Wood River Land Trust LTA Standard 3: Board Accountability

3C: Board Governance

Policy: It is the policy of the Land Trust to provide Board members with clear expectations for their service and their legal and fiduciary responsibilities. In order to assist each member in understanding their legal and fiduciary responsibilities and fulfilling their role as Board member, each member will be provided with adequate information to make good decisions. The Board will meet regularly a minimum of nine times per year for approximately two hours each meeting. The Board meeting agenda and other materials relevant to the meetings business including, but not limited to, financial reports will be sent to each member in advance of the meeting. No business will be conducted unless there is a quorum present, physically or by telephone. Minutes of each meeting will be recorded and approved at the subsequent meeting. The responsibilities of individual Board members are as follows: Attend at least 60% of all Board and committee meetings and functions. Be informed about and enthusiastically support the organizations mission, services, strategic priorities, policies and programs. Assist the Board in carrying out its legal and fiduciary responsibilities and following its conflict of interest and confidentiality policies. Review the agenda and supporting materials prior to meetings. Review and understand the Land Trusts budget, financial statements and land transactions to ensure the fiduciary responsibilities of the Board are upheld. Understand the roles of the Board, staff and volunteers and support professional development appropriate to each group so that everyone develops the knowledge and skill to contribute to the success of the Land Trust. Serve on at least one standing committee and volunteer to serve on task forces or take on special assignments. Make a significant financial contribution to the annual operating fund. Attend, invite friends and cultivate prospective donors at fundraising events and help occasionally with special events.

Board Governance Page 1 of 3 / Adopted by the Board of Directors November 27, 2007

Actively participate in the fundraising activities of the Land Trust, especially with major donors, by helping with direct solicitation, phone calls, letters, fundraising events, and by encouraging friends to become members. Help identify and recruit new nominees for Board and Advisory Committee positions. Be an ambassador of the Land Trust with members, land owners, public officials, other community organizations and the media. Upon election to the Board, each Board member shall sign an acknowledgement in the forms set forth in Appendix 3C.1, Appendix 4A.1, and Appendix 1D.2 agreeing to uphold Board member responsibilities, ethics, and to abide by the Land Trusts Conflicts of Interest Policy. Directors and officers may be removed from office for cause and/or failure to meet the obligations described herein by a majority vote of the total remaining Directors. (See Appendix 2B.2, Bylaws, Article III, Section 5.) A Director may also be removed from office by the President after four Board meeting absences within any 12-month period.

Board Governance Page 2 of 3 / Adopted by the Board of Directors November 27, 2007

Board Governance Page 3 of 3 / Adopted by the Board of Directors November 27, 2007