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YWCA USA Resource Library 1 YWCA Board Roles and Responsibilities This document is part of the YWCA USA Online Resource Library. Find more resources on the intranet at www.ywca.org. roles and responsibilities of ywca boards of directors and committees Why a Board of Directors?.................................................... 2 Reframing Governance as Leadership……………………... 3 YWCA Board Roles and Responsibilities At a Glance…... 4 Sample YWCA Board Member Job Description………..…. 5 Why YWCA Governance by Women? ................................. 6 Carrying out the Work-Fiduciary, Strategic, and Generative Responsibilities…………………………………. 7 Warning Signs that Something May Not Be Right in Your Organization………………………………….. 9 Organizing the Work of Volunteers: YWCA Board and Committee Structure…………………………………..... 10 Elements of Committee effectiveness……………..………. 11 Sample Officer and Committee Job Descriptions. ………. 12-21 President/Chair, Vice-President/ Vice-Chair, Secretary… 12 Treasurer………………………………………………….….. 13 Committee Chair………………………………………….…. 13 Executive Committee…………………………………….…. 14 Finance and Sustainability Committee……………….…… 15 Board Development and Governance Committee….……. 16 Fundraising and Donor Development Committee…….…. 17 Racial Justice Committee…………………………………... 18-19 Women’s Empowerment Committee……………………… 20 Advocacy Committee……………………………………….. 21 Many companion resources are included in the Resource Library. Of special note for board functioning are: Building and Sustaining a High Functioning Board; YWCA Board Development and Governance Guide; YWCA Board and Staff Relationships that Work; The YWCA Board and Staff Partnership-A Close Look; and the YWCA Board President/Chair Handbook. For advocacy, please visit the Advocacy Vitality section. Be sure to view the resource disclaimer at the end of this document.

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YWCA USA Resource Library

1 YWCA Board Roles and Responsibilities

This document is part of the YWCA USA Online Resource Library. Find more resources on the intranet at www.ywca.org.

roles and

responsibilities of

ywca boards of

directors and

committees

Why a Board of Directors?.................................................... 2

Reframing Governance as Leadership……………………... 3

YWCA Board Roles and Responsibilities At a Glance…... 4

Sample YWCA Board Member Job Description………..…. 5

Why YWCA Governance by Women? ................................. 6

Carrying out the Work-Fiduciary, Strategic, and

Generative Responsibilities…………………………………. 7 Warning Signs that Something May Not Be

Right in Your Organization………………………………….. 9 Organizing the Work of Volunteers: YWCA Board

and Committee Structure…………………………………..... 10

Elements of Committee effectiveness……………..………. 11

Sample Officer and Committee Job Descriptions.………. 12-21

President/Chair, Vice-President/ Vice-Chair, Secretary… 12 Treasurer………………………………………………….….. 13

Committee Chair………………………………………….…. 13 Executive Committee…………………………………….…. 14 Finance and Sustainability Committee……………….…… 15 Board Development and Governance Committee….……. 16 Fundraising and Donor Development Committee…….…. 17

Racial Justice Committee…………………………………... 18-19 Women’s Empowerment Committee……………………… 20 Advocacy Committee……………………………………….. 21

Many companion resources are included in the Resource Library. Of special note for board functioning are: Building and Sustaining a High Functioning Board; YWCA Board Development and Governance Guide; YWCA Board and Staff Relationships that Work; The YWCA Board and Staff Partnership-A Close Look; and the YWCA Board President/Chair Handbook. For advocacy, please visit the Advocacy Vitality section. Be sure to view the resource disclaimer at the end of this document.

YWCA Board Roles and Responsibilities 2

Why a Board of Directors?

Nonprofits receive favorable tax treatment and other

benefits because they are created to serve the public

interest. Hence, every nonprofit is required to convene

and sustain a group of responsible citizens to serve in a

governance capacity. The board of directors, both as

individuals and as a group, ensures that:

Policies, planning, and services remain fully aligned

with the organization’s stated charitable purpose,

Assets are ably managed and steadily increased,

including not only physical property and financial

assets, but also the organization’s reputation,

relationships, staff capabilities and each other’s

capabilities on the board,

Ethical and overall leadership and stability standards

are upheld, and,

All legal and agreement obligations are met.

In carrying out their responsibilities, boards of directors must make highly visible their understanding of the:

Duty of loyalty to members and those served

Duty of care, by acting in the best interests of the organization as a whole

Duty of obedience by complying with established policies, protocols, rules, obligations and regulations.

YWCA Board Roles and Responsibilities 3

Governance Reframed as Leadership*

Boards govern more effectively by taking a leadership approach to their work.

Just as today's complex organizations demand leaders who can work in

multiple modes, they demand boards that govern in multiple modes. Essential

to carrying out these responsibilities and staying well positioned to pursue

opportunities and handle inevitable challenges are three modes of governance

that together constitute governance as leadership.

Type I, the fiduciary mode, is where boards are concerned primarily with

the stewardship of tangible assets. Type I constitutes the bedrock of

governance - the fiduciary work intended to ensure that nonprofit

organizations are faithful to mission, accountable for performance, and

compliant with relevant laws and regulations. Without Type I, governance

would have no legitimacy. If a board fails as fiduciary, the organization - not

to mention its donors, clients, or community - could be harmed.

