If you feel lost in your first board meetings, you are not behind, and it is fixable. BoardSource’s national survey calls orientation and board education “overlooked and underused practices,” so many new members start with less help than they need. A good nonprofit board member does five things: comes prepared, attends and takes part, asks questions, avoids conflicts of interest and reads the financial reports. This article explains each one and gives you a plan for your first three meetings.
What does a good nonprofit board member do?
BoardSource’s list of individual board member responsibilities includes:
- Be informed about the organization’s mission, services, policies and programs.
- Review the agenda and supporting materials before board and committee meetings.
- Follow conflict-of-interest and confidentiality policies.
- Refrain from making special requests of the staff.
- Make a personal financial contribution to the organization.
State guides say similar things. The Minnesota Attorney General includes “preparing for and attending board meetings” and asking questions to get the information you need to make informed decisions. California’s attorney general guide says a director should not be afraid to ask questions at board meetings and should use their own judgment in voting, not simply follow the lead of others.
What should your first three meetings look like?
This is our suggestion, built from the sources below. Think of it as the first three meetings plan:
- Meeting 1: listen and learn the people. BoardSource says the first board meeting formally brings newcomers into regular business, and that orientation should focus less on organizational detail and more on being a good board member. Read the board handbook beforehand and learn who does what.
- Meeting 2: ask about the money. BoardSource suggests asking whether the financial statements include budget variance information and whether the organization has a reserve policy. The New York Attorney General suggests asking for an ongoing actual to budget comparison with discrepancies explained.
- Meeting 3: take a position. Use your own judgment when you vote. If you disagree, say so and ask that it be recorded. Check your state’s rule first, as explained below.
What questions can you ask when you feel lost?
Good questions are part of the job. BoardSource says it is your responsibility to ask them. These are our suggestions, each tied to a source where there is one:
- What are the time, giving and fundraising expectations for board members, and are they in writing? (New York guide)
- How are we doing against budget, and do we have a reserve policy? (New York guide and BoardSource)
- Did the auditor give a clean opinion, and was there a management letter? (New York guide)
- Is there a conflict of interest policy, and when do I sign the disclosure form? (New York guide and Form 990)
- What insurance do we carry, including directors and officers insurance, and what does it not cover? (New York guide)
- If I vote no or abstain, how will that be recorded in the minutes? (New York guide)
- Who can I call between meetings, and can I speak with the auditor or the lawyer if I need to? (California guide)
- What is one thing you want me to learn in my first 90 days? (our suggestion)
For the documents to ask for, see our nonprofit board orientation checklist.
How do you read the financial reports as a new member?
Official sources tell you what to ask for and what to question. They do not teach every line. California’s guide says to proactively demand and review financial reports and statements. IRS Publication 4221-PC says board members are encouraged to regularly review the organization’s financial statements. The New York guide suggests asking whether the auditor’s report is unqualified and whether the auditor sent the organization a management letter. BoardSource also says to read any narratives, because the notes can show things like tax status and pending lawsuits.
If you want a guided walk through the budget and the statements, BDI’s Nonprofit Board Fundamentals ($197) and Board Treasurer course ($297) cover them in plain language.
Can you rely on staff, accountants and lawyers?
Yes, in good faith. Minnesota’s statute says a director is entitled to rely on information, opinions, reports or statements, including financial statements, from people the director reasonably believes are reliable and competent, unless the director has actual knowledge that makes reliance unwarranted. Relying on a report does not mean you stop asking questions. Minnesota’s guide says committee action alone does not mean a director has properly discharged their duties, and that directors should obtain opinions of legal counsel or accountants when needed.
What if you disagree with a vote?
Record it. Minnesota’s statute presumes that a director who is present at a vote agrees to the action unless they vote against it. Washington’s quick guide says the minutes will normally record objections to create a record of the dissent. The New York guide says minutes should reflect any dissenting votes. BoardSource’s meetings FAQ lists the names of abstainers and dissenters as a part of the minutes. The rule differs by state, so check your state and your bylaws.
How much time does it take?
BoardSource says the amount of time varies by organization. We found no sourced hours figure for an ordinary member. Washington’s guide says people who do not have the time to participate as required should not agree to serve. Ask before you say yes, and ask again if the answer changes.
Where Board Director Institute fits
BDI’s Nonprofit Board Fundamentals is a self-paced course for people about to join, or already serving on, a U.S. nonprofit board. You learn your duties, how to read the budget and how meetings decide, then pass a 30-question assessment. It does not replace your organization’s own orientation, and it is not legal advice. The video and voice in BDI courses use an AI-generated version of Michael Barrick, who reviewed and approved the lessons.