Volunteer Board Member
Job Description
Overview
Dartmouth Non-Profit Housing Society (DH) has been providing affordable housing in HRM since 1982. DH’s mission is to transform lives by providing safe and affordable homes. With a growing portfolio of housing units and a strategic step into developing new housing, the Board has established an aggressive vision for the period from 2024-2029. It includes expansion of our geographic footprint outside Dartmouth and venturing beyond our historical approach of acquiring and managing single and duplex housing units to developing multi residential buildings.
With our long history in the community, DH enjoys many strong relationships with government, related and other community organizations, and developers and others in the real estate and construction industries.
The CEO leads day-to-day operations at DH and the Board provides strategic direction. Together and in collaboration, our strong partnership is critical to the organization’s success. We are fortunate to have skilled and dedicated staff members who are committed to carrying out our mission. They are involved in administrative, operational, maintenance, and business development roles.
The Board has traditionally been quite involved in the operations but with a growing and diverse portfolio and an increasing number of employees, the Board’s role has become one of providing oversight and good governance and establishing strategic and policy direction. As a community-based organization, DH Board members volunteer their time and expertise willingly and are not remunerated.
DH embraces and celebrates the rich tapestry of our province’s diversity and multicultural heritage. We are committed to fostering an inclusive culture that reflects the diversity of our stakeholders, staff, and community.
Board Culture
The DH Board subscribes to a strong Board culture that includes:
- A healthy and respectful partnership between the Board and the CEO;
- Trust and sincerity between Board members;
- The ability to openly engage in discussion and respect differences of opinion;
- Thoughtful and productive resolution of issues or disagreements; and
- A willingness to address Board behaviour that may be having a negative impact.
Responsibilities
Directors have fiduciary, operational support, and board administrative responsibilities to DH. Every Director and Officer is required to exercise their powers and discharge their duties by:
- Acting honestly and in good faith with a view to the best interests of the organization;
- Exercising the care, diligence, and skill that reasonably prudent persons would exercise in comparable circumstances;
- Fully understanding and embracing the mission, vision, strategic priorities and scope of the organization; and
- Speaking and acting with one voice and conveying a consistent message to stakeholders and the public.
Organizational Oversight
Organizationally, Director’s responsibilities include:
- Oversight of the organization’s overall performance, the growth and maintenance of the housing portfolio and achievement of the goals established in the strategic plan.
- Participation in hiring the CEO (when required) and ensuring a succession plan for key leadership positions is in place.
- Monitoring and evaluating the CEO’s performance in accordance with established goals.
- Ensuring there is a risk management framework in place and responding to both internal and external risks appropriately.
Board Governance
From a Board perspective, Directors are responsible for the following:
- Active participation in one or more committees of the Board.
- Preparing for, attending, and actively participating in all Board and committee meetings.
- Identification and participation in attracting prospective and mentoring new Board members.
- Participating in shared governance to promote overall effectiveness of the Board.
- Exercising due diligence on matters that come before the Board by asking questions and engaging in discussion.
- Onboarding and supporting new board members.
Fiduciary
There is an expectation that Directors
– Understand and meet their legal and fiduciary responsibilities; and
– Carry out the Boards’ fiduciary responsibilities including:
- review of monthly and annual financial statements, understanding the implications and taking appropriate action,
- advising on and approving the annual budget,
- ensuring annual audits are conducted,
- overseeing the organization’s investments, and
- ensuring regular appraisals of assets are carried out and appropriate insurance is in place.
Strategic
The Board’s role in providing strategic and policy direction includes:
- Participating in developing and monitoring the strategic plan.
- Understanding the affordable housing sector and being knowledgeable about emerging issues in the housing sector and the economy generally that may impact the organization.
- Acting as ambassadors for the organization by speaking knowledgeably about DH in the community and tapping into personal networks to open doors and facilitate opportunities for ongoing growth and promotion of the organization.
Generative
Board members are also involved in the following:
- Serving as trusted advisors to the CEO by bringing personal expertise and knowledge to support the work of the CEO and the organization.
- Participating in the shared governance of the organization to bring forward the best possible solutions.
- Listening to each others’ views, identifying common interests and alternatives and being open to compromise.
- Engaging in a culture of openness to new ideas and a willingness to set aside time for new idea generation and future thinking.
Legal Responsibilities of Board Members
Under well-established principles of non-profit law, a Board member must meet certain standards of conduct and attention in carrying out their responsibilities to the organization. Several provinces have statutes adopting some variation of these duties which could be used to determine whether a Board member acted improperly. These standards are usually described as the duty of care, the duty of loyalty, and the duty of obedience.
- Duty of Care: The duty of care describes the level of competence that is expected of a Board member and is commonly expressed as the duty of “care that an ordinarily prudent person would exercise in a line position and under similar circumstances.” This means that a Board member owes the duty to exercise reasonable care when they make a decision as a steward of the organization.
- Duty of Loyalty: The duty of loyalty is a standard of faithfulness; a Board member must give undivided allegiance when making decisions affecting the organization. This means that a Board member can never use information obtained as a member for personal gain but must act in the best interests of the organization.
- Duty of Obedience: The duty of obedience requires Board members to be faithful to the organization’s mission. They are not permitted to act in a way that is inconsistent with the central goals of the organization. A basis for this rule lies in the public’s trust that the organization will manage donated or public funds to fulfil the organization’s mission.
In addition, Directors are governed by the following responsibilities:
- Personal Interests: A Director should avoid having any personal interest in a contract of the organization, nor should a Director put him or herself in a position where a conflict of interest could arise.
- Duty of Diligence: In practical terms, Directors owe a duty of diligence to the organization and must act in the best interests of the Society in attending meetings and being as fully informed as possible regarding all aspects of the organization, including any issues that affect Dartmouth Housing. Directors are accountable to the Board and must pursue their obligations with diligence and commitment so as to preserve the integrity and well-being of the organization.
- Delegation by Directors: Directors are entitled to delegate some of their responsibilities to committees, officers, or staff. In those cases, precedence suggests that the Directors maintain a supervisory function with respect to the delegated tasks since the delegation alone does not automatically relieve them from responsibility.
- Seeking Outside Expertise: Directors must act with sound and practical judgment with a view to the best interest of the organization. This means also knowing when to obtain outside professional assistance and/council.
Qualifications and Attributes
Visionary leadership capabilities; a commitment to being a team player; the ability to exhibit curiosity and innovative thinking; and the desire to make a genuine contribution – these attributes characterize what DH Board members bring to the board table.
Other qualifications and attributes include:
- A good understanding of or experience in non-profit housing programs and the current housing issues facing Nova Scotia.
- Willingness to step into a leadership role, such as chairing a committee, and/or becoming an executive officer of the board.
- Demonstrating integrity and high ethical standards.
- An ability and willingness to promote DH as a leader in the not-for-profit housing sector in Nova Scotia and acting as a champion for DH in the community.
Time Commitment
- Directors can expect to commit 4 – 5 hours per month (board meetings, committee meetings, preparation) and serve a three-year renewable term. The Board meets about 8 to 9 times per year for approximately 2 hours, depending on the agenda.
- From time-to-time, Directors may also be invited to attend other meetings and/or events with community, industry and/or government partners and collaborators.
1 Source: adapted from BoardSource; https://boardsource.org/
Board Approval April 24, 2024