Board of Directors Job Descriptions

The following is documented in the current FBI Norfolk CAAA Bylaws:

ARTICLE IV - BOARD OF DIRECTORS

Section  4-1.  General  Authority. The Board  of  Directors  oversees  management,  finances  and quality of FBINORCAAA. The Board sets strategic direction, builds community relationships and establishes ethical standards, values and compliance. The Board of Directors may exercise all such powers of the Association and do all such lawful acts and things as are not prohibited by statute, or by the Articles of Incorporation, or by these Bylaws, directed or required to be exercised or done by the Members.

Section 4-2. Duties and Responsibilities. Responsibilities of the Board of Directors may include but are not limited to the following:

(a) to establish policies for the Association;

(b) to establish a dues structure & rates, collect dues and raise funds;

(c) to recommend a budget, approve investments, and authorize contracts; (d) to review and evaluate the discharge of Officer responsibilities;

(e) to appoint and activate standing and special committees; (f)  to review membership qualifications for eligibility;

(g) to determine membership status;

(h) to define the mission, strategic plan, and annual plan of work for the Association;

(i)  to set clear expectations and define an annual plan of work for itself;

(j) to engage consultants, agents or contractcrs;

(k) to develop a plan to assure adequate human and financial resources are available to complete the plan of work for the Association;

(l) to establish policy parameters within which the volunteers may perform their respective responsibilities;

(m)to identify, recruit, recommend for election and engage qualified Directors;

(n) to assess the performance ofthe Association on a regular basis;

(o) to assess its own performance on a regular basis; and

(p) to provide appropriate avenues for stakeholder/ Member input into the Association's planning.

Section 4-3. Number and Composition. The Board of Directors shall consist of as many as eleven (11) Directors, but in no event less than three (3) Directors who shall be known as and are referred to in these Bylaws individually as "Directors" and collectively as the "Board", with the number of Directors to be established from time to time by the Directors in office.

The following are the duties of the members of the Board:

President

The President shall be the FBINORCAAA's senior elected officer and shall preside at all meetings of the Members and the Board of Directors.    Other than as specifically limited by the Articles of Incorporation, these Bylaws or a resolution adopted by the Board, the President shall have such powers and authority as are normally associated with the President of an organization.    The President of FBINORCAAA shall:

(a)  Act with the authority  of the Board and upon the advice of the COS and/or FBI Norfolk Field Office SAC

(b) Review, sign on behalf of the Association, understand, and ensure the Association adheres to the contents of the Memo of Understanding (MOU)  with the FBI Norfolk  Field Office.

(c)  Review, understand, and ensure FBINORCAAA adherence to its governing documents

(d) Keep the Board informed  and seek its guidance  on matters relevant  to oversight  of the Association, such as conversations with the SAC

(e)  Ensure FBINORCAAA is in good standing and in compliance with all applicable Local, State, and Federal laws and regulations.

(f)  Communicate with the FBINCAAA staff as needed on matters of chapter  compliance with FBINCAAA and represent  the chapter  before FBINCAAA or delegate  the chapter representation role to a Member  working  under the President's direction.

(g) Prepare agendas  for Board and membership meetings  and events in collaboration with Directors and Committee Chairs

(h) Serve as co-signer on checks  written in accordance with the Board's policies.

(i)  Make appointments as provided  in these Bylaws or as authorized by the Board

(j) Perform  all other President duties as specified  in these Bylaws

 

Vice-President

In the absence  of a President or in the event of his or her inability or refusal to act, the Vice-President shall perform the duties of the President and when so acting, shall have all powers  of and be subject  to all the restrictions  upon  the President.  The powers  granted  in the preceding  sentence  shall continue  until a replacement  President  has been elected  by the Board  of Directors. The Vice-President shall:

(a) Possess  a working knowledge of the duties and responsibilities of the President

(b) Assist the President in the performance of Association matters, as needed or requested

(c)  Chair committees as assigned  and designated by the President or the Board

(d) Serve as co-signer on checks written  in accordance with the Board's policies

(e)  Prepare the agenda for and chair one Board meeting  per year

(f)  Perform  all other Vice President duties as specified in these Bylaws

 

Secretary

The Secretary shall be responsible for the care and custody of all records of the FBINORCAAA in accordance with the Document Retention Policy.   The Secretary shall sign or countersign such instruments as require a signature. The Secretary shall file or cause to be filed  all  materials  necessary  for  the good  standing  of the  FBINORCAAA  and renewal  of its licenses and privileges. The Secretary shall give, or cause to be given, notice of all meetings of the Members, Executive Committee, and the Board of Directors.    The Secretary shall:

(a) Cause accurate minutes to be taken of all meetings of the Board of Directors, Executive

Committee, and the general membership.   The Secretary shall also compile reports from general and special committees.

(b) Distribute copies of meeting minutes

(c) Maintain Chapter records, including, but not limited to

  1. Board meeting minutes
  2. Documents/Seal of the Association
  3. m. Articles of Incorporation, Bylaws, and Committee Structure
  4. Chapter meeting minutes
  5. Election outcomes, terms and Officers
  6. An organization chart for FBINORCAAA's current fiscal year listing those persons serving as Directors, Officers and committee chairpersons

(d) Assure access to corporate records in accordance with Bylaws and applicable laws

(e) Conduct general correspondence in a timely fashion

(f)  Provide required documents to FBINCAAA

(g) Perform all other Secretary duties as specified in these Bylaws

Treasurer

The Treasurer shall have custody of the corporate funds and securities and shall keep full and accurate records of receipts, disbursements, assets, and liabilities in books belonging to the Corporation and shall timely deposit all monies and other valuable effects in the name and to the credit of the Corporation in such FDIC depositories as may be designated by the Board.   The Treasurer shall:

(a) In conjunction with the President, acknowledge donations in compliance with IRS requirements.

(b) Make an accurate written report at quarterly Board meetings of receipts, disbursements, outstanding bills, actual to budget status, and a current balance sheet

(c) Make an accurate written report of receipts, disbursements, outstanding bills, actual to budget status, and a current balance sheet that is available to Members quarterly and presented to Members at the Annual Meeting.

(d) Chair the Finance Committee

(e) Be primarily responsible for the preparation of the budget

(f)  Serve as signer or co-signer on checks written in accordance with the Board's policies 

(g) Help develop fundraising plans

(h) Perform all other Treasurer duties as specified in these Bylaws

Past President

The Past President serves as an advisor to the Board

(a) The Past President is a Board member with voting privileges.

(b) The Past President serves as the Chapter's historian, advising the Board on future actions based on past activities

(c) Performs all other Past President duties as specified in these Bylaws

(d) In the event the Immediate Past President is unable or unwilling to serve, the President shall appoint a previous Past President to complete the unexpired term. If the vacancy occurs at the time of the Annual Meeting, the Nomination Committee may nominate a previous Past President for election.

Director At-Large

Each Director will be assigned oversight of one or more committees, and will report on their progress at each Board Meeting.

 

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