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What Is a Nonprofit Board Supposed to Do?


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Legal Responsibilities of the Board of Directors:

Many states have laws governing the responsibilities of the board of directors. They often use the following principles of nonprofit corporation law.

Duty of Care:

A board member has the duty to exercise reasonable care when he or she makes a decision for the organization. Reasonable care is what an "ordinarily prudent" person in a similar situation would do.

Duty of Loyalty:

A board member must never use information gained through his/her position for personal gain and must always act in the best interests of the organization.

Duty of Obedience:

A board member must be faithful to the organization's mission. He or she cannot act in a way that is inconsistent with the organization's goals. The board member is trusted by the public to manage donated funds to fulfill the organization's mission.

Additional Duties:

  • Make sure that the organization follows the law.
  • Approve all major contracts.
  • Attend most board meetings, thus indicating dedication to the organization.
  • Hire and supervise the executive director of the organization.

Matching the Board to Your Organization's Needs:

Your board should have skills in those areas of organizational management that you will need such as finance, public relations, legal, and human resources; and in programmatic areas as well such as social services, education, religion, etc.

Consider the fundraising potential of a board member. They are expected to set an example by donating to the organization themselves and to open the doors to other contributions. Board members should be comfortable with fundraising.


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