Recently I sat down with an executive director who was wrestling with a board member problem. As we talked through it, I asked her a question I ask a lot: Do you have a board member job description? A printed set of expectations you hand to people. Something they read, so they know what they're getting into before they agree to take the seat.
She looked at me and said, "That's such a good idea. I never thought of that."
That's not a knock on her. She's running an organization, managing staff, answering to funders, and putting out whatever fire started that morning. The board's paperwork is nobody's fire, until an incident with a board member arises.
Most boards are in one of two camps. They either don't have governance documents at all, or they haven't updated what they have in years. Even the boards that have them usually have the wrong version: one cramped page trying to do three jobs.
What Board Governance Documents Actually Are
Strip away the jargon and board governance documents are simply the written rules of board service: what the job is, how it's done here, and what you're committing to.
They matter for two main reasons:
For recruitment, they're the first introduction to board responsibilities, in writing. Before a prospect says yes, they deserve to know what they're saying yes to. Would you take a job without having first read the job description?
For retention, they're the reference point. When a board member starts drifting - missing meetings, showing up unprepared, not contributing to the discussion - the document is what frames that conversation around concrete expectations and takes the "personal" out of it. Nobody has to guess what "committed" means, or whether they're adhering to it, because the expectations are written down.
Role, Then Conduct, Then Commitment
The three documents each answer one question, and each one shows up at a different moment in a board member's recruitment.
Role: the job description. "What does board service require?" This is the baseline: fiduciary duties, the duty of care, the duty of loyalty, oversight of the organization. It's the part that's broadly true of every board everywhere, and it's the first thing you hand a prospect. This is the "am I comfortable doing this job" document.
Conduct: the expectations. "What do I need to know about serving on THIS board?" How many meetings a year. How much preparation each one takes. What the fundraising expectation is. Committee service. Event attendance. Being an ambassador for the organization in the community. How the board communicates between meetings. This is the document where a prospect decides whether board service fits into their actual life.
Commitment: the agreement. "Do you commit?" A short, signed statement. It's signed when they join and then re-signed every year. The annual re-signing turns a one-time decision into an ongoing and recurring choice.
That's the reason these are three documents and not one. Each one serves a different moment:
Role is the first conversation. It's what a prospect reads when they're deciding whether the seat itself even interests them.
Conduct is the second conversation. It's still part of recruitment and helps a prospect weigh whether the norms and expectations fit into their life. It then stays with them for their entire tenure. Long after recruitment is over, it's the reference point for every expectations conversation the board has.
Commitment seals the deal. It's signed when they join, and renewed on paper every year after.
When you mash all three into a single page, each one gets watered down. The job description absorbs meeting and email logistics. The fundraising expectations get buried under fiduciary language. The agreement stops functioning as a commitment and becomes a formality that nobody reads closely, let alone remembers as a promise they made.
The Three Ways Boards Get This Wrong
The one-pager: One document trying to take on three different jobs. This is the default setting for most boards, usually because nobody ever decided to do it differently. The document was just built slowly over time.
The borrowed document: Copied from another organization or pulled off the internet. It often contains generic language and generic expectations that aren't specific to how your board actually operates.
The outdated document: Written in 2009 and given to every new board member since. The organization has changed with new programs, new staff, new strategies, and new fundraising needs, but the document still describes a board that no longer exists.
I watched this play out recently with a board I worked with. When the conversation turned to expectations like showing up at events and making a personal financial gift, the pushback wasn't hostile. It was confused: "We never showed up at events before. I don't know why they expect us to now." Same with donating: never did it before, so why start? And in a way, they had a point. Nothing they had ever been handed said otherwise. The document described a board that didn't fundraise and didn't show up, so that's exactly the board they were.
Their document described a board that didn't fundraise or show up.
So that's the board they were.
Walk Your Board Recruit's Journey
Here's an experiment I use with clients: walk the journey of a board recruit. What does a person experience from "would you consider joining our board" to their first anniversary as a member?
If you're like most organizations, that's a hard question to answer because nobody has ever walked it, or they don't remember when they did. There's often no comprehensive orientation. No written expectations received prior to joining. Maybe a job description handed over at some point.
The governance documents are the backbone of that journey. Your documents should reflect how your board operates and what your organization expects of them over the next two to three years, not what the board needed a decade ago.
What to Do This Month
Pull out whatever governance documents you have, even if it's just that one cramped page.
- Does it separate role, conduct, and commitment? Or are all three blurred together?
- When was it last updated? Would the version describe how the board functions now, or how the board operated years ago?
- Would a prospect read it and know exactly what they're saying yes to?
If your board doesn't have these documents, or has only the one-page mashup, that's exactly what my board governance documents service covers: all three, written for your board specifically. And if you have documents and just need to know how they measure up, the document review gives you a gap list and a fix-it checklist.
Not sure what fits your board best? Let's talk.
