When volunteer directors of smaller non-profits want to get involved in the association, they may also volunteer to serve on the board. And so, what happens is the board of the non-profit quickly becomes a “working board.” Very quickly, the President, VP, Chair, or Vice-Chair could wind up doing all the work as both staff and board members.
This may be fine for small organizations without a lot to do, but as your organization grows, you’ll quickly find that a working board is a problem (they’re too busy!), and you’ll need to hire paid staff as the scope of work broadens.
But no matter what your board-staff situation is, the best practice in North America is to appoint a CEO or Executive Director as your first staff to remain consistent with the corporate board culture.
As your organization grows, you’ll notice that staff roles and responsibilities differ significantly from volunteer director roles and responsibilities. This article examines the board vs. staff roles non-profit organizations.
The role of the board in a non-profit
In any non-profit organization, the board is ultimately responsible for all aspects of the organization’s activities.
These five actions fulfill the board’s leadership commitments:
- Approval of the organizational strategy
- Developing the organization’s policies
- Stewardship of financial and legal resources
- Effectiveness monitoring and evaluation
- Evaluating and hiring a CEO (staff)
In addition to establishing governance policies and strategic planning, the Board is responsible for recruiting, hiring, and firing employees and managing employee relations. The Executive Director (ED)/CEO is the only employee on the board of directors. This is where the division of duties between board members and staff comes into play.
The role of staff in a non-profit
Upon hiring the first chief executive, the board delegates all daily management duties to that person.
Keeping a close eye on the organization’s issues and activities, the chief executive maintains regular contacts with the board and particularly the chair. Without the chief staff person’s constant input, the board would struggle to make well-rounded decisions. Over time, the staff will assist the chief executive in efficiently implementing the board’s directives.
The staff supports all committees and task forces of the board. The staff members must comply with board policies and directives to the best of their ability, within the parameters of the strategic plan.
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Other key non-profit organization roles
Exploring the CEO role:
An organization’s CEO is responsible for overseeing the implementation of its board’s policies and managing the organization effectively and efficiently per the board’s policies and budget.
Furthermore, they ensure that the board receives accurate, concise, and timely information. It is up to the CEO to keep the board updated on the organization’s ongoings at an operational level—the staff below the CEO level report to the CEO, not the board.
Exploring the Board Chair role:
To fulfill the board’s responsibilities and achieve the organization’s mission, the chair’s responsibility is to ensure that board meetings are organized and conducted to facilitate a productive and inclusive discussion and efficient decision-making in the organization’s best interests.
Where board and staff roles blur, and how to keep them clear
The simple rule is that the board governs and staff manage. The board owns the what, which is mission, strategy, and oversight, and staff own the how, which is the day-to-day work. In practice there is no hard line. The two operate in overlapping spheres and have to partner, and that overlap is exactly where most friction starts.
Who decides what: board vs staff, area by area
| Area | The board (governs) | Staff (manage) |
|---|---|---|
| Mission & strategy | Approves the mission and the strategic plan | Develops the implementation plan and the context that makes the strategy workable |
| Budget & finances | Approves the budget and financial controls, and oversees the results | Builds the budget, spends within it, and reports on performance |
| Programs | Makes sure programs serve the mission and reviews their impact | Designs, runs, and evaluates the programs |
| People | Hires, evaluates, and if needed replaces the executive director, and approves HR policy | The ED hires, supervises, and sets pay for everyone else within that policy |
| Fundraising | Sets goals, gives, and opens doors as ambassadors | Runs the development function and executes the campaigns |
A couple of these are genuinely shared. The budget and the strategic plan are board-approved, but they cannot be built without staff, so treat them as collaborative rather than unilateral.
The executive director is the bridge between board and staff
The executive director is usually the board’s only direct employee. Everyone else reports to the ED, not to the board. The board also holds its authority only as a group, so an individual director has no standing to direct staff on their own.
When a director wants a report or has a concern, it should go through the ED, who can weigh it against everything else on the team’s plate, rather than to the employee directly. In the other direction, the ED keeps the board informed and surfaces the issues, risks, and information it needs to make sound decisions.
What should a board not do? Watch for micromanagement and founder’s syndrome
Micromanagement. The board crosses the line when individual members hand tasks to staff, wade into employee issues, or run day-to-day projects. The board’s job is to oversee the decisions other people make, not to make the operational ones, and overstepping tends to demoralize staff even when it is well meant.
Founder’s syndrome. This is when a founder will not let go: gatekeeping information and relationships, committing the organization without consulting staff or the board, and resisting process and policy. It is a governance problem rather than a personality one, because the board’s duty runs to the mission, not to any single person.
How to keep board and staff roles clear
- Put the roles in writing: board member job descriptions, an employee handbook, and a board policy manual that spell out what the board does and does not do.
- Set one clear reporting line and a simple decision-making process, so the chain of command is unambiguous.
- Route board-to-staff requests through the executive director, with the board chair and the ED as the main channel of communication.
