- While you’re not expected to know everything about governance before you join a Committee or Board, you should have a reasonable understanding of what’s expected of you and of your legal obligations …. and know where to find more information as you embark on your governance journey.
- The main duties of Committee and Board members are to act in good faith and for proper purposes; to act with reasonable care, skill and diligence; not to improperly use your position or information; to manage financial affairs responsibly; and to avoid conflicts of interest.
- Boards and Committees are accountable to the organisation’s members and from time to time must report to members and answer questions about how the organisation is structured and run and how it is meeting its purpose and fulfilling its obligations. Annual General Meetings are one common way Boards and Committees provide information to the organisation’s members.
As you join your Committee or Board you should have a reasonable understanding of what’s expected of you. Many organisations have written position descriptions, procedures or committee guidelines that help new members understand what is expected and the time commitment required. Together with the Constitution, annual reports and the reference material we present here, this information should help you explore further what’s expected and whether it’s a good match for you – and you for the organisation.
Even as volunteers, you have legal duties to meet to ensure your organisation is well run and governed. Generally, you need to be careful and conscientious in your role and act with common sense and integrity. The main duties are to act in good faith and for proper purposes; to act with reasonable care, skill and diligence; not to improperly use your position or information; to manage financial affairs responsibly, and to avoid conflicts of interest. Board members act as a group, making decisions and working collectively as a team, but your personal responsibilities to act in the best interest of the organisation are constant.
Working as part of a team sometimes means that you may have a different view to other Board/Committee members and that’s OK. Well-functioning Committees and Boards embrace a diversity of perspectives and views when making decisions about the organisation. Of course, it’s important for those differences to be managed respectfully.
There’s no formal “reporting structure” on a Board as all members have equal voting rights and decision-making responsibilities and are individually responsible for their conduct as Board members. However, tasks are usually shared and allocated – for example, the Secretary is given additional responsibilities to take the minutes and manage correspondence, and the Treasurer undertakes the organisation’s financial record keeping. The Chair or President typically chairs and is responsible for the structure of meetings, guiding discussion and summarising the wording of decisions and motions to be passed by the Board.
Committee and Board appointments are usually for a minimum of a year but terms of two or more years are common. The process of appointing people to your Committee or Board, the length of the term of appointment, how many terms you are allowed to serve and other key details will be set out in the organisation’s internal governing rules (e.g. Constitution). Board members can usually resign at any time and the governing rules will outline the steps you need to take. The governing rules will also explain the process of appointing replacement members.
Committees and Boards are accountable to the organisation’s members for the sound operation of the organisation and Committee and Board members can expect to report to members at Annual General Meetings and at other occasions and to answer questions about the financial health, direction, risks and operations of the organisation.
Ask the Chair or Secretary if there is a position description or some documentation that outlines what is expected of you. You might also want to ask about what time commitment will be required
Check out the ACNC fact sheet (link below) that outlines the most significant duties of Board members – click on the “Your duties and responsibilities as a board member” section for a really concise overview.
Want more? ... check out these resources
Online toolkit - QCOSS - Over 10 minute read
A wonderful plain English guide to the duties, functions and responsibilities of members of Management Committees and Boards. Lots here to explore so you'll keep coming back to it.
Factsheet – Justice Connect – 15 minute read
Justice Connect’s fact sheet New to a board or committee? An introduction to your role packs a lot into one pdf document you can download and print. It outlines legal information for community organisations and covers the role of a Board or Committee member; legal obligations; personal liability of board or committee members; and what the board or committee members should know about their organisation.
Online article – Australian Institute of Company Directors – 5 minute read
The Institute of Community Directors provides piles of resources for Board members of community organisations. This online article cuts to the chase about Board members and what they do.
Online article – DIY Committee Guide – 3 minute read
The DIY Committee Guide provides this boiled-down summary of key Board positions and what they do. It’s even got some sample position descriptions …. Handy!
Online article – Australian Charities and Not-for-profits Commission – 5 minute read
Click on the “Your duties and responsibilities as a Board member” section for a great summary from the ACNC. Poke around more broadly in this section of their site … lots of gold!