Manual: Board of Directors

In nonprofits without members the ownership of the corporation is vested in its board of directors.  Establishing a vital and representative board is key to having a successful, sustainable organization.  Among the roles and responsibilities of the board are:
  • Setting policy—the board determines where the covenant partner is going and how it will get there. Additionally, the board adopts basic policies that best practice and IRS regulations require, including policies for
  • Conflict of Interest
  • Document Retention
  • Gift Acceptance
  • Public Disclosure
  • Whistle Blower
  • Personnel & Compensation (if appropriate)
  • Fiduciary responsibility—the board is responsible for the financial wellbeing of the covenant partner and must regularly monitor the covenant partner’s financial statements. The board oversees the operations of the covenant partner to assure that it operates in in a financially, ethically and legally sound manner
  • Partnership Covenant Compliance—the board is responsible for the covenant partner’s ongoing adherence to the mission, method of operation, and foundational principles found in the partnership covenant.
  • Planning—the board is responsible for the creation of strategic and long-term planning documents and of reviewing the covenant partner’s results against those plans.
  • Regulatory issues—the board is responsible assuring that governmental rules and regulations are met, including annual state required corporate and IRS filings
  • Creating an populating the covenant partner’s basic committees, including:
  • Family Selection
  • Family Partnering
  • Resource Development
  • Church Relations
  • Communications/Public Relations
  • Site Selection
  • Construction
  • Finance
  • Volunteer Recruitment and Support


  • Effective board composition
  • Passion—members of the board should be passionate about the mission and enthusiastic about fulfilling its obligations
  • Practical resources: the ideal board will have members with legal, accounting, construction and social services expertise.
  • Financial resource: Board members should be willing and able to help raise the resources the covenant partner needs to fulfill its mission.  Members should lead by example by being regular donors.
  • Homeowners—Some covenant partners recruit beneficiaries to serve on their boards. This can be problematic as there is an inherent conflict of interest in such cases.  If you want to have beneficiaries on the board our recommendation is that you select among those who have paid off their mortgages and have shown leadership potential.
  • Recruitment—where to find members
  • Churches—all board members should be scouting for board members among the members of their churches.
  • Friends—the passion and enthusiasm board members show towards the ministry should be a tool in engaging friends and associates.
  • Volunteers—By the very fact that they are giving of their time shows that volunteers have a heart for the work.
  • Advisory Council—Some covenant partners establish an Advisory Council which serves to engage interested partners who are not yet willing to step into a board position but have a desire to serve. The Advisory Council can be a nursery for future board members.
  • Board/staff relationship
  • Classic: In an organization with paid staff the board sets policy and the staff executes it.  In such cases communication between the board and staff is primarily conducted between the chair and the executive director with little direct involvement between board members and other staff.
  • Reality: Most covenant partners do not have staff so the administrative duties devolve to board members who are then actively involved in operations.



  • The Secretary is charged with maintaining a file of all Board and Committee meeting minutes. They should be stored both electronically and physically in a minutes book.  That book should include:
  • Written copies of all board meeting minutes
  • All Resolutions of the Board
  • Articles of Incorporation and Bylaws
  • 501(c)(3) letter authorization letter
  • Board policies
  • Rotation calendar—Once the organization is on stable footing the board may consider establishing a rotation calendar for board membership. Typically this would allow for a member to serve two consecutive terms and then rotate off.  Exemplary members could be reelected to the board after a year’s hiatus.



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