I'm hoping someone can give me some advice on this. I have recently been asked to be on a "Board of Directors" for a neighbor that has a kennel and now non-profit(licensed and all) for a no kill animal shelter. She is very sincere in her efforts and puts a lot of her time and money into this cause. But my question is this...What are my "real" responsibilities on this Board of Directors. She said it is just to have a board because it is non-profit. Are there any legal things that I would be responsible for...?? Thought of calling Legal Aid but don't really know if they will be very helpful to me. Anyone have any advice ??? Thank You !!

-- Helena Di Maio (windyacs@ptdprolog.net), August 19, 2001

Answers

The purpose of a BoD is to ensure that the organization or corporation adheres to its bylaws, charter and business plan. The board is an advisory tool used to keep an organization focused and minimize the possibility of "one man control" that could deviate the organization from its intended goal. Most BoDs consist of a few members with no relationship whatsoever to the governed organization to afford input of a different perspective.

-- Jay Blair in N. AL (jayblair@yahoo.com), August 19, 2001.

It all depends. Your neighbor may well be right. I don't know about non-profit organizations, but in establishing a private corporation, as I once did, you have shares of stock, which are frequently owned entirely by the person who started the corporation; you have a board of directors, which in my case consisted of only myself; and you are required to have annual meetings and keep minutes, which I did all by my lonesome. On paper my business was owned by my corporation, but on such a small scale it feels virtually the same as a sole proprietorship.

My guess is that a board of directors was necessary to establish the non-profit organization, and that your neighbor was downplaying your role on the board simply because of the scale of the operation. But beware: if a board of directors is required, then it is also required that you have annual meetings and keep minutes, because if the integrity of your organization is called into question (in a lawsuit, for example) then you need to show evidence that your organization was maintained in good faith.

-- Leslie A. (lesliea@home.com), August 19, 2001.

How well do you really know this neighbor and others who will be on this board?

You could be held personally responsible for anything you do as a board member. Make sure they carry adequate insurance for board members (at least $1 Mil and probably more) AND THAT THEY KEEP UP THE PREMIUMS-- many times homeowner's insurance (especially for personal umbrella) will ask if you are on any of these boards, which indicates to me that 1)they will not cover your at all, or 2) your rates will go 'way up.

If you really still want to help this neighbor's cause, either volunteer or donate money. It isn't worth losing your shirt over just to be a board member. Just my $.02

-- GT (nospam@nospam.com), August 19, 2001.

Depends on the state your in. I've heard some pretty nasty stories of non-profits getting sued and the BOD getting trashed in the process. My question is also "How well do you know this neighbor"? It may be a reasonable request but I have doubts if you not already involved in their activities. Be careful but do what you feel is best for you.

-- Kenneth in N.C. (wizardsplace13@hotmail.com), August 19, 2001.

As a Board member, you are responsible for the non-profit just as the Board of Directors of a business are responsible for the company.

The biggest responsibility of a Board member is a financial one: Ensuring that the organiztion has enough money to operate. This usually requires Board Members to raise money and/or donate money.

There are many books written on Board Member responsibilities. Ask your library to order some for you from inter-library loan.

Serving on a Board requires time and effort.

-- walt (longyear@shentel.net), August 19, 2001.

I manage homeowner associations which are non-profit organizations that require board members. The most important thing to look for is insurance, and make sure the policy has BOD coverage. The insurance is designed to cover any suits brought against the action and or inaction of the board members, be it real or trumped up. When people start suing, they bring in everyone connected in any way.

-- Carole (carle@earthlink.net), August 20, 2001.

Dear Helena,

You've lots of good input in the previous posts. Having served an officier on the BOD of several civic organizations and private non-profits, I'll offer one word: DON'T! I've found people are MUCH more eager to be on a board than to WORK on a board.

BOD's are often required for non-profit status and can carry some major responsibility (read--'liability') if things go south. Consider involvement in a long-standing organization with a good track record if You feel the need to give something back to Your community. Even then, walk soft and keep close by a saddled horse!!

I don't like being so negative, but Your situation seems stacked against a good experience.

*grin* Of course, that's just my opinion....

Good Luck!!!

Randle

-- Randle Gay (rangay@hotmail.com), August 20, 2001.

You could always do what HSUS and P.E.T.A. do ~ have folks donate to your cause and then pay the Board members hundreds of thousands of dollars a year in salaries with that money! :^)

-- ~Rogo (rogo2020@yahoo.com), August 22, 2001.