Post the Seventy-Seventh or On Accountability

For those of you who don’t know, I used to work for an organization called Out Youth. As you could guess, Out Youth is a queer youth organization that strives to “promote the physical, mental, emotional, spiritual and social well being” of queer and trans* young people. In other words, they seek to empower queer young people so that they can become leaders in their community. Out Youth is a crisis prevention organization because it gives young people the tools and community necessary to survive. It gives some young people the access to family, support and community that might not be offered at home. I know Out Youth has forever changed my life.

And it was, without a doubt, my favorite job. I got to work with amazing, inspiring young people all day long. I was constantly surrounded by a queer family that I knew had my back. I was working with some badass organizers who were working on the ground, creating safe spaces for queer young people all over Texas. I was working to empower young people to fight for the lives they wanted today and not just wait for it to “get better”. And I loved it. I would come in everyday and these young people would teach me what was really good.

Unfortunately, however, I lost that job. But it wasn’t because I was bad at my job or not meeting my goals. And it was not because the youth felt that I was oppressive or problematic and wanted me fired. I was fired for trying to hold the board of directors accountable. I was fired for organizing the young people against the board of directors. I was fired for trying to revolutionize the organization so that power was centered with the young people.

Don’t get me wrong; I’m no saint. I certainly fucked up and made mistakes. I said several things that probably would have been better heard in a private forum. I’m a hothead and my sharp tongue sometimes gets the best of me. And I have a long way to go in learning how to engage to transform. However, nothing that I has ever said have been untrue. And I was always accountable to the young people that I served.

The board of directors, however, is anything but accountable to the young people that they purport to serve. And no action displays this lack of accountability more than in their recent hiring of Aubrey Wilkerson as the new Executive Director. This is the same Aubrey who was the board chair of Out Youth. You know, the same board that hires the Executive Director (I won’t even get into how shady that is). The same Aubrey who squandered a surplus, failed to raise enough money for the organization (despite being a professional fundraiser) and made only a token effort to include young people in the decision making process. This is the same Aubrey that talked down to and misgendered many youth. The same Aubrey who fails to address racial and economic justice at Out Youth and disrespected the only staff member of color on multiple occasions.

What’s more is that the hiring committee (which only had one youth member, even though a youth run and led organization would/should have had more youth than adult members on any decision making body) didn’t even recommend Aubrey to the board for consideration. When they recommended three different people, instead of picking one of those three, the Board went back to review applications and hired Aubrey. Let me repeat that again. The board of directors hired someone that had a direct influence on the decision because they were the goddamn board chair for 4 goddamn years. They hired someone that wasn’t even recommended.

I can’t even.

Now, I don’t claim to speak for the youth. Only they can speak for themselves. But from what I understand, in my time involved in Out Youth, Aubrey has never been liked by most of the youth. I have countless stories where Aubrey’s self-importance was very off putting, especially to trans youth and youth of color. I have so many stories of youth not even knowing who Aubrey was until Lisa Rogers was fired. I have so many stories of youth not feeling heard by Aubrey.

So, not only did the board hire someone who had a stake in the decision-making process (even if he “temporarily” resigned as board chair) but they hired someone who the young people don’t even like. I see where the board might be coming from. They hope that Aubrey will raise those millions that he did at his last job. But what good does millions do if there are no youth? Because that is what this decision is going to do. Its going to push youth out of Out Youth.

What, than, does accountability look like? It looks like changing the structure of the organization so that young people have more power than the adults. It means that all decisions must have final approval by the young people. It means that we empower the young people and give them the tools to drive the organization in the direction that they choose. This is more than just asking for their input. It means integrating young people into every decision making process and giving the young people the knowledge and tools to do that. It means that the adult allies must remain allies and act in support roles only.

But most of all accountability means that we, as adult allies with adult privilege, keep our privilege in check. It means that we don’t take up to much space, that we don’t dominate conversations. It means stepping back and allowing young people to take charge. It means we don’t treat young people like children or think that they can’t handle the responsibility. Accountability means that when we fuck up, because we will, we don’t get defensive. We apologize and don’t do it again.

Accountability means that we do not recreate the systems of power and oppression that exist in society within our own organizations. Within our own families.

So I call upon the Out Youth board of directors. Be accountable to the young people that you serve. Show your willingness to work with young people by renouncing your power. Show your desire to really empower young people by restructuring the organization to give them power. Show your dedication to social justice by being just.

