There are many ways to organize the different people involved in a non-profit. Sometimes, one person can even fulfill more than one role at once. This table introduces you to the basics of some common non-profit roles and responsibilities.
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Important! The information in this article only applies to incorporated non-profits created under Quebec law. To learn more about federally incorporated non-profits, check out our article Non-profits: Incorporate With the Quebec Government or the Federal Government? or Corporation Canada’s website. Note that the law allows Quebec non-profits to put different rules in their letters patent or by-laws in certain cases. If non-profits do this, the rules in these documents apply to it instead of the legal rules described in this article. |
Different rules when starting a non-profit
If you’re creating a non-profit incorporated in Quebec, know what there are different roles and responsibilities for the organization’s first members and directors. For more information, check out Éducaloi’s step-by-step guide on this topic.
The rules that follow apply after the first members and directors have finished their initial mandates.
Members
Required or optional?
- Required
Who chooses members?
- The non-profit’s by-laws can say if there’s a process for becoming a member. The board of directors usually handles memberships.
Who can be a member?
- The non-profit’s by-laws can say if there are any eligibility requirements for becoming a member. These by-laws can also create different categories of members with different rights, like voting, and set a maximum number of members for each category.
What do members do?
- Members of a non-profit will generally have certain rights. If they have voting power, they can elect the non-profit’s board of directors. Voting members also vote on some other decisions that require member approval, like creating an executive committee.
Board of Directors
Required or optional?
- Required
Who chooses the board?
- Members elect at least three people to serve as directors on the board.
Who can be on the board?
- Usually, anyone over 18 who isn’t bankrupt can be on the board. Members can even choose the non-profit’s directors from amongst themselves.
What does the board do?
- The board decides the overall direction for the organization. It makes decisions for the non-profit as a group.
Executive Committee
Required or optional?
- Optional
Who decides?
- If a board has at least seven directors, it can decide to create an executive committee. But two thirds of the non-profit’s members must approve this decision.
Who can be on the executive committee?
- The board chooses three of its directors to be on the executive committee.
What does this committee do?
- The executive committee helps run the non-profit’s day-to-day activities. The board decides which day-to-day responsibilities it wants to delegate to the executive committee. A non-profit can even have an executive committee and an executive director at the same time, each with different responsibilities.
Executive Director
Required or optional?
- Optional
Who decides?
- The board decides if the non-profit will have an executive director and who it will hire to fill this position.
Who can be the executive director?
- The board can hire anyone with the required skills to be the executive director.
What does the executive director do?
- Generally, the executive director is a high-level manager who helps run the non-profit’s day-to-day activities. The board decides which day-to-day responsibilities it wants to delegate to the executive director. A non-profit can even have an executive director and an executive committee at the same time, each with different responsibilities.
President
Required or optional?
- Required
Who chooses the president?
- The board chooses the president.
Who can be the president?
- Any of the directors on the board can be the president.
What does the president do?
- The president generally has a leadership role on the board. For example, they usually lead meetings and sign the meeting minutes. They’re also usually on the executive committee if there is one. The non-profit’s by-laws can specify whether the president has any other responsibilities.
Vice-President
Required or optional?
- Optional
Who decides?
- The board can decide to elect one or more vice-presidents.
Who can be a vice-president?
- Any of the directors on the board can be a vice-president.
What does a vice-president do?
- A vice-president handles the president’s responsibilities when this person is unavailable.
Secretary
Required or optional?
- Required
Who chooses the secretary?
- The board chooses the secretary.
Who can be the secretary?
- The board can elect any person with the required skills to be the secretary, whether or not this person is a director.
What does the secretary do?
- Normally, the secretary
- keeps official records for the non-profit,
- drafts and signs meeting minutes, and
- handles other administrative responsibilities, like sending notices to let people know when a board meeting or members meeting is happening.
The non-profit’s by-laws can specify whether the secretary has any other responsibilities.
Treasurer
Required or optional?
- Optional
Who decides?
- The board decides whether to have a treasurer and who will fill this position.
Who can be the treasurer?
- The board can elect any person with the required skills to be the treasurer, whether or not this person is a director.
What does the treasurer do?
- The treasurer oversees the non-profit’s finances on behalf of the board.
Employees and Freelancers
Required or optional?
- Optional
Who decides?
- The board decides who will manage employees and freelancers (also called self-employed workers) for the non-profit. The board often delegates this to someone else, like the executive director, but it can also handle this itself.
What do employees and freelancers do?
- They help the non-profit deliver its activities and fulfill its mission. A contract can specify their responsibilities in more detail.
Volunteers
Required or optional?
- Optional
Who decides?
- The board decides who will manage volunteers for the non-profit. The board often delegates this to someone else, like the executive director, but it can also handle this itself.
What do volunteers do?
- They help the non-profit deliver its activities and fulfill its mission. A contract can specify their responsibilities in more detail.
Committees
Required or optional?
- Optional
Who decides?
- The board decides whether to create additional committees and who will be on them.
Who can be on a committee?
- Directors, members, employees, or anyone else with the required skills can be on a committee.
What do committees do?
- Committees work on a specific issue, like finding candidates for the board of directors. They make recommendations to the board on this issue or carry out its instructions.