In a Nutshell
- The board of directors is the governing body and establishes the policy directives of an organization.
- The board of director’s structure should be outlined in an organization’s bylaws, including size, term limits, and election process.
- Organizations should establish a process to identify qualified candidates to serve on the board of directors.
Nuts and Bolts
In general, the board of directors has full authority over the internal affairs and manages the assets of an organization. As discussed in the Good Sense Governance on Fiduciary Duties, individuals serving as directors or officers owe fiduciary duties to the organization, which includes a duty of care, loyalty, confidentiality and obedience.