Developing • Roles and Responsibilities • Managing Relationships

Introduction

The board of trustees, which ideally meets monthly, is legally responsible for the oversight of the institution, ensuring that its actions are in accordance with its stated purpose and museum mission. This oversight spans many different areas:

• Hiring the museum director
• Future planning for the organization
• Fundraising, approving, and monitoring the budget
• Public relations and serving as the public face of the museum
• Writing and updating policies
• Writing, reviewing, and approving a strategic plan

Shared governance is a vital aspect of non-profit organizations with decision-making involving the board of directors, the executive director, and the staff. Any organization can benefit from clearly defined roles on each level of governance. Developing guidelines for each position helps to outline expected contributions and how governance responsibilities will be shared throughout the organization.

BoardSource and Leading with Intent are important resources for all information related to nonprofit boards. BoardSource offers publications (some at no cost) on such topics as board recruitment and assessment, organizes webinars and live events, and runs a blog. Leading with Intent is the only broad survey to gather information from both chief executives and board chairs on their experiences in the nonprofit boardrooms of America.

Although it is the duty of the board of trustees to oversee the museum, the relationship between its members and the staff of the museum is best described as a partnership or collaboration. Regular communication between all levels of governance is necessary for successful operation. Each branch of the administration serves a crucial role; when these areas are all on the same page, the possibilities for success are endless! It is also important for museums to adhere to legal responsibilities such as the institution’s bylaws.

Developing a Diverse Board of Directors

When putting together a board of directors, or perhaps replacing one or more of its members, keep in mind that the board must be constructed to meet the needs of your organization. The recruitment process should aim to bring on people from diverse backgrounds with a variety of skills, knowledge, and areas of expertise; this diversity will help the board fulfill the duties listed above. For instance, a trained lawyer can help with legal matters, an accountant or development officer can help with fundraising and budgeting, and representatives from communities represented in your interpretation and collections can help ensure accuracy and sensitivity. Other crucial areas of knowledge include:

• Organizational planning
• Personnel management 
• Public relations
• Nonprofit trusteeship

Additionally, including members of the community on the board of trustees is a means of building trust and accountability between your institution and the surrounding community. The board’s structure, description of the positions and responsibilities, election process, and other related information should be included in your institution’s bylaws (LINK).

Lack of diversity is a common issue in many nonprofit boards. Diversifying your nonprofit board is essential to its success. It is also important for boards to be as diverse as possible. This will:

• Create a board that reflects the surrounding community and who you hope will visit
• Introduce new perspectives and ideas
• Increase minority representation especially in decision making and strategic planning

Many board members tend to look for new members by searching within their own circles of friends and acquaintances. It is important to use other methods of recruitment in order to create a diverse board that represents and understands the needs of the communities it wants to serve. The board should be diverse in terms of age, race, gender, sexual orientation, ability, and cultural background. When trying to diversify your board and to recruit diverse members:

• Have a plan to increase inclusion and diversity on your board, throughout your organization, and among your visitors, and share it with prospective board members  
• Identify gaps within your board
• Be aware of implicit bias
• Make board meetings more accessible, and limiting board giving requirements 
• Host diversity training and workshops
• Expand your recruiting reach by using social media and looking for board members within the local community and through nonprofit board match sites

Roles and Responsibilities in a Board of Directors

The roles and responsibilities within a board of directors differ from institution to institution depending on its needs and size. Nonetheless, it is important to fill all board positions to fully advance the institutions towards its mission both ethically and legally. All board members have three legal responsibilities regarding their nonprofit:

• Duty of Care: Board members should actively participate in the decision making process on the organization’s behalf 
• Duty of Loyalty: Board members should place the organizations need’s before personal and professional interests when decision making 
• Duty of Obedience: Board members are legally responsible in making sure that the institution adheres to its mission and complies with local, state, and federal laws

On top of these legal duties, board members are also expected to fulfill the roles and responsibilities of their positions as officers and or committee members.

Officers

Boards must have at least three officers: a president, a treasurer, and secretary. The president works closely with the director (who leads the staff), while also leading the board. The treasurer maintains the financial records for the museum. The secretary writes and distributes the board’s agenda and minutes. Additional roles often include a vice president and an assistant treasurer, because those roles can be onerous; others can be added as needed according to the needs and size of your institution, especially as board members do their work in specifically-focused committees.

Committees

Finally, the board does not need to do all of its work together when everyone is present. Many boards divide their work into committees and then share the results with everyone in the board meeting. These committees are usually specified in the bylaws; so, if you are considering adding, changing, or removing a board committee, make sure to update your bylaws as well.

Potential committees include an executive committee (the officers of the board), finance, development, governance, recruiting, programming, personnel, building and grounds, strategic planning, marketing and public relations, and events committees.

Managing Relationships with Board of Directors

It is important for board members to maintain healthy relationships among their own ranks in order to ensure the well-being and success of the board as a whole. The board should ideally: have a good partnership with the executive leader fostered by open and honest communication and trust. Officers should be careful not to assume too much control of all the board work, and should include all board members and staff members in the strategic planning process and in important decisions to remove any inequities and increase buy-in and impact.

A director should facilitate communication among all board members, should engage board members in their mission, and should understand the difference between management and governance. Management focuses more on allocation of resources, overseeing day-to-day operations, and decision making while governance involves making decisions and being held accountable and works on a basis of separation of powers. A good director should govern, not manage their board.

Assessing your board can serve as a way to help determine strengths and potential areas for improvement. Board training is useful for strengthening your board—through written resources, webinars, and seminars—can improve board member’s understanding of their role and the other roles in the board and strengthen their commitment to your institution’s mission. There should also be a system or strategy in place for mediation and finding solutions to conflict or disagreements.