PLAYHOUSE 395 BOARD OF DIRECTORS RESPONSIBILITIES

1. Determine the organization's mission and purpose. It is the board's responsibility to create and review a statement of mission and purpose that articulates the organization's goals, means, and primary constituents served.

2. Select the chief executive. Boards must reach consensus on the chief executive's responsibilities and undertake a careful search to find the most qualified individual for the position.

3. Provide proper financial oversight. The board must assist in developing the annual budget and ensuring that proper financial controls are in place.

4. Ensure adequate resources. One of the board's foremost responsibilities is to provide adequate resources for the organization to fulfill its mission.

5. Ensure legal and ethical integrity and maintain accountability. The board is ultimately responsible for ensuring adherence to legal standards and ethical norms.

6. Ensure effective organizational planning. Boards must actively participate in an overall planning process and assist in implementing and monitoring the plan's goals.

7. Recruit and orient new board members and assess board performance. All boards have a responsibility to articulate prerequisites for candidates, orient new members, and periodically and comprehensively evaluate its own performance.

8. Enhance the organization's public standing. The board should clearly articulate the organization's mission, accomplishments, and goals to the public and garner support from the community.

9. Determine, monitor, and strengthen the organization's programs and services. The board's responsibility is to determine which programs are consistent with the organization's mission and to monitor their effectiveness.

Position: Board Members Function: Provide governance to the organization, represent it to the community, and accept the ultimate legal authority for it. Duties:

• Planning o Annually assess the environment and approve the Institution's strategy in

relation to it. o Annually review and approve the Institution's plans for funding its strategy. o Review and approve the Institution's five year financial goals. o Annually review and approve the Institution's budget. o Approve major policies.

• Organization o Be assured that the status of organizational strength and manpower planning is

equal to the requirements of the long range goals. o Approve appropriate compensation and benefit policies and practices.

o Propose a slate of directors to members and fill vacancies as needed. o Determine eligibility for and appoint Board Committees in response to

recommendations of the Nominating Committee. o Annually review the performance of the Board and take steps to improve its

performance. • Operations

o Be certain that the financial structure of the Institution is adequate for its current needs and its long-range strategy.

o Provide candid and constructive criticism, advice, and comments. o Approve major actions of the Institution, such as capital expenditures and

major program and service changes. • Audit

o Be assured that the Board and its committees are adequately and currently informed - through reports and other methods - of the condition of the Institution and its operations.

o Be assured that published reports properly reflect the operating results and financial condition of the Institution.

o Appoint independent auditors subject to approval by members. o Review compliance with relevant material laws affecting the Institution.

Position: Board President Function:

• As Chairperson of the Board, assure that the Board of Trustees fulfills its responsibilities for the governance of the Institution.

Duties: • Chair meetings of the Board. See that it functions effectively, interacts with

management optimally, and fulfills all of its duties. • Present to the Board an evaluation of the pace, direction, and organizational strength

of the Institution. • Annually focus the Board's attention on matters of institutional governance that relate

to its own structure, role, and relationship to management. Be assured that the Board is satisfied it has fulfilled all of its responsibilities.

• Act as an additional set of eyes and ears. • Serve as a public spokesperson for the organization. • Fulfill such other assignments as the Board agrees are appropriate and desirable for

the President to perform.

Position: Secretary Function:

The Secretary shall be responsible for keeping records of Board actions, including overseeing the taking of minutes at all board meetings, sending out meeting announcements, distributing copies of minutes and the agenda to each Board member, and assuring that corporate records are maintained.

Duties:

• Attend all board meetings  

• Serve on the executive committee  

• Maintain all board records and ensure their accuracy and safety

• Review board minutes 

• Assume responsibilities of the chair in the absence of the board chair, chair-elect, and vice chair  

• Provide notice of meetings of the board and/or of a committee when such notice is required

Position: Treasurer Function:

The Treasurer shall make a report at each Board meeting. Treasurer shall chair the Finance committee, assist in the preparation of the budget, help develop fundraising plans, and make financial information available to Board members and the public.

Duties:

• Maintain knowledge of the organization and personal commitment to its goals and objectives  

• Understand financial accounting for nonprofit organizations

• Serve as financial officer of the organization and as chairperson of the finance committee.  

• Manage, with the finance committee, the board's review of and action related to the board's financial responsibilities.  

• Work with the chief executive and the chief financial officer to ensure that appropriate financial reports are made available to the board on a timely basis.  

• Assist the chief executive or the chief financial officer in preparing the annual budget and presenting the budget to the board for approval.  

• Review the annual audit and answers board members' questions about the audit.