 Like the constitution of the country.  Filed with state to create a business.  States the purpose of the organization.  States the primary activities of the organization  Can be amended but is a bigger deal than amending the bylaws.

 Are like the laws that govern the country.  They are how organization runs.  Are the primary governance document.  Should reflect the articles of incorporation by doing what the articles state.  Should define board terms, executive committee function and make-up, and officer terms.

 Duty of due care- must be an active participant in organization’s management and have reasonable inquiry into the operations of the organization.  Duty of obedience-must follow organization’s governing documents and all federal and state laws.  Duty of loyalty- Decisions regarding the organization's funds and activities must promote the organization's public purpose rather than private interest.

 Owner of institution  Governing body  Planning and program evaluators  Fiscal agents- manage resources effectively  Fundraisers  Counselors  Organizational performance Assessors  Ambassador and steward

 Personnel policies and rule setter  Selectors and evaluators of senior staff  Responsible to legally fulfill duties of organization and Board

 Manages day-to-day operations  Supervises and evaluates staff.  Carries out strategic plan.  Carries out all Board policies.  Serves the Board.  Is a community liaison.  Manages the budget.  Fundraises.

 Public relations.  Assess stakeholder needs.  Work with board and other volunteers.  Physical plant oversight.

 Create an environment of care.  Run programs and evaluate results.  Manage clients or customers.  Report to Executive Director: issues and concerns, facility needs, programmatic requests, and client needs.  Stewards and PR.  Perform daily tasks require to fulfill mission of organization.

 Board interaction with staff below the E.D. should be only through committee work.  Staff reports to the Board should come through the E.D.  Board-staff or staff-board interaction without going through the E.D. undermines effectiveness of the Executive Director and other Board members

 Each committee should have chair that oversees all aspects of the committee work.  The chair is the point person to report all committee work back to the Board.  Members of the committee should perform all work within the confines of the project and report all information back to the committee.

 Created to research issues and report them back to the board  Serve at the pleasure of the board  Assume oversight of the task’s that the board has assigned  They work with the E.D and staff  They work with volunteers and community and should always positively represent the organization

 They can study problems or ideas and present findings to the board  Board is still responsible for actions taken by committees, so voting is key  Work should be performed in a timely fashion  Board should set deadlines for committee work  Non-board members can serve on committees but have no voting power

 Types of Board members: › CPA › Banker › Insurance Agent › Member of group represented › Attorney › Members who will perform committee work and events › Members who can give or get

 Have copies of Minutes, agendas, financials, and other voting issues.  Follow Robert’s Rules of Order  Table items that become consuming until of meeting  Conduct matters that require a vote at start of meeting to ensure quorum when needed  Invite guests at the start of the meeting

 They become the official record of the business of the organization  They provide a written record of all votes and decisions  They protect the Board

 It says why the organization exists.  Explains the aim or purpose of organization  Defines the customer  Defines the critical processes

 Expresses the desired destination within a certain time frame  Provides inspiration for daily operations and strategic decisions  Says where you will be in a specified number of years  Says what you will accomplish  Becomes the way to do business- post it and live it- the culture of the organization  Must believe in the statement

 Grounded in values and define how people want to behave with each other in the organization.  How the organization will value customers, suppliers, and the internal community.  Describe actions which are the living enactment of the fundamental values held by most individuals within the organization.

 Bylaws dictate how board communication should occur.  990 should be available to the board and constituents for review  With donors- through newsletters, thank you letters, annual reports, and events.  With like organizations- create committees to address issues that are common for funding purposes.

 Mail Handling & date stamping  Deposits & Donation Handling  Check Signing & voided check handling  Reconciliation  Financial statement preparation and reconciliation  Accounts payable and Accounts receivable