Type II, the strategic mode, is where boards develop strategy with

management to set the organization's priorities and course, and to deploy

resources accordingly. Without Type II, governance would have little power

or influence. It would be more about staying on course than setting the course.

Type III, the generative mode, is where boards, along with executives,

frame problems and make sense of ambiguous situations - which in turn

shapes the organization's strategies, plans, and decisions. Because most

organizations lack frameworks and practices for this work, it's easy for boards

to become bystanders to it - even though it is central to governance.

A board's effectiveness increases as board members become more proficient

in more modes. A board that excels in one mode (or two) but flounders in

another one (or two) will govern far less effectively than a board that ably

works in all three. To succeed in all three modes, boards need to "cross-train"

so that the "muscle memory" of one mode does not dominate to the detriment

of the others. “Good governing” boards guard against overemphasizing one

mode to the exclusion of others as these imbalances can be negatively

consequential.

*By Chait, Ryan and Taylor

YWCA Board Roles and Responsibilities 4

Key Environmental Factors Impacting the Focus of the Board

Life stage of the organization

Skills of ED/CEO and staff

Adequacy of income and stability

Changes in underlying social issues being addressed

Changes in competitive or philanthropic landscape

Board Effectiveness Enablers Include:

Careful decisions on board size and structure and actively managed board recruitment process

Inspired board, committee, and chief executive leadership

Logical administrative practices and processes

YWCA Board Roles and Responsibilities 5

The YWCA is dedicated to eliminating racism, empowering women and promoting peace, justice,

freedom and dignity for all. OVERVIEW

The board of directors, both as individuals and as a group, ensures that policies, planning, and services

remain fully aligned with the organization’s stated charitable purpose; assets are ably managed and steadily

increased, including not only physical property and financial assets, but also the organization’s reputation, relationships, staff capabilities and each other’s capabilities on the board; ethical and overall leadership and

stability standards are upheld; and that all legal and agreement obligations are met. MISSION FULFILLMENT, PLANNING and EVALUATION

Determine the organization’s strategic direction, ensuring alignment with the YWCA mission, service needs and fiscal conditions. Track progress on specific goals and objectives.

Regularly evaluate board commitments, progress, functioning and efforts.

Carry out advocacy efforts to support YWCA mission aims.

Ensure that YWCA USA membership requirements are met on an ongoing basis

POLICIES AND PRACTICES

Approve policies and adopt ethical practices that ensure full infusion of the YWCA mission, legal

compliance, fair treatment, and cost-effective operations of the organization.

FISCAL OVERSIGHT

Ensure solvency and the ongoing financial health of the organization Ensure adequate financial planning processes and controls that are consistently applied

-fully review and approve an organizational budget (formatted by program/cost center, that identifies direct and indirect costs and unit income, and ensures that any gap between income and expenses, by program, is clearly

identified and commitments secured to close the gap. Make financial adjustments as necessary to ensure solvency. -determine the organization’s overall compensation structure, using industry-based surveys of salaries and benefits. Ensure that living wage levels prevail for all employees.

-sustain knowledge on an ongoing basis of the organization’s fiscal status and its implications and take action required to ensure fiscal strength.

Secure an annual audit and ensure record keeping and reporting compliance, and justifiable program/management

& general and fundraising expense levels.

Approve major contracts

Ensure the protection of YWCA assets by securing ample insurance and developing and supporting a regular

capital maintenance and improvement plan. FUNDRAISING

Support YWCA efforts throughout the community, increasing understanding of the mission and impacts.

Actively participate in the fundraising process through meaningful individual financial support and actively

seeking the financial support of others. Ensure that ample assets are available as work progresses.

STAFFING AND STAFF RELATIONSHIPS

Hire, set the compensation for, support, and regularly evaluate the performance of the executive director/CEO. Sustain a well-working and productive relationship between the board of directors and chief executive

Maintain open and honest communications with the executive director/CEO that reflect a clear understanding of

the roles and responsibilities of each position. Sustain the ability to express and address concerns in a timely and

leadership manner BOARD DEVELOPMENT and SUCCESSION PLANNING

Organize and orient the board in alignment with the YWCA mission and goals and sustain a system of board development.

Intentionally recruit board members with ample skills, knowledge, experience and diversity to match the

YWCA mission and goals.

Actively recruit women of color and women under the age of 30 for leadership positions.

ywca___________________

SAMPLE YWCA board member job description

YWCA Board Roles and Responsibilities 6

Why YWCA Governance by Women?

YWCAs since their founding and by design have reserved voting membership and governance

roles for women aged 15 or older.*

The reasons for this tradition and requirement stem from our founding mothers’ aim and the

continuing need to intently guard against gender-based discrimination for services and sharing

of resources. The YWCA women’s governance policy is designed to:

Counter still-evident societal/institutional norms that encourage females to defer to males

Consider and respond to the needs of women and girls as expressed in their own voices

Maintain unencumbered say for channeling the use of organizational resources

Develop and implement programs that create opportunities and barrier-free advancement

for women and girls

Provide ample opportunities for women to develop and serve as community decision

makers.

