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If a board member is found to have committed fraud or been negligent in their duties, they could be held liable. Additionally, if the board knew about illegal or unethical activity and did nothing to stop it, they could also be held liable.
A board of directors has three formal responsibilities. They are to oversee the management of the company, to approve corporate strategy, and to make sure the financial statements are accurate. In order to do these things, they need to be able to understand financial statements and have knowledge of business law.
Hence, it is argued, boards can be helped greatly by focusing on four key areas: establishing vision, mission and values. setting strategy and structure. delegating to management. exercising accountability to shareholders and being responsible to relevant stakeholders.
Specifically, they have to comply with three fiduciary duties: care, obedience and loyalty. If board members understand and embrace these responsibilities, they can fulfill those duties and hold their fellow board members accountable to do the same.
Nonprofit board members have the legal responsibility to meet the duty of care, the duty of loyalty, and the duty of obedience.
It is the board's responsibility to ensure that the organization has sufficient cash on hand to pay its operating expenses, such as salaries, payroll taxes and out-of-pocket costs, in a timely manner throughout the year.
The board's responsibilities are to: establish a governance framework, including a compliance framework to ensure the organisation meets its obligations. set the strategic direction to help the organisation achieve its purpose. oversee financial performance of the organisation.
Nonprofit board members have the legal responsibility to meet the duty of care, the duty of loyalty, and the duty of obedience. Under well-established principles of nonprofit corporation law, a board member must meet certain standards of conduct and attention in carrying out their responsibilities to the organization.