- Reinforce the boundaries at board orientation and in the ED’s regular evaluation, and give a founder a real but bounded role, such as ambassador or donor relations.
Why a partnership between the board and staff is important
As an ongoing board responsibility, effective board development requires board involvement. Additionally, the staff typically plays an important role, as long as they are empowered – yet there is often debate over who, when, and how staff becomes involved with the board.
But there isn’t always a clear distinction between non-profit staff management and board governance. Monitoring plays a prominent role in the board’s responsibilities. With the help of other employees, the chief executive is responsible for “making things happen.”
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Both sides have needs for each other’s support, but not to the point of micromanagement. Building this type of partnership requires knowing when to act alone, when to ask for assistance, and how to trust the other to do the same.
Communicating, trusting, and respecting each other effectively requires the following approaches:
- Regular check-ins between board meetings to ensure operations are running smoothly on both sides
- Commitment to their respective goals in the best interests of the organization
- Providing feedback in a timely and constructive manner to facilitate the necessary change required for the growth of the organization
Ensure that your senior staff and board members are familiar with one another. You will foster a servant-leader approach to boardroom conversations and help your organization evolve into a high-performance team.
How to share responsibilities between the board and the staff
The executive team, administrative support team, and program staff can significantly influence the experience of both board members and themselves. The relationship between the board of directors and staff can either be extremely rewarding or extremely frustrating. Boards and staff must work as a team for an organization to succeed.
Here are three ways that staff and board members can effectively collaborate:
- Planning – Agendas need to reflect board priorities, including strategic goals, governance issues, financial health, and committee recommendations (not reports). The chair plays a critical role in meeting agendas strategically and redirecting operational ideas to the appropriate committees and executive directors.
- Company vision – Establish a strong working relationship between the company’s senior staff and experienced board members to ensure the company’s vision is maintained—schedule regular meetings between the chair and the ED to discuss the board and the organization’s dynamics. Regular calls and lunches or coffee meetings can go a long way toward keeping lines of communication open and building trust.
- The organization’s well-being – To have an effective board-staff relationship, you will need to dedicate time and effort to educate yourself about serving or working with an effective board. This is a very effective way to share best practices and prevent scope creep by board members. Articles or white papers on board-staff topics could be provided for a board discussion.
Admin staff also play an essential role in ensuring the board’s success since they are necessary to its functioning. In so many ways, the chief executive is shaped by the professionals of administrative governance.
Takeaways
If your non-profit organization is looking for a better way to facilitate staff and board member interaction, board management software may be the solution you’re looking for.
Easily manage relationships, access, reports, and feedback all from one place. Staff and board members can collaborate seamlessly, securely, and efficiently with collaboration workflows. The board and staff can make better decisions using curated data and intelligence.
Keep every role accountable, meeting after meeting
Aprio gives your board one secure home for agendas, materials, votes, and the reports that show who is responsible for what.
Frequently asked questions
What is the difference between the board’s role and the staff’s role in a nonprofit?
The board governs and the staff operate. The board sets mission and strategy, approves policy and budgets, oversees the finances, and hires and evaluates the executive director. Staff, led by the ED, run the day-to-day work and carry out the board’s direction. The cleanest way to hold the line is that the board owns the what and the why, while staff own the how and the when.
Who does the executive director report to?
The executive director reports to the board as a whole, usually with the board chair as the main point of contact. The board hires the ED, sets their compensation, evaluates their performance, and can let them go. The ED is an employee and officer of the organization, accountable to the board.
Does the board supervise staff?
No. In the standard model the executive director is the only employee who answers to the board, and everyone else answers to the ED. Individual board members should not direct or instruct staff outside of formal board decisions. That single reporting line is what keeps governance and management from blurring together.
What is a working board?
A working board is one whose members take on operational tasks on top of governance, common in small or all-volunteer organizations with little or no paid staff. Directors might run programs, manage logistics, or handle admin themselves. Most organizations shift to a governance-focused board once they hire their first executive.
Can the executive director sit on the board?
It is usually allowed but widely discouraged as a voting seat, because the board oversees and evaluates the ED, so a voting ED would effectively help oversee themselves and vote on things like their own pay. The common practice is to seat the ED as an ex-officio, non-voting member so their insight is in the room without compromising the board’s independence. A few jurisdictions have specific rules here; California, for example, does not recognize non-voting board members.
Can paid staff serve on a nonprofit board?
Sometimes, but it raises independence and conflict-of-interest concerns, and several rules limit it. The IRS looks for a majority of independent, uncompensated directors when it assesses governance, and some funding programs prohibit paid staff on the governing board outright. In Canada, public-benefit (soliciting) corporations under the CNCA cap how many directors may be employees of the organization or its affiliates.
Can a committee include both board members and staff?
It depends on the committee. Committees that exercise the board’s delegated authority, like a finance or audit committee, are generally limited to directors, and some jurisdictions only allow non-directors on them in an advisory capacity. Working groups and advisory committees that hold no decision-making power can freely mix board members, staff, and outside volunteers, which is often where the two sides collaborate best.