Board Member Job Description

Document 17 of the Board Governance Binder

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Board Member Job Description

Document 17 REFERENCE

Position

Director, PROVENIQ Foundation Board of Directors

Term

Three-year term, renewable for up to three consecutive terms (nine years maximum).

Time Commitment

Approximately 8—12 hours per month, including Board meetings, committee meetings, preparation, and event/fundraising participation.

Core Responsibilities

  • Attend all regular Board meetings (every other month) and relevant committee meetings.
  • Review meeting materials in advance and come prepared to participate.
  • Serve actively on at least one standing committee.
  • Exercise fiduciary duties of care, loyalty, and obedience.
  • Support the organization’s fundraising through personal giving, door-opening, or active stewardship.
  • Maintain confidentiality of all nonpublic information.
  • Disclose conflicts of interest and complete annual disclosure forms.
  • Complete onboarding and sign the Director Acknowledgment.
  • Support the CEO in executing board-approved strategy without micromanaging operations.
  • Represent the organization positively in the community.
  • Participate in the annual Board self-assessment.
  • Comply with all governance policies including the Board Constitution, Conflict of Interest Policy, Confidentiality Policy, and ADA Policy.

Qualifications

  • Commitment to the mission of animal welfare and PROVENIQ Foundation.
  • Willingness to serve without compensation.
  • Relevant expertise in one or more of the Board’s competency areas (governance, finance, legal, technology, animal welfare, philanthropy, community leadership).
  • Ability to work collegially and respect the founder-led governance model.
  • No disqualifying conflicts of interest.

What the Corporation Provides

  • D&O liability insurance coverage.
  • Reimbursement of reasonable expenses incurred in performing Board duties.
  • Thorough onboarding and governance orientation.
  • Meaningful opportunity to shape the future of animal welfare infrastructure.

Summary

ELEMENTDETAIL
TermThree-year term, renewable up to three consecutive terms (nine years maximum)
Time CommitmentApproximately 8—12 hours per month
MeetingsBoard meetings every other month (6 per year) plus committee meetings
CommitteesActive service on at least one standing committee
FundraisingPersonal giving, door-opening, or active stewardship
CompensationNone (reasonable expense reimbursement provided)
InsuranceD&O liability insurance coverage provided
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