Learning patterns/Board roles

A learning pattern fororganizational

Learning Pattern Library

Board roles

problemTo function well, a board needs to understand what they are responsible for doing for the organization, and individual members and key office holders should also understand their roles. If these are not documented in a central location, roles may not be clear, or members may disagree about who is responsible for what. If board members do not agree on responsibilities, important tasks may be neglected and conflicts may arise.

solutionCreate documentation describing what your board is responsible for doing for your organization, as well as the responsibilities of individual board members or key office holders.

creator• Wolliff (WMF)

created on20:37, 25 July 2016 (UTC)

Things to consider

• Even smaller boards may benefit from documenting responsibilities clearly in one central location.
• As an organization grows and changes, responsibilities may need to be updated. For example, a governance board will have different roles and responsibilities from a working board.
• It is important that all current board members agree on these responsibilities before they are finalized. Documenting board roles and responsibilities is a good exercise for making sure that all board members understand and agree upon these roles.
• This document may be used to orient new or prospective board members to their roles.
• Having a good list of roles and responsibilities will assist your organization in making a plan to recruit the right board members.
• Roles and responsibilities will probably be distinct from the general responsibilities included in your organization's bylaws. More detail will be included, and these roles and responsibilities may be amended more easily than your organization's bylaws.
• You may include roles and responsibilities in your board handbook, or other board documentation.
• Along with the responsibilities of individual board members, you may wish to document the responsibilities of key office holders.

Examples of board responsibilities

Depending on what type of organization you are leading, your board may be responsible for some of the following duties:

• Define your organization's mission.
• Lead your organization's strategy planning.
• Lead your organization's annual planning.
• Ensure that adequate governance procedures are in place.
• Ensure that your organization's activities fit within your strategy and mission.
• Conduct periodic reviews of your organization's performance against your long term strategic plan.
• Conduct annual reviews of your organization's performance.
• Ensure your organization is in compliance with local laws and regulations.
• Ensure your organization is in compliance with your own bylaws.
• Ensure your organization is in good standing with WMF (if your organization is a WMF affiliate or has other agreements with WMF).
• Ensure your organization remains in good standing with other key partners.
• Ensure that adequate financial controls are in place, and review these periodically.
• Approve expenses as required by your organization's financial controls.
• Make a plan for resource management, and oversee the execution of this plan.
• Assess, review, and approve agreements entered into by your organization (for example, with partner organizations).
• Approve your organization's annual budget.
• Review and approve your organization's annual financial statements.
• Recruit or appoint new board members that provide your organization with the skills and perspectives needed to succeed.
• Supervise the auditing of your organization's accounts on an annual basis.
• Recruit, hire, and manage your organization's executive leadership.
• Ensure adequate policies are in place around recruiting, hiring, and managing staff, and review these policies periodically.
• Conduct regular governance reviews.

Examples of individual board member responsibilities

Depending on what type of organization you are leading, your individual members of your board may be responsible for some of the following duties:

• Attend all board meetings (or a certain number per year).
• Agree to avoid Conflicts of Interest, by following COI requirements.
• Represent the organization when this is agreed to and requested by the other members.
• Respect agreements about confidentiality.
• Review and agree to the responsibilities of the board as a whole.
• Follow expectations for respectful communication and behavior
• Commit not to harass other board members or fellow Wikimedia contributors, volunteers, or staff.
• Due care and diligence with respect to legal, regulatory, and organizational duties.
• Develop and maintain good relationships with key stakeholders.

See also

Related patterns

• Grants:Learning_patterns/Governance_Codex
• Grants:Learning_patterns/Board_handbook_−_a_shared_vision_of_the_board_role_in_an_evolving_organisation
• Grants:Learning_patterns/Division_of_tasks_and_responsibilities_between_board,_staff_and_volunteers

External links

• 25 things awesome board members do, nonprofital.com