Businesses and Non-profits

Different Roles and Responsibilities in a Quebec Non-profit

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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.

Important! 

This article is for non-profits incorporated 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.

Also, 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.

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?

  • Voting members elect the non-profit’s board of directors. They 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 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.

Important! 

If you’re creating a non-profit incorporated in Quebec, there are different roles and responsibilities for the organization’s first members and directors. For more information, check out our step-by-step guide on this topic.