The purpose of NELA is to safeguard and advance the legal rights of individual employees, while at the same time promote the profession and interests of lawyers who advocate for equality and justice in the American workplace.  Meeting this purpose requires that NELA work towards increasing the number of lawyers representing aggrieved employees.  (Article II). 

NELA’s Board is the governing body of the organization, which through its officers and committees, is charged with formulating, interpreting, and directing the policies and affairs of NELA.  (Article VII, Section 1).  The Board is composed of twenty-four (24) seats, consisting of seven (7) people who are appointed by the Board (At-Large Appointments), and fourteen (14) who are   elected by Regular Members (At-Large Elections).  (Article VII, Section 3).  The term of each Board member, whether elected or appointed, shall be three years, with a maximum of 3 terms (9 years total), unless elected to the presidency.  (Article VII, Section 10).  Candidates who ran for election and are not elected remain in the eligible pool of candidates for Board appointment.  Only Regular Members in good standing may vote for or be eligible to serve on NELA’s Board.  A Regular Member is any individual, whether in private or public interest practice in the United States, who subscribes to NELA’s purposes and who certifies that more than 50% of their employment-related legal representation is on behalf of employees.  (Article IV, Section 2).       

NELA’s President annually appoints a Nominating Committee consisting of the Executive Director, two members of the Board, and two individuals from the NELA membership.  (Article VII, Section 7).  The Nominating Committee is charged with soliciting and developing names of potential diverse candidates in good standing from the Board, Affiliate Representatives, the Chairs of NELA’s committees, and from NELA’s general membership preceding the election and recommending two (2) to three (3) candidates for each vacancy.  (Article VII, Section 7(a)(i) & (ii)).  The Nominating Committee recommends two to three candidates for each vacancy every year.  Self and member nominations are strongly encouraged. 

Article VII, Section 4 of the Bylaws sets out the minimum eligibility requirements to serve as a member of NELA’s Board:

1. A Board member must be a Regular Member of NELA who has paid all past dues.
2. A Board member must have a minimum of two years of Regular membership in NELA.
3. A Board member may not be an owner, partner, or shareholder of a law practice that includes mandatory arbitration or at-will employment provisions in contracts with its employees, in its handbooks and agreements, excluding any notifications required by law.
4. A Board member may not, in a matter publicized by local or national media, represent an employer or an individual aligned with an employer, or make an argument, whether legal or factual, that is inconsistent with the mission or policies of NELA, as determined by the Board in its sole discretion.
5. A Board member may not take any action that reflects adversely on NELA or its Affiliates and Chapters, as determined by the Board in its sole discretion.

NELA’s Bylaws also provide that enhancing the diversity of the Board is an important endeavor in developing the slate of candidates for Board membership and in appointing candidates to the Board.  (Article VII, Section 7(c)).  Diversity, equity, and inclusion are core values of NELA, necessary to achieving equality and justice in the American workplace.  A Board that reflects NELA’s values is essential to augmenting NELA’s credibility, reputation, and innovation in decision-making.  

In addition to formulating, interpreting, and directing the policies and affairs of NELA (Article VII, Section 1), Board members, as fiduciaries of NELA, must always act in the best interests of NELA by exercising reasonable care in all decision making.  (Article X).  Some of the obligations of Board members include:

1. handling personnel matters (Article VIII, Section 12);
2. appointing and removing all corporate agents, and employees (Article VII, Section 2(a));
3. deciding the compensation and duties of all corporate agents, and employees (Article VII, Section 2(a));
4. borrowing money and incurring indebtedness on behalf of NELA, such as promissory notes, bonds, debentures, deeds of trust, mortgages, pledges, hypothecations, and other evidences of debt and securities (Article VII, Section 2(b));
5. approving any merger, reorganization, voluntary dissolution, or disposition of NELA’s assets (Article VII, Section 2(d));
6. overseeing NELA’s investments ensuring that they are in the best interests of NELA (Article X, Section 2);
7. setting an annual budget and ensuring expenditures do not exceed budget (Article VIII, Sections 9 & 12);
8. keeping and maintaining NELA’s accounts, transactions, financial statements and reports (Article VIII, Section 7(d));
9. providing the membership with an annual report at the end of the fiscal year that explains the financial health of NELA: assets and liabilities, revenue or receipts, expenses or disbursements, health of the trust funds (Article XVII);
10. establishing the Nominating Committee (Article VII, Section 7);
11. making At-Large Appointments to the Board as well as filling Board vacancies (Article VII, Sections 3, 9, &11);
12. creating any number of Board Committees and appointing members to these committees including standing committees, advisory ad hoc committees and task forces (Article IX);
13. removing other Board members for cause including Board members who miss three successive Board meetings (Article VII, Sections 6(iii) & 11(b));
14. establishing requirements for membership, suspending and/or terminating members, setting dues (Article IV);
15. establishing and working together with its regional, state and local Affiliates and Chapters to advance NELA’s purpose (Article VI);
16. holding an annual meeting and other special and regional meetings as it deems necessary (Article V, Article VII, Section 12).