Advocate from a position of first-hand experience and to secure a fair share of

community, state, and federal resources

Allowances for these practices have been upheld through applications of the Public Accommodations

Principle and the Compensatory Purpose Doctrine, both of which have been tested in court settings.

Employment policies and practices in YWCAs are NOT gender-based except where special

circumstances apply and any allowances made are specifically allowed by law.

*In 2006 YWCAs became able to request an exception to the all-female membership and governance policy.

The change was designed to accommodate YWCAs who could clearly demonstrate that including men as

members/potential members of their boards had become absolutely essential to continued funding. YWCAs

applying for an exception need to demonstrate this condition, and, that they will protect the YWCA’s ability

to provide significant community leadership and skill building positions for women.

YWCA Board Roles and Responsibilities 7

Fiduciary Responsibilities – Carrying Out the Work

Board’s central fiduciary purpose: Stewardship of assets

Board’s principal fiduciary role: Sentinel

Organization of work: Mirrors key oversight and initiative areas, e.g. finance, board

development, philanthropic development

Agendas and meetings: Standardized, report-driven

Deliberative style: Parliamentary, formal and orderly

Performance metrics: Audits, budgets, facts and figures

Board’s core fiduciary work: Planning and leading that ensures:

◦ Effective goal setting and comprehensive evaluation processes, including for the work of the board

◦ Intentional recruiting processes for staff and board members who are able to forward the YWCA

mission through their roles and day to day work

◦ Selecting, working in partnership with, supporting, and evaluating the ED/CEO with the YWCA mission at the core

Developing resources and overseeing resource allocations to ensure that:

◦ Ample assets are available as work progresses

◦ Resources are used efficiently and allocations are wholly aligned with the organization’s mission

◦ The YWCA is a priority for organizational leaders’ annual financial contributions and for soliciting others

Ensuring compliance and accountability, including that:

◦ Accountability is visible at all levels of organizational leadership and operations

◦ Legal, government, funder, YWCA USA and operational obligations are met accurately and on time and compliance with the local Association’s policies, procedures and bylaws is sustained.

◦ Records covering the business and decisions of the board are accurate and meet or exceed usual

standards

◦ The board regularly evaluates its work

◦ Ample processes are in place to ensure financial planning, monitoring and oversight: -Financial status reports and forecasts for programs, operations, projects and capital needs are

developed on a timely basis, are regularly presented and accurate given information available.

-How any gaps between anticipated income and expense will be covered is identified and necessary

commitments secured

-Ample in-house income security and expense management systems are in place and followed

-Applicable nonprofit, fundraising, operational and YWCA affiliation filings are submitted on time

-An annual audit is conducted by an independent certified public accountant who meets with the

board to review its findings and recommendations

-There is ample insurance coverage in place (Directors and Officers liability as well as comprehensive business coverage) and ample risk management procedures are followed

-Emergency/contingency operations and finance plans are developed and regularly updated

Approving policies and procedures to ensure that:

◦ Ethical, confidentiality, conflict of interest and proprietary standards are met without exception

◦ Policies and set procedures are thoughtfully developed and consistently followed

◦ Staff are fully aware of and are applying best practices in service planning and delivery

◦ Tracking, measurement, reporting and recognition systems are in place to ensure progress

◦ The chief executive‘s performance is regularly reviewed

◦ Compensation decisions are based on the organization’s goals and area standards

YWCA Board Roles and Responsibilities 8

Strategic Responsibilities – Carrying Out the Work

Board’s central purpose: Ensure mission alignment in all programs, decisions and

interactions, ensure relevancy of program offerings and

methodologies

Board’s principal role: Strategist

Organization of work: Fluid work groups mirror strategic priorities

Agendas and meetings: Thematic, strategic, variable, participative

Deliberative style: Empirical, analytical, congenial

Performance metrics: Scorecards, benchmarks, dashboards

Board’s core strategic work – in partnership with leadership staff:

Preparing for and undertaking comprehensive planning processes

◦ Scanning internal and external environments

◦ Setting priorities, monitoring performance, and reviewing and modifying strategic plans

◦ Identifying expertise, skills, relationships, and attributes needed among volunteer and staff leaders to

address planning and policy needs and meet identified goals.

◦ Providing orientations and ongoing trainings that clarify YWCA goals, plans and expectations

Paving the way for and pursuing resource development by:

◦ Serving as enthusiastic ambassadors who cultivate and sustain external relationships,

increase knowledge of the YWCA’s impact, enhance the YWCA’s public image, crystallize the YWCA’s identity, and help show the YWCA mission in action

◦ Support YWCA efforts throughout the community, increasing understanding of and

passion for the mission and organization

◦ Aiming volunteer and staff recruitment and retention efforts at developing and ensuring ample leadership which contributes to mission vitality

◦ Ensuring astute and YWCA mission-centered leadership and its continuity

◦ Ensuring that the organization’s “house is in order”

◦ Staying able to articulate the individual, family, and community impact being made as a result of YWCA-based efforts (“elevator” speech)

Sustaining internal relationships and a culture focused on long-term strength Sustaining community and donor relationships

◦ Focusing on building visibility of the YWCA, its impact and what makes it

indispensable

◦ Sustaining a feedback system for constituents and service partners.

Carrying out YWCA mission-based advocacy efforts

◦ Staying knowledgeable and ready for action on YWCA mission-based public policy

priorities.

