Board of Directors Responsibilities

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1 Board of Directors Responsibilities Board of Directors Term- 1 to 2 years (a) Ten Responsibilities of the Board: 1) Appointing, supporting, and monitoring the performance of the Executive Committee 2) Clarifying and supporting the organization s Vision, Mission and Goals based on the charter 3) Encouraging forward thinking and approving long range missions for the MPSA 4) Monitoring programs and activities for appropriateness, conformity with mission and achievement of expected outcomes 5) Ensuring financial solvency 6) Preserving institutional independence 7) Enhancing the public image 8) Ensuring to serve current Membership while gaining new 9) Serving as a court of appeal 10) Assessing Board performance (b) Internal Board Relations: 1) Attend (and prepare for and participate in) minimum of 75% of board meetings per year for each term. Suggest agenda items periodically -Ask timely and substantive questions 2) Support the majority decision 3) Read and understand the organization s Charter, Policies and Procedures and adhere by them 4) Counsel and support the Executive Committee 5) Serve on a committee and attend conference calls and committee meetings or provide expertise on a segment of MPS, or Pillar within the MPSA (c) External Board Relations: 1) Support the Association s mission, goals, policies, programs, strengths and needs 2) List Board membership on bios/resumes, blogs, articles, etc. 3) Notify staff when attending a meeting/conference on issues that might be of interest to the Association 4) Take steps to advocate and represent the MPSA during conferences /meetings 5) Follow trends in the Association s field of interest 6) Suggest nominees to the Board 7) Attend the Association events (e.g., MPS conferences, Imaging/Print conferences, etc.) and when appropriate bring colleagues 8) Speak at an Association sponsored conference, meeting, forum, or briefing 9) Review written materials created by other board members/committees 10) Assist the development efforts of the MPSA through personal influence with others -Make phone calls -Provide mailing lists -Sign letters -Distribute membership materials when attending meetings, etc. - Provide contacts who can be useful to the Association for visibility; speaking; program planning, concept development

2 Responsibilities of the Vice President Vice President Term: 2 years (a) Vice President shall: 1) Have and exercise the powers and perform the functions that are from time-to-time assigned to him/her by the President or the Board of Directors 2) Have the powers and shall exercise the duties of the President whenever the President, by reason of illness or other disability, or absence, is unable to act, and at other times when specifically so directed by the Board of Directors 1) Acts in place of the President when required 2) Serves as a member of the Executive Committee of the MPSA 1) Understands the organization is well acquainted with the organization, its history, mission, current role, finances, programs and services, constituency and staff; understands the external forces that affect the organization 2) Knows how to manage meetings well understand value of substantive, well-managed meetings and well thought out agenda; expects participants to be prepared 3) Maintains a productive relationship with the President 4) Assumes special responsibilities including chairing special task forces, events and committees as assigned (d) Qualifications: 1) Should demonstrate his/her ability to step in as President when required (e) Personal Qualities: 1) Vision: the capacity to inspire a shared vision for the organization and the Board s work 2) Objectivity: to listen well and provide a forum for productive dialogue, with contributions on all sides of an issue 3) Decisiveness: to tackle difficult decisions 4) Energy and Commitment: enthusiasm for the job; sensitive to the role and needs of staff, and inspired to achieve the organization s full potential. Must be willing to devote the necessary time

3 Responsibilities of the Treasurer Treasurer Term: 2 years (a) Treasurer Shall: 1) Have the oversight of all funds, property, and securities of the association, subject to such regulations as may be imposed by the Board of Directors 2) When necessary or proper, she/he shall endorse on behalf of the MPSA received checks and other obligations and deposit the same to the credit of the association at such banks as the Board designates 3) Sign all receipts and vouchers and, in addition to such other officer or officers, if any, as may be designated by the Board of Directors 4) Sign all checks of the association, and all bills of exchange and promissory notes issued by the association except where the is expressly designated by the Board of Directors or by these Bylaws to some other officer or agent of the association 5) Maintain full and accurate account of all monies and obligations received and paid or incurred by him/her for or on account of the association 6) Make such payments as may be necessary or proper to be made on behalf of the association and enter such payments regularly on the books of the association 1) Chief volunteer financial officer of the association and chair of the Finance Committee (if formed) 2) Assures actions relating to the Board s financial responsibilities 3) Assures that appropriate financial reports are available to the Board 4) Serves as a member of the Executive Committee of the MPSA 1) Assures accurate and timely production of financial reports 2) Reviews budget for presentation to the Board for approval 3) Signs checks and agreements as designated by Board policy 4) Approves all reimbursements to Board members for travel expenses 5) Assures that financial records are maintained and accessible as required Current Practice of the MPSA: Staff develops chart of accounts, pays bills, and issues financial statements that are sent to the Treasurer for review. Staff prepares the annual budget and sends it to the Treasurer for review and to make a recommendation for approval to the full Board. Reimbursements -- The Treasurer must approve reimbursements made to Board members as well as co-sign checks of amounts of $5,000 or greater. The President has the authority to sign checks under $5,000. 1) Attention to detail to assure accurate financial reports 2) Energy and commitment enthusiasm for the organization s goals; inspired to achieve the organization s full potential 3) Commitment must be willing to devote the necessary time to fulfill responsibilities and to respond in a timely to leadership requests

