Board of Directors – Code of Conduct

MCCSF Board of Directors – Code of Conduct

Posted: October 2013
NOTE: This document is meant to supplement, and does not supercede or replace, Article V of the MCCSF By-Laws. The MCCSF By-Laws shall take precedence over this document if any conflict between the two documents should arise.

MCCSF Board Member General Legal Duties

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 like position and under similar circumstances.” This means that a board member owes the duty to exercise reasonable care when he or she makes 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 funds to fulfill the organization’s mission

MCCSF Board Member Expectations

In order for the MCCSF Board of Directors to function effectively, each Board member shall meet the following expectations:

General Requirements:

Board Members are expected to meet the following requirements throughout their tenure on the Board:
1. be a member in good standing per MCCSF bylaws;
2. regularly attend Church services;
3. support the Church financially;
4. support the Church through regular volunteer service;
5. demonstrate loyalty to the Church.

Bylaws:

Board Members are expected to be familiar with the MCCSF Bylaws and understand the structure and purpose of the Board of Directors.

Preparation:

Board Members are expected to stay informed about Board matters, prepare for meetings, and review and comment on minutes and reports as needed. This includes reading and responding to e-mails in a timely manner.

Attendance:

Board Members are expected to regularly* attend and actively participate in all Board Meetings. Board Members are expected to attend on time and remain for the completion of the full agenda. If a Board Member expects to be absent for an upcoming meeting, s/he is expected to notify one of the Lay Leaders as soon as possible.
Definition of “regular” attendance: miss no more than two Board Meetings in a year.

Workload:

Board Members are expected to share equally in the workload of the Board.

Commitments:

Board Members are expected to meet their commitments to the Board.

Conduct:

Board Members are expected to conduct themselves in public in a manner appropriate to their responsibilities as representatives of the Church.

Confidentiality:

Board Members are expected to respect the confidentiality of any discussions, decisions, or information that the Board considers confidential.

Collegiality:

Board Members are expected to build collegial relationships with other Board members.

Decision-Making:

Board Members are expected to strive for consensus in Board decisions.
Board Members are expected to represent the best interests of the Congregation and not use the Board Meeting as a personal forum or to further personal interests.
Board Members are expected to fully support the decisions of the Board, regardless of whether s/he agrees with the decision.

Resignation from the Board of Directors

Board Members are expected to complete their term of service. Board Members who cannot complete their term of service are expected to provide a thirty-day notice.

Removal of a Member from The Board of Directors

Board Members who do not comply with the expectations described above may be removed from the Board. Removal from the Board requires an affirmative vote of two-thirds of the Board. If a Member is removed, the Board of Directors may appoint an interim replacement, whose term extends to the next Congregational Meeting at which Board members are elected.

Candidates for Membership on the MCCSF Board of Directors

A candidate for membership on the MCCSF Board of Directors shall meet the qualifications as set forth in the section above entitled “General Requirements.”
The candidate shall have a statement of qualifications that should include, but is not limited to: history of membership at MCCSF or other religious institutions/experiences and any other pertinent involvement and experience.