Responsibilities of Nonprofit Boards

Emerging Latino Communities Initiative
Webinar Series 2011
June 22, 2011
Presenter: Janet Hernandez, Capacity-Building Coordinator
Why do nonprofit organizations have boards?
Responsibilities of nonprofit boards
Individual member responsibilities
Board committees
Who does what? Executive Director Role vs. Board Role
Best practices for high performing boards
Is your board in trouble?
Why Do Nonprofits Have Boards?
• To govern and guide the organization by determining
the organization’s mission and strategic direction
• To ensure that the organization complies with legal
• To procure funding and oversee its appropriate
Main Responsibilities of Nonprofit Boards
• Ensure that the organization stays in compliance
with nonprofit laws and regulations.
• Determine the organization’s mission, strategies,
and program priorities.
• Adopt operational policies and procedures.
• Ensure effective organizational planning.
• Recruit and train new directors and regularly assess board
• Guarantee adequate financial resources by giving and requesting
• Monitor resources effectively, approve budgets, and establish
fiscal policies and financial controls.
• Hire an executive director, define his or her duties, set
compensation, and review performance on a regular basis.
• Serve as public representatives of the nonprofit corporation and
enhance its public standing.
Individual Board Member Responsibilities
Meetings are not used primarily for listening to long reports from staff.
Individual Board Member Responsibilities
• Act in good faith and in a manner that you reasonably believe is in
the best interest of your organization.
• Act with such care as any prudent person would employ in your
• Believe in the mission and be well-informed about the organization’s
history, services, policies, and programs.
• Be consistent in attending meetings and special events.
• Serve on committees and take on special assignments.
• Review agendas and supporting materials prior to board and
committee meetings.
• Make a personal financial contribution to the organization
and/or raise a designated amount.
• Assist the board in carrying out its fiduciary responsibilities,
such as reviewing the organization’s monthly and annual financial
Board Committees
Most boards carry out their functions through committees because:
•Smaller groups can work more efficiently
•Committees can play a helpful role in building teamwork among
members of large boards
•Committees encourage board leadership to emerge
Board Performance Evaluation
Board Performance Evaluation
• Understands and supports the mission of the
• Provides leadership for strategic planning
• Assists in fundraising and gives an annual gift to the
• Knows the organization’s programs and services and
engages in program evaluation
•Understands the organization’s financial statements
•Prepares for and participates in board meetings and
committee meetings
•Maintains appropriate relationships with staff
•Participates in board selection, orientation, and evaluation
Executive Director Role
Implements policies and overall goals
Board Role
Sets policies and direction for the organization
Maintains responsibility for all the parts coming together Deals with the “whole” and develops concepts
Understands long-term goals, but is short-term focused
Maintains a long-term focus of governance
Acts as bridge from board to staff
Deals only with the executive director
Has authority over all staff
Has authority over executive director, when acting as a
full board
Executes operating budget
Approves operating budget
Accounts to full board
Accounts to membership or community served
Implements priorities established by the board
Determines priorities and measurements for
Provides information to the board on results achieved
Analyzes information and evaluates results based on
established goals and priorities; evaluates executive
Proposes goals for next year and strategic analysis of
organization’s program and administration
Considers executive director’s perspective and
recommendation to reevaluate priorities and develop
strategic plan
Best Practices of High-Performing Boards
•The board and key staff agree on the core values that will guide the
organization’s mission.
•The board plans ahead and pays attention to the strategic direction needed by
the organization to ensure continued success and improvement.
•The board is committed to excellence and is willing to take an appropriate
amount of risk to be among the best.
•The board and the executive director agree on how they will know when the
agency is successful and use a key set of data in tracking program and financial
•Board members have a clear and complete board job description.
Signs of Boards in Trouble
• Unclear definition of roles
• Inadequate knowledge of what good governance means (no board
• Board members not pulling their weight
• Poor communication and unresolved conflicts
• Feeling too far removed from what is going on in the organization
• Board does not follow by-laws
• Poor attendance at board and committee meetings
Questions or Comments?
Thank you!
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