Job Descriptions for Trustees and Officers
Function: All Board Trustees provide governance to the organization,
represent it to the community, and accept the ultimate
legal authority for it.
Time Commitment: 2-4 hours per month
Length of Term: 2 years
Max Number of Terms: 3 consecutive
o Regularly attend Board meetings and important organizational functions.
o Participate actively on a minimum of one committee of the Board or volunteer a minimum of 24 hours annually in a capacity that best utilizes the member’s time, skills, and expertise for the benefit of the organization.
o Prepare in advance for meetings by reviewing minutes and reports.
o Get to know other Board Members and build collegial working relationships that contribute to consensus.
o Maintain a working understanding of the organization and its core programs.
o Attend trainings (board governance, fundraising, etc.) so as to have the knowledge to fulfill all duties required as a Member, Officer, or Committee Member.
o Contribute financially to the organization at a “generous” level as defined by each individual Board Member.
o Attend one Thorne program within first three months of service and one additional program during each two-year term served. Thorne programs include summer camp and in-school programming, edventurer events,
and Latino family events (or other related Latino community programming).
o Adhere to Board policies for interaction and reporting between Board,
Director, and Staff.
o Participate in a meaningful way in the organization’s fundraising activities through prospecting, soliciting, and thanking contributors with a focus to sustainable funding sources.
o Foster relationships and be an advocate for Thorne with local governments and partner organizations.
o Contribute to integrity of the organization through peer-to-peer networking in the community.
• Serve as a representative for the organization in areas of expertise when requested by the Director.
o Determine and approve the organization’s mission, vision, and guiding principles .
o Provide Staff with guidance in the creation of and approve a long-range strategic plan.
o Annually assess the environment and approve the Staff’s strategy in relation to it and the long-range plan.
o Annually review and approve the organization’s budget.
o Annually establish predetermined metrics and desired outcomes for reviewing the organization’s performance in achieving mission, vision, guiding principles, and goals set forth within the strategic plan.
o Provide input and approve the organization’s plans for funding its strategy.
o Approve major policies.
o Elect, monitor, appraise, advise, support, reward, and, when necessary, change the Director.
o Annually approve the performance review of the Director and establish his/her compensation based on recommendations of the Chairperson of
o Be assured that the Director’s succession is properly being provided.
o Be assured that the status of organizational strength and manpower
planning is equal to the requirements of the long-range plan.
o Approve appropriate compensation and benefit policies and practices.
o Propose an annual slate of new members and fill vacancies as needed.
o Serve as a court of appeal for grievances against the Director.
o Determine eligibility for and appoint Board Committees.
o Annually review the performance of the Board and take steps to improve its performance.
o Review the results achieved by the Staff against predetermined metrics and desired outcomes and the performance of similar institutions.
o Be certain that the financial structure of the organization is adequate for its current needs and its long-range strategy.
o Provide candid and constructive criticism, advice, and comments to the Director.
o Create guidelines for and approve major actions of the Institution, such as capital expenditures and major program and service changes.
o Be assured that the Board and its committees are adequately and
currently informed - through reports and other methods - of the condition of the organization and its operations.
o Be assured that published reports properly reflect the operating results and financial condition of the Institution.
o Ascertain that the Director has established appropriate policies to define and identify conflicts of interest throughout the Institution, and is diligently administering and enforcing those policies.
o Appoint independent auditors subject to approval by members.
o Review compliance with relevant material laws affecting the Institution.
Chairperson (in addition to Board Member functions and duties)
Function: The Chairperson assures that the Board of Directors fulfills its responsibilities for the governance of the Institution, acts as a partner to the Director, helping him/her to achieve the mission of the Institution, and optimizes the relationship between the Board and Director.
Length of Term: 2 year
Max Number of Terms: 2 consecutive
• Chair the Executive Committee.
• See that the Board functions effectively, interacts with the Director optimally, and fulfills all of its duties.
• With the Director, develop agendas and send out meeting announcements and copies of minutes and the agenda to each Board Member.
• Chair meetings of the Board and Executive Committee or in the event of absence arrange for other officers to preside at each meeting in the following order: Vice-Chair, Secretary, and Treasurer.
• With the Director, recommend make up and composition of the Board’s
Executive, Finance, Fundraising, and Nominating Committees. Recommend
chairperson for each committee with an eye to future succession.
• With the Director ensure Board representation on task forces that are
established to carry out the organization’s primary objectives.
• Assist the Director and Nominating Committee in recruiting new Board
Members and other talent for whatever volunteer assignments are needed.
• Assist the Director and Nominating Committee with orientation of new Board
• Reflect any concerns the Director has in regard to the role of the Board or
individual Members. Reflect to the Director the concerns of the Board of
Directors and other constituencies.
• Oversee searches for a new Director.
• Prepare a 360 degree review of the Director including solicitation of input from other Board members, donors, Staff, and community partners and recommend salary for approval by the Board.
• Annually focus the Board's attention on matters of institutional governance that
relate to its own structure, role, and relationship to management.
• Oversee an annual review of the Board’s performance.
• Annually consult with Board Members on their roles and help them assess their performance.
• Serve as an alternate spokesperson for the organization.
• Fulfill such other assignments as the Chairperson and Director agree are appropriate and desirable for the Chairperson to perform.
Vice Chair (in addition to Board Member functions and duties)
Function: The Vice-Chair shall chair committees on special subjects as designated by the board and serve as Chair in absence of the Chairperson.
Time Commitment: 1-2 hours per month
Length of Term: 1 year
Max Number of Terms: 4 consecutive
• Serve on the Executive Committee.
• Carry out special assignments as requested by the Board Chair
• Understand the responsibilities of the Board Chair and be able to perform these duties in the Chair's absence.
Treasurer (in addition to Board Member functions and duties)
Function: Treasurer shall chair the Finance committee, assist in the preparation of the budget, help develop fundraising plans, and make financial information available to Board members and the public.
• Understand financial accounting for nonprofit organizations
• Serve as financial officer of the organization and as chairperson of the Finance Committee.
• Manage, with the Finance Committee, the Board's quarterly review of financial statements and actions related to the Board's financial responsibilities.
• Work with the Director and the Business Manager to ensure that appropriate financial reports are made available to the Board on a timely basis.
• Assist the Director or the Business Manager in preparing the annual budget and presenting the budget to the Board for approval.
• Review the annual audit and answers Board Members' questions about the audit.
Secretary (in addition to Board Member functions and duties)
Function: The Secretary shall be responsible for keeping records of Board actions, including the taking of minutes.
• Maintain all Board records and ensure their accuracy and safety
• Review Board minutes
• Assume responsibilities of the Chair in the absence of the Board Chair and Vice Chair.
• Provide notice of meetings of the Board and/or of a committee when such notice is required
The preceding descriptions are largely based on Kenneth N. Dayton's Governance is Governance, published by Independent
Sector and materials published by the Minnesota Council of Nonprofits with adaptations made to accommodate for the unique operations of Thorne Ecological Institute and desires of its Board and Staff.
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