How to Run a Nonprofit Board Meeting for Good Governance

Running a nonprofit board meeting is more than just gathering people around a table and talking about the news of the day. Your board of directors are the ones that make sure your charity stays its course according to its mission statement and cause, and that all bylaws and regulations are adhered to under all circumstances. These are the people that decide where money is spent, what activities your charity can and should perform and where it’s headed in the future. They're there to make real, impactful decisions.

When a board meeting goes sideways, poor agenda planning, lack of engagement, or worse, chaotic decision making, things can spiral quickly. That’s why running your meeting with a specific agenda and well laid out goals for the meetings is so important and why it can actually improve your nonprofit’s overall performance. And it doesn’t matter if you hold monthly, bi-monthly or quarterly meetings. Each one needs to be prepared for individually and taken seriously. These meetings are where the ‘big’ decisions happen that effect your entire organization from the top down.

This is where you’re ensuring your organization operates ethically and transparently, deciding on budgetary allocations and reviewing financial reports as well as assessing any program outcomes all come into play for the good of the organization overall. These meeting are not the place to discuss the nonprofit sector, your competitors or anything else that’s not on the meeting’s agenda. It’s strictly a time for business and adhering to timetables and specifically the topics and issues set out on the agenda and nothing else.

And although they don’t have to be stuffy suit and tie events, they definitely need to be serious time. Where active participation from everyone involved is mandatory. It’s the time for creating a collaborative environment where real progress is made. Every successful board meeting starts with a strong structure that encourages strategic decision making and operational efficiency. It’s about moving beyond the motions to make sure nonprofits can thrive and grow, meeting its long-term goals and serving its mission so it can make the positive impact it was created to accomplish.

Preparing for Nonprofit Board Meetings

Preparing for a nonprofit board meeting isn't just about sending out calendar invites and hoping for the best and that everyone whose supposed to shows up ready to work. It's about laying a solid foundation that makes sure that the time you all spend together is effective and, more importantly, productive! You can’t just wing it and hope the meeting goes smoothly, that’s the way you and your board members all end up frustrated and feeling like nothing was accomplished. But how do you set the stage for success?

First, you start with your meeting’s objectives. Get a clear understanding of what the main goal of the meeting is for and what decisions need to be made? Your board can’t function without a clear understanding of why they're meeting in the first place. And if your objectives aren’t clearly defined, your meeting will wander and take forever and seem to never get anywhere. So define your objectives early, and communicate them clearly to the board members well in advance through your agenda so everyone is on the same page when your meeting conveys. You want everyone to come to the table with the same expectations.

Once you understand your objectives with the meeting, it’s time to write up an agenda. This is an actual document that will be kept for your charity's records and is what lays out the structure of the meeting, keeps everyone focused on the topics at hand, and makes sure that all the discussions never veer off into the weeds and waste valuable time. If you decide not to use an actual agenda for your meetings or if the one you’re using is vague, you’re setting yourself up for a long, meandering session that might not accomplish much at all. It’s also smart to prioritize your agenda points. Tackle the most pressing matters first, while everyone’s fresh and ready to tackle the issues.

When you only have one or two board members it may not be too important to assign roles to organizational people. But once you have more than two, it can be really helpful to start assigning roles like the secretary whose responsible for taking the minutes of the meetings and notes on what was discusses. Or someone to keep time so topics don’t go on for too long and topics left unaddressed. Trust me, there’s nothing worse than leaving a meeting and realizing no one wrote down the next steps. If you are in the chair person, it usually comes down to you to assign members their additional roles.

Communicating with your board before hand can be a smart move when it comes to running a successful meeting. If you’re talking to your board members ahead of time, setting expectations, and giving them the materials they need to prepare, you’ll walk into a room full of people who are ready to roll up their sleeves and get to work. This gives them time to review the documents and come into the meeting with their ideas and questions beforehand. In this way you’ll encourage active participation rather than just passive listening.

In short, preparing for a nonprofit board meeting means defining your goals, setting the agenda, assigning roles, and communicating clearly. Just these four points can define the entire tone of the meeting and how effective it will end up being.