And young people, never forget that they are nothing with out you. There is no Out Youth without youth. El pueblo unido jamás será vencido. The people united shall never be defeated. Its time to take your organization back. Force them to be accountable to you. Its time to create something new.

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About witchymorgan

I'm a 22 year old womanist, sex positive, pansexual, polyamorous, queer, bruja, transwoman. Social justice activist by day, social justice activist by night. Fun! View all posts by witchymorgan

6 responses to “Post the Seventy-Seventh or On Accountability

  • riverofpeaceusa

    Morgan, it sounds as if the board of Out Youth has no policy on Conflict of Interest. IRS has a very special interest in boards of 501(c)(3)s conducting themselves so as to avoid even the appearance of conflict of interest.

    IRS prefers that conflict of interest be addressed up front and clearly, such as in the bylaws. The following is pasted directly from an IRS website page and is suggested for inclusion in bylaws. It’s not the most fun to read, but highly useful.

    Basically that board needs to show evidence that they could not get what they wanted from anyone else. Otherwise they are not upholding their “fiduciary responsibilities” and their 501.c.3 status is threatened. One could write to IRS and complain. Sounds like the board hasn’t gone to ANY board trainings or they would know better.

    I think this (taken from below) is most pertinent: “After exercising due diligence, the governing Board or Committee shall determine whether the corporation can obtain with reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest.” Tough to show they have done this when their own hiring committee recommended others.

    If you want to follow up on this or pass it to someone else to follow up, I suggest copying what’s below and pasting it into a new document for easier study.

    ARTICLE IX
    Conflict of Interest and Compensation Approval Policies

    Section 1. Purpose of Conflict of Interest Policy

    The purpose of this conflict of interest policy is to protect this tax-exempt corporation’s interest when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an officer or director of the corporation or any “disqualified person” as defined in Section 4958(f)(1) of the Internal Revenue Code and as amplified by Section 553.4958-3 of the IRS Regulations and which might result in a possible “excess benefit transaction” as defined in Section 3948(c)(1)(A) of the Internal Revenue Code and as amplified by Section 53.4958 of the IRS Regulations. This policy is intended to supplement but not replace any applicable state and federal laws governing conflict of interest applicable to nonprofit and charitable organizations.

    Section 2. Definitions

    a. Interested Person. Any director, principal officer, member of a Committee with governing Board delegated powers, or any other person who is a “disqualified person” as defined in Section 4958(f)(1) of the Internal Revenue Code and as amplified by Section 53.4958-3 of the IRS Regulations, who has a direct or indirect financial interest, as defined below, is an interested person.

    b. Financial Interest. A person has a financial interest if the person has, directly or indirectly, through business, investment or family:

    1. An ownership or investment interest in any entity with the corporation has a transaction or arrangement,

    2. A compensation arrangement with the corporation or with any entity or individual with which the corporation has a transaction or arrangement, or

    3. A potential ownership or investment interest in, or compensation arrangement with, any entity or individual with which the corporation is negotiating a transaction or arrangement.

    c. Compensation includes direct and indirect remuneration as well as gifts or favors that are not insubstantial.

    d. A financial interest is not necessarily a conflict of interest. Under Section 3, paragraph B, a person who has a financial interest may have a conflict of interest only if the appropriate governing Board or Committee decides that a conflict of interest exists.

    Section 3. Conflict of Interest Avoidance Procedures

    a. Duty to Disclose.
    In connection with any actual or possible conflict of interest, an interested person must disclose the existence of the financial interest and be given the opportunity to disclose all material facts of the financial interest and be given the opportunity to disclose all material facts to the Directors and members of Committees with governing Board delegated powers considering the proposed transaction or arrangement.

    b. Determining Whether a Conflict of Interest Exists

    After disclosure of the financial interest and all material facts, and after any discussion with the interested person, s/he shall leave the governing Board or Committee meeting which the determination of a conflict of interest is discussed and voted upon. The remaining Board or Committee members shall decide if a conflict of interest exists.

    c. Procedures for Addressing the Conflict of Interest

    An interested person may make a presentation at the governing Board or Committee meeting, but after the presentation, s/he shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest.

    The chairperson of the governing Board or Committee shall, if appropriate, appoint a disinterested person or Committee to investigate alternatives to the proposed transaction or arrangement.

    After exercising due diligence, the governing Board or Committee shall determine whether the corporation can obtain with reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest.

