[Editor’s note: We share this post, originally posted in 2021, as a framework to help guide board directors.]
Folks who are new to board service, or even folks who have been serving for decades, often wonder exactly what their job as a board member is.
It’s pretty simple, really. In this three-part video series, we cover the three fiduciary duties of nonprofit board members:
- Duty of Care (91 second video)
- Duty of Loyalty (2-minute video)
- Duty of Obedience (106 second video)
Duty of Care
This duty requires board officers and directors to exercise ordinary and reasonable care. This includes simple actions like reviewing board materials in advance of meetings, and broader actions including making decisions with the organization’s best interests in mind and showing honesty and good faith when acting on behalf of the organization. Basically, be prepared, be honest, and do your best for the organization you have agreed to serve.
Duty of Loyalty
This duty requires board members to place the organization’s interests first when acting on behalf of the organization and disclosing possible conflicts of interest. Board members’ own personal or business interests should not be their primary concern when sitting at the board table. Make sure you’re familiar with your organization’s conflict of interest policy, and that you’re working in the best interests of the organization you’re serving.
Duty of Obedience
Duty of obedience requires board members to act in compliance with the organization’s governing documents, rules, and the law. These include bylaws, articles of incorporation, policies, other governing documents and any related laws. Basically, duty of obedience requires board members to follow the rules.
We hope this understanding of the three board of directors fiduciary duties will support you as a board leader in helping the organizations you serve to thrive!
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About MHQ Driven by the vision of a thriving, vibrant community, MHQ is a woman-owned, world-class management company that delivers customized services. Founded in 2013, MHQ has provided association management services since its inception, as well as infrastructure to organizations in a range of industries. We serve professional and trade associations, as well as government and public sector entities. For more about MHQ, visit https://www.management-hq.com/.