Governance / Board Of Directors

For The UTI Foundation

The following information provides a general overview of the characteristics and responsibilities of the UTI Foundation Board of Directors. Four areas are covered: collective attributes generally desired of a UTI Foundation Directors; individual attributes desired of every Director; general responsibilities of the Board and legal obligations of the Board.

Collective Attributes (skills, experience and competency) Should Include:

Financial acumen
Investment acumen
Knowledge and expertise in fund raising
Knowledge and skill in strategic planning methods and procedures
General management experience and background
Knowledge of and connections with sources of contributions and/or resources which could provide support to the UTI Foundation
Knowledge of organizational constructs, by-laws and policy development, especially relating to non-profit organizations
In-depth knowledge of the UTI Foundation Board and Universal Technical Institute, Inc.
In-depth knowledge of the industry or activity arena the UTI Foundation Board is involved with, along with the activity of Universal Technical Institute, Inc.
Knowledge of philanthropic organizations and practices

Individual Characteristics That Every UTI Foundation Director Should Posses Include:

Honesty and integrity
Enthusiasm for the cause the organization supports
Vision and leadership--the ability to see the big picture and the courage to set direction to achieve the UTI Foundation’s mission
Stewardship--a true desire and commitment to devote the time and effort to serve the interests and pursue the goals of the UTI Foundation, as well as an in-depth understanding of the mission and purposes of the organization
An ability to think and act strategically
A willingness to support the UTI Foundation with personal funds and/or gifts in kind
A clear understanding of the division of responsibilities between UTI Foundation Directors and staff
Collegiality--possessing a sincere and respectful attitude toward colleagues and their views

Basic Board Responsibilities Of A UTI Foundation Director Include:

Determining the organization's mission and purpose
Setting and/or maintaining operating policies
Selecting the chief executive (or providing input/support/approval to the parent organization if it is responsible for making the selection)
Supporting the chief executive and assessing her/his performance
Ensuring effective organizational planning and strategies
Ensuring adequate resources
Managing resources effectively
Determining and monitoring the organization's programs and services
Enhancing the organization's public image
Ensuring legal, fiscal and ethical integrity and maintaining accountability
Recruiting new board members and assessing the board's own performance

Legal Obligations of Board:
Directors have three basic legal obligations:

Duty of care--requires the exercise of care, diligence and skill that an ordinary, prudent person would exhibit under similar circumstances.
Duty of loyalty--requires the pursuit of the UTI Foundation's best interests. A Director should avoid self-dealing, absent full disclosure and explicit Board approval in each case.
Duty of good faith and fair dealing--requires actions in accordance with the UTI Foundation's rules and in furtherance of its goals as stated in our mission statement, articles of incorporation and by-laws.