Running and Building a Board

All affiliates of the ACE Mentor Program of America are freestanding, independent corporations operating under their affiliate agreement. While national provides key support—including insurance, resources, and guidance—affiliates are responsible for governing and managing their own Affiliate. This includes building and maintaining an effective board.

The ACE affiliate board is responsible for governing the organization in alignment with federal, state, and ACE policies. It establishes local policies, approves and monitors budgets, oversees program operations, and sets objectives and goals consistent with ACE National standards. The board ensures the affiliate’s activities support these goals and exercises overall oversight, with members fulfilling their duties as outlined in the bylaws.

National and Regional Directors offer guidance and support, but the ultimate accountability for compliance, risk management and performance rests with the local board.

The resources below are intended to support ACE affiliates boards in effective operation.

Board members must comply with applicable laws and organizational policies, including those set by regulatory bodies such as the Internal Revenue Service for tax-exempt organizations, as well as any internal guidelines or standards (such as ACE or similar governing frameworks relevant to your organization). This includes adhering to following bylaws, conflict of interest policies, maintaining confidentiality, and exercising fiduciary duties—duty of care, duty of loyalty, and duty of obedience. Following these standards ensures accountability, protects the organization’s nonprofit status, and builds trust with stakeholders and the community.

For more information on Corporate and ACE policies, visit on Risk Management Page

Understanding and adhering to board bylaws is essential for effective governance and organizational integrity. Bylaws serve as the legal framework for how the board operates, outlining roles, responsibilities, meeting procedures, voting requirements, and terms of service. All ACE affiliates have established bylaws that were reviewed for legal compliance at the time of creation and designed to support board and affiliate operations without the need for significant ongoing changes.

It is imperative that all ACE board members are familiar with their bylaws to ensure the board operates within established guidelines and maintains accountability and compliance. New board members should be provided a copy of the bylaws and certify receipt and at a minimum the bylaws should be reviewed every 3 years. If a board is not operating in alignment with its bylaws, the affiliate should adjust its practices accordingly. In general, bylaws are not changed to reflect current practices. Rather, current practices should be adjusted to reflect the bylaw directives.

If the bylaws no longer reflect how the board needs to function, appropriate steps should be taken to formally amend them. Bylaws should also be reviewed regularly to ensure the affiliate remains aligned with current federal and state legal requirements.

Please note, if an affiliate updates and amends their bylaws, they must notify their Regional Director to support the process, ensure compliance and update the bylaws with ACE National.

While each affiliate operates as an independent corporation and must comply with applicable state and federal laws, they are also bound by the terms of the agreement signed at the time of formation. Affiliates should review this agreement periodically to ensure ongoing compliance with national standards. Regional Directors provide annual support and guidance, but ultimate responsibility for compliance rests with the affiliate’s board. Annual reporting requirements that are generally required by the affiliate agreement can be found HERE

If you need support with finding, reviewing or adhering to your Affiliate Agreement, please reach out to your Regional Director.

This webinar is designed specifically for ACE Mentor Program board members and affiliate leaders who are committed to maximizing their impact. This session will provide a comprehensive overview of board governance best practices, with a focus on supporting ACE’s mission, understanding compliance, and driving affiliate success. Participants will gain a better understanding of their role, responsibilities and fiduciary duties – along with key aspects of ACE National’s policies – to ensure effective government and overall affiliate success.

Intended Audience:

  • Affiliate Board Members
  • Affiliate Leadership (Executive Directors, Program Managers)
  • Anyone involved in governance, development, or strategic planning at the affiliate level

Insert Video Here

Affiliate Board Best Practices

Building an effective nonprofit board is less about filling seats and more about creating a group that willingly governs, supports, and advances the ACE mission. Many affiliates struggle because boards become passive, overly operational, disorganized, or unclear on their role. Here’s how to avoid that and build a strong, functional board.

Board members are most effective when they clearly understand their roles, responsibilities, and commitments from the outset. A good functioning board will do the following:

  • Develop written job descriptions that outline expectations for meeting attendance, committee participation, fundraising involvement, and other affiliate duties.
  • Sharing Board expectations early—ideally during recruitment to helps ensure alignment and prevent misunderstandings later.

Below are samples to assist as you set up clear structure and guidance for board members:

Board Statement of Expectations

Affiliate Board List Template

Board President Best practices

Vice President

Secretary

Treasurer

All Board members

A structured onboarding process sets new board members up for success and accelerates engagement. At a minimum, ACE Affiliate Board should conduct the following board member onboarding:

  • Provide a board handbook that includes your mission, board expectations and other information
  • Provide the current strategic plan, bylaws, financial overview, and recent minutes.
  • Provide access to all corporate policies and receive verification of agreement with the conflict of interest policy.
  • Provide access to a board portal
  • Require registration in the ACE database

In addition to the minimum expectations above, a well run will board will also

  • Schedule an orientation session
  • Obtain written verification that the new member has read and reviewed the bylaws and all policies
  • Share the board training on ACE mentor tools

Strong onboarding helps new members feel confident, informed, and ready to contribute quickly.

Useful Samples:

ACE Board Book

Most affiliates that achieve regular success in fundraising and program growth strategically utilize committees. Committees are outlined in the bylaws and exist until the bylaws are updated. Please note, a committee is not a task force. See below for information on task forces. Committees allow the board to work more efficiently by focusing on key areas like finance, governance, fundraising, and programs by following the below best practices.

  • Each committee should have a clear purpose, defined responsibilities, and specific goals aligned with the organization’s priorities. This should be a document shared with all committee members
  • Assign a committee chair responsible for scheduling meetings, reporting out to the full board and tracking member progress
  • Prepare agendas for committee meeting and maintain minutes, both of which should be in the board portal.
  • Rather than simply reporting updates, committees should bring recommendations to the full board to support informed decision-making and deeper engagement.

