Whether you have a working board, a governing board or an institutional board, strong leaders in the officer positions who know and understand the mission, the roles and responsibilities of the board and the expectations of their positions are a godsend.
Typically, a board of a nonprofit organization will have four officers. However, this should be defined in your bylaws or board policies. Before you read on, check your bylaws. Do they dictate your board leadership positions? Are you following them? If not, do you need to change your bylaws or change your organization’s behavior?
Here are the standard “officers”
- Chair or President
- Vice Chair or Vice President
Chair or President
On paper, the board chair oversees the board and the organization’s executive director. (I use the term executive director to refer to the top staff position in the organization. This position may be called the Director, the CEO or some other title. For simplicity, I use executive director or ED.) In reality, if the organization is running smoothly, the ED and Board Chair work together as partners. If you do not feel that your Board Chair is your partner, you can work toward that. We talk about this A LOT here in SideKick. If you are working up to (or aspire to) a partnership with your board chair, I encourage you to attend the weekly Huddles or check out some of the other resources under the Governance Topic Area.
In most organizations, the chair is charged with some version of the following:
- Keeping a watchful eye on the mission, vision and strategic priorities of the organization.
- Managing the board by building relationships with each board member and ensuring board members understand the duties, roles and responsibilities of nonprofit boards.
- Providing oversight to committees by appointing committee chairs, recommending committee members and helping to set goals and priorities.
- Working closely with the ED to set agendas for board meetings, conduct new board member orientations, and champion strategic priorities for the organization.
- Coordinating executive director’s annual performance evaluation.
- Working with the governance or nominating committee to recruit new board members.
- Working with the development committee to build relationships and raise funds.
- Serving as a spokesperson for the organization.
This is not a small position or responsibility. Before recruiting a board chair, make sure that they are aware of the responsibility and are ready to commit the time to being a board chair.
Vice Chair or Vice President
The Vice position’s main duty is to step in when the Chair is not available. In order to be successful in this, some organizations include the Vice in any Executive Director/Board Chair update meetings and on any update emails, etc. You might find that this is very important for continuity and/or expediency in your organization.
The Vice position is often seen as the successor to the Chair. With this in mind, the Vice is often the head of the nominating and/or governance committee. This gives the Vice some “say” in how the board is shaped in the future (when they are the Chair).
The Vice is an important part of the leadership team, even if it is not seen as the successor in your organization. Include the Vice on the Executive Committee and other high level committees, as appropriate. For example, if you are going through a strategic planning process this year, it might be good for the Vice to head up that committee.
The secretary is responsible for maintaining complete and accurate meeting minutes. This does not necessarily mean that the secretary is taking notes at the meetings – sometimes this is delegated to staff or a volunteer. However, the secretary should sign off on the board meeting minutes once they are completed and accepted by the board (usually at the next board meeting).
The secretary may also be tasked with monitoring compliance with the organization’s bylaws and other policies. While the executive director might be the person who keeps the annual conflict of interest disclosure forms filed in the proper place, the secretary is responsible for making sure that the annual disclosure forms are filled out and signed. The two work together to make it all happen.
Often, the secretary is also seen as the third in line for the Chair position. Board members will start their board leadership journey as the secretary where they can learn more about the organization, how the board is managed, and begin to prepare for the Chair role.
The treasurer keeps track of the organization’s financial condition and typically serves as the chair of the finance committee. He or she must understand financial accounting for nonprofit organizations and work with the executive director to ensure that appropriate financial reports are made available to the board on a timely basis. The treasurer also reviews the annual audit and answers board member questions about the audit.
The treasurer can be a most difficult position to fill. Most people want to join your board because they believe in your mission, but most people do not have this kind of specialized training. Always be on the lookout for people who can be your board treasurer. Get to know your local accounting firms or CPA membership organizations to help you recruit solid treasurer/finance committee members. Some accounting firms have strong volunteer programs – where they have internal resources to help their employees find great opportunities on nonprofit boards.
Make sure that your next treasurer is already on your finance committee. Recruit for the committee and then observe who might be an appropriate treasurer / leader for the committee.
I know that many of you are reading this because you DON’T have solid leadership right now – or maybe you don’t have a great relationship with your officers. A critical piece to building a strong board is solid leaders. But this can take some time – it can take a few years actually – so be patient and keep moving forward toward that goal.
The best advice I ever received regarding board officers: be thoughtful and strategic. Every new board member should be considered as a potential officer – some will be great leaders and others not so great leaders, but important to the board for other reasons. Be sure to have some great leaders in your mix every time you bring on new members. Once you have them, get them to head up committees or into the leadership pipeline of secretary – vice – chair.
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