Governance Archives - Page 5 of 10 - Charity Lawyer Blog

9 Tenets of Fiduciary Duty as a Board Member

Fiduciary duties, as codified in state law, board bylaws, and common practice, are quite simply a set of rules to ensure that boards are run effectively, lawfully, and with the best interests of their mission in mind. Here, we’ll look beyond the legal jargon to distill the legal and ethical responsibilities of board members to oversee the management of and ensure accountability to your nonprofit organization.

May 11, 2020 No Comments

Quorum in Crisis: What to Do When Your Board Can’t Meet in Person

Now is the time for thoughtful and decisive action. But how does your board do this when you can’t physically convene? Hope isn’t lost. Here’s what you need to know to hold an emergency board meeting.

May 4, 2020 No Comments

Strategies for Handling a Difficult Board Member

Think back to the last time you had to (or at least wanted to) confront your boss about micromanaging your work. Now imagine having ten bosses instead of one. You’ve just stepped into the shoes of your nonprofit’s executive director. While we might all like to cast aside the possibility of an overreaching board member in our organizations, even the most well run nonprofit boards will deal with difficult board members at some point. Boards are full of, well, humans, who have a unique set of personal experiences, emotions, and motivations that influence on their job as a director. Sometimes, that can lead to conflict that is uncomfortable, unproductive, and even contrary to the organization’s best interests.

April 13, 2020 No Comments

The Pitfalls of Delegation (and how to avoid them)

Delegating activities to committees and other qualified individuals can be helpful for nonprofit boards that are short on the time or expertise needed to carry out certain functions. For example, nonprofit boards typically delegate the day to day management of the organization to officers such as the C.E.O./Executive Director. Boards also delegate specific tasks to committees who can devote more time to particular matters.

April 6, 2020 No Comments

Best Practices for Taking Board Meeting Minutes

Meeting minutes need to record the proceedings in a way that is simple, unambiguous, and accurately reflects the wishes and actions of the Board. A simple rule of thumb is that minutes should contain enough detail to reflect the steps that the Board took and any critical discussions that took place. Well drafted minutes are essential evidence that the directors fulfilled their fiduciary duties.

February 17, 2020 No Comments

Setting up Nonprofit Board Committees for Maximum Effect

The need for committees and which types will vary based on your organization’s age, size, and activities. Newer organizations may be able to get by with a small working board and few or no committees, while large and established nonprofits would be hamstrung without the robust use of committees.

November 4, 2019 No Comments

Governance

Can Your Nonprofit Board Vote by Email?

Technology now offers businesses and boards many advantages, including the ability to meet via teleconference, video conference, or even conduct discussion and voting via electronic communications, such as email. But while email is commonplace among many organizations for its ease of use, especially for busy and geographically diverse volunteers sitting on nonprofit boards, there are several reasons to think twice before using email for your next important nonprofit board vote.

October 28, 2019 No Comments

How Often Should Your Board Meet?

At a baseline, your board needs to meet with sufficient frequency to adequately carry out your basic fiduciary and governance duties. This includes hiring the CEO and monitoring the CEO’s performance, creating a vision and direction for the nonprofit, setting goals and monitoring their progress, developing policies and procedures, ensuring sufficient financial resources, and generally safeguarding the organization and its mission.

October 14, 2019 No Comments

Should Non-Profits Pay Board Members?

In a recent post, Non-Profit Urban Myths Debunked, we discredited the myth that non-profit board members cannot be paid for their service. We related that IRS regulations do allow non-profit board members to be compensated for their services. We explained: First, non-profits can”and many do”enact board reimbursement policies for reasonable expenses incurred in the performance of board duties, such as travel to organization events, purchasing supplies for board business out of pocket, etc. Second, although most non-profit board members serve as volunteers, board members can be paid as board members for their services.

August 26, 2019 No Comments