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Boardsmanship: Legal Responsibilities of a Board Member


by Susan Williams, President/CEO

As a member of a volunteer board, you are tasked with a significant amount of responsibility, and with that comes certain legal obligations. It’s not just about showing up to meetings and participating in decisions.

Three main duties must be upheld: Duty of Care, Duty of Loyalty, and Duty of Obedience.

• Duty of Care means that you must make reasonable decisions based on information provided to you, keeping the best interests of the organization in mind.

• Duty of Loyalty requires board members to act solely in the interest of the organization, without regard to personal benefit.

• Duty of Obedience ensures that the board operates within the scope of its mission and is compliant with applicable laws and regulations, complying with the bylaws, articles of incorporation and policies of the organization.

It’s essential to understand and fulfill these legal responsibilities to contribute meaningfully to the organization’s success and maintain its trust in your leadership.

By understanding and fulfilling these three obligations, volunteer board members can help their organization thrive and succeed.

This article was published in the Venango Chamber’s September 2023 VenangoWorks! Newsletter.

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