The Nominating and Governance Committee is a crucial team that shapes the board’s leadership and governance practices. Read the message below, from co-chairs Julie Anderson Friesen and Gina Hopkins about the top things every board member should know about the committee’s role, priorities and how they support a strong effective board.
2025 Nominating and Governance Committee
The Nominating Committee only recently expanded its responsibilities beyond bringing the roster of nominees to the floor at our annual meeting for board approval. In 2024, after an official vote of the joint boards and a revised committee charter, the new committee included responsibility for good governance or “being the conscience of the board.”
Education Highlight: While this is a joint committee with co-chairs represented by both boards, it is the Society board that ultimately votes to officially approve all nominees brought forward for service on both Society and Foundation boards. The IRS designation for each board determines this practice; the Foundation is deemed a supporting organization. However, each board is empowered to elect their slate of officers and committee chairs from the approved nominees.
It's apt that the Govern for Good board newsletter is profiling our committee for an overview since part of our governance role is board education and engagement. Our committee strongly supported a monthly board newsletter for this reason. In addition to promoting ongoing education, we ensure new board member orientation occurs in a timely manner. We’ll soon be launching a formalized board Peer Mentor program to guide new members into deeper knowledge, while providing welcoming support. Many of us are STILL learning the many facets of Children’s Home Society after serving for years!
Governance work also demands keeping an eye on board engagement, including paying attention to attendance at committee and full board meetings. Because our work serves the most vulnerable children in South Dakota, we must meet needed quorums to vote on matters that impact their daily care as well as our organization’s financial health. Our committee is committed to defining and measuring engagement on multiple levels beyond attendance. We need an overall picture of board members when it’s time to consider nominations for additional terms or board leadership. We hope to ensure that meaningful opportunities for board engagement exist and ask our leadership to do likewise.
One of the most significant changes in our committee work has been refining the pathway to becoming a prospect, then a nominee, and finally a board member. To do that, our committee leaned on the language of our bylaws, which demands that our work be a board-led process rather than one handed off to senior leadership. To that end, we prioritized drafting, revising, and unanimously approving a “Board Member Expectations and Opportunities for Engagement” document, our new guidepost for recruitment.
All committee members (and all directors) were invited to bring forward names and bios of individuals to add to our master prospect list. Tapping additional help from a) Rick Weber’s institutional history plus b) our committee members’ deep knowledge of people in their communities, and c) Jon Mammenga’s added insights regarding engagement through giving history, we were able update and reorganize a 15-year-old prospect list and turn it into a working, living document. This document will indeed be a gift to future committees!
To better optimize our time and the vetting process, our committee instituted new communication tools such as a simplified, color-coded document depicting a visual timeline of each board’s upcoming open slots over a multi-year span. Additionally, we created an “at a glance” template for gauging the total percentage of director attendance at committee and full board meetings. Ultimately, we’ll hand the next committee a multi-tabbed Board Prospect Master List of verified prospects and background information.
While these communication tools helped us confidentially discuss prospects and current directors with more precision, they also motivated us to check in with less engaged board members. Beyond the data, we invited our CEO, CPO, and our board presidents to share their insights on individuals, board gaps in subject matter expertise, and their goals for balancing a statewide board. In summary, we have significantly changed the vetting process through board-led work, streamlined data, inclusion of our full board, defined expectations, and upholding confidentiality – holding integrity and high standards at the core of our duty.
In conclusion, our committee encourages every board member to take responsibility for board education by accessing the Nasdaq Boardvantage® site and reviewing the descriptions of each committee’s role and responsibilities as spelled out in our CHS and CHF Committee Charters. Each one of us has an obligation to educate ourselves to the best of our ability so we can serve our children and the mission with enthusiasm, knowledge, and integrity.