BOARD & MEMBER 
ROLES & RESPONSIBILITIES 
D A N I E L K R O N O V E T , N A S C O E D U C A T I O N 
N A S C O I N S T I T U T E 2 0 1 4 – S AT U R D A Y 
T H I S W I L L B E F U N .
AGENDA!! 
A little bit of theory 
Duties of the board (or council) 
Duties of the individual director (or member) 
Board (or council) PROCESS 
Facilitation! 
Board Training 
Questions & Discussion
BOARD THEORY
BOARD THEORY 
Nonprofits get special tax status. 
Why?
BOARD THEORY 
Nonprofits create a PUBLIC GOOD: 
Education 
Low Cost Housing 
Puppies
BOARD THEORY 
Defined by a MISSION STATEMENT 
Example: 
“The mission of the Berkeley Student Cooperative is to provide a quality, low-cost, 
cooperative housing community to university students, thereby providing an 
educational opportunity for students who might not otherwise be able to afford a 
university education.” 
Do you know your organization’s mission statement?
BOARD THEORY 
BUT… 
People sometimes try to GAME THE SYSTEM 
OH NO!!!
BOARD THEORY 
What to do?
BOARD THEORY 
BOARDS!! 
Representatives FROM THE COMMUNITY 
to steer the VEHICLE OF THE NONPROFIT 
to create PUBLIC GOOD 
for the COMMUNITY 
Community community community. 
Community. Understood?
DUTIES OF THE BOARD
DUTIES OF THE BOARD 
Stewards of the organization 
Keepers of the mission
DUTIES OF THE BOARD 
Members 
Board 
Staff Committees 
House 
Managers 
Members
DUTIES OF THE BOARD
DUTIES OF THE BOARD
DUTIES OF THE BOARD 
Setting good POLICIES 
Making long-range STRATEGIC PLANS 
Financial PLANNING and OVERSIGHT 
Hiring good STAFF 
Being RESPONSIBLE
DUTIES OF THE BOARD 
NOT 
Telling staff what to do every day 
Dealing with every problem that comes up 
Deciding how to spend every dollar 
THAT’S WHAT STAFF IS FOR!!
DUTIES OF THE BOARD 
Remember this and you’ll save yourself many problems. 
“Focus on the big picture.” 
- Hammurabi
DUTIES OF THE DIRECTOR
DUTY OF CARE 
DUTIES OF THE DIRECTOR 
Knowledge 
§ By-laws, policy, history 
§ State and local laws 
Preparation 
§ Know the current issues 
§ Understand the proposals 
Participation 
§ Attend meetings 
§ Participate in discussion 
§ Ask questions, challenge
DUTIES OF THE DIRECTOR 
DUTY OF LOYALTY 
Uphold the mission statement 
§ Justification for your actions 
Organization’s interests first 
§ No benefitting yourself! 
§ Be careful about conflict of interest 
Support the Board publically 
§ Even if you personally disagree
DUTY OF CARE 
DUTIES OF THE DIRECTOR 
Knowledge 
§ By-laws, policy, history 
§ State and local laws 
Preparation 
§ Know the current issues 
§ Understand the proposals 
Participation 
§ Attend meetings 
§ Participate in discussion 
§ Ask questions, challenge 
DUTY OF LOYALTY 
Uphold the mission statement 
§ Justification for your actions 
Organization’s interests first 
§ No benefitting yourself! 
§ Be careful about conflict of interest 
Support the Board publically 
§ Even if you personally disagree
BOARD PROCESS
BOARD PROCESS 
Proposals!! 
Let’s try it out!
Author 
Date 
Title 
BOARD PROCESS 
Background & History 
PROPOSAL 
Comparison of 
proposal to status 
quo 
Possible options/ 
variations 
Cost 
Other Considerations
BOARD PROCESS 
Now… where do proposals come from? 
