Major Duties of the Board of Directors

Brenda Hanlon, in In Boards We Trust, suggests the following duties (as slightly modified by Carter McNamara, PhD, Free Management Library, www.managementhelp.org, to be “nonprofit/for-profit neutral”).

Potential and current board members should clearly understand what is expected of them. The outline below offers a description of those expectations, which should be maintained in each member’s Board Manual.

  1. Provide continuity for the organization by setting up a corporation or legal existence, and to represent the organization's point of view through interpretation of its products and services, and advocacy for them
  2. Select and appoint a chief executive to whom responsibility for the administration of the organization is delegated, including:
    • To review and evaluate his/her performance regularly on the basis of a specific job description, including executive relations with the board, leadership in the organization, in program planning and implementation, and in management of the organization and its personnel
    • To offer broad administrative guidance and determine whether to retain or dismiss the executive

  3. Govern the organization by broad policies and objectives, formulated and agreed upon by the chief executive and employees, including to assign priorities and ensure the organization's capacity to carry out programs by continually reviewing its work.
  4. Oversee the acquisition of sufficient resources for the organization's operations and to finance the products and services adequately
  5. Account to the public for the products and services of the organization and expenditures of its funds, including:
    • To provide for fiscal accountability, approve the budget, and formulate policies related to contracts from public or private resources
    • To accept responsibility for all conditions and policies attached to new, innovative, or experimental programs.
    • Enhance the organization's public image among supporters, peers and the public.

Checklist for Selecting New Board Members

It's very important to keep the perspective that the Board of Directors deserves highly skilled and participative board members. We don't want erode our goals and have a belief that we are lucky to get anyone at all.

When we set out to recruit new members, the most important consideration is knowing what kind of skills are currently needed by the board. Consider the nature of issues and goals currently faced by the organization, for example, if we’re struggling with finances then seek a member with strong financial skills.
Can the Board candidate meet the basic Individual Board Member Responsibilities?

  • Attend all board and committee meetings and functions, such as special events.
  • Be informed about the organization's mission, services, policies, and programs.
  • Review agenda and supporting materials prior to board and committee meetings.
  • Serve on committees or task forces and offer to take on special assignments.
  • Make a personal financial contribution to the organization.
  • Inform others about the organization.
  • Suggest other nominees to the board who can make significant contributions to the work of the board and the organization
  • Keep up-to-date on developments in the free market movement.
  • Follow conflict of interest and confidentiality policies
  • Refrain from making special requests of the staff.
  • Assist the board in carrying out its fiduciary responsibilities, such as reviewing the organization's annual financial statements.

Personal characteristics to consider:

  • Ability to: listen, analyze, think clearly and creatively, work well with people individually and in a group.
  • Willing to: prepare for and attend board and committee meetings, ask questions, take responsibility and follow through on a given assignment, contribute personal and financial resources in a generous way according to circumstances, open doors in the community, evaluate oneself.
  • Develop certain skills if you do not already possess them, such as to: cultivate and solicit funds, cultivate and recruit board members and other volunteers, read and understand financial statements, learn more about the substantive program area of the organization.
  • Possess: honesty, sensitivity to and tolerance of differing views, a friendly, responsive, and patient approach, community-building skills, personal integrity, a developed sense of values, concern for your nonprofit's development, a sense of humor.

Board Processes for Recruiting New Board Members

  • Task the Executive Committee to maintain an up-to-date list of potential board candidates, including the particular skills they can bring to the organization.
  • Per any scheduling in the By-laws and/or after strategic planning, reference major strategic goals for the organization and the President to identify what skills would be highly useful to the board, e.g., if new people will be hired, the board may desire people with human resource skills, etc.
  • Reference the list of potential candidates to recruit for board membership and ask to meet with them.
  • Prospective board members should meet with the board chair and the President, hear an overview of the organization and receive relevant organizational materials describing the organization's products or services, receive a board member job description and a board member application form. The prospective new member should hear about how the organization orients new members. Provide names of several board members whom the prospective new member might contact with any questions.
  • Identify if there are any potential conflicts of interest with the candidate, e.g., is he or she on the board of a competing organization, a vendor of the organization, etc.
  • Invite the prospective new member to a board meeting. Notify current board members that a potential new member will be attending. Consider name tags to help the potential new member be acquainted with board members. Introduce the member right away in the meeting and, at the end of the meeting, ask the potential new member if they have any questions. Thank them for coming.
  • Shortly after the meeting, call the prospective new member to hear if they want to apply for joining the board or not.
  • Notify new members (those who have been elected) and invite them to subsequent board meetings, the board orientation (to be created) and send them their Board of Directors Manual.