Under the law that guides nonprofit corporations, nonprofit board members have the legal responsibility to meet their duties of care, loyalty, and obedience.
A board governance/board development committee sets the pace, creates systems to wire in accountability, and ensures that the rules established for board members are followed, including ensuring that all nonprofit funds are accounted for in a transparent and compliant manner.
Resolutions begin with "Whereas" statements, which provides the basic facts and reasons for the resolution, and conclude with "Resolved" statements which, identifies the specific proposal for the requestor's course of action.
Just as for any corporation, the board of directors of a nonprofit has three primary legal duties known as the “duty of care,” “duty of loyalty,” and “duty of obedience.”
The main purpose of for-profit and nonprofit entities is starkly different, but they also share one important similarity. For-profit corporations serve their shareholders, and board directors are accountable to them. Nonprofit board members serve the members of their organization, their cause and their communities.
How to write a board resolution Put the date and resolution number at the top. Give the resolution a title that relates to the decision. Use formal language. Continue writing out each critical statement. Wrap up the heart of the resolution in the last statement.
What are the main functions of a board of directors? There are 3 main areas that a board of directors focuses their work: governance, strategic direction and accountability.
Use formal language to record the resolutions. You will write your board resolutions using “whereas” and “resolved” clauses. “Whereas” statements show the reason for the resolution while “resolved” clauses state the action that will be taken. Your “whereas” statement should lead the reader to the “resolved” clause.