COMMITTEES
BOARD PROCESS 
Board has a 
discussion 
Board decides 
it needs 
something 
Picks a 
committee to 
work on it 
Committee 
sends proposal 
to board 
Committee 
develops a 
proposal
COMMITTEE PROCESS 
Review 
everyone’s work 
since last 
meeting 
Coordinate, 
discuss, develop 
proposals 
Figure out what 
else needs to be 
done 
Work on things in-between 
Assign tasks to be 
done before next 
meeting 
meetings
FACILITATION
FACILITATION 
The purpose of facilitation: 
§ Getting the best decision out of the group!
FACILITATION 
Making sure everyone understands 
Making sure everyone feels comfortable speaking 
Making sure no one dominates the conversation 
Keeping the conversation on track 
Being time efficient
FACILITATION 
Making sure everyone understands 
§ Check in regularly, summarize often 
Making sure everyone feels comfortable speaking 
§ Solicit new opinions, encourage all kinds of questions 
Making sure no one dominates the conversation 
§ Encourage people to step up, or to step back 
Keeping the conversation on track 
§ Remind the group of the goal of the discussion, place things aside for later 
Being time efficient 
§ Consent agenda, time limits
BOARD TRAINING
BOARD TRAINING 
Challenges: 
§ Lots of turnover 
§ Various levels of knowledge and experience 
§ Various levels of commitment
SAMPLE AGENDA 
1. Big Picture Stuff 
§ History, structure, strategic 
plan 
II. Legal Responsibilities 
§ Duty of care, duty of loyalty 
III. Roles and 
Responsibilities 
§ Board vs. Staff vs. 
Members
SAMPLE AGENDA 
IV. Budget and 
Finances 
§ Annual budget 
V. Organizational 
Policies 
§ By-Laws, Policies 
VI. Facilitation and 
Procedure 
§ Practice board meeting!
SAMPLE AGENDA 
1. Big Picture Stuff 
§ History, structure, strategic 
plan 
II. Legal Responsibilities 
§ Duty of care, duty of loyalty 
III. Roles and 
Responsibilities 
§ Board vs. Staff vs. 
Members 
IV. Budget and Finances 
§ Annual budget 
V. Organizational Policies 
§ By-Laws, Policies 
VI. Facilitation and 
Procedure 
§ Practice board meeting!
QUESTIONS AND DISCUSSION?
Board Roles and Responsibilities

Board Roles and Responsibilities

  • 1.
    BOARD & MEMBER ROLES & RESPONSIBILITIES D A N I E L K R O N O V E T , N A S C O E D U C A T I O N N A S C O I N S T I T U T E 2 0 1 4 – S AT U R D A Y T H I S W I L L B E F U N .
  • 2.
    AGENDA!! A littlebit of theory Duties of the board (or council) Duties of the individual director (or member) Board (or council) PROCESS Facilitation! Board Training Questions & Discussion
  • 3.
  • 4.
    BOARD THEORY Nonprofitsget special tax status. Why?
  • 5.
    BOARD THEORY Nonprofitscreate a PUBLIC GOOD: Education Low Cost Housing Puppies
  • 6.
    BOARD THEORY Definedby a MISSION STATEMENT Example: “The mission of the Berkeley Student Cooperative is to provide a quality, low-cost, cooperative housing community to university students, thereby providing an educational opportunity for students who might not otherwise be able to afford a university education.” Do you know your organization’s mission statement?
  • 7.
    BOARD THEORY BUT… People sometimes try to GAME THE SYSTEM OH NO!!!
  • 8.
  • 9.
    BOARD THEORY BOARDS!! Representatives FROM THE COMMUNITY to steer the VEHICLE OF THE NONPROFIT to create PUBLIC GOOD for the COMMUNITY Community community community. Community. Understood?
  • 10.
  • 11.
    DUTIES OF THEBOARD Stewards of the organization Keepers of the mission
  • 12.
    DUTIES OF THEBOARD Members Board Staff Committees House Managers Members
  • 13.
