California Nonprofit - Conduct Policies for Board Members

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Under wellestablished principles of nonprofit corporation law, a board member must meet certain standards of conduct and attention in carrying out his or her responsibilities to the organization. Several states, in fact, have statutes adopting some variation of these duties that would be used in court to determine whether a board member acted improperly. These standards are usually described as the duty of care, the duty of loyalty, and the duty of obedience.

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FAQ

?There are the obvious ones, like 'Thou shalt not steal from the building's funds' ? which unfortunately some board members still violate ? to the slightly-less egregious, like engineering board votes to benefit your own interests, such as those involving contracts with a vendor that you control ? which is often okay, ...

Top 10 Nonprofit Board Governance Mistakes Failure to Understand Fiduciary Duties. ... Failure to Provide Effective Oversight. ... Deferring to a Founder. ... Failure to Stay in Your Lane. ... Failure to Adopt and Follow Procedures. ... Failure to Keep Good Records. ... Lack of Awareness of Laws Governing Nonprofits.

Common Unethical Practices Your Board Should Avoid Financial Fraud. Financial fraud refers to deceptive practices or intentional misrepresentation of financial information ? deliberately deceiving stakeholders. ... Insider Trading. ... Bribery and Corruption. ... Conflict of Interest. ... Failure to Protect Stakeholder Interests.

Board members should be as open as possible about all the decisions and actions they make. They should give reasons for their decisions and restrict information only when the wider public interest clearly demands it. Honesty.

Definition: Ethical responsibility is the ability to recognize, interpret and act upon multiple principles and values ing to the standards within a given field and/or context.

These values can provide a framework for any board's code of ethics: Selflessness. Board members should make decisions in terms of the public interest. ... Integrity. ... Objectivity. ... Accountability. ... Honesty. ... Leadership.

Table of contents Failing to Understand Fiduciary Duties. Failing to Provide Effective Oversight. Deference to the Executive Committee, Board Chair, or the Organization's Founder. Micro-managing Staff. Avoiding The Hard Questions. Insufficient Conflict Management. Lack of Awareness of Laws Governing Tax-Exempts.

A code of conduct should guide sound decision-making and behaviour and summarise which priorities are essential to your organisation. Since the board of directors helps set the organisation's tone from the top, a good code of conduct can help foster a climate of ethical leadership.

A code of conduct guides the behavior of your board members, and it serves as a set of principles to guide their decision-making and other activities. Your code of conduct policy ensures that your board members are accountable for the decisions and choices they make.

When you agree to serve on a nonprofit organization's board, you assume a number of responsibilities to the organization and a series of fiduciary duties (legal obligations) on its behalf. Specifically, a director is obligated to fulfill three primary fiduciary duties ? loyalty, care and obedience.

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California Nonprofit - Conduct Policies for Board Members