Free Resources // Nonprofit Board Guidelines
Best Practices: Boards of Directors of Nonprofit Organizations
Prepared by Vicki Stasch, Management Consultant
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Roles & Responsibilities
According to nonprofit corporation law, board members should meet certain standards of conduct:
Duty of Care: using best judgment, using reasonable caution in decision making, attending meetings, asking questions, reading and learning about programs, participating in discussions and committees
Duty of Loyalty: putting personal and professional interests aside. Adhering to a conflict of interest policy.
Duty of Obedience: being true to the mission, using funds for appropriate purposes, adhering to all laws and regulations that apply to nonprofit organizations
The Three"W's" for Good Board Members
Wealth: Access to resources
Wisdom: Knowledge of the community and ways to help the organization grow
Work: Willing to work for the organization
Board of Directors' Responcibilites
- Determine and implement the organization’s mission and purpose
- Ensure effective organizational planning
- Ensure adequate resources
- Manage resources effectively
- Determine, monitor and strengthen programs and services
- Select and regularly evaluate the administrator
- Ensure Legal and Ethical Integrity and Maintain accountability
- Recruit and orient new board members and assess board performance
- Enhance the organization’s public standing
Executive Director’s Role
Executive Director has one boss, the entire board, not individual board members
- Oversees day-to-day operations
- Implements board policies
- Hires, directs, supervises evaluates staff and volunteers
- Prepares annual budget for board approval
- Manages finances
- Plans the annual operations to fit the boards long range plan
- Keeps the board informed and recommends policy changes
- Reports on problems, plans, progress
- Prepares annual report on progress of the organization and submits to the board
Areas of Expertise Needed on the Board
- Public Relations
- Legal
- Financial/accounting
- Fund Development
- Program
- Real Estate
- Client
- Age, gender, ethnicity, geographic diversity
Examples of Board Policies
- Types of programs
- Services offered
- Service goals
- Fees
- Building and grounds
- Construction contracts
- Facility planning
- Maintenance requirements
- Management
- Authority delegated to Executive
- Evaluation and compensation of Executive
- Finances
- Service contracts
- Bidding procedures
- Audit
- Budgeting
Leadership Quote
Management is doing things right. Leadership is doing the right thing.
Warren Bennis