◦ Sustaining systems, plans and actions to affect YWCA mission-based social change.

◦ Sustaining a system to determine the role the local Association will play as

opportunities for action emerge, i.e. to educate, to support the work of others, to alert,

to testify etc.

YWCA Board Roles and Responsibilities 9

Generative (and Manner of Work) Responsibilities – Carrying Out the Work

Board’s central purpose: Assess internal and external trends to lead the future of the organization

Board’s principal role: Visionary

Organization of work: Fluid work groups mirror strategic priorities

Agendas and meetings: Thematic, generative, variable, interactive

Deliberative style: Empirical, analytical, congenial

Performance metrics: Scorecards, benchmarks, dashboards, discussion outcomes

Board’s core work: Making expectations clear and ensuring that systems are in place to sustain healthy and

productive relationships between board and staff, especially the chief executive. Fostering full attendance and active participation by board members at meetings and

designated events. Ably handling conflicts among the board or between the board of directors and the chief

executive Sustaining unity among board members as decisions are made and publicly and

expressing confidence in these decisions. Sustaining board meetings known for discussing provocative questions and alternative

hypotheses Defining problems and opportunities from several perspectives Developing grounded policies, strategies, and decisions Tackling ambiguities and challenges without easy answers head on

Warning Signs that Something May Not Be Right in Your Organization

Staff turnover and/or much complaining to the board;

Funders and donors questioning the use of funds or the quality of work;

Board/CEO rocky relationship (where trust is on the decline or absent);

Clients expressing dissatisfaction with or not using services;

Community and peer group gossip or lack of partnering;

Regulator challenges; and,

Professional advisors advising that change must occur.

To do: It’s up to the Board to ensure that policies and oversight practices are in place to reduce the risk of

failing to meet the formal and informal obligations. First, nonprofit board members must visibly stay

responsible for ensuring optimal outcomes. Second, nonprofit executives must visibly care-take and ensure

that the day-to-day systems, resources and work are all focused on mission. Third, when signs and a pattern

indicate that “something” is not “right” a nonprofit board must investigate, obtain facts and understand how a

particular troublesome situation has come to be. Action planning generally begins with an outline of

suspicions or beliefs and is followed up with data collection to ensure adequate documentation, full

understanding of the problem and the development of appropriate resolution steps.

YWCA Board Roles and Responsibilities 10

Organizing the Work of Volunteers:

YWCA Board and Committee Structure

An effective committee structure helps to increase the involvement of board members because

it gives them an opportunity to use their skills and experience. Committees provide a training

ground for future leaders -- both for individuals who are currently board members as well as

non-board members who may be asked to serve on the board in the future. They increase the

visibility and outreach of the organization by including non-board members in committee

membership. Committees provide a means for information to flow from the community,

clients, and line staff to the board. Committees also give members the chance to freely discuss

issues in an informal setting. Finally, committees serve as excellent problem-solving and

decision-making groups because of their small size and focus area.

YWCA Board Roles and Responsibilities 11

Elements of Committee Effectiveness

Written Committee Description. First, there should be a written description outlining expectations for each

committee to guide the chair and members. The description should summarize the purpose of the committee,

its composition and selection procedure, and the specific duties of the committee. Sample committee

descriptions follow.

An effective committee chair. The next element is an effective chairperson who is a board member. This

helps to assure that the leadership of the committee is "in sync" with that of the board as a whole. In seeking

an effective chair, look for: content knowledge and experience relevant to the work of the committee as well

as proven leadership and the people skills essential for the committee to work effectively.

Depending on the size of the organization, the committee chair is responsible for preparing agendas for the

meetings, assigning responsibilities to committee members and following-up to make sure assigned work is

being done by members. In some instances, paid professional staff may be assigned to assist the committee

chair.

Members thoughtfully appointed. The next element of committee effectiveness is members who have been

thoughtfully appointed. Each standing committee is generally composed of a core of five to eight members.

They can be a mix of board and non-board members and should be recruited with the following question in

mind: What tasks are the committee responsible for and who possesses the skills and experience needed to

complete those tasks?

As is the case with other forms of volunteer recruitment, every effort should be made to match the needs and

requirements of the committee and the skills, knowledge and interests of prospective committee members. In

many cases, prospective board members, as part of the recruitment process, will be given information about

the board committee structure with suggestions on where they might best fit. For example, a prospective

board member who has much skill and experience in fundraising would most likely be asked to serve on the

fund development committee. In the end however, regardless of the preferences of board leaders, the

individual board members should be able to select the committee assignment that they feel will best meet

their needs, while at the same time, meeting the needs of the organization.

Accountability to the board. The next element of committee effectiveness is clear accountability to the

Board of Directors. This begins with a written committee description that describes what the board expects

from the committee. There should also be an effort to link the committee description with relevant strategic

plan language. Using the fundraising and donor development committee as an example, the committee

description would reflect its major goal and supporting strategies that address the issue of funding. Under the

umbrella of the funding goal and strategies, committee leadership would develop an annual fundraising

strategy and supporting work plan in line with the funding strategic goal. This work plan would contain

objectives incorporating measurable outcomes, and these measurable outcomes would be the basis for regular

reporting of the committee to and the solicitation of input from the board is a whole. Regardless of the

approach used, it is important that the board clearly communicate to all of its committees what kind of

reporting it expects and with what frequency.

