board member education session 5 tuesday, october 29 your pit boss for this session is eileen...
TRANSCRIPT
Board Member Education
Session 5Tuesday, October 29
Your Pit Boss for this session is Eileen Castberg
So, now you’re on the BoardThe One-Hour Board MeetingFiduciary responsibilities of the Board
Fiduciary ObligationsFiduciary Obligations
Presented by:
Jeffrey T Weinland, CHA, CHE, CHAE University of Central Florida
Rosen College of Hospitality Management
Keys to a Successful ResortStack the Deck!
Session 4Tuesday, October 298:45 AM – 9:45 AM
Your Pit Boss for this session is Kimberly Stibbs-Menster
Paul GoodrichSPM Resorts
Scott Riddle1800MyCondo.com & Resort Synergy
Gregg McMurtrieCollections Unlimited
FiduciaryFiduciary
A Relationship of Trust, Confidence, and Duty
FiduciaryFiduciary
• from the Latin fiducia, meaning "trust”
• a legal relationship where one person is obligated to act in the best interests of others
• obligations are willingly accepted
• dependence and influence are created
• elements – care, loyalty, obedience
PartiesParties
Dependent - Influencer
Principal - Agent
Client - Attorney
Client - Broker
Beneficiary - Trustee
Heirs - Executors
Timeshare Owners - Board Members
BoardBoard MembersMembers
• represent the interests of all timeshare owners as a collective
• represent the interests of the organization
• as members of the organization, they represent their own interests, but only to the extent that those interests are shared by all owners
LiabilityLiability
• Personal – individuals are personally liable to preform their duties in representing the organization and the owners
• Corporate – the association is liable as a whole to ensure that policies and procedures are in place to protect the dependent parties
BoardBoard MemberMember DutiesDuties
• Legal Compliance
• Financial Oversight
• Governance
• Management
LegalLegal ComplianceCompliance
• Federal – US Code
• State – Statutes
• Local – Ordinances
• Governing Documents– Articles of Incorporation– Prospectus– Deed Restrictions– Rules & Regulations– Policies & Procedures
FinancialFinancial OversightOversight
• Budget & Planning
• Financial Management
• Reconcile Operational Activities to Financial Reports
• Internal Controls
GovernanceGovernance
• Vision
• Mission
• Organizational Objectives
• Moral & Ethical Decision Making Processes
ManagementManagement
• Day to day operating activities• Service delivery• Administrative activities• Operational & regulatory requirements• Delegation of activities to a professional
management company or employees• Note: activities can be delegated, but the
board members remain responsible and accountable for all fiduciary duties
FiduciaryFiduciary DecisionDecision TestingTesting
• Is it truth?
• Is it fair to all concerned?
• Does it benefit all concerned?
• Does it build positive relationships or add good will?
IdealIdeal BoardBoard MembersMembers
• Honest, Trustworthy, Courageous,
Moral & Ethical
• Able to interpret financial statements and operational reports
• Has an interest in the long-term success of the organization
• Willing & able to meet the requirements of service
EmployeesEmployees andand ManagementManagement CompaniesCompanies• Employees have fiduciary responsibilities
owed to their employers
• Management companies have fiduciary responsibilities owed to the organization which they contract with
• Neither replace the board members fiduciary responsibilities owned to owners or their organizations
Fiduciary ObligationsFiduciary Obligations
Questions?
&
Answers