The Role of Board of Directors in Non-Profit Organizations

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The board of directors plays an important role in any organization and, in most cases; they often have some shares of the company they work for. Most decisions of an organization are normally made by the board of directors. It is imperative to note that the duties and responsibilities of the board of directors are normally spelled out by the law and, according to Ingram (2009), the board has both legal responsibilities and “should do” duties.   

Duties and Functions of a Board of Directors

Legal Duties

Duty of loyalty. The member of a board is not permitted to use information gained through his/her position in the organization for his benefit. The member is expected to always have the organization’s best interests other than personal interests. In other words, it is required that members of a board of non-profit organization must avoid conflicts of interest at all costs (Ingram, 2009).    

Duty of obedience. Obedience is another primary function of the board of directors. It is required that a member of the board must remain faithful to the mission and goals of the nonprofit organization.  A board member is expected to avoid acting in a manner that is inconsistent with the goals and objectives of the organization (Ingram, 2009). The public often trusts the board to manage the funds that have been donated by various sponsors to accomplish the organization's mission.   

A duty of care. Another crucial legal function is a duty of care. A member of the board must be actively involved in planning and decision-making processes within an organization (Ingram, 2009). It is, therefore, essential for board members to exercise reasonable care during the organizational decision-making process. The board members must always be attentive in meetings and should rely on management and professional information rather than relying on rumors and unverified sources.    

Other Duties

Other duties and functions of the board as listed by Ingram (2009) include determination of mission and purpose of the organization, evaluation of the chief executive officer, developing annual budget of the organization, assisting in effective planning, definition and articulation of the organization’s mission, achievements and goals, and determining programs that are consistent with the mission.    

Members to represent the Board

The board members should have some professional skills that will help the organization its objectives. Preferably, each member should be a graduate and have education background in fields such as public relations, legal, public relations, and human resources or other areas such as religion, social services, education, among others. People with previous experience in managing non-profit organizations will have an added advantage.   

Tips for Developing the Board

            The primary motive that should make an individual join a board changes. An individual should have goodwill and intentions and must possess essential skills that would help the non-profit organization catapult to success (Bavrasli, 2011). It is essential to match the board members to the needs of the organization. This implies that one should select individuals who are experts in certain areas that are critical to the organization but can't afford professional assistance. It is also important to select members who have the potential to raise funds since non-profits rely mostly on well-wishers. The people should also understand the mission and are willing to own it.   

            In conclusion, board members are the main people who drive an organization towards achieving its goals and objectives. It is vital to choose the right people who can positively contribute to the organization. It is essential to ensure that people are joining the board for the right reasons.      


Ingram, R. T. (2009). Ten basic responsibilities of nonprofit boards. BoardSource, Inc.

Bavrasli, E. (2011). Building Successful Non-Profit Boards. Forbes. Retrieved from

October 24, 2023




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