board of directors governance policy manual - SAE International

BOARD JOB PRODUCTS G-1
The BOARD represents the interests of the membership, provides strategic direction expressed in broad
policies, offers a clear, future-oriented leadership, outward vision and a broad range of viewpoints. The
composition of the BOARD shall include character, talent, loyalty to SAE International (SAE) and foster
diversity into the whole of the organization.
Diversity is defined by the BOARD to include, but not be limited to, culture, national origin, age, gender,
technical/managerial position, race, physical ability, industry sector and geographic location.
JOB PRODUCTS
1. The BOARD shall direct, control and inspire the organization through written BOARD policies that are
forward looking, include an influence of external factors and trends and capture all relevant values for
the successful outcome and conduct of SAE. The BOARD:
1.1 Ends Policy identifies SAE programs, products, services, impacts, benefits, outcomes, the
intended recipients and the acceptable costs thereof, including dues.
1.2 Governance Policies states the philosophy and methods of the BOARD’s own operations, such
as Bylaws’ interpretation and proper composition of BOARD Committees, Board Subteams and
Operating Boards.
1.3 Relationship Policies, in one document, wherein the BOARD reserves authorities to itself and
delegates specific responsibilities to Operating Boards and the Chief Executive Officer.
1.4 Limitations Policies on the President, Treasurer, Chief Executive Officer and Operating Boards
are to prohibit actions unacceptable to the BOARD, including those related to new-business
ventures, acquisitions, major partnerships, budgeting, financial management and planning.
2. The BOARD ensures performance of Operating Boards and the Chief Executive Officer through
assessment and response to results-oriented data on any person or entity to which the BOARD has
delegated authority.
3. The BOARD represents the interests of the membership and the viewpoints of members, mobility
sectors and constituencies.
4. The BOARD requires the SAE operating organization to serve member interests.
5. The BOARD provides fiduciary oversight by assessing reports of membership, cash flow, financial
position, net income and legal challenges.
6. The BOARD approval is required as follows:
6.1 All changes to the:
6.1.1 Articles of Incorporation
6.1.2 Bylaws prior to presentation to the membership for its vote
6.1.3 Governance Policy Manual
6.1.4 Intellectual Property and Usage Policy
6.1.5 Mission, Vision, Ends and Strategy
6.2 Appeals decisions
6.3 Election of a member to SAE Fellow-grade status
6.4 Awards and Scholarships
6.4.1 Award recipients
6.4.2 Changes to the Investment Policy Seeking Total Return for endowed funds.
6.4.3
6.4.4
Establishment/Elimination of Awards and Scholarships
Scholarship Processes
6.5 Chief Executive Officer:
6.5.1 Annual executive compensation package
6.5.2 Approval of Chief Executive Officer candidate
6.5.3 Organizational Objectives
6.5.4 Selection process to identify a Chief Executive Officer
6.6 Financial:
6.6.1 Annual Business Plan
6.6.2 Financial Management Plan
6.6.3 Loans or long-term expenditures to SAE affiliates.
6.7 Governance Structure:
SAE INTERNATIONAL
BOARD OF DIRECTORS – GOVERNANCE POLICY MANUAL
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