Creating a Board Committee Charter [Tips + Template]

  • By: Adam Wire
  • April 5, 2022
Creating a Board Committee Charter
Reading Time: 5 minutes

A board committee charter is a document that outlines the specific purpose, authority, and procedures of a particular committee.

Boards of directors are tasked with important and strategic work on behalf of their organizations. The role of the board, and individual directors, is governed by law, company policy, and the organization’s articles or charter. A board committee charter is a document that outlines the specific purpose, authority, and procedures of a particular committee. This template can be used to create a set of bylaws for a committee or to revise an existing set of bylaws. 

Many organizations choose to create a board committee to deal with a specific issue or area of the operation. This can be helpful in clarifying the roles and responsibilities of the committee as well as maintaining communication among its members. When creating a board committee charter, there are several important items to consider. Utilizing an effective board portal ensures effective communication and collaboration among all board members.

What's the Structure of a Committee Charter?

A board committee charter needs to be clearly organized to make it easy to understand. It should contain an overview of the purpose of the committee, as well as information on election and rotation requirements, member duties and responsibilities, and reporting requirements. Below are some key items to include in a board committee charter:

1. Mission Statement

Your mission statement explains the purpose of the committee to current and potential members. This should be a clear statement of why you chose to create the committee, and how this will enable you to achieve your goals for the upcoming year.

2. Type of Committee and Area of the Program

The committee charter should state whether this is a standing or ad hoc committee. If you are creating a standing committee, it should also indicate the areas of focus for the committee.

3. Membership

The committee charter should include information about the election and rotation requirements for board members. It should also state whether a quorum is required for a meeting.

This section should describe the process for selecting members on the committee. It should include information on how to nominate a member and whether it’s mandatory to select an even number of members.

4. Chairmanship

The committee charter should specify the duties of the chair. It should also state whether there are any special requirements for serving as the chairperson.

This section of the committee charter should include information about the Chairman, 1st Vice-Chair, and 2nd Vice-Chair, as well as a provision for how these positions are elected.

5. Authority

This section of the committee charter should outline the authority and scope of the committee as well as how decisions will be made and how any disputes will be resolved. It should include information on what operations can be delegated to this committee and whether the committee has decision-making power.

This section should state how often members need to attend meetings, and list any meetings that require a physical presence at a specific time and location.

6. Responsibilities

This section should outline the specific duties and responsibilities of each committee member. It’s a good idea to include details on who will be responsible for chairing important meetings and what information you expect to be reported to the board. 

This section should contain information about how you expect this committee to fulfill its duties. You may want to describe how often members need to report, who will host or facilitate meetings, and what types of materials are expected from members.

7. Standard Committee Procedures

Standard procedures should make it clear which committee members are responsible for specific tasks. It should also specify how materials will be submitted, shared, and reviewed by the individual members and the full committee.

8. Termination of Membership

This section should clarify whether a member can be removed from the committee as well as who can initiate this process. It may also indicate whether there’s an appeal process if a member feels they’ve been unjustly removed from the committee.

Board Committee Charter Template

Board committee charters should be as detailed and clear as possible. This will help everyone understand the role of each board member, as well as the communication process among members. Here’s a sample template of a board committee charter:

Purpose of Committee

The committee will assist the board in making decisions that will help the organization achieve its annual goals and initiatives. This committee is designed to allow board members who do not have the time to attend all the board meetings to be involved in major decisions.


The committee will consist of five members who will pair up according to their areas of expertise or interest and rotate positions, so every two months, a new member takes over as chairperson for two weeks.


This committee only makes recommendations to the board, and it will report to the board at the end of each month. The committee meets at least three times a year in order to reach recommendations that the entire board can put to a vote.


The chairperson will be responsible for implementing all decisions this committee makes, and will also keep members up-to-date on any decision-making required by the organization.

Tips for Creating a Board Committee Charter

The board committee charter enables you to effectively organize the roles and responsibilities of the board members, as well as the meeting times, locations, and attendance requirements.

Below are some additional tips on creating your own board committee charter:

  • Be creative. Board meetings may need to be revised or relocated in order to be more efficient. Creativity is key to achieving this goal and will help you consider new ideas.
  • Be flexible. It’s important to be open to changes in your own organization that may require you to change your board committee structure. For example, if a new member joins the board, it will be easier for him or her to get up-to-speed if established standing committees already exist.
  • Be consistent. Committees are responsible for reviewing policies and recommending changes to policy. Be sure your committee follows the same guidelines the board follows when making these changes.
  • Be transparent. When distributing information about new board committees or reporting on the progress of current committees, be sure to use a transparent procedure so everyone can clearly see what’s required of them and when.
  • Be specific. While it’s important to provide a general outline of your expectations, it’s also essential to outline the specific tasks that each member needs to fulfill.

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Final Thoughts

A board committee charter is essential to organizing and running your committee. This guideline allows you to clearly outline the role of each board member while also informing committee members of the duties they need to fulfill.

The OnBoard web-based solution can help you create an online space and workflow for your board of directors. OnBoard’s board portal gives your organization a central location for managing all aspects of the board, as well as empowering members to make informed decisions.

You can try OnBoard’s board portal solution to see how it can help you create a harmonious environment that encourages teamwork and cooperation among all members of your organization. If you have any queries, contact OnBoard for more information.

Ready to upgrade your board’s effectiveness with OnBoard the board intelligence platform? Schedule a demo or request a free trial

About The Author

Adam Wire
Adam Wire
Adam Wire is a Content Marketing Manager at OnBoard who joined the company in 2021. A Ball State University graduate, Adam worked in various content marketing roles at Angi, USA Football, and Adult & Child Health following a 12-year career in newspapers. