Member-at-Large GFBLA Board of Directors

Mission To promote acceptance and celebrate diversity by bringing together musicians from across Southern California for performance and educational opportunities that embrace equality, inclusion, and the love of music.

Overview The Board of the Directors of the Freedom Band Foundation of Los Angeles (“Directors”) have three primary legal duties known as the “duty of care,” “duty of loyalty,” and “duty of obedience.”

Duty of Care:

Take care of the nonprofit by ensuring prudent use of all assets, including facility, people, and good will;

Duty of Loyalty:

Ensure that the nonprofit’s activities and transactions are, first and foremost, advancing its mission; Recognize and disclose conflicts of interest; Make decisions that are in the best interest of the nonprofit corporation; not in the best interest of the individual board member (or any other individual or for-profit entity).

Duty of Obedience:

Ensure that the nonprofit obeys applicable laws and regulations; follows its own bylaws; and that the nonprofit adheres to its stated corporate purposes/mission.

Directors serve as the fiduciaries who steer the organization and its associated performance groups towards a sustainable future by adopting sound, ethical, and legal governance and financial management policies, as well as by making sure the nonprofit has adequate resources to advance its mission.

Moreover, directors are responsible for defining the organization’s mission, providing overall leadership and strategic direction to the organization, and ensuring the financial vitality and longevity of the organization. The board should:

Actively set policy and ensure that the organization has adequate resources to carry out its mission;

Provide direct oversight and direction for the Artistic Director and be responsible for setting their compensation and evaluating their performance;

Evaluate its own effectiveness as a governing body, as a group of volunteers, and as representatives of the community in upholding the public interest served by the organization.

Board Responsibilities As defined in Article 3 Section 3: Duties of the Bylaws, it shall be the duty of the directors to:

Perform any and all duties imposed on them collectively or individually by law, by the Articles of Incorporation of this corporation, or by these Bylaws;

Appoint and remove, employ and discharge, and except as otherwise provided in these Bylaws, prescribe the duties and fix the compensation, if any, of all officers, agents, and employees of the corporation;

Supervise all officers, agents, and employees of the corporation to assure their duties are being performed properly;

Meet at such times and places as required by these Bylaws.

The board as an entity is responsible for:

Ensuring the organization operates within legal and ethical guidelines, adhering to all relevant regulations

Determining the mission of the organization and understanding its collective purpose

Developing and implementing the organization’s strategic plan, setting goals and priorities aligned with the mission.

Monitoring the organization’s financial health, reviewing budgets, approving expenditures, and ensuring proper financial reporting.

Assessing its own performance as the governing body of the organization.

Hire, supervise, and evaluate the performance of the executive director.

Director Responsibilities Each individual director on the board is responsible for:

Attending board meetings as required and participate in board discussions and vote on critical decisions regarding the organization’s operations

Serving as active advocates and ambassadors for the organization

Identifying and securing financial resources and partnerships necessary for the organization to advance its mission or actively participating in fundraising initiatives

Leveraging connections, networks, and resources to develop collective action to achieve the organization’s mission

Engaging in learning opportunities to better understand the community the organization serves

Disclosing any potential conflicts of interest before or during any meetings

Identifying and recruiting qualified individuals to join the board

Fundraising Responsibilities If serving the organization as a Member-at-Large and not holding another officer position within the organization, an individual director is expected to contribute a minimum of $2500 in funds each calendar year. This may be through, but is not limited to, organizing and executing fundraising events, acquiring corporate sponsorships, employer matching, or through individual donations.

Term & Compensation Directors are elected by the membership to serve a two-year term, eligible for reelection by the membership at the end of each term. The board may also fill a vacancy by vote. Directors serve without compensation, except for the possibility of reasonable advancement or reimbursement of expenses incurred as part of their performance of regular duties.

Preferred Qualities and Qualifications A director of the board should have the following qualities:

A strong passion for the organization’s cause and goals

Ability to provide strategic vision and guide the organization toward its objectives

Understanding of financial statements and the ability to analyze financial data

Ability to fundraise, actively seek and pursue sponsorship opportunities and donors

Commitment to high standards of integrity and ethical decision-making

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