Well -- run meetings. The last element of committee effectiveness is well run meetings. In a sense, if a

committee reflects the indicators of effectiveness -- a clear description of its work, a chair that knows how to

lead, a solid match between the interests, skills and experience of individual members on the one hand, and

the needs and requirements of the committee on the other, a good mix of board and non-board members, and

direct accountability to the board --we will have the makings of excellent committee meetings. It will still be

important to provide for meeting space that matches the needs of the group, a written meeting agenda and any

necessary information mailed out to members in advance of the meeting.

The organization, as part of the overall board education and training program, should also be prepared to

provide training to committee members to help them sharpen their skills.

YWCA Board Roles and Responsibilities 12

Sample Officer and Committee Job Descriptions

President/Chair The YWCA President/Chair, a member of the YWCA Board of Directors, serves as the

organization’s chief volunteer and works as a partner with the chief executive officer in achieving

the organization's mission. She:

Provides leadership to the board of directors

Chairs meetings of the board after developing the agenda with the CEO/ED

Ensures a high level of board participation throughout the strategic planning processes

Appoints the chairpersons of committees, in consultation with other board members

Serves ex officio as a member of committees and attends their meetings when possible

Monitors the work of committees and task forces, providing guidance as need be

Ensures timely and accurate reports to the board, especially in the areas of finance and compliance

Works closely with the CEO/ED, discussing issues confronting the board and/or organization

Helps guide and mediate board actions with respect to organizational priorities and governance concerns

Plays a leading role in fundraising activities

Ensures a performance process of the CEO/ED

Provides community, member and client feedback to the board and CEO/ED

Reports, at least annually, the performance of the organization in achieving its mission

Performs other responsibilities assigned by the Board.

Essential attributes: Demonstrated commitment to the YWCA mission; respected YWCA and

community leadership experience; willingness and ability to fulfill promotion, advocacy, and

fundraising roles; ability to lead the board in handling difficult issues; ability to communicate,

listen and seek input from others, ability to astutely delegate; and strong group dynamics skills. Vice-President/ Vice-Chair

Attends all board meetings

Serves on the executive committee and participates as a vital part of the board leadership

Carries out special assignments as requested by the board chair

Understands the responsibilities of the board chair and performs these duties in the chair's absence

Essential attributes as for the president/chair. The Vice President/Chair acts as the president/chair

in her absence; assists with the above or other specified duties. Some organizations choose the

vice president as chair of the strategic planning, the development committee and/or as president-

elect.

Secretary

Attends all board meetings, maintains attendance records, ensures compliance with the bylaws

Serves on the executive committee

Maintains all board records and ensures their accuracy and safety

Reviews board minutes and ensures their safekeeping

Assumes responsibilities of the chair in the absence of the board chair and vice president

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

Essential attributes as for the president/chair, along with skills to summarize and record key discussion points

and organize information and records for safe keeping. Some organizations choose the secretary to chair the

board development and governance committee.

YWCA Board Roles and Responsibilities 13

Treasurer

Serves as liaison between the Finance and Sustainability Committee and full board

Manages the board's review of, and action related to, the board's financial responsibilities.

Serves as overseer for income security and accounts payable processes

Assists the chief executive in preparing the overall financial plan and presentations to the

board.

Guides Finance and Sustainability Committee work, including that related to budgets and

financial recommendations

Presents financial recommendations and their reasoning to the board including the annual budget

Ensures that appropriate and accurate financial reports are made available to and

understood by the board. Regularly reports to board on key financial events, trends,

concerns, and assessment of fiscal health.

Signs or co-signs checks as per established policies

With the chief executive or designee, develops financial procedures and systems

recommendations for the Finance and Sustainability Committee to consider.

Monitors YWCA financial matters and compliance with approved finance policies and procedures.

Chairs the Finance and Sustainability Committee and prepares agendas for meetings,

including a year-long work calendar.

With the Finance and Sustainability Committee and/or audit committees, recommends to the board

an audit process and auditor. Reviews the annual audit and with the auditor, answers board

directors' questions about the audit

Ensures, through the Finance and Sustainability Committee, sound management of cash and

investments.

Essential attributes as for the chair, along with understanding of financial accounting for

nonprofit organizations, and ability to summarize and record key discussion points regarding

finance and ensure the organization of financial records for safe keeping.

Sample Committee Chair Position Description

Calls, attends and leads meetings of the committee. Invites the chief executive and board chair to

attend.

In collaboration with the chief executive and board chair, sets the agenda for committee meetings

to forward strategic plan goals

Records decisions and recommendations made by the committee.

Solicits input from and reports the committee’s activities and recommendations to the executive

committee or the full board.

Works with the chief executive and board chair to decide who should serve on the committee.

Delegates responsibilities to other committee members and encourages their full participation.

Evaluates the work of the committee with other committee officers, the board chair, and the chief

executive in concert with the organization’s strategic plan.

Essential attributes as for the chair, along with skills to summarize and record key discussion points

and organize information and records for safe keeping.

