Duties of the board of directors

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Accountability

The board of directors is collectively accountable for the organization’s performance with respect to the mission and objectives of the organization, and for the stewardship of financial resources.

 

The directors are accountable to tenants, members, key stakeholders and the community in general.

 

Authority

• Board operates under the provincial or federal Corporations Act and the Housing Services Act.

• Board operates under the by-laws of Victoria-Shuter Non-Profit Housing Corporation.  

 

Roles and responsibilities

Board members are responsible for the effective governance of the organization consistent with its mission and objectives, and adherence to its core values.

 

Board members have no authority to act individually in the direction of staff and volunteers or to act as spokesperson for the organization unless specifically given such authority by the board.

 

To meet its responsibility for governance of the non-profit, the board has the ultimate responsibility for:

 

• Setting the rate of progress the non-profit will undertake in achieving its purpose.

• Providing continuity for the management and administration of the non-profit’s affairs.

• Confirming the non-profit’s identity within the community.

 

The board will use its authority to:

 

• Manage the non-profit using sound business practices and policies as defined by relevant legislation and/or operating agreement(s)

• Maintain the housing portfolio in a good state of repair and fit for occupancy

 

• Respond to the needs and concerns of applicants and tenants effectively and efficiently

• Supervise and direct management hired by the board

• Operate in a fiscally-responsible manner

 

Specific board responsibilities

 

Establish the organization’s vision and direction.

The board focuses on the big picture, thinking in terms of direction and desired results.  It plans and monitors whether the non-profit is meeting its goals and objectives.  It sets the overall purpose of the organization - why it should exist, who it should serve, what services it should provide and what values and ethical guidelines it should follow in providing them.

 

Attend to the legal affairs of the organization.

The board is ultimately responsible for managing legal affairs.  It has certain obligations and duties to the organization, to its membership, to its clients in the community, and to government.  Board members have a duty to be honest and diligent and to use their skill and experience in the interests of the organization.

 

Ensure the organization has the financial resources to carry out its work and oversee financial management.

The board must ensure there are enough resources to carry out the organization’s purposes and plans.  It oversees expenditures and is accountable to those who fund it and to the community it serves for the management of all funds received.

 

Make sure the organization has appropriate management systems.

The board must ensure that the organization is managed efficiently and effectively, e.g., that it has the right administrative structures and policies, information systems, human resource policies.

 

Make sure the organization has adequate human resources to provide its services and programs.

The board must recruit and support its own board members and ensure that the organization has the personnel to provide the services and programs it chooses to offer.
 

Hire and review the performance of the Management Company.

Management staff are responsible to the board of directors through the senior staff person (often called the Senior Property Manager).  The board must ensure that the best person holds the position of Property Manager and performs at a satisfactory level of competence.

 

Make and monitor policy.

Policies provide the principles, guidelines, and rules for how the organization will do its work.  The board must ensure there is a clear understanding of its own responsibility in this area and how it links with the role of staff.

 

Conduct itself in an effective and orderly manner, and ensure smooth transitions.

The board must lead with courage and caring.  It must conduct its meetings in an atmosphere of trust and cooperation.  It decides how decisions will be made and how conflict will be resolved.  It must ensure that it includes representation of its diverse community.  The board must work on its own self-management (i.e., training and self-evaluation) and provide for its own succession.

 

Ensure effective community relations and reflect the community in services.

The board responds to changing needs and pressures in the community.  It seeks new ways to meet needs, as well as maintaining good public and community relations.  It must represent the interests of the non-profit to its external publics (e.g., neighbours, government) and ensure that the interests of key stakeholders are made known inside the organization.  In charitable organizations, it will oversee fundraising activities.

 

Qualifications

 

• Commitment to Victoria-Shuter’s mission

• Knowledge of or interest in social housing

• Availability and willingness to fulfill board member duties

• Openness to learning

• Ability to work as a team

 

Meetings and time commitment

 

The board of directors meets every quarter. In addition to attending board meetings on a regular basis, board members are expected to participate in the activities of one or more board committees that may be struck from time to time.  board members are also expected to attend the Annual General Meeting.  directors are asked to prepare ahead of time for board meetings by reading the board meeting package.

