This document outlines the roles and responsibilities of boards, directors, and their relationship for nonprofit organizations like the University of Wyoming Cooperative Extension Service. It states that the board's primary role is to set policy and oversee operations, while the director handles day-to-day management. The board's responsibilities include hiring and evaluating the director, approving budgets and major decisions, and ensuring progress towards goals. The director's roles are to lead staff, advise the board, advocate for the organization, and act as a liaison between the board and staff. Effective governance requires a successful partnership between the board and director.

1. Bill Taylor Northeast Community Development Educator UW Cooperative Extension Service DIVISION OF LABOR The University of Wyoming is an equal opportunity/affirmative action institution.

2. BOARD Primary role – set policy Enough policy to govern, but no more than necessary Set executive limitations or parameters for staff Establish internal and external policies for board members Operate within established code of conduct Determine success or failure of the organization 2 University of Wyoming Cooperative Extension Service

3. DIRECTOR Primary responsibility – handle day-to-day operations Oversee staff Report to Board Manage clients 3 University of Wyoming Cooperative Extension Service

4. BOARD ROLES University of Wyoming Cooperative Extension Service 4 General Governance Oversee/Evaluate Review/Monitor Leadership In partnership w/ director & management, guide mission & direction Stewardship Ensure dedication to, and use of assets for, benefit of public

5. BOARD ROLES (cont.) University of Wyoming Cooperative Extension Service 5 Specific Hire/support/evaluate/discharge director Review/approve annual budget Review/approve major organizational decisions, commitments, plans Including expenditures, loans, leases Evaluate progress toward program & financial goals Ensure continuity of organization through development & recruitment of staff In conjunction w/ staff, provide leadership on transition, structure, planning

6. BOARD ROLES (cont.) University of Wyoming Cooperative Extension Service 6 Specific (cont.) Conduct board affairs including board development, transition, effectiveness

7. BOARD FUNCTIONS THOUGH: University of Wyoming Cooperative Extension Service 7 Board orientation Information flow: Financial statements Reporting on programs and operations Planning Exercise of each member’s informed, independent judgment Appropriate Board organization & continuity Meetings, agendas, minutes, documentation

8. BOARD FUNCTIONS THOUGH (cont): University of Wyoming Cooperative Extension Service 8 Appropriate committee structure Protecting assets of the organization Determination of Board-staff relationship & extent of delegation of management authority Supporting functions Fundraising Planning Public & community relations Other as needed

9. DIRECTOR ROLES University of Wyoming Cooperative Extension Service 9 Leader Advises the Board Advocates/promotes organization and stakeholder change related to the mission Supports motivation of staff in products/programs & operations Visionary/information bearer Ensures staff & Board have sufficient & up-to-date information Looks to future for change Interfaces between Board & staff Interfaces between organization & community

10. DIRECTOR ROLES (cont.) University of Wyoming Cooperative Extension Service 10 Decision maker Formulates policy & planning recommendations to Board Decides or guides actions of staff Manager Oversees operations of organization Implements plans Manages human resources of organization Manages financial and physical resources

11. DIRECTOR ROLES (cont.) University of Wyoming Cooperative Extension Service 11 Board developer Assists in selection & evaluation of Board members Makes recommendations, supports Board during orientation & self-evaluation Supports Board’s evaluation of Director

12. University of Wyoming Cooperative Extension Service 12 “Successful governance performance requires a successful partnership between board and chief executive. It is a reciprocal relationship. While the board has reasonable expectations of the chief executive so too does the chief executive have reasonable expectations of the board. Every board must know what it takes to find and keep motivated the best chief executive they can afford to get.” Terry Kilmister, Graeme NahkieswithBoardworks International