YWCA Board Roles and Responsibilities 14

Sample Job Description: Executive Committee

The Executive Committee is a committee comprised of the organization’s officers and one or

two other board members that considers matters and makes preliminary decisions, if necessary,

in interim periods between regularly scheduled Board meetings. The Committee is responsible

to the Board of Directors and any action taken must be ratified by the Board of Directors at its

next meeting. The Executive Committee has and exercises the authority of the Board of

Directors with the caveat that such authority does not circumvent the responsibility and

authority vested in the Board of Directors by the bylaws.

The Executive Committee plays three critical roles: planning the agenda of board meetings,

making decisions on behalf of the full board when necessary, and serving as a communication link with other members of the board, especially the committee chairs.

To these ends, the Executive Committee:

Develops agendas for meetings of the board of directors in collaboration with the chief

executive

Makes decisions on behalf of the full board as needed which cannot wait for the full board

or on matters delegated to the Executive Committee by the Board of Directors.

Maintains effective communication with the committees of the organization and ensures

work is progressing as expected.

Ensures and participates in the organization’s annual planning and budget processes with

the Finance and Sustainability Committee and the chief executive.

Supports the chief executive and sustains a productive relationship between the chief

executive and the board.

Annually reviews the performance of the chief executive according to established

procedures.

Guides the board of directors to ensure that expectations related to the established manner

of work are met and productive relationships between members are sustained. Resolves

conflicts between board members and/or board members and the chief executive that have

the potential to undermine or sidetrack organizational progress.

Annually evaluates its work and the objectives it has committed itself to and reports

findings and recommendations to the full board of directors.

YWCA Board Roles and Responsibilities 15

Sample Job Description: Finance and Sustainability Committee

This YWCA Finance and Sustainability committee, with the guidance of the Treasurer and in

partnership with YWCA senior staff, coordinates the board’s financial planning and oversight

responsibilities to preserve, manage and enhance financial assets. The committee is comprised of 5-7

people with relevant expertise who are current or past board members or members of the community.

To these ends, the Committee, in partnership with YWCA senior staff, regularly prepares

presentations and/or recommendations for board consideration in the areas of:

Annual, initiative and long-term mission-focused financial planning processes to accompany the

organization’s overall strategic plan

Annual, initiative and long-term mission-focused budgets and asset management plans

Policies and procedures to manage, protect, and grow assets

The annual audit and major vendor contract proposals

The committee also:

Prepares and presents timely and accurate financial information needed to act on short and long

term recommendations regarding budgets, assets, and major vendor contracts.

Oversees the RFP process for the auditor, auditor relationship, and the receipt and review of

audit and IRS filings and reports. Prepares recommendations for board consideration.

Maintains and ensures compliance with current financial accounting management policies,

including investment policies.

Manages relationships with its investment manager/firm, auditor, and bank(s).

Prepares data and orients the board to effectively communicate the organization’s financial

picture to appropriate external stakeholders.

Annually evaluates its work and the objectives it has committed itself to and reports findings

and recommendations to the full board of directors.

YWCA Board Roles and Responsibilities 16

Sample Job Description: Board Development and Governance Committee

The purpose of the Board Development and Governance Committee is to build and maintain a strong

board for the organization by presenting candidates and managing the election process for the board of

directors, for the organization’s officer positions, and for its committee chairs. The Committee also

ensures that the organization’s bylaws facilitate the board’s ability to carry out their responsibilities

and fulfill the mission. The Committee establishes and helps drive a continuous improvement process

to help the board and individual directors become more valuable as strategic assets of the organization

and contribute to its long-term success. The committee has 5-7 members, at least 2 of whom are not

board members, which may be elected or appointed depending on bylaws stipulations.

To these ends, the Board Development and Governance Committee:

Identifies priority criteria to guide the recruitment of new board members, officers and committee

chairs after reviewing the strategic plan, structure and current board make up

Updates board and committee job descriptions as necessary and drafts policies compliant with the

organization’s bylaws and affiliation standards to support the recruitment process. (for the YWCA

these include ensuring ample diversity and engagement of women under 30 years of age)

Leads a mission focused and broad based recruitment process, working with the board, staff and

other appropriate committees to identify candidates for involvement at the board, officer and

committee chair levels and develops cultivation strategies to strengthen relationships with these

individuals

Assesses the skills, experience, affiliations and connections of prospective candidates in terms of

mission commitment and organizational experience as well as possible/potential conflicts of

interest. Presents candidate recommendations to the full board for consideration before preparing

the official ballot.

Prepares and presents official ballots and conducts election processes as per the organization’s

bylaws and approved practices and procedures

Develops and carries out board orientation, ongoing training, and leadership development

processes as well as retention strategies

Develops and implements succession planning for board leadership

Keeps up to date on developments in the areas of nonprofit governance and board recruitment and

retention.

Annually reviews and assesses recruitment, retention and governance practices of the board and

the bylaws and recommends any proposed changes to the board

Regularly conducts an assessment of the board’s performance and board meetings using the

YWCA mission as the core along with the organization’s strategic plan goals

Evaluates its work annually as a committee and the objectives it has committed itself to and report

on same to the Board of Directors

YWCA Board Roles and Responsibilities 17

Sample Job Description: Fundraising and Donor Development Committee

The YWCA Fundraising and Donor Development Committee develops recommendations for short and

long term fundraising and sustainability plans, objectives and benchmarks -- in partnership with YWCA

senior staff and ensuring full alignment with the YWCA mission, policies, and strategic goals. The

committee is comprised of 5-7 people with relevant expertise who are current or past board members or

members of the community.

