1. Duties and Responsibilities of a Board Member
By Alexis Molinares
Alexis Molinares & Associates
For CARa

2. First…
There are a diversity of views regarding the Role and Responsibilities of a Board of Directors
But... These share common themes

3. Simple definition…of a board
“Group of people legally and morally charged with the responsibility to govern an organization”

4. Who they Serve…
For Profit Corporation: the board is responsible to the stockholders
Not for Profit: the board is responsible to the stakeholders, in particular the community the organization serves

5. The Duties in General… 1. Provide continuity for the organization
Provide the legal framework
Represent the organization’s point of view through its products and services and advocacy for them

6. Cont… 2. Select and appoint and evaluate a Chief Executive
The administration is delegated.
Evaluation based on set criteria: including…
Relation with the board members
Leadership
Program planning and implementation, and
Managment of the organization and its personnel

7. Cont… 3. Govern the organization by broad policies and objectives
Formulated and agreed upon by the chief executive
Assign priorities
Ensure the organization’s capacity to carry out programs

8. Cont…
4. Acquire sufficient resources for the organization’s operations and to finance products and services
A True Commitment to Fundraising!!!!!

9. Cont…
5. Account to the public for the products and services of the organization and expenditures of its funds, including…
Provide fiscal accountability, approve budget and formulate policies for the disposition of public and private resources

10. 10 major responsibilities… modified from Carter McNamara, 2008
Determine the Organization’s Mission and Purpose
Select the Executive
Support the Executive and Review His Performance
Ensure Effective Organizational Planning and Assist in Implementing the Plan’s Goals
Ensure Adequate Resources
Manage Resources Effectively
Determine and Monitor the Organization Programs and Services
Enhance the Organization’s Public Image
Serve as a Court of Appeal
Assess It’s own Performance

11. Board Paradox
The board-staff relationship is a paradoxical one. When acting in their governing role, the board must stand above staff and be the "boss." But when acting in their supporting role, board members act to support and assist staff-led work.

12. Some boards become so excited about their roles as governors that they mistake governance for close supervision of management and begin meddling in minor management affairs. In other cases, as boards govern more, they shirk their supporting role. The challenge is to fulfill both roles, not simply switch from one to the other.

13. Finally,
“While appointment or election to a board is an honor, board members have important legal and fiduciary responsibilities that require a commitment of time, skill, and resources”

14. 80:10:10 Rule 80 % of Time Devoted to Fundraising
10% of Time Devoted to Oversight of Programs
10% of Time Devoted to Strategic Planning

15. We expect… Attend Board meetings regularly
Be familiar with the organization's goals, objectives and programs
Read preparation materials prior to each Board meeting to assure active, informed participation
Exercise general supervision over the organization affairs
Know the budget, budget process and financial situation of the organization
Inquire if there is something you do not understand or if something comes to your attention that causes you to question a policy or practice
Insist on meaningful Board meetings with full disclosure of operating results
Require the organization to engage competent legal counsel
Require all committees to make reports at the Board meetings,when appropriate
Know the directors and officers of the organization
Identify and avoid conflicts of interest
Monitor the community and professional image of the organization

16. Gracias…