Note: Committees are defined by the bylaws, and Affiliates should carefully consider whether new board committees are needed. Not every project truly requires a new committee. Rather, subcommittees can be created under existing committees to manage specific tasks. For short term project, a board can assign a Task Force to oversee the project rather than creating a new committee.

Useful Resources and Samples:

Board Committees

Well-run board meetings are focused and organized. Board meetings must be scheduled in accordance with the requirements in the bylaws and non profit best practices must be followed. The president/chair should also be familiar with Robers Rules of Order (see below). Prior to every board meeting, boards should do the following:

  • Prepare an agenda. Usually the executive committee convenes outside the main board meeting to set the agenda. Or you can follow a general outline that is updated as needed.
  • Check with your regional director to determine if there are updates from ACE national
  • Share the agenda, minutes from past meeting and updated financials with the full board prior to the meeting
  • At the start of every meeting, the previous minutes are reviewed and approved and a financial report is provided.
  • Consider sharing program updates via a dashboard
  • Assign someone to take minutes during the meeting and note any action items to be completed

Effective meetings prioritize strategic matters that align with current priorities and have concrete tasks and follow up items throughout.

As a reminder, it is always important to check your Affiliate Bylaws for any information relating to frequency of meetings, quorums, voting rules, etc. (LINK TO ABOVE)

Samples and Resources

Link to Roberts rules of order (take note of how to take a board vote)

Sample agenda

Sample minutes

Sample financial reports

Sample program report

Strong boards hold themselves accountable through clear expectations and regular evaluation. Successful boards track attendance, board member participation, and fulfillment of commitments such as fundraising or committee work. It is helpful to conduct annual self-assessments and use term limits as required by the bylaws. If board members are not activily contributing, the President/Chair/Executive Committee should address underperformance directly to ensure the board remains active and effective.

NY = Board score card

SAMPLES

Maintaining up-to-date and accessible governance documents is essential for transparency and compliance. Boards should regularly review and update bylaws, policies, and key organizational documents to reflect current practices and legal requirements. These should be stored in a centralized location accessible to all board members. Well-managed documentation reduces risk, supports good decision-making, and ensures continuity over time. Non profits must be particularly mindful of maintaining accurate minutes and financial tracking as these are all public documents that must be available upon request. The following should be kept in a board portal, at a minimum:

  • Bylaws
  • Affiliate agreement
  • Most recent 990/audit/tax filing
  • Board agendas and minutes
  • Committee agendas and minutes
  • Strategic Plan/Maturing Matrix
  • The affiliates completed version of the annual program report

Samples

Link to document retention policy

Conflict of interest tracking sample

Link to Annual reporting Documents

An advisory board is a group of individuals who provide strategic guidance, expertise, and external perspective to support a nonprofit’s leadership, without having formal governance authority or fiduciary responsibility like a board of directors. Note: Advisory Boards can not vote on board governance matters. Advisory boards are especially useful for accessing specialized knowledge, expanding networks, and strengthening credibility in the community. To be effective, they should have a clear purpose, defined expectations, and a structured way to engage—such as periodic meetings or project-based input. While they do not make binding decisions, a well-managed advisory board can significantly enhance an organization’s strategy, visibility, and overall impact.

An Advisory Board can be useful for short-term projects or targeted initiatives, such as enhancing an affiliate’s focus on the trades, improving mentor engagement, or addressing specific strategic priorities. It can also serve as a valuable way to engage industry experts, build partnerships, and develop a pipeline of future volunteers and board members for the affiliate.

Cleveland presentation on advisory board – it’s old, but still relevant

Building a strong board should include intentional representation from the Architecture, Engineering, and Construction industry to ensure alignment with ACE’s mission and access to relevant expertise and networks.

Affiliates are encouraged to recruit board members from across the AEC spectrum while also incorporating partners from schools, workforce development programs, and industry associations. This mix strengthens program relevance, expands partnership opportunities, and supports pathways for students and participants.

Link to Partnerships page

Link to affiliate presentations?

Affiliates should proactively identify and develop future leaders for key roles such as board chair, officers, and committee leads, rather than waiting for vacancies to arise. This can include setting term limits, creating vice or co-chair roles, and building a pipeline of engaged members who are prepared to step into leadership. A thoughtful succession plan helps preserve institutional knowledge, maintain momentum, and reduce disruption during leadership transitions. It is also important to align succession planning with the affiliate bylaws.

Affiliates should also consider developing a strong leadership pipeline from mentor to board member. Encourage progression from mentor to team leader and eventually to board member by creating clear pathways for increased responsibility and engagement. This approach strengthens institutional knowledge, deepens engagement, and creates a reliable pipeline of informed, invested leaders. The resources on our mentor pages can be shared to support mentors and help them stay committed to the ACE program.

Mentor Training Resources

Succession Planning Resources

ACE research shows a strong correlation between hiring paid support staff and increased fundraising success, program growth, and overall affiliate sustainability. While paid support operates under the direction and oversight of the board, the decision to add staff or contracted support should be made thoughtfully and in coordination with fundraising goals, financial capacity, and broader strategic planning efforts. Before hiring, affiliates should assess whether they have sufficient and sustainable funding not only for salary costs, but also for related expenses such as taxes, benefits, technology, and administrative support. Affiliates should also understand the distinction between an independent contractor and an employee, as each carries different legal, tax, and compliance obligations. If an affiliate grows to the point of hiring full-time staff, additional responsibilities—including payroll administration, employment policies, insurance considerations, and compliance with federal and state employment laws—must be considered. Careful planning can help ensure that adding paid support strengthens the affiliate while remaining financially and operationally sustainable.