Ensuring sustainability calls for plans in six areas:

Annual fund program

Special events program

Major gifts program

Endowment and planned gift solicitations

Capital campaign program

Funding advocacy program

For each plan, the Committee:

Reviews historical trends and actual versus goal results to inform objectives

Serves as the board’s central source of information about the fundraising climate and increases

understanding among board members of their two primary fundraising responsibilities: helping the

organization reach and secure new donors and indicating the organization’s value to the community to

pave the way for a wide range of successful solicitations

Builds board engagement, organizes board efforts to identify, cultivate, and approach major and

potential donors, activates those commitments made by each board member, and actively participates

in all planned efforts

Recruits additional solicitors to ensure the accomplishment of set goals

Develops fundraising schedules

Sets guidelines for directors’ and fundraising volunteers’ contributions and solicits those

contributions.

Leads and/or establishes special events subcommittees

Ensures that ample resources are allocated for needed fundraising and donor stewardship systems

Provides fundraising training for board members covering the YWCA’s impact and resources needed

Helps develop donor meeting materials that cover the YWCA mission and service impacts

Tracks the status of the organization’s fundraising initiatives, motivates solicitors and recommends

course changes if necessary

Regularly evaluates fundraising efforts and develops recommendations as needed for the board,

finance and nominating/board development committees.

In collaboration with the finance committee, ensures fundraising expenses stay within budget

Evaluates its work annually as a committee and the objectives it has committed itself to and report on

same to the Board of Directors.

YWCA Board Roles and Responsibilities 18

Sample YWCA Racial Justice Committee Description

Purpose: The YWCA Racial Justice Committee serves as the association’s key resource for ensuring that

our goal to eliminate racism is highly evident in all YWCA interactions, service delivery and community

relations, for promoting awareness of local and national issues related to racism, and for recommending

actions related to racial justice that are necessary to advance our mission. The committee also advises how

to position the association as a credible, visible and connected community organization whenever contact

related to YWCA racial justice work is made with the media and/or elected officials.

Qualifications of members:

Commitment to the YWCA’s mission, goals and programs.

Understanding of the levels of racism - Individual Racism, Structural/Institutional Racism and Cultural

Racism - and how they are currently manifesting themselves.

Understanding of the close relationship of eliminating racism and empowering women.

Knowledge of the local community and state as it relates to potential program partners, elected

officials, issues, and trainers.

Ability to analyze information relating to racial justice policy issues and determine appropriate

action related to racial justice

Ability to communicate clearly

Representation: Members of the committee may include YWCA board members as well as others,

including government agencies, non-profit organizations, corporations, and educational institutions.

Membership should reflect the community, particularly as it relates to racial and ethnic composition. Young

women and students should also be represented.

Accountability: The Racial Justice Committee reports directly to the YWCA board of directors. The chair is

a member of the board.

Roles and Responsibilities of the Committee:

Prepares and implements the annual racial justice checklist, covering:

..YWCA orientation presentations to ensure full understanding of the YWCA’s racial justice

history, positions, and strategies implemented to eliminate racism.

..YWCA service curriculums, policies and practices to ensure that our mission to eliminate

racism is fully incorporated, intentionally brought to life, and annually (at least) measured in

terms of impact in each area of our work.

Discusses and analyzes if/how racism has been a factor in local, state, and national events with this

potential. Gathers/prepares and distributes basic information on relevant issues, including materials

provided by YWCA USA, related legislation and potential action steps regarding racial justice,

inclusion and equity. Common areas of concern are: civil rights, voting rights; hate crimes: racial

profiling, immigration reform; and disparities based on race in the areas of intellectual, social, health

and economic advancement.

Recommends participation in coalitions, partnerships and campaigns that relate to YWCA efforts to

eliminate racism.

Develops recommendations for action regarding incidents or trends related to racial justice, e.g: in-

house educational/awareness, public education/awareness, training, public forum etc. Prepares fact

sheets, “Persimmon Papers,” and calls to action on relevant matters.

YWCA Board Roles and Responsibilities 19

Develops recommendations for action on legislative issues related to racial justice, e.g: in-house

educational/awareness, public education/awareness, training, public forum etc. Prepares fact sheets,

“Persimmon Papers,” and calls to action on relevant matters. Stays apprised on non-profit lobbying

guidelines (federal and state).

In concert with organizational policies, recommends spokesperson for racial justice-related items and keeps board apprised of

statements to media.

As a component of the overall YWCA ongoing training schedule for board, committee, and staff members,

regularly organizes and presents racial justice sessions.

Organizes public events and educational offerings to eliminate racism

Programs may include:

Racial Justice Awards: to recognize individuals, companies and/or organizations demonstrating their

commitment to eliminating racism.

Week Without Violence: to educate and inspire people to contribute to the vision of peace, justice, freedom

and dignity.

Stand Against Racism: to raise awareness that racism still exists and cannot be ignored or tolerated.

Other Events/Activities e.g: Dr. Martin Luther King Jr. Day Breakfast, National Voter Registration Day,

Naturalization Ceremonies, and/or activities connected with relevant nationally designated weeks/months.

