Good governance is essential for any organization to function effectively. This is especially true for Tribal councils, who have fiduciary responsibilities over both government and business operations and must navigate complex laws and regulations while safeguarding the future of its Tribal members (citizens).

To achieve good governance, intentionally adopting practices that can help establish an effective environment as well as aligning council members to priorities, duties, and overall deportment creates a governance infrastructure that fosters productivity and consistency.

Explore best practices that can help build an effective Tribal council, increase your Tribal council’s success, and move your Tribe forward.

Components of a Strong Governance Environment

To ensure effective leadership, a governing body must establish a combination of policies, systems, structures, and a strategic or operational framework that promotes sound decision-making and accountability. This includes creating policies that are aligned with the organization's mission and values, as well as establishing systems and structures that support effective decision-making and action-taking.

Additionally, accountability mechanisms must be put in place to hold the governing body responsible for its decisions and actions.

Tribal Council Priorities

A Tribal council’s roles and responsibilities are critical to the success of an organization. A key responsibility is to establish the strategic framework that will guide the organization's activities and decision-making, including establishing clear goals and objectives that align with the organization's mission and values.

While Tribal council sets policies, the council must ensure accountability, including monitoring the organization's performance and taking corrective action when necessary.

Fiduciary Duty

As a Tribe’s governing body, the council has a fiduciary responsibility to safeguard the Tribe’s assets and its business enterprises, including formally approving large transactions and initiatives that are in the Tribe’s best interests.

The Tribal council is responsible for approving an annual budget that reflects the Tribe's priorities and goals. Overseeing risk management and ensuring proper coverage is also a critical council responsibility, including identifying potential risks and implementing strategies to mitigate them, as well as ensuring the Tribe has sound internal controls in place to prevent fraud and other financial irregularities.

The council also appoints or approves board members who have the necessary skills, experience, and expertise to effectively oversee Tribal business enterprises. It should appoint a representative to serve on each enterprise board to communicate and address the Tribal council's interests and priorities. This representative should have a deep understanding of the Tribe's mission and values, as well as the enterprise's goals and objectives.

Fiduciary Duties

• Duty of Care. Having a level of competence and judgment expected of a Tribal council member.
• Duty of Loyalty. Putting the Tribe above self and avoiding conflicts of interest.
• Duty of Obedience. Keeping the Tribe on course to accomplish stated goals and obey the law.

How to Conduct Fiduciary Duties

• Be informed and ask questions, ask for help when needed
• Unselfishly
• Responsibly
• Stay objective
• Honestly
• Maintain trustworthiness
• Investigate irregularities

Tribal Council Policies

Tribal council policies provide clear guidance on behaviors and contribute to a well-functioning governing body. At the governing body level, policies and bylaws should apply to Tribal council business, conduct and ethics, and Tribe-wide strategy and oversight. These policies should be available to the public. Operational policies and procedures should be overseen by Tribal staff, and key operational policies may be available to Tribal members.

Code of Conduct

A Tribal council’s success is dependent on the trust and confidence it earns from Tribal members, employees, and customers. To maintain this trust, it’s important for the council to establish clear expectations and guiding principles for appropriate behavior in the workplace and while in service as a Tribal council member. This is supported by developing and enforcing a code of conduct outlining the council's expectations for ethical and professional conduct.

A code of conduct policy should be designed with consideration for the Tribe's values, Tribal members, the customers, and professionals the council works with, and the services it provides.

Conflict of Interest Policy

A conflict-of-interest policy is a critical to making decisions and actions that are in the best interests of the Tribe and its members. For the most impact, the policy should be in writing, and the council and management should review the policy regularly, so it remains relevant and effective.

A conflict-of-interest policy should require those with a conflict—or who think they may have a conflict—to disclose the conflict or potential conflict to the Tribal council or management. This allows the council to evaluate the conflict and take appropriate action to ensure the conflict doesn’t compromise the Tribe's interests. The policy should prohibit interested council members from voting on any matter in which there is a conflict of interest to promote objective, non-biased decision-making.

For example, the Tribe should ensure council or board members involved in selecting vendors for goods or services have no relationships with those vendors, which also reduces the risk of fraud and abuse.

Tribal Council Philosophy

Improve Tribal council member engagement and productivity by elevating your council’s philosophy. Focus on formal and informal structures that support a robust Tribe-focused ecosystem.

Formal

• Form of governance
• Policies
• Meeting procedures
• Nominating and onboarding practices

Informal

• Relationships between council members
• Relationships between council and staff
• Level of engagement
• Communication style and formality
• Chair and Tribal administrator expectations
• Control and access to information
• Between meetings communications
• Trust and candor
• Conflict management

Council-Staff Partnership

The Tribal council-staff partnership is a critical component of effective governance requiring trust, respect, candor, and communication. Regular check-ins between the executive and chair are important for maintaining open lines of communication and aligning both parties on key issues and priorities. A commitment to no surprises by all parties is also important, as it promotes transparency and accountability.

Strategic thinking is another critical component of the council-staff partnership, as it promotes Tribe-first decision-making. Candid and frequent communication also promotes open dialogue and helps to identify potential issues before they become major problems. Setting clear expectations puts everyone on the same page and working towards the same goals.

Finally, thoughtful reflection on performance promotes effective council-staff functioning and ongoing improvements. This can be accomplished during an annual council self-evaluation and during the executive’s annual performance review.

Developing Council Skills

By nature of elections, Tribal council members change, and new members are regularly onboarded, while those with institutional knowledge cycle off. Establishing a robust onboarding and education program for new and currently serving council members supports effective governance by teaching and reinforcing knowledge and skills.

Tribal councils should also consider a new council member buddy program, where new members are matched up with experienced members; or an apprenticeship program, where Tribal members can gain exposure to council operations. Improve your Tribal council’s effectiveness with the following learning opportunities:

Onboard New Council Members

• History of the organization
• Strategic plan
• Financial statements
• Budget
• Organizational chart
• Bylaws
• Roles and responsibilities
• Expectations

Ongoing Education for Full Tribal Council

• Fiduciary responsibility
• Risk management
• ESG
• DEI
• Good governance

We’re Here to Help

To get more insights into building an effective Tribal council and how your council can better support your Tribe’s mission, contact your Moss Adams professional.

Additional Resources

• Tribal and Gaming Practice
• Strategy & Operations Consulting Services