    If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the governing Board or Committee shall determine by a majority vote of the disinterested Directors whether the transaction or arrangement is in the corporation’s best interest, for its own benefit, and whether it is fair and reasonable. In conformity with the above determination, it shall make its decision as to whether to enter into the transaction or arrangement.

    d. Violations of the Conflicts of Interest Policy

    If the governing Board or Committee has reasonable cause to believe a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the allege failure to disclose.

    If, after hearing the member’s response and after making further investigation as warranted by the circumstances, the governing Board or Committee determines the member has failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action.

    Section 4. Records of Board and Board Committee Proceedings

    The Minutes of meetings of the governing Board and all Committees with Board delegated powers shall contain:

    a. The names of the persons who disclosed or otherwise were found to have a financial interest in connection with an actual or possible conflict of interest, the nature of the financial interest, any action taken to determine whether a conflict of interest was present, and the governing Board’s or Committee’s decision as to whether a conflict of interest in fact existed.

    b. The names of the persons who were present for discussions and votes relating to the transaction or arrangement, the content of the discussion, including any alternatives to the proposed transaction or arrangement, and a record of any votes taken in connection with the proceedings.

    Section 5. Compensation Approval Policies

    a. A voting member of the governing Board who receives compensation, directly or indirectly, from the corporation for services is precluded from voting on matters pertaining to that member’s compensation.

    b. A voting member of any Committee whose jurisdiction includes compensations matters and who receives compensation, directly or indirectly, from the corporation for service is precluded from voting on matters pertaining to that member’s compensation.

    c. No voting member of the governing Board or any Committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from the corporation, either individually or collectively, is prohibited from providing information to any Committee regarding compensation.

    d. When approving compensation for Directors, officers and employees, contractors, and any other compensation contract or arrangement, in addition to complying with the conflict of interest requirements and policies contained in the preceding and following sections of this article as well as the preceding paragraphs of this section of this article, the Board or a duly constituted compensation Committee of the Board shall also comply with the following additional requirements and procedures:

    1. the terms of compensation shall be approved by the Board or compensation Committee prior to the first payment of compensation,

    2. all members of the Board or compensation Committee who approve compensation arrangements must not have a conflict of interest with respect to the compensation arrangement as specified in IRS Regulation Section 53.4958-6(c)(iii), which generally requires that each Board members or Committee member approving a compensation arrangement between this organization and a “disqualified person” (as defined in Section 4958(f)!1) of the Internal Revenue Code and as amplified by Section 53.4958-3 of the IRS Regulations)”

    i. is not the person who is the subject of the compensation arrangement, or a family member of such person;

    ii. is not in an employment relationship subject to the direction or control of the person who is the subject of the compensation arrangements;

    iii. does not receive compensation or other payments subject to approval by the person who is the subject of the compensation arrangement

    iv. has no material financial interest affected by the compensation arrangement; and

    v. does not approve a transaction providing economic benefits to the person who is the subject of the compensation arrangement, who in turn has approved or will approve a transaction providing benefits to the Board or Committee member.

    d. The Board or compensation Committee shall obtain and rely upon appropriate data as to comparability prior to approving the terms of compensation. Appropriate data may include the following:

    1. compensation levels paid by similarly situated organizations, both taxable and tax-exempt, for functionally comparable positions. “Similarly situated” organizations are those of a similar size, purpose, and with similar resources;

    2. the availability of similar services in the geographic area of this organizations;

    3. current compensation surveys complied by independent firms;

    4. actual written offers from similar institutions competing for the serves of the person who is the subject of the compensation arrangements.

    As allowed by IRS Regulation 4958-6, if this organization has average annual gross receipts (including contributions) for its three prior tax years of less than $1 million, the Board or compensation Committee will have obtained and relied upon appropriate data as to comparability if it obtains and relies upon data on compensation paid by three comparable organizations in the same or similar communities for similar services.

    e. The terms of compensation and the basis for approving them shall be recorded in written Minutes of the meeting of the Board or compensation Committee that approved the compensation. Such documentation shall include:

    1. the terms of the compensation arrangement and the date it was approved

    2. the members of the Board or compensation Committee who were present during debate on the transaction, those who voted on it, and the votes cast by each Board or Committee membership

    3. the comparability data obtained and relied upon and how the data was obtained

    4. if the Board or compensation Committee determines that reasonable compensation for a specific position in this organization or for providing services under any other compensation arrangement with this organization is higher or lower than the range of comparability data obtained, the Board or Committee shall record in the Minutes of the meeting the basis for its determination.