How to Develop a Clear and Prioritized Agenda

Developing a clear and prioritized agenda for your charity’s board meeting is what will keep your meetings concise and effective rather than boring and drawn out. In order to create the best agenda possible, we’ve listed out 10 steps to follow so you can craft an effective agenda that pushes for smart decisions and keeps the meeting focused and timely.

1. Understand the Purpose of the Meeting

Before drafting the agenda, be clear on the meeting's primary purpose. Are you reviewing financials, approving new initiatives, or discussing a new long term strategy for your organization? Clarify your most important objectives for the board meeting and align your agenda items with these goals. This way you can be sure that the most important issues are front and center.

Tip: Ask yourself, “What decisions need to be made by the end of this meeting?” Let those decisions shape the structure of your agenda by placing those items at the top of the list so you’ll be sure they’ll be addressed during the meeting and not pushed back.

2. Gather Input from Stakeholders

As the founder or chair, it isn’t always possible to see every detail of your organization. This is when asking for suggestions from board members and key staff ahead of time on what should be brought up at your next board meeting can be helpful. Just be sure not to get overwhelmed if there is a lot of fedback, or try to stuff everything into your agenda. You need to screen and understand what is worthy of a board meeting and what is better addressed as a simple staff meeting.

Tip: Use a formal process like an email template or a shared document where stakeholders can propose agenda items. Set a deadline for submissions to ensure you have adequate preparation time.

3. Prioritize Key Issues

Once you’ve gathered input, it’s time to prioritize. Place the most critical issues, those ones that impact the charity’s mission the most, strategy, finances, ect, at the top of the agenda. Lower priority items like reports or announcements can be listed for later in the meeting so as not to take up crucial time if other more important topics go overtime. They can always be addressed at a later meeting.

Tip: Use a “must-should-could” framework:

• Must: Essential decisions that directly affect your charity’s goals.
• Should: Important but not urgent topics.
• Could: Items that can be discussed if time permits.

4. Allocate Time for Each Item

Assign a realistic amount of time for each agenda item based on its complexity and importance. This keeps the meeting on track and ensures there’s enough time to address each issue in as much depth as needed. Also, use a timekeeper to make sure these time limits are adhered to and to keep matter on track. You should schedule longer discussions for the critical topics early in the meeting, while everyone’s energy and focus are high.

Tip: Set specific time limits for each agenda item. For example:

• Approve previous minutes: 5 minutes
• Budget review and approval: 30 minutes
• Fundraising strategy discussion: 20 minutes

5. Anticipate Potential Issues

If there is a big decision to be made, or you’re going to be including a topic that touches a lot of people’s nerves and you know there will be a lot of discussions going on for the topic, you should allow for more time during the meeting, or even have an informal discussion beforehand. You can even decide to spit the topic into two meetings. The first, everyone can have 5 minutes to state their perspectives, then on the second meeting after everyone has had time to hear everyone else’s points of views, you can use the time to make the actual decisions.

Tip: For sensitive topics, consider discussing them one-on-one with key members before the meeting. This can help avoid surprises and ensure the board is more prepared to make decisions.

6. Include a Clear Objective for Each Agenda Item

Each agenda item should have a defined objective: is it for discussion, specific decision making, or simply information sharing? Having this sort of information on each topic helps guide the conversation and sets expectations for what needs to happen by the time the meeting is finished.

Tip: Write the agenda item with an action verb, such as:

• Review the annual budget
• Decide on the next fundraising campaign
• Discuss potential new board members

7. Leave Room for Flexibility

While a well planned agenda is super important, leaving some extra time at the end in case discussions take longer than anticipated or new issues arise is always a good idea. It’s always better to finish early than to rush through important decisions because the meeting ran over.

Tip: Build a 10-15 minute buffer at the end of the meeting for unexpected discussions or to handle any carry over items from previous meetings.

8. Finalize and Distribute the Board Meeting Agenda or Meeting Packets Early

Once your agenda is finalized, send it out to all of your board members well in advance (at least a week before the meeting). This gives everyone time to review the materials, prepare any notes they may need for discussions, and be ready to make informed decisions during the meeting, again saving on time as well.

