Before we can have a meaningful discussion on protecting yourself as a founder from being wrongfully removed from the board, we should begin with an understanding as to the role of the board of directors. Since nonprofits serve the public, they are governed by a board of directors. The founder of the nonprofit will initially invite individuals to serve on the board. From there, the nonprofit will establish guidelines for electing, removing and replacing board members and outline these procedures in their Bylaws. Before you invite someone to serve on the board of a nonprofit, or before you agree to serve on a board, it’s important to know what is expected and what the responsibilities are that come with the position. 

Here is a brief summary of the role of the board of directors: 

What Are The Roles and Responsibilities of Board Members in a Non-Profit Organization:

1. Attending board meetings; 
2. Participating in committee work; 
3. Strategic planning 
4. Fiduciary responsibilities (approving the annual budget, controlling investment policies, managing capital and reserve funds); 
5. Program oversight and support (evaluating all programs and staff. Being an advocate in the community); 
6. Fundraising (contributing personally, identifying and soliciting contributions from prospective donors and supporters). 

Legal Responsibilities of Board Members in Non Profit Organization

1. Act In Good Faith – not doing things that will hurt the nonprofit; 
2. Duty of Care – acting reasonably as it relates to the nonprofit; 
3. Duty of Loyalty – putting the best interests of the nonprofit first; 
4. Confidentiality – Not sharing sensitive information about the nonprofit with outside parties; and 5. Non-competition – not engaging in activities that compete with the nonprofit or undermine its mission.