Both the board and key staff members have important roles to play in the management of a successful nonprofit, but those roles differ in scope. Ensure everyone has the correct responsibilities by learning how an executive director differs from a board member. Furthermore, this distinction is also an important part of board governance. Focus on these board meeting roles to help you run effective meetings.

The Role of the Executive Director in the Board Meeting

Board Members vs. Executive Directors

Let’s start by defining some of the responsibilities of a board member, and how they differ from the executive director.

Board Member

A board member handles the overall governance of a nonprofit and has both legal and fiduciary responsibilities. Board members believe in the mission, but do not manage daily operations. A single member might be a regular part of the board, as well as a member of a committee, or committee chair. This is an unpaid position and members give their time and talents to help the nonprofit meet its goals. Their board meeting role is to continuously evaluate the organization and help make decisions.

Executive Director

This is a paid, staff position and is the person responsible for the day-to-day management of a nonprofit. The executive director also plays a role in selecting board members and is a liaison to the board from the staff. The director staffs the nonprofit, recruits and manages volunteers, and is the face of the organization for the media and community. While the director will often plan and participate in board meetings they are not a member. Some meetings are conducted without their presence.

Executive Director’s Board Meeting Role

Your governance articles should clearly define the responsibilities of your executive director, but most have a similar role in board meetings.

Responsibilities often include:

• Informing the board of staff changes, donor details, successful campaign details, and areas where the staff feels help is needed.
• Relaying staff and volunteer ideas and concerns that need to be considered by the board, not the internal staff.
• Planning and preparing meeting structure and information for the board meeting.
• Planning for any employee or volunteer reports or individuals who need to be present.

Your director may also be available for insight on new board members, but these discussions may be held within the board as well.

Understanding Board Meeting Roles

Learning about the factors that separate a board member from an executive director ensures proper board governance and that the organization meets all legal requirements. By blurring the board / director line, your nonprofit can encounter problems at the highest level. Ultimately, it interrupts your ability to serve your community.  Ideally, your board and director will have a positive relationship with great communication. Some tasks need both of these important roles in attendance, working together. Better defining these roles makes meetings even better.

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