscription brochure at the closing show of the current season. I don’t make it a habit to regularly talk about future shows because it can undermine the current show if I am praising the next show on the schedule. (Hamlet will be amazing! Oh, and enjoy tonight’s show…)

There are a lot of great thoughts in the chat. I didn’t see half of them when the discussion was in progress.

What do you think? Can any of this be handled more effectively some other way?

Stop The Plane, I Want To Get Off

by:

Joe Patti

I apologize for the lack of posts last week. I learned about a death in the family the Friday before last and I didn’t have an opportunity to schedule posts to cover my absence.

On my flight back I missed a connection and spent the night sleeping on the floor in O’Hare airport. The initial cause was a weather delay, but it was exacerbated by some other incidents. When we were queued up to take off, we pulled out of line because of weather over Chicago. Shortly thereafter, a guy in front of me started mouthing off to the flight attendants. As a result, we rolled back to the gate and he was put off the plane. The captain announced anyone else who wanted to get off could.

Then we rolled back to the holding area and after 10-15 minutes, the captain comes on and says someone else wants to get off the plane. We roll back to the gate and this time a number of people choose to get off. Finding the luggage for everyone who had left took a long time. As soon as we were done (and watched the safety video for the 3rd time) we basically rolled right from the gate to the runway and took off.

Even though my connecting flight had been delayed in taking off, I still arrived a half hour after it left and ended up sleeping in the airport due to a lack of available hotel rooms and rental cars.

The question I pondered as I eyed my name inching up on the standby queue was what this willingness to go back to the gate twice portends for customer expectations and demands in the future. I understand the security concerns associated a hostile passenger that had us return to the gate the first time, the second return seemed to be motivated more by a simple request.

I wonder at the calculus that made returning to the gate a second time and potentially adding to the mass of people stranded at an airport and the ill will that would generate seem preferable to getting in the air at the first possibility.

Worse, I wondered about what sort of precedent this would set for future flights I might take if people felt they had license to request a return to the gate when they got tired of waiting for the plane to take off.

What is the possible impact of airlines making these decisions upon the changing expectations of our audiences?

One statement I heard at a seminar on customer service that always made sense to me was that no customer really wants their money back. That is just the easiest and most assumed option thanks to repeated claims of “satisfaction guaranteed, or your money back.”

But who spends time and money driving/flying somewhere, renting a hotel, getting a babysitter, paying for meals and making whatever other arrangements are required to reach a destination or purchase a product, assured by the knowledge that they can always get their money back if they are dissatisfied?

They go to all this trouble because they expect to have a problem free experience. Giving them their money back doesn’t really compensate for all the other expenses and effort that was required. So if you are the source of disappointment, you should work to make the situation better and hold the refund for later when other options have been exhausted.

In some respects, the returning to the gate is a better solution than giving money back. But my feeling is that if they made being on the plane a more comfortable, positive situation to start with, people would be less interested in getting off. It is a sorry state of affairs when getting off and going nowhere is viewed as the preferred option.

The same is likely true of attendance at performing and visual arts events.

But this is where buying things online and receiving your entertainment in your house is so attractive. You don’t have to make the time and financial investment required for a destination based product or experience. If you are not satisfied, you can ask for your money back. You may not be entirely happy, but at least you don’t feel the bad experience has cost you in other areas.

My concern about the impact of this “go back to the gate” practice is less about people thinking they can get up and leave whenever they want to if they are dissatisfied. That practice is decades old. My worry is that this advances the idea of individual desires over the good of the collective group and will manifest in ways worse than people talking and texting on phones during a performance.