Committee chairs¶
Status: Draft, pre-formation. This is a generic role description for any committee chair under the bylaws. Each committee's domain-specific charter (audit, nominating, ethics, etc.) lives with the committee.
Purpose¶
A committee chair is the working leader of a board committee. The committee is the board's structured way to develop policy, vet decisions, and supervise volunteer effort in a domain. The chair makes that work happen.
Reports to¶
The Board of Directors, with day-to-day coordination through the Board Chair.
Supervises¶
- Committee members
- Volunteers serving within the committee's domain (per the volunteer program)
Common duties for every committee chair¶
Run the committee¶
- Maintain a published charter that describes the committee's scope, deliverables, and decision rights
- Set a meeting cadence (typically 6 meetings per year, with at least 4 standing meetings); convene additional meetings as needed
- Set agendas and circulate materials at least 72 hours in advance
- Run meetings: call to order, follow agenda, capture decisions and action items
- Keep written minutes; share with the Secretary for the corporate record
- Maintain quorum and document any deviations
Connect to the board¶
- Attend board meetings as a non-voting attendee unless the chair is also a director
- Bring committee recommendations to the board with a clear ask
- Maintain the committee's section of the action register
- Report at every board meeting on progress against committee deliverables
- Flag to the Board Chair any issue that exceeds committee scope
Develop people¶
- Recommend committee members to the Nominating & Governance committee
- Onboard new committee members using the recruitment kit standards
- Supervise and recognize volunteers serving within the committee's domain per the volunteer program
- Identify members in the committee with potential for committee chair, officer, or director roles
Maintain governance hygiene¶
- Confirm each January that all committee members have re-signed COI, Ethics, Conduct, and Whistleblower acknowledgements
- Recuse appropriately on any matter where the chair has a conflict; document the recusal in the minutes
- Refresh the committee's charter every two years or sooner if law or operations change
Authority and limits¶
| May | May not |
|---|---|
| Run the committee within its charter | Expand the charter without board action |
| Recommend members to the board | Appoint them unilaterally |
| Supervise volunteers in the committee's domain | Ignore the volunteer program's recordkeeping and supervision requirements |
| Recommend policy and decisions to the board | Bind the Guild — only the board does that |
| Speak about committee work in public | Speak for the Guild on board-approved positions — that is the Chair's role |
Time commitment¶
Typical chair time commitment is ~6–10 hours per month, heavier in the cycle peaks for that committee (e.g., audit chair around the 990; nominating chair in nomination season; events chair in the 60 days before an event).
Prerequisites¶
- Active member of the Guild
- Subject-matter familiarity in the committee's domain
- Demonstrated governance discretion and good standing under the Code of Ethics
- No active complaint pending against the chair under the ethics process
Term¶
- 2-year term, renewable once
- Stagger renewal so no two committee chairs reach end-of-term in the same year where avoidable
- Removal by board action; vacancy filled by the board on the Nominating & Governance committee's recommendation
Specific committees and where their charters live¶
The bylaws contemplate the following committees. Each committee maintains its charter at the linked location:
| Committee | Charter location |
|---|---|
| Audit & Finance | (TBD) governance/committees/audit-and-finance.md |
| Nominating & Governance | (TBD) governance/committees/nominating-and-governance.md |
| Membership & Ethics | (TBD) governance/committees/membership-and-ethics.md |
| Education & Certification | (TBD) governance/committees/education-and-certification.md |
| Events | (TBD) governance/committees/events.md |
| Communications | (TBD) governance/committees/communications.md |
| Advocacy | (TBD) governance/committees/advocacy.md |
These committee charters are on the post-formation work plan; the volunteer role catalog covers the member side of each committee in the meantime.
How chair selection and onboarding work¶
- Open seat identified by the board, the outgoing chair, or the Nominating & Governance committee
- Nominating & Governance recommends one or more candidates to the board
- Board appoints by majority vote
- Chair onboarding within 30 days, conducted by the Board Chair or a designee:
- Walkthrough of the committee charter, action register, and minute book
- Sign COI, Ethics, Conduct, Whistleblower acknowledgements
- Introduction to current committee members and any open volunteer roles
- Calendar set for the chair's term
- Public announcement to members in the next regular communication
Linked documents¶
- Bylaws — Article V (Committees)
- Org chart and roles README
- Director role description
- Volunteer program
- Compliance calendar
- Conflict of interest policy