ACI ManitobaToolkits BoardGovernance Essay

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Board of Directors Handbook

What every board member should know

By Liz Barron, Raven and Associates Cultural Consulting, contracted by ACI Manitoba

This toolkit is your guide to ensuring your board of directors has all the information they need to support, understand, guide and develop your organization. The toolkit will review the responsibilities of not-for-profit boards and the responsibilities to the board by the organization.

General Information
A Board of Directors comprises:
Vice President
President Responsibilities
The President of the Board of Directors works directly with the Executive Director of the not for profit. The President role is to lead the Board in setting policy and procedures and development of the general direction of the not for profit*. General responsibilities include:
Presides at Board and membership meetings
Is part of the leadership team with Executive Director
Plans the agenda for the Board meeting with Executive Director
Appoints committee chairs
Oversees training of the Board
Interprets the Constitution and policies of the not for profit organization
Participates in evaluation of Executive Director
Serves as a member of Search Committee to select a new Executive Director
The Vice-President Responsibilities
The Vice-President is responsible for learning the role of the President and fills that role when the President is absent. Within some organizations, once the President’s term is completed, the Vice-President assumes the full responsibilities as President. In general, the Vice President responsibility includes:
Learning the duties of the President and assuming those duties as required
Assists the President with their role and responsibility
Can be the chairperson for specific committee
The Secretary Responsibilities
The Secretary is responsible for the minute taking at the Board of Director meetings. The Secretary ensures that the minutes are distributed to the Board and Executive Director and manages the Board minute book. In general the Secretary responsibilities include:
Management of some correspondence
Records minutes, distributes minutes and has minutes approved at the next board meeting.
The Treasurer Responsibilities
The Treasurer meets with the President and Executive Director to prepare budgets for the organization. The Treasurer reports at the Board of Director meetings on the finances of the organization. The reports are done in conjunction with the organizations Executive Director and accountant. In general the Treasurer responsibilities include:
Reports to the Board and membership
Prepares financial reports to the Board (balance sheets, monthly statements, and in the case of artist run centres, projections of grant revenue)
May be a signing authority for the organization
May issue charitable receipts

Boards of directors are committed to the growth and maintenance of the organization and absolutely supported the artistic vision and mission of the organization.

*Board of Directors can be a working board, and that the ‘work’ should be clearly discussed with new members, which would still provide the organization with accountability. Or a board can be a governance board and that would be for management of senior staff and to provide accountability.
Building your Board of Directors

Most successful boards share several common characteristics.

The board members believe in the mandate and mission of the organization and are committed to the organizations maintenance and growth.
The board members are all volunteers who can commit the necessary time to the organization.
The board members act in accordance with the laws set out by the province in which the organization is registered.

The key to building and maintaining your board of directors is the fundamental understanding of the organization. In general, a successful board of director understands:
1. The specific principles and policies that apply to the artist run centre.