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Board Roles and Responsibilities

MWL Board of Directors: Roles, Expectations and Job Descriptions

MWL Board of Directors:
Four Key Roles

• Strategic leadership and oversight;
• Organizational management and policy development;
• Fund development / fiduciary responsibility;
• Ambassadors to the greater community.

As the leadership group responsible for ensuring MWL is making steady progress towards its mission, the efforts of the Board are key in providing the example, strategic focus, and oversight necessary to accomplish its goals. The Board’s continued work will inform the work of all other MWL leadership groups, by creating and supporting a strategic, unified and effective direction for the organization. Serving as an MWL Board Director entails more time, commitment and responsibility than serving in any other MWL leadership capacity.

MWL Board of Directors:


• Become fully familiar with the association and the environment in which it operates.

• Participate fully in the governance process.
• Understand and accept appropriate fiduciary responsibilities for the association.
• Regularly attend regular board and other related meetings. Adequately prepares for meetings.
• Actively participate in fundraising and relationship-building efforts on behalf of the association throughout the year.
• Willingly accept assignments and complete them thoroughly and on time.
• Serve as a Co-Chair or Liaison to an MWL Committee or Affinity Group; stay informed about Committee or Affinity Group matters and brings appropriate matters to the Board of Directors for review and recommendation.
• Volunteer for board task forces and/or projects.
• Build relationships with other MWL board members and leadership.  Help to create a collegial working environment that contributes to consensus.
• Actively participate as an MWL ambassadors. This leadership function is viewed as vital to enhancing MWL’s reputation, impact and outreach to members, key stakeholders, and the Minnesota legal community.
• Serve as an active participant in the board’s orientation, planning efforts, strategic goal-setting, and annual evaluation.


MWL Board of Directors:
Time Commitment*


• MWL Board Directors should anticipate spending 6-10 hours per month on MWL related meetings, projects and event attendance.

• MWL Officers (Treasurer, Secretary and Past-President) should anticipate an additional 3-6 hours per month for Executive Committee related meetings and activities.

• MWL President-Elect and President positions require a significant additional time commitment, which will vary depending on current organizational activities. 


*Time commitments are estimates and will vary from month to month. For further information about MWL Board positions, roles and responsibilities, and time commitment, please contact MWL Executive Director Debra Pexa (612-338-3205;



MWL Board of Director Roles (As per MWL Bylaws):

President (one year position)

The President shall be the chief executive officer of the corporation, and shall lead the general direction of the affairs of the corporation. The President shall undertake the following responsibilities:

(a) Preside at all meetings of the Board of Directors;
(b) Direct the general active management of the business of the corporation;
(c) See that all orders and resolutions of the Board of Directors are carried into effect;
(d) In coordination with the Treasurer, execute all contracts, mortgages and other instruments of the corporation;
(e) Appoint and discharge people to specific roles, including but not limited to, committees and taskforces;
(f) Serve as a member of any committee;
(g) Perform all such other duties as are incident to the office or are properly required by the Board of Directors.

Past-President (one year position)

At the conclusion of the term as President, the President shall automatically succeed to the office of Past-President of the corporation. The Past-President will serve on the Executive Committee for one year.

President-Elect (one year position)

The President-elect shall succeed to the office of the President. In the event of the absence or disability of the President, the President-elect shall perform the President’s duties. If the office of the President should become vacant between elections, the President-elect shall fill the vacancy and complete the unexpired term. The President-elect shall then become President for a full term after the completion of such unexpired term. In addition, the President-elect shall perform such other duties as the Board of Directors shall prescribe.

Secretary (one year position)

The Secretary shall attend all meetings of the Board of Directors and the Executive Committee, and record all votes and minutes of all proceedings. In the event the Secretary is unable to attend a meeting, she shall be responsible for securing a Board member, Executive Committee member or Staff member to undertake her recording responsibilities. The Secretary shall perform such other duties as may be prescribed by the Board of Directors or the President.

Treasurer (one year position)

The Treasurer shall have knowledge of and provide direction for the custody of the corporate funds and securities, in accordance with the directive of the Board of Directors. The Treasurer shall also provide oversight for the following:

(a) Full and accurate account of receipts and disbursements in books belonging to the corporation;
(b) Deposits of all monies and other valuable effects in the name and to the credit of the corporation in such depositories as may be designated by the Board of
(c) Fund disbursements of the corporation in discharge of corporate liabilities and obligations as may be ordered by the Board of Directors;
(d) An account of all transactions of the financial condition of the corporation, provided to the Board of Directors at each Board meeting, or when otherwise requested
by the Board of Directors or the President;
(e) A review of the MWL Fiscal Management Manual on an annual basis, and making policy amendments or additions to the Board of Directors, as appropriate.

Executive Committee

The Executive Committee shall consist of the President Elect, President, Past President, Secretary and Treasurer of the corporation. The Executive Committee shall have and exercise all of the authority of the Board of Directors in the management of the business of the corporation. The Executive Committee shall act only in the interval between meetings of the Board of Directors and shall be subject at all times to the control and direction of the Board of Directors. The Executive Committee shall, among other things, advise and make recommendations to the Board concerning personnel matters, including the creation and monitoring of job description for the position of Executive Director, the establishment of the Executive Director’s salary and job duties, and the frequency and type of performance reviews and training for the Executive Director. The Executive Director shall be primarily responsible for hiring, firing and establishing wages of other staff, with input and approval from the Executive Committee.

Board of Directors (two year positions)

The business and affairs of this corporation shall be conducted by its Board of Directors The voting directors shall consist of the officers of the corporation, ten (10) directors and one representative from each chapter. In addition each accredited law school or law school which is applying for accreditation located in Minnesota may select a student to serve as liaison between the Board of Directors of this corporation and women law students. As liaisons, these students may attend and participate in meetings of the Board of Directors, but shall not be considered directors and shall have no vote.


Each chapter is entitled and obligated to annually elect a director to the Board who shall report the financial and business activities of the chapter to the Board. This Chapter representative serves as a full voting member of the MWL Board of Directors.


Minnesota Women Lawyers
600 Nicollet Mall, Suite 390B
Minneapolis, MN 55402

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