Duties of the President

1. Ensure the board of directors and members as specified in the by-laws

• are aware of and fulfill their governance responsibilities

• comply with applicable laws and by-laws

• conduct board business effectively and efficiently

• are accountable for their performance

 

2. Chair the executive committee if your board model includes one

 

3. Ensure an agenda is planned and circulated in a timely fashion for board meetings by

• reviewing the minutes of the past meeting and the annual board calendar for time-sensitive issues

• requesting additions to the standard agenda with time to prioritize items

• including reports and other information needed to inform discussion or make decisions at the meeting

 

4. Chair meetings of the board per accepted rules of order and codes of conduct to

• encourage all members to participate in discussion

• arrive at decisions in an orderly, timely and democratic manner

 

5. Serve as primary liaison between the board and the senior manager

• meet periodically with the senior manager

• ensure that performance reviews of the senior manager are scheduled and conducted

• participate in the hiring and evaluation of the senior manager

 

6. Serve as primary spokesperson for the organization by

• representing the organization to the media

• representing the organization on governmental or non-governmental organizations and committees

• timely and appropriate reporting of board decisions and actions to members and/or funders and/or donors

 

7. Serve as a signing officer, authorized or required to sign or countersign cheques, correspondence, applications, reports, contracts or other documents on behalf of organization.

 

8. Ensure that structures and procedures are in place for effective recruitment, training, and evaluation of board members. 

 

9. May be required to play a leadership role in fundraising campaigns through personal contributions of services and money.

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Duties of the Secretary

1. Responsible for ensuring that accurate and sufficient documentation exists to meet legal requirements, and to enable authorized persons to determine when, how, and by whom the board's business was conducted by

• maintaining the corporate minute book

• proposing policies and practices to help meet legal requirements

• submitting various reports to the board

• maintaining membership records

 

2. Ensure that accurate minutes of board and members meetings are taken and approved, including:

• date, time, location of meeting

• list of those present and absent

• list of items discussed

• list of reports presented

• text of motions presented and description of their status at the end of the meeting

• signing and entering in the corporate records a final copy of the approved minutes

 

3. Ensure that the organization’s records are maintained as required by law and made available when required by authorized persons. These records may include

• letters patent or articles of incorporation

• lists of directors and members

• board, members, and committee meeting minutes

• financial reports

• other official records specific to the corporation and/or required by funders

• approved by-laws, policies and procedures

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4. Ensure that official records are maintained and are available when required for reports, elections, referenda, other votes, etc. 

 

5. Ensure that an up-to-date copy of the by-laws and policy binder is available at all board and members meetings.

 

6. Ensure that proper notification is given of directors' and members' meetings as specified in the by-laws.

 

7. Manage the general correspondence of the board except for correspondence assigned to others.

 

8. In the absence of the President/Chair of the board, call meeting to order, and preside until a temporary chairperson is elected.

 

9. May be designated by the board and/or by-laws as one of the signing officers for certain documents.

 

Duties of the Treasurer

1. Make recommendations on finance-related policy changes.

 

2. Chair the audit or finance committee.

 

3. Ensure that internal controls are being used by:

• making sure finance-related tasks are appropriately segregated

• reviewing back up documentation for cheques, ensuring that original invoices rather than statements are used to determine payment, goods are documented as having been received, manager’s approval has been given where appropriate, and cheque requisitions or purchase orders have been used

• reviewing bank reconciliations monthly (for housing providers where the manager is also doing the accounting function)

 

4. Ensure that requisite conflict-of-interest declarations have been received.

 

5. Make a recommendation to the board and members on the selection of an auditor for the upcoming fiscal year, in consultation with the Manager.

 

6. Assist the Manager in drafting the budget prior to its presentation to the board.

 

7. Ensure that Service Manager and/or Ministry subsidy requests and financial and other reports are submitted in full and on time.