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Board of Directors 101

It is good to have all board members, even those with lots of experience to review board roles and responsibilities occasionally. It is one of those things that, if not kept in the forefront of our minds, we forget…or at least let slip away.

Let’s review for a moment why nonprofit organizations have a board of directors. Nonprofits are founded for the public good and operate to accomplish a stated purpose by performing certain activities. This stated purpose is the organization’s mission statement. Everything the organization does then is toward achieving that mission.

To fulfill its mission, nonprofits and ministries rely on their board of directors. Recognizing that board members are often not involved in the day-to-day activities of the organization, there must be a balanced partnership between the organization’s leadership and its volunteer board of directors. Understanding this delicate balance with clear roles and responsibilities for each is essential to ensuring organizational success.

It is important that everyone remember why a board of directors exists. The board is the keeper of the public’s trust. A board is required by the IRS to maintain tax exempt status to ensure that all organizational resources are being used to carry out the mission of the organization. When selecting board members, it will be important to ensure that board members are committed to the mission and they understand the big picture – who is being served and why!

The Executive Director, Chief Executive Officer, or other key organizational leader is responsible for carrying out the day-to-day operations of the organization. One of their big tasks is to take the work of the board as the mission is defined and refined and carry it out. Then, it is this person’s responsibility to maintain ongoing communication with the board to ensure the board understands what is happening.

Below is a succinct list of board member responsibilities:

  • Board members need to understand their roles and responsibilities and the legal duties of a nonprofit governing board.
  • Board members should periodically review bylaws and operating policies to ensure they remain accurate.
  • The board should evaluate its own performance on a periodic basis.
  • The board should have stated performance expectations and hold board members accountable to these expectations which should include — meeting attendance, fundraising, committee service, etc.
  • The board is responsible for orienting new board members and ongoing education of all board members.
  • The board should meet on a regular basis- as frequently as needed to conduct the business of the board.
  • Board agendas should be developed in such a way so that the board spends the majority of its time looking forward instead of looking at what has already happened. Accurate minutes of board meetings should be taken and distributed to all board members.
  • Committees should report their work to the full board with the decisions being made by the committee included in the board minutes.

Over the next month, our focus is going to be on boards, what board members should do and shouldn’t do, how to maximize board performance and how to use the board to take the organization to the next level. Have questions? Send them to us at and we will get them answered for you.

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