Does your non-profit understand what officers do?
Officers (also known as board roles or portfolio positions) are directors who have special tasks or responsibilities.
The board roles are usually President, Vice-President, Secretary, and Treasurer.
If your non-profit adopted model bylaws, you will have these positions in your non-profit's bylaws.
Do you know where to find your Statement of Directors and Registered Office (one document)?
This document used to be called the Annual Report. It is a statement that includes the names of the current directors of the non-profit and an address for each director. It also includes the registered address of the non-profit. The registered address is usually the place where your non-profit receives mail and where records can be accessed/located.
Does your non-profit know how to remove a director who is behaving poorly or is not fulfilling their duties?
By remove, we mean the process of taking someone off your non-profit’s board so they are no longer a director of the non-profit.
Does your non-proft know how long a director is allowed to sit on its board before they must be re-elected or re-appointed (term length)? Note: we are not asking about consecutive term limits.
A director’s term is the time the director is allowed to sit on the board until they must be re-elected, be re-appointed, or step down.
A director’s term begins when the director is either elected or appointed to the board.
A director’s term ends when the director must either conclude their time on the board or seek re-election or re-appointment. This should be set out in your non-profit’s bylaws.
Does your non-profit know how many directors are supposed to be on its board according to its bylaws?
Your non-profit's bylaws should state the number of directors that are supposed to be on the board.
The Societies Act requires non-profits to have a minimum of three directors. The Societies Act does not set a maximum number of directors.
Does your non-profit have four board roles (officers)?
Board roles (also known as officers) are directors who have special tasks or responsibilities.
The board roles are usually President, Vice-President, Secretary, and Treasurer.
If your non-profit adopted model bylaws, you will have these positions in your bylaws.
Does your non-profit know the duties of directors?
Duties are the standards which must be met by directors.
A director of a non-profit must:
- Act honestly and in good faith (without ulterior motives) in the best interests of the non-profit
- Act toward the purposes of the non-profit
- Exercise the care, diligence, and skill of a reasonable person in the circumstances
- Follow the bylaws of the non-profit
- Follow the law, including the Societies Act