At a high level, the board of directors is responsible for legal and fiscal compliance and fulfilling the non-profit’s mission. The board is responsible to many different organizations and stakeholders, including the Internal Revenue Service (IRS) (taxation and status), the state it is incorporated in, the people who finance its operations, the people who see the benefit of its services, and the greater public. Legal Compliance / Compliance with organization bylaws Under state corporate law[ For California, see the California Corporations Code, section 5210.], the board of directors is a governing body that is solely responsible for the actions of the corporation. The board is given full authority and without the board explicitly delegating specific authorities (i.e. purchasing, hiring, decision-making, etc) to an executive committee or an executive director or other officer, the board would have to make all decisions itself in regular board meetings. This is highly impractical, so …show more content…
Most of the actual month-to-month details of overseeing a non-profit are contained in the bylaws, and these bylaws are highly organizationally-specific. The bylaws will primarily lay out (1) where the non-profit is located, (2) what its purpose is, (3) how board members are selected and their responsibilities, (4) what officers are required and their responsibilities, (5) how authority gets delegated to either officers or committees, (6) when board meetings will be held and under what rules they’ll be run, (7) how the bylaws can be amended, and likely (8) rules for avoiding conflicts of interest and financial inurement[ See Mancuso, Anthony. How to Form a Nonprofit Corporation in California, 15ed. Nolo: 2013.]. Writing and approving the bylaws of an organization is the first act the board of a new organization is responsible