Board & Officer Onboarding Kit

A $24 kit that starts where most board templates do not: the difference between directors and officers, including how compensation works for each. Then ten editable templates covering role descriptions, a board roster, a scored director evaluation, independence checks, and signed acceptances.

What is inside

• The distinction between directors and officers — directors govern, officers act — and how compensation works for each, which is where a good deal of trouble starts.
• Role descriptions for directors and for each officer position.
• A board roster.
• A scored director evaluation that turns your gaps into a recruitment brief, rather than a vague sense that the board needs strengthening.
• An annual independence check, which matters to the IRS and to grantmakers.
• A recruitment letter.
• Signed director and officer acceptances, so there is a record of who agreed to what.

Who it is for

Founders assembling a first board, and existing organizations that have grown past the point where everyone simply knows what they are meant to be doing. Also the practical answer when a grantmaker asks for governance documentation you do not have.

Why board composition matters to the IRS

The IRS looks at the board for evidence that the organization serves the public rather than the people who founded it. A board made up entirely of related parties is a problem the application will surface. The evaluation and independence tools in this kit exist to get ahead of that.

What independence means, and why the IRS asks

• The concern behind the governance questions is private benefit — an organization using charitable status to serve the people who run it rather than the public.
• A board is generally treated as independent where a majority of directors are unrelated by blood, marriage, or business dealings, and are not compensated by the organization. A single related director is not a problem. A board consisting of the founder, the founder's spouse, and the founder's business partner is.
• This surfaces in the exemption application, and it surfaces again whenever a grantmaker performs diligence. It is far easier to build a board correctly than to reconstitute one after an application has stalled.
• The scored evaluation in this kit exists for that reason. It turns a vague sense that the board could be stronger into a specific list of what is missing — which skills, which independence gaps, which offices are unfilled — and that list is what you recruit against.

Frequently asked questions

Is this specific to Florida?

No. The governance principles and templates apply generally, though your state's nonprofit corporation act and your own bylaws control.

How many directors do we need?

State law sets a minimum, often one or three. That minimum is rarely the right answer, and the kit covers how to think about the actual number.