In addition to the above duties, NELA Board members are expected to participate in fundraising initiatives for both NELA and its related charitable organization, the National Institute for Workers’ Rights (the Institute).  Although Board members are not required to make a financial contribution of any specific amount, they are encouraged to make an annual personal and/or business gift to NELA (i.e., sponsoring NELA’s Annual Gala) and to the Institute (i.e., to the Paul H. Tobias Fellowship Program or any year-end Campaign) to the best of their ability.

The Board meets in person at least three times a year, once in both the Spring and Fall for two full days, and once in June after NELA’s Annual Convention.  NELA encourages in person attendance at Board meetings because face-to-face conversations allow for more open discussions, are easier to facilitate, and ensure that NELA’s business is conducted in an engaging and productive manner in line with the Board’s fiduciary responsibility of a duty of care.  Board members find that in-person meetings provide them with the opportunity to form meaningful relationships and to work efficiently together towards shared Board goals.  Board members who miss three (3) consecutive regular meetings of the Board may be automatically removed.  (Article VII, Sections 6(b)(iii) & 11(b)(v)).  Rather than miss a meeting, Board members may participate in a meeting of the Board by conference telephone, or video screen communication.  (Article VII, Section 12(e)).  At times when it is not possible to attend a Board meeting in person, virtual engagement allows members a chance to participate from their location.  TBD: Insert travel Reimbursement Policy Language. NELA does not want travel expenses to be a bar to Board Service.  NELA can reimburse for travel expenses consistent with it Travel Reimbursement for Executive Board Meetings.

Board members are expected to perform their duties diligently in good faith and act in the best interests of NELA.  (Article X).  To effectively execute their responsibilities, Board members must understand the role of the Board in governance of NELA and demonstrate a strong commitment to the organization by actively participating in committees and leading the organization in other ways.  (Article IX, Section 1).  Board members will also have a strong commitment to advancing workers’ rights both as lawyers representing clients and as lawyers promoting equity in their own workplaces.  (Article IV).  The Board needs individuals to fill vacancies on the Board either by running for election or seeking appointment for three-year terms.  (Article VII, Section 3).   These individuals should have diverse backgrounds and knowledge of the conditions that allow boards to be effective.

Board members owe a fiduciary duty to NELA.  To that end, the following is expected of NELA Board members:

• Preparation for and attendance at three annual Board meetings (spring, Annual Convention, and fall), and active participation in Board discussions and votes between meetings.
• Working knowledge of and adherence to NELA’s governing documents, policies, and priorities.
• Working knowledge and evaluation of NELA’s programs and financial systems.
• Selection, support, and oversight of NELA’s Executive Director.
• Serve as ambassadors for NELA and its related charitable public interest organization, the National Institute for Workers’ Rights (Institute).
• Engage in membership and Affiliate outreach.

This is where you can add a section that changes yearly.  Giving money and contacts should never be listed.  That runs counter to promoting diversity.  Always at the center of choosing are people who are mission-oriented.  This does not mean you cannot have big donors.  It is mission-oriented first and they must also fulfill the other expectations in your Bylaws.

The answers to the questions in this Questionnaire will allow the membership and the Board to gauge your knowledge of NELA and your commitment to Board service.  Whether it is from prior board service, or other relevant experience, your answers should demonstrate that you know how to strategically set goals and execute policies to reach those goals. 

Quality responses to the questions are innovative and creative, thorough and offer details and specificity that demonstrate knowledge of NELA’s mission and vision.  Weak responses are vague, noncommittal, or fail to demonstrate a grasp of knowledge of the purpose of NELA’s mission and/or vision.

This Questionnaire is divided into 5 sections: Biography (collecting a resume and checking whether candidate meets the eligibility requirements in the Bylaws), Certifications (same purpose as Biography section), Demographics (gathering information to ensure diverse slate of candidates as required by Bylaws), Prospective Board Member Questions (ascertaining candidate’s prior board or transferable experience and desired knowledge and skills for membership on NELA’s Board), Candidate Statement (This maximum 750-word statement will be distributed with the ballot that NELA members will receive in April 2024.  In creating the Candidate Statements, candidates are encouraged to use their answers to the questions to draft their statement.)  

This Questionnaire can be completed in several sittings by saving your progress.

For a listing of NELA’s current Board officers and members, please see the Board listing.  Additional questions about Board service or this application may be directed to Jeffrey Mittman, Executive Director, at (415) 625-5401 or jmittman@nelahq.org.