Sample Job Descriptions for Members of Boards of Directors
© Copyright Carter McNamara, MBA, PhD, Authenticity Consulting, LLC. Also see Carter’s Board Blog (for for-profits and nonprofits).
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Vast majority of content in this topic applies to for-profits and nonprofits. This book also covers this topic.
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Board Chair Job Description
The following description was adapted from materials from BoardSource. Note that materials apply to both for-profit and nonprofit unless otherwise noted.
1. Is a member of the Board
2. Serves as the Chief Volunteer of the organization (nonprofit only)
3. Is a partner with the Chief Executive in achieving the organization’s mission
4. Provides leadership to the Board of Directors, who sets policy and to whom the Chief Executive is accountable.
5. Chairs meetings of the Board after developing the agenda with the Chief Executive.
6. Encourages Board’s role in strategic planning
7. Appoints the chairpersons of committees, in consultation with other Board members.
8. Serves ex officio as a member of committees and attends their meetings when invited.
9. Discusses issues confronting the organization with the Chief Executive.
10. Helps guide and mediate Board actions with respect to organizational priorities and governance concerns.
11. Reviews with the Chief Executive any issues of concern to the Board.
12. Monitors financial planning and financial reports.
13. Plays a leading role in fundraising activities (nonprofit only)
14. Formally evaluates the performance of the Chief Executive and informally evaluates the effectiveness of the Board members.
15. Evaluates annually the performance of the organization in achieving its mission.
16. Performs other responsibilities assigned by the Board.
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Vice Chair Job Description
The following description was adapted from materials from BoardSource. Note that materials apply to both for-profit and nonprofit unless otherwise noted.
This position in typically successor to the Chair position. In addition to the responsibilities outlined in the Committee Member job description, this position:
1. Is a member of the Board
2. Performs Chair responsibilities when the Chair cannot be available (see Chair Job Description)
3. Reports to the Board’s Chair
4. Works closely with the Chair and other staff
5. Participates closely with the Chair to develop and implement officer transition plans.
6. Performs other responsibilities as assigned by the Board.
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Committee Chair Job Description
The following description was adapted from materials from BoardSource. Note that materials apply to both for-profit and nonprofit unless otherwise noted.
1. Is a member of the Board
2. Sets tone for the committee work.
3. Ensures that members have the information needed to do their jobs.
4. Oversees the logistics of committee’s operations.
5. Reports to the Board’s Chair.
6. Reports to the full Board on committee’s decisions/recommendations.
7. Works closely with the Chief Executive and other staff as agreed to by the Chief Executive.
8. Assigns work to the committee members, sets the agenda and runs the meetings, and ensures distribution of meeting minutes.
9. Initiates and leads the committee’s annual evaluation.
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1. Regularly attends board meetings and important related meetings.
2. Makes serious commitment to participate actively in committee work.
3. Volunteers for and willingly accepts assignments and completes them thoroughly and on time.
4. Stays informed about committee matters, prepares themselves well for meetings, and reviews and comments on minutes and reports.
5. Gets to know other committee members and builds a collegial working relationship that contributes to consensus.
6. Is an active participant in the committee’s annual evaluation and planning efforts.
7. Participates in fund raising for the organization (nonprofit only).
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Board Secretary Job Description
The following description was adapted from materials from the National Center for Nonprofit Boards. Note that materials apply to both for-profit and nonprofit unless otherwise noted.
1. Is a member of the Board
2. Maintains records of the board and ensures effective management of organization’s records
3. Manages minutes of board meetings
4. Ensures minutes are distributed to members shortly after each meeting
5.Is sufficiently familiar with legal documents (articles, by-laws, IRS letters, etc.) to note applicability during meetings
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Board Treasurer Job Description
The following description was adapted from materials from the National Center for Nonprofit Boards. Note that materials apply to both for-profit and nonprofit unless otherwise noted.
1. Is a member of the Board
2. Manages finances of the organization
3. Administrates fiscal matters of the organization
4. Provides annual budget to the board for members’ approval
5. Ensures development and board review of financial policies and procedures
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