Tip: Include any necessary background materials like financial reports or strategic plans along with the agenda. The more prepared everyone is, the smoother your meeting will go.

9. Assign a Meeting Facilitator

Designating someone to manage the flow of the meeting and keep it on schedule can be really helpful, especially for larger board meetings or when a multitude of important topics needs to be discussed. This is often the board chair, but it can be anyone who has been given the authority to keep discussions on topic and cut off side conversations. The facilitator’s job is to make sure that the time limits outlined in the agenda are respected and that the board stays focused on the agenda. Your choice will need to be assertive enough to cut people off when they are meandering, or speaking with no clear intent.

Tip: The facilitator should also make sure that everyone has a chance to speak on key issues without derailing the meeting.

10. Evaluate and Refine for Future Meetings

As the chair running your meetings, you should always be open to learn. After your meeting, take a moment to assess how your agenda worked or fell short. Did you allocate enough time for those super important issues? Were people nodding off at the end because the meeting was too long or unfocused? Were there agenda items that could’ve been handled outside the meeting? All of this feedback can be used to refine your agenda process for your future nonprofit board meetings.

Tip: Send out a quick post-meeting survey to board members asking for their thoughts on the agenda and meeting flow. There’s no reason not to work towards continuous improvement!

By carefully structuring your nonprofit board meeting agenda, you give your board the tools it needs to stay focused and make decisions that move the needle on your mission. Effective time management, prioritization of key issues, and anticipating potential hurdles will streamline your meeting, making sure the most important work gets done while everyone’s attention is fresh and sharp.

The Day of Your Meeting

An actual nonprofit board meeting should be more than just a formal gathering. The actual meeting should always be a structured and focused environment where board members make critical decisions that guide the organization’s mission and impact both short and long term. So if you’ve never attended a board meeting, or your nonprofit is holding its very first, we’ve listed a breakdown of what should happen during the physical meeting process and what needs to be done during this time.

1. Pre-Meeting Preparation and Setup

• Arrive Early: The meeting facilitator (usually the board chair) and any staff involved should arrive early to be sure the meeting venue is properly set up. This includes arranging seating, distributing any necessary printed materials, setting up any technology (like projectors or Zoom for hybrid meetings) and making sure it is working, and placing out refreshments if your meeting is planned for a long period of time.
• Agenda Distribution: Each board member should have a copy of the agenda and any supplemental materials (e.g., financial reports, meeting minutes, proposals) ready at their seat or distributed electronically in advance. If distributed electronically, it’s always a good idea to give them a printed copy and a writing instrument so they are able to take personal notes for their own records.

Tip: A well-lit, comfortable, and quiet room helps to make sure people stay focused and engaged during the meeting.

2. Start Your Nonprofit Board Meeting on Time

• Call to Order: Starting on time is important for a variety of reasons. Don’t wait because someone hasn’t showed, people will become quickly impatient and bored. Once everyone is seated, your board chair or meeting facilitator will call the meeting to order and welcome everyone.
• Roll Call or Attendance: Some boards take attendance formally, especially if a quorum on any important decisions needs to be established. Smaller effective nonprofit board meetings can just do a quick acknowledgment to see who’s present.
• Quorum Check: Verify that enough board members are present to make the meeting official. If you don’t have quorum, you can’t make binding decisions, and the meeting may be limited to discussions only.

Tip: Avoid waiting for latecomers to start. This sets the tone for punctuality and respect for everyone’s time.

3. Review and Approve the Agenda and Minutes

• Approval of Agenda: The chair asks if any additions or changes to the agenda need to be made before proceeding. If none are requested, the board votes to approve the agenda as is. This helps to make sure that everyone is on the same page about what the meeting will entail.
• Approval of Previous Meeting Minutes: The minutes from the last meeting are reviewed, amended (if necessary), and approved by a vote. This is important for maintaining an official record of the board’s actions and keeping your nonprofit’s tax exempt status.

Tip: Keep this part brief and don’t get caught up in unnecessary discussions over small details unless they are significant.

