Starting a Board Manual

What do you do if your client does not have a manual of procedures for the Board of Directors? The easy answer is that you start one.

Actually, it is not the responsibility of the parliamentarian to write such a document. However, having one makes the job of the parliamentarian easier as it gives one document to refer to when there is an issue. But how do you start to do this.

First, mention to the Board that they need such a document and give them ample chances to start to do the work. If they do not do anything, ask if you can start to work on the idea. Usually, they will be glad to let you do that.

Having gotten permission (or if you are desperate, even if you don’t have permission), get a basic outline in your mind. The basic outline I used was:

1. Directors

2. Officers

2.a. President

2.b. Immediate Past President (etc.)

3. Board Meetings

With this outline, I went through first the Articles of Association (the Charter) and then the Bylaws. When a clause fit in one of the categories, I copied that clause into the document and put an exact reference to it at the end of the entry. By doing this, I established a document where an officer could easily find what the official duties and responsibilities where for each office.

Once finished, I sent a copy to the President asking his authorization to send it to the other members of the Board.