  • 14.
  • 15.
    DUTIES OF THEBOARD Setting good POLICIES Making long-range STRATEGIC PLANS Financial PLANNING and OVERSIGHT Hiring good STAFF Being RESPONSIBLE
  • 16.
    DUTIES OF THEBOARD NOT Telling staff what to do every day Dealing with every problem that comes up Deciding how to spend every dollar THAT’S WHAT STAFF IS FOR!!
  • 17.
    DUTIES OF THEBOARD Remember this and you’ll save yourself many problems. “Focus on the big picture.” - Hammurabi
  • 18.
    DUTIES OF THEDIRECTOR
  • 19.
    DUTY OF CARE DUTIES OF THE DIRECTOR Knowledge § By-laws, policy, history § State and local laws Preparation § Know the current issues § Understand the proposals Participation § Attend meetings § Participate in discussion § Ask questions, challenge
  • 20.
    DUTIES OF THEDIRECTOR DUTY OF LOYALTY Uphold the mission statement § Justification for your actions Organization’s interests first § No benefitting yourself! § Be careful about conflict of interest Support the Board publically § Even if you personally disagree
  • 21.
    DUTY OF CARE DUTIES OF THE DIRECTOR Knowledge § By-laws, policy, history § State and local laws Preparation § Know the current issues § Understand the proposals Participation § Attend meetings § Participate in discussion § Ask questions, challenge DUTY OF LOYALTY Uphold the mission statement § Justification for your actions Organization’s interests first § No benefitting yourself! § Be careful about conflict of interest Support the Board publically § Even if you personally disagree
  • 22.
  • 23.
    BOARD PROCESS Proposals!! Let’s try it out!
  • 24.
    Author Date Title BOARD PROCESS Background & History PROPOSAL Comparison of proposal to status quo Possible options/ variations Cost Other Considerations
  • 25.
    BOARD PROCESS Now…where do proposals come from? COMMITTEES
  • 26.
    BOARD PROCESS Boardhas a discussion Board decides it needs something Picks a committee to work on it Committee sends proposal to board Committee develops a proposal
  • 27.
    COMMITTEE PROCESS Review everyone’s work since last meeting Coordinate, discuss, develop proposals Figure out what else needs to be done Work on things in-between Assign tasks to be done before next meeting meetings
  • 28.
  • 29.
    FACILITATION The purposeof facilitation: § Getting the best decision out of the group!
  • 30.
    FACILITATION Making sureeveryone understands Making sure everyone feels comfortable speaking Making sure no one dominates the conversation Keeping the conversation on track Being time efficient
  • 31.
    FACILITATION Making sureeveryone understands § Check in regularly, summarize often Making sure everyone feels comfortable speaking § Solicit new opinions, encourage all kinds of questions Making sure no one dominates the conversation § Encourage people to step up, or to step back Keeping the conversation on track § Remind the group of the goal of the discussion, place things aside for later Being time efficient § Consent agenda, time limits
  • 32.
  • 33.
    BOARD TRAINING Challenges: § Lots of turnover § Various levels of knowledge and experience § Various levels of commitment
  • 34.
    SAMPLE AGENDA 1.Big Picture Stuff § History, structure, strategic plan II. Legal Responsibilities § Duty of care, duty of loyalty III. Roles and Responsibilities § Board vs. Staff vs. Members
  • 35.
    SAMPLE AGENDA IV.Budget and Finances § Annual budget V. Organizational Policies § By-Laws, Policies VI. Facilitation and Procedure § Practice board meeting!
  • 36.
    SAMPLE AGENDA 1.Big Picture Stuff § History, structure, strategic plan II. Legal Responsibilities § Duty of care, duty of loyalty III. Roles and Responsibilities § Board vs. Staff vs. Members IV. Budget and Finances § Annual budget V. Organizational Policies § By-Laws, Policies VI. Facilitation and Procedure § Practice board meeting!
  • 37.