Board Director

Job Description



The Directors are given the authority and responsibility for managing the Nonprofit Corporation. The Directors meet and make decisions together as The Board Of Directors (“Board”). The Board is ultimately responsible for making sure a corporation is run properly. If it fails to do this, Individual Directors may be responsible.



Consistently Contributes To The Organization’s Vision And Mission Statements And Demonstrates The Values Of The Organization. All corporate powers are exercised under the board’s direction (California Corporations Code Section 5210). While certain powers may be assigned to committees, officers, or employees, their use of that power and their actions are subject to the board’s review, direction and control.

As a practical matter, the day-to-day activities should be assigned to a particular staff member, sometimes called an Executive Director, or to an Administrator. While some important decisions maybe delegated, those decisions must be reviewed and approved by the Board. The Board cannot simply give power and responsibility to the Executive Director and/or staff. The Board and each director have a special legal relationship to the corporation. This is called a fiduciary relationship. As fiduciaries, Directors must place the interests of the corporation before their own or others’ interests. To protect the corporation’s interest, the Board must guard against harm to the corporation caused by any unfair or unreasonable transactions, conflict of interest or self-dealing transactions. To accomplish this the Board must take an active role in overseeing the corporation.

INTERNAL DUTIES AND RESPONSIBILITIES *will/may include the following but is not limited to:

  • Make and approve long-range goals and objectives. – Actively participate in the making and authorizing of the corporation’s long-term direction; approve or delegate approval of annual objectives and priorities established to achieve long-range goals.
  • Develop a financial plan to ensure that there are adequate funds to pay expenses and long-range goals and objectives. – This could include fund raising to supplement your program.
  • Make and adopt policies. – Establish the limits of the Executive Director’s authority to budget, administer finances and compensation, establish programs, and otherwise manage the corporation.
  • Select, employ, assess and, if necessary, dismiss the Chief Executive officer. – Provide support, comments and criticism, when needed; hold the staff accountable for carrying out plans and policy decisions; provide a formal performance review and appraisal.
  • Adopt and monitor the corporation’s operating budget, financial development plan and insurance program. – Review and understand the financial statements on a regular basis to ensure the financial health of the corporation and that the corporate funds are being spent appropriately and in accordance with the board’s financial plan and budget.
  • Perform its legal responsibilities. – To act for the corporation as outlined in the articles of incorporation, constitution and/or bylaws.
  • Protect the assets of the corporation. – Ensure that no board members, management, or staffs are overpaid or unfairly or unreasonably profiting from business dealings with the corporation. Ensure the corporation’s equipment is not being misused. Ensure all important purchases and leases have fair and reasonable terms, and represent the best deal possible to the corporation.
  • Board development (recruiting, orienting and assessing the board). – Aside from attending board meetings, it is also recommended that directors take the time to get to know the group home facility. Conduct regular on-site facility visits. When appropriate, take the time to talk with the children and staff. This hands-on approach will provide valuable information about the operations of the group home.

EXTERNAL DUTIES AND RESPONSIBILITIES *will/may include the following but is not limited to:

  • Identify new business opportunities, participate in new business pitches and assist in drafting new business proposals
  • Expand and/or renew existing accounts
  • Maintain an extensive network of nonprofit and foundation connections that can be used for new business outreach, issue expertise, etc.
  • Develop relationships with vendors or contractors that represent a variety of fields (media, policy, design, Web, etc.) and can be used on projects as needed.
  • Develop relationships with other firms that are like-minded and suitable for/open to partnering with Z.N.D. Residential (Z.N.D.) on projects when appropriate.

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