• Assist in the Annual Review of the Foundation Strategic Plan, including its Mission, Vision and Values Statements, and suggest changes as deemed necessary.
• Become familiar with all policies and functions of the Foundation.
• Assist in policy development for the Foundation. 
• Accept assignment as a Board Liaison of a Foundation committee and report to the Board on the progress of the committee is making on achieving its goals.
• Assist in development of the Program of Work / Business Plan by actively participating in the full day Annual Board Retreat.
• Actively advocate for the Foundation and Chamber's work in the community.
• Actively assist in fundraising efforts through relationship building activities which could include phone contact, emails, and written communications.
• Assist in securing adequate funding for the annual budget.
• Elect and affirm officers in accordance with the bylaws.
• Recommend and approve changes in the bylaws.
• Approve/disapprove any expenditure not included in the budget.
• Approve any Officer’s vacancy replacement that may occur on the Board of Directors in accordance with the bylaws.
• Meet as required in the bylaws, or more frequently on the call of the Chair, and set the dates for such meetings.
• Provide adequate facilities and equipment for Foundation operations.
• Utilize the Executive Committee to conduct and report on the President & CEO’s evaluation, review, and make any recommendations.
• Question and/or ratify Executive Committee decisions, including but not limited to: income and expenditures, and personnel decisions.
• Perform such duties, within his/her capabilities as may be requested by the President, to include solicitation of new members and additional funds.

Basic Role

The Board of Directors serves the Foundationr in a legislative capacity. Directors make all policy and procedure decisions of the Foundation, and act to protect and attend to the best interests of the membership. Your job as a Director is to LEAD the Foundation; NOT MANAGE the Foundation

One of your most important responsibilities as a Director is to attend every meeting. As basic as that sounds it cannot be over emphasized. If you are not there, momentum and communication will suffer. Your partnership with other Board members will suffer as well. The dates for every Board meeting should be entered on your calendar as a “must attend” event. Your attendance at Foundation and Chamber events and programs is also highly encouraged.

Insurance

It is the policy of the  Foundation to maintain appropriate liability insurance coverage for Directors and Officers, as well as General Liability insurance.

Legalities

The Foundation is an independent entity that is subject to its own By-Laws and Articles of Incorporation. The organization is not chartered by any national, state or local agencies. The only relationship the Foundation shares with our local government is that of cooperation. 

Execution of Contracts

The Executive Committee will designate representatives of the Corporation authorized to sign contracts for budgeted items only on the Corporation’s behalf during its meeting in January of each year. Any contracts that fall outside of the budget must be approved by the Executive Committee and ratified by the full board.

Meeting Protocol Every effort will be made to keep board meetings to 60 minutes. 

1. Each meeting will be outlined in an agenda. The agenda will include the date, starting time, place of the meeting, and a listing of the items to be covered during the meeting. To improve meeting effectiveness, the printed agenda and a copy of the minutes from the previous meeting will be e-mailed to each Board member three days prior to the meeting.
2. The meetings will be conducted by the Chair of the Board of Directors. In his/her absence, the highest-ranking Officer will preside. The Board will follow Robert’s Rules of Order.
3. Discussions on the business of the Board, which occur during the meeting, should be to the point and individual comments should be kept as brief as possible. You should come to each meeting well prepared, having read all relevant materials. You should take an active and productive role in discussions and make motions when you feel they are appropriate. Do not feel any reluctance to voice disagreement on a matter that is before the Board. Your opinion might be the one that moves the Board to make the best decision on the issue.

Attendance Requirements & Duties.    Any director of the Board who shall compile two (2) consecutive absences or three (3) absences within one twelve-month period (the fiscal year) shall be deemed to have voluntarily resigned from the Board of Directors, unless a waiver is requested and approved by a majority of the Board.   Any additional absences would require petitioning the Executive Committee for approval.

Term Limits: no Director may serve longer than two (2) terms, four (4) consecutive years, unless the Director is in the executive rotation of chairs (Chair, Chair-Elect, or Immediate Past Chair), but in which case, he or she may serve up to seven years.  Upon completing a term, or terms, of office or resigning from the Board of Directors, any member may be nominated to serve again on the Board of Directors provided they have not been a member of the Board of Directors for one (1) year. The President/CEO of the Chamber shall serve as the President / CEO of the Southern Palmetto Foundation.  The Non-voting Board of Director shall serve for as long as they are the President/ CEO of the Southern Palmetto Regional Chamber of Commerce. 

By submitting this form, you acknowledge that you have read the above Board of Directors roles and responsibilities and agree to uphold these to the best of your abilities.