4. Reports and Updates

• Executive Director’s Report: If you have an Executive Director (ED), they will typically provide an update on the organization’s activities since your last meeting. Updates can include the status of ongoing programs, new challenges, successes and failures as an organization, and strategic goals. This report is usually more operational in nature.
• Financial Report: The board treasurer or a finance committee member gives a financial update that should include reviewing the organization's income, expenses, and overall financial health. Key topics like the annual budget or recent audit results may be discussed here, just be sure the conversation doesn’t wonder to fundraising ideas or other discussions to correct any problems.
• Committee Reports: If the board has active committees (e.g., fundraising, governance, programs), each of their committee chairs should be in attendance to provide updates on their progress. This keeps everyone informed about your organization’s ongoing efforts and any decisions that have been made at the committee level.

Tip: Keep reports concise but detailed enough to cover your key points. Use visuals like charts or graphs to make any confusing financial data easier to digest when its feasible.

5. Discussion and Decision-Making

• Focused Discussion on Key Agenda Items: After all reporting is finished, the meeting moves into discussing the highest priority agenda items. This is where the board dives into strategic decision making on the most important issues like fundraising campaigns, new programs, major expenses, or partnerships. Board members should actively participate by asking questions, offering insights or even debating other members if necessary.
• Decision-Making (Motions, Discussions, and Voting): Once the topic has been fully discussed, the board chair will call for a motion to make a decision. A board member makes a motion to either pass or reject the topic, and then another seconds it. Finally the entire present board votes. Depending on your organization’s bylaws, it usually takes a majority vote in order to pass or squash a motion.

Tip: Encourage all of your board members to participate in the discussions while making sure they stay focused and on-topic. If a topic is too contentious or needs further review, table it for the next meeting rather than dragging the discussion out.

6. Breaks and Refreshments (If Needed)

For longer meetings, schedule a brief break halfway through. It helps with focus and allows members to stretch their legs, grab a snack, or take a bathroom break. But don’t let these breaks disrupt the momentum of the meeting (although they can also come in handy if things start getting heated). If the meeting is short, say under an hour, then aren’t really necessary.

Tip: Keep breaks short (5-10 minutes) to make sure that your meeting stays on track.

7. New Business

After all planned agenda items have been addressed, the chair can open the floor to any new business that a member feels needs to be discussed or placed on the next meeting’s agenda. Typically new business isn’t decided at the same meeting as there hasn’t been adequate time for other members to go over the facts and raise questions.

Tip: Limit new business to quick overviews or questions. If anything has enough weight to be looked at in detail, table it for your next formal meeting.

8. Closing Your Board Meeting and Next Steps

• Action Items Recap: Normally the chair will ask the secretary to provide a quick recap of the meeting and list all of the key decisions made while assigning action items if necessary. Every action needs to have someone assigned as responsible and a clear timeline for its completion. This helps with accountability after the meeting.
• Set the Date for the Next Meeting: Confirm the date of your next board meeting so all members are able to note it in their calendars and raise any scheduling conflicts.
• Closing Remarks: The chair should thank everyone for their participation and offers any closing thoughts if they’re pertinent then and formally adjourn the meeting.

Tip: Try to keep the tone of your meetings positive while reminding your members of the important impact of their work on the nonprofit’s mission.

9. Post-Meeting Follow-Up

After the meeting, the board secretary or a designated staff member should send out the approved minutes including any important documents and a summary of any action items and who they’ve been assigned to. This helps keep everyone on the same page so there’s no ambiguity about what was decided or who is responsible for follow-up tasks.

Tip: Aim to send the minutes and action items within 48 hours of the meeting to keep things fresh in everyone’s minds.

Wrapping Up

Running a smooth board meeting isn’t that difficult, and with time your agendas and processes will become more refined and your meeting more effective. Just be sure to create an atmosphere where every decision, every discussion, pushes your organization closer to its mission. As leadership expert Peter Drucker famously said, “Management is doing things right; leadership is doing the right things.” Run your board meetings with intention and structure, and you'll keep your nonprofit on the path to success, both in the boardroom and beyond.