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What in the World Do Board Members Do?

By January 16, 2020 No Comments

Nonprofit leaders and some brave board members often ask what are board members supposed to do? In other words, what is their job description? 

Board members wear three hats within an organization-a legal hat, an ambassador hat and a volunteer hat.  Their role while wearing each of these hats is very different and often misunderstood. 

Legal Hat – When wearing the legal hat, the board member needs to know that this is the role assigned to each individual board member by the IRS.  It is the view of the IRS, whether the board members realize it or not, that they are the ones legally responsible for the organization. Yes, the IRS holds board members responsible for the organization.  Within the legal hat, there are three specific responsibilities. 

                Duty of Care – Making the best decisions for the organization.  This duty necessitates that you actively participate in the work of the board and make decisions using your best judgment.  It also requires you to ask questions when you need more information to make decisions.  This means that the board needs to meet on a regular basis; otherwise, how will you make informed decisions?

                Duty of Loyalty – Acting in the best interest for the organization.  Quite often board members are involved in other organizations or have their own businesses.  When serving on the board, and making decisions on behalf of the organization, the board member needs to always look at what is in the best interest of the organization…putting aside other personal and business interests. 

                Duty of Obedience – Staying true to the mission of the organization.  This duty also requires that the board ensures that the organization is following all applicable and relevant, local, state and federal laws as well as the written policies of the organization.  Are all payroll taxes paid? Was the 990 filed? Does the state require an annual report, if so, is it filed on time?

When putting on the ambassador hat, board members need to know that they are representing the organization.  They are the face of the XYZ Organization—this means that their actions, both positive and negative, can affect the public’s view of the organization.  Thus, choose board members who operate with integrity.

The second board hat is that of a volunteer.

Board members have the option to volunteer, but need to volunteer the understanding that when doing so they are the same as any other volunteer.  In other words, there are no special perks because they are a board member, they report to staff and take direction in the same way others do. 

Volunteering is an option and should be aligned with the skills and talents of the individual. Remember, many can volunteer but few can govern. Be very careful about moving someone who is a good volunteer to a board role.

The third board hat is that of an ambassador.

As an ambassador a board member is responsible for helping to share the good news of the work of the organization, for representing the organization in the community. And while this is a role or responsibility of board members, it is sometimes challenging for board members to know how to do it well. Provide them with training, share mission moments at board meetings that they can take with them to share with others.

Unfortunately, way too many board members do not understand the roles and responsibilities of board service.  Educating the board can be very helpful to ensuring a healthy, vibrant board and a strong organizational infrastructure.

We provide board trainings for boards of all sizes. Contact us to get your board training scheduled.

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