YWCA Board Roles and Responsibilities 20

Sample YWCA Women’s Empowerment Committee Description Purpose: The YWCA Women’s Empowerment Committee serves as the association’s key resource for ensuring that our goal to empower women is highly evident in all YWCA interactions, service delivery and

community relations, for promoting awareness of local and national issues related to sexism and

empowering women, and for recommending related actions that are necessary to advance our mission. The

committee also advises how to position the association as a credible, visible and connected community organization whenever contact related to YWCA women’s empowerment work is made with the media

and/or elected officials. Qualifications of members:

Commitment to the YWCA’s mission, goals and programs.

Understanding of sexism, how it is currently manifesting itself, and avenues to empower women.

Understanding of the close relationship of eliminating racism and empowering women. Knowledge of the local community and state as it relates to potential program partners, elected

officials, issues, and trainers.

Ability to analyze information on related policy issues and determine appropriate action related

to empowering women. Ability to communicate clearly

Representation: Members of the committee may include YWCA board members as well as others,

including government agencies, non-profit organizations, corporations, and educational institutions.

Membership should reflect the community, particularly as it relates to racial and ethnic composition. Young

women and students should also be represented. Accountability: The Women’s Empowerment Committee reports directly to the YWCA board of directors.

The chair is a member of the board. Roles and Responsibilities of the Committee:

Prepares and implements the annual checklist, covering:

..YWCA orientation presentations to ensure full understanding of the YWCA’s history empowering

women, positions, and strategies implemented to empower women.

..YWCA service curriculums, policies and practices to ensure that our mission to empower women is fully incorporated, intentionally brought to life, and annually (at least) measured in terms of impact

in each area of our work.

Discusses and analyzes if/how barriers to women’s empowerment have been a factor in local, state, and

national events with this potential. Gathers/prepares and distributes basic information on relevant issues, including materials provided by YWCA USA, related legislation and potential action steps regarding

empowerment and equity. Common areas of concern are connected to disparities based on gender in the

areas of intellectual, social, health, safety, and economic advancement.

Develops recommendations for action regarding incidents or trends related to women’s empowerment, e.g: in-house educational/awareness, public education/awareness, training, public

forum etc. Prepares fact sheets, “Persimmon Papers,” and calls to action on relevant matters.

Develops recommendations for action on legislative issues related to women’s empowerment, e.g: in-

house educational/awareness, public education/awareness, training, public forum etc. Prepares fact sheets, “Persimmon Papers,” and calls to action on relevant matters. Stays apprised on non-profit

lobbying guidelines (federal and state).

In concert with organizational policies, recommends spokesperson for related items and keeps

board apprised of statements to media. As a component of the overall YWCA ongoing training schedule for board, committee, and staff members,

regularly organizes and presents sessions related to sexism and women’s empowerment. Organizes public events and educational offerings to empower women

Programs may include:

Empowerment Awards: to recognize individuals, companies and/or organizations demonstrating their commitment to empowering women.

Week Without Violence: to educate and inspire people to contribute to the vision of peace, justice, freedom

and dignity.

Other Events/Activities connected with relevant nationally designated weeks/months.

YWCA Board Roles and Responsibilities 21

Sample YWCA Advocacy Committee Description

Purpose: The YWCA Advocacy Committee serves as the association’s key resource for

determining and promoting public policy advocacy and carrying out actions that advance our mission

of eliminating racism and empowering women. The committee also positions the association as a

credible, visible and connected community organization whenever contact related to YWCA public

policy is made with the media and/or elected officials.

Qualifications of members:

Commitment to the YWCA’s mission, goals and programs

Understanding of the intersection of the YWCA mission and program with public policy

Knowledge of the local community and state as it relates to potential coalition partners,

elected officials and issues

Ability to analyze information relating to policy issues

Ability to communicate clearly

Representation: Members of the committee may include YWCA board members as well as others.

Membership should reflect the community, particularly as it relates to racial and ethnic composition.

Young women and students should also be represented.

Accountability: The Advocacy Committee reports directly to the YWCA board of directors. The chair

is a member of the board and may be designated to act as the Advocacy Point of Contact for YWCA

USA.

Roles and Responsibilities of the Committee

Prepares annual advocacy agenda (including public policies priorities, action plans) for

presentation to the YWCA board of directors for approval. Steps include

..Collection of basic information, including materials provided by YWCA USA, on

relevant issues, related legislation, and potential action steps

..Discussion and analysis of the information

..Development of recommendations for legislative priorities and actions

Oversees implementation of adopted agenda (including action items)

Prepares fact sheets and opinion papers as needed

Determines process and systems for information dissemination (ex. YWCA USA Action

Alerts)

Recommends participation in coalitions and campaigns that relate to mission and programs

In concert with organizational policies, recommends spokesperson for advocacy-related items

and keeps board apprised of statements to media

Stays apprised on non-profit lobbying guidelines (federal and state)

Implements advocacy training for the board of directors and committee members as needed

Updated fall, 2014 Please note, this information is presented as a resource, not as advice, is for YWCA use only and copyright restrictions apply. Appropriate counsel should be engaged in the development of YWCA policies, practices, procedures and actions.