    5. If the Board or Committee makes adjustments to comparability data due to geographic area or other specific conditions, these adjustments and the reasons for them shall be recorded in the Minutes of the Board or Committee meeting.

    6. Any actions taken with respect to determining if a Board or Committee member had a conflict of interest with respect to the compensation arrangement, and if so, actions taken to make sure the member with the conflict of interest did not affect or participate in the approval of the transaction (for example, a notation in the records that after a finding of conflict of interest by a member, the member with the conflict of interest was asked to, and did, leave the meeting prior to a discussion of the compensation arrangement and a taking of the votes to approve the arrangement).

    7. The Minutes of Board or Committee meetings at which compensation arrangements are approved must be prepared before the later of the date of the next Board or Committee meeting or 60 days after the final actions of the Board or Committee are taken with respect to the approval of the Board or Committee are taken with respect to the approval of the compensation arrangements.

    8.The Minutes must be reviewed and approved by the Board and the Committee as reasonable, accurate, and complete within a reasonable period thereafter, normally prior to or at the next Board or Committee meeting following final action on the arrangement by the Board or Committee.

    Section 6. Annual Statements

    Each director, principal officer, and member of a Committee with governing Board delegated powers shall annually sign a statement which affirms such person:

    a. has received a copy of the conflicts of interest policy,

    b. has read and understands the policy,

    c. has agreed to comply with the policy, and

    d. understands the corporation is charitable and in order to maintain its federal tax exemption it must engage primarily in activities which accomplish one or more of its tax-exempt purposes.

    Section 7. Periodic Reviews

    To ensure the corporation operates in a manner consistent with charitable purposes and does not engage in activities that could jeopardize its tax-exempt status, periodic reviews shall be conducted. The periodic reviews shall, at a minimum, include the following subjects:

    a. whether any compensation arrangements and benefits are reasonable, based on competent survey information, and the result of arm’s-length bargaining.

    b. whether partnerships, joint ventures, and arrangements with management organizations conform to the corporation’s written policies, are properly recorded, reflect reasonable investment or payments for goods and services, further charitable purposes, and do not result in inurement, impermissible private benefit, or in an excess benefit transaction.

    Section 8. Use of Outside Experts

    When conducting the periodic reviews as provided for in Section 7, the corporation may, but need not, use outside advisors. If outside experts are used, their use shall not relieve the governing Board of its responsibility for ensuring periodic reviews are conducted.

  • kundawicce

    Oops, meant to post under my name, not River of Peace.

  • kundawicce

    Geez, I just wrote a long comment under a different user name, but now don’t see that comment. augh. Will redo. Maybe it was too long. Will email you some interesting pertinent info 🙂

  • Matt Smith

    Just saw this. OY does have a conflict of interest policy. At least, it did after a major revision of policies in the summer of ’08. It reads just like the one in the first comment, except wherever possible I edited it down so it says the same thing with fewer words.

    The legal risk of being found to violate a conflict of interest policy is relatively low, AFAIK. So in this situation, I think the downside is less about the IRS, more about how this looks and reflects on the organization. No org wants a story going around like what you’ve described: that the board hired one of its own against the recommendation of its own selection committee.

    There’s also an aspect of this internal to the organization. I hate to say it, but I’ve been on a board that engaged in a shady hiring process and hired one of our own. I didn’t know better at the time; or, I knew something felt wrong, but I didn’t have the clarity or the words to advocate for a better process. The person applied for two jobs, spent the first hiring process on the board and almost all of the second, then resigned just before ze was hired. Ze didn’t get the recommendation of the hiring committee, but had some board members dead set on hiring hir no matter what. The whole mess was hard on the board, because so many people took it personally including the applicant; and on the staff, who all knew ze’d been hired in a political process and had far more influence with the board than they did. That set up a weird power dynamic among the staff. And the whole process caused so much trouble/conflict, which continued to play out among us for a long time, I later understood how badly it poisoned the board and staff. I made a number of mistakes there I’ll never make again.

    I was hired for ED as a former board chair. I tried to keep it as clean as possible… took no part in any relevant discussions, resigned well before the job was posted, and encouraged the board to make the best decision for the org, whether that was hiring me or not. I didn’t want people to feel disloyal choosing someone else. I’m not aware of anything in that process we should have done differently… though there still had to be some politics in it, and it must have felt more personal and complicated than if I’d had zero board history.

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