4 Responsibilities of the Secretary Secretary Term: 2 years (a) Secretary shall: 1) Have charge of such books, documents, and papers as the Board of Directors may determine 2) Be responsible for recording or seeing to the proper recording of the minutes and transactions of all meetings of the directors, and for maintaining separate books of all such meetings 3) May sign in the name, and on behalf of the corporation, any contracts or agreements authorized by the Board of Directors 4) In general, perform all duties incident to the office of Secretary, subject to the control of the Board of Directors 5) Do and perform such other duties as may be assigned to him/her by the Board of Directors 1) Serves to assure the maintenance of non-financial records necessary to comply with applicable laws and policies of the association 2) Responsible for the recording or validation of minutes and transactions at all Board meetings 3) Serves as a member of the Executive Committee of the MPSA 1) Understands the governing policies and is well acquainted with the charter and Board Policy and Procedures 2) Assures that minutes are accurately recorded and approved by the Board and are accessible tools for governance 3) Assures that records are maintained, including but not limited to minutes, board policies, legal documents, and contracts 4) Understands basics of Roberts Rules of Order to facilitate effective Board meetings 5) Current Practice of the MPSA: Staff produces a draft of the minutes that are reviewed and approved by the Secretary before distribution to the members of the Board 1) Objectivity to listen well and accurately record transactions at Board meetings 2) Attention to detail to assure records are kept and filed accurately and accessibly 3) Energy and commitment enthusiasm for the organization s goals; inspired to achieve the organization s full potential 4) Commitment must be willing to devote the necessary time to fulfill responsibilities and to respond in a timely to leadership requests

5 Responsibilities of the President President Term: 2 years (a) President Shall: 1) Have and exercise general charge and supervision of the affairs of the association 2) Shall do and perform such other duties as may be assigned to him/her by the Board of Directors 3) Shall preside at meetings of the Board of Directors 4) May sign any contracts or agreements authorized by the Board of Directors 5) Works with Executive Committee and Board to set vision and priorities as approved by the Board 1) Serves as Chief Officer and partners with the Vice President to achieve the organization s mission 2) Provides leadership to the Board, encouraging the Board s role in planning, financial accountability, fundraising, evaluation of the Executive Committee, and evaluation of program performance 3) Chairs Board and Executive Committee meetings and works with staff to develop the agenda 4) Helps guide and mediate Board actions with respect to priorities, and governance concerns 5) Appoints committee sponsors. Serves as ex officio on committees, attends meetings when possible 6) Ensures a regular assessment of the full Board, individual board members, and of the Vice President 1) Understands the organization its history, mission, current role, finances, programs and services, constituency and staff; understands external forces that affect the organization 2) Knows his/her responsibilities and authority as described in bylaws; real influence comes from how she/he develops and manages relationships with the Board and members 3) Maintains a productive relationship with the Vice President 4) Builds a working culture respects contributions of others; puts MPSA s needs over personal rewards 5) Communicates with the Board through an effective information system 6) Creates a safe environment for decision making takes the lead in establishing the tone 7) Ability to create and maintain relationships with all aspects of the industry 8) Manages meetings well; understands value of substantive, well-managed meetings and well thought out agendas; expectation that participants will be prepared 9) Manages the Board structure selects committee sponsors; ensures that committees are active working groups guided by strong leadership and clear goals 10) Cultivates future leadership-matches Board members talents with appropriate tasks 11) Sets goals and expectations for the Board 1) Vision: the capacity to inspire a shared vision for the organization and the Board s work 2) Objectivity: to listen well & provide productive dialogue, with contribution from all sides of an issue 3) Decisiveness: to tackle difficult decisions 4) Energy and Commitment: enthusiasm for the job; sensitive to the role and needs of staff, and inspired to achieve the organization s full potential. Must be willing to devote the necessary time