Board of Trustees: Roles and Responsibilities
It is the policy of the board of trustees that all policies are approved and made available to the association's members.
The UKCA Board of Trustees is responsible for determining the future direction of our association, controlling finances, making and approving rules, and determining policy for standards and training programmes. The Board of directors will sit for 3 terms (3 years). When a member is appointed to the Board of Trustees they have practical, financial, legal, and ethical duties. These responsibilities ensure proper oversight and enable the association to make consistent progress toward its mission and Aims.
The role of this nonprofit board centers on the fundamental responsibilities of providing the association with sound governance, fiduciary and strategic oversight and direction. The board oversees:
- The operations of the association.
- That the canyoning communities trust is upheld.
- That the mission addresses the canyoning community and industry needs.
- That all practices are ethical and legal.
- That legal requirements are met.
Board members are expected to:
- Act honestly and in good faith to serve the best interests of the association.
- Exercise the care, diligence and skill that a reasonably careful person would exercise in similar circumstances.
Duty of Care
DUTY OF CARE requires board members to discharge duties in good faith, and with the care that an ordinary person would exercise under similar circumstances. It requires board members to exercise care in all activities related to their role as board members and commits them to participate in the work of the board. Duty of Care is carried out by:
- Attending a minimum number of board meetings throughout the year.
- Contributing meaningfully to board meetings while exercising good judgement and care.
- Declaring any conflicts of interest and recusing themselves from discussion or votes which may present a conflict.
- Keeping all information and organizational matters confidential where needed.
- Fulfilling duties as stated in the organization’s bylaws.
- Avoiding participation in political campaigns in the name of the organization.
Duty of Loyalty
Duty of Loyalty requires board members to act in the interests of the nonprofit rather than their own personal interests or the interests of some other person or organization. Duty of Loyalty is carried out by:
- Disclosing all conflicts.
- Avoiding the use of the organization’s opportunities for personal gain.
- Maintaining confidentiality of information held by the UKCA.
Duty of Obedience
Duty of obedience requires board members to make decisions in accordance with the mission of the UKCA, to uphold its bylaws and other policies and functions and to not act in a way that is inconsistent with the central goals or targets of the UKCA. Duty of Obedience is carried out by:
- Ensuring compliance with all reporting requirements
- Examining all legal and governing documents
- Making decisions within the scope of the mission and law
When a board member is appointed they are required to be registered as a director of the UKCA giving them legal obligations. There are no shareholders in the association. The UKCA is limited by guarantee. The board members are required to fill out a board member contract formalising the policy above.
This position oversees the work of the board and the organization’s senior management team. This person should possess strong leadership skills and be invested in the success and goals of the UKCA. Their roles and responsibilities are:
- Presides at board meetings.
- Creates a purposeful agenda in collaboration with the general committee.
- Serves as the contact for board issues.
- Sets goals and objectives with the board and ensures they are met.
- Holds members accountable for attending meetings.
This position supports the work of the board chair and board executive, including filling in for the board chair when needed, and fulfills special assignments as required. This person should be ready to lead the Board of Trustees when required.
- Prepares to assume the office of the board chair.
- Fulfills the board chair’s duties when the presiding officer is absent or if that office becomes vacant.
- Assists the board chair in the execution of their duties.
- Serves on committees as requested to learn the operations of the board.
- Works closely with the board chair to transfer knowledge and history to prepare for leadership.
This person is responsible for maintaining meeting minutes and monitoring compliance with the UKCAs bylaws. They are required to attend all meetings.
- Assures that an agenda has been prepared by the board Chairman and that the agenda is distributed in advance of the meeting.
- Oversees the distribution of background information for agenda items to be discussed.
- Prepares the official minutes of the meeting and records motions, discussions, votes, and decisions.
- Prepares and provides the previous meeting’s written minutes to board members before the next meeting and records any changes or corrections.
- Assures that documents (bylaws, roster of board members) are accessible to members.
- Schedules and notifies board members of upcoming meetings.
- Holds members accountable for their tasks.
This position tracks the UKCAs financial standing, reviews the annual audit, and manages the bank accounts and accounting.
- Reconciles bank accounts and produces financial statements, to present at board meetings.
- Ensures tax-related documents and legal forms are filed on time.
- Serves as chair of the finance committee and financial officer of the organization.
- Manages the board’s financial review and action on its financial responsibilities.
- Prepares the annual budget and presents it to the board for approval.
- Reviews the annual audit and answers board members’ questions.