Vice President of the Board

VICE PRESIDENT / VICE CHAIR

• General: Acts as the president/chair in his or her absence; assists the president/chair on the above or other specified duties.

• Special Responsibilities: Frequently assigned to a special area of responsibility, such as membership, media, annual dinner, facility, or personnel

Function: Provide governance to the organization, represent it to the community, and accept legal authority for it.

Duties:

• Planning
o Approve the Institution’s philosophy and review management’s performance in achieving it.
o Annually assess the environment and approve the Institution’s strategy in relation to it.
o Annually review and approve the Institution’s plans for funding its strategy.
o Review and approve the Institution’s five year financial goals.
o Annually review and approve the Institution’s budget.
o Approve major policies.

• Organization
o Elect, monitor, appraise, advise, support, reward, and, when necessary, change top management.
o Be assured that management succession is properly being provided.
o Be assured that the status of organizational strength and manpower planning is equal to the requirements of the long range goals.
o Approve appropriate compensation and benefit policies and practices.
o Propose a slate of directors to members and fill vacancies as needed.
o Annually approve the Performance Review of the CEO and establish his/her compensation based on recommendations of the Person
nel Committee and Chairman of the Board.
o Determine eligibility for and appoint Board Committees in response to recommendations of the Nominating Committee.
o Annually review the performance of the Board and take steps to improve its performance.

• Operations
o Review the results achieved by management as compared with the Institution’s philosophy, annual and long range goals, and the performance of similar institutions.
o Be certain that the financial structure of the Institution is adequate for its current needs and its long-range strategy.
o Provide candid and constructive criticism, advice, and comments.
o Approve major actions of the Institution, such as capital expenditures and major program and service changes.

• Audit
o Be assured that the Board and its committees are adequately and currently informed – through reports and other methods – of the condition of the Institution and its operations.
o Be assured that published reports properly reflect the operating results and financial condition of the Institution.
o Ascertain that management has established appropriate policies to define and identify conflicts of interest throughout the Institution, and is diligently administering and enforcing those policies.
o Appoint independent auditors subject to approval by members.
o Review compliance with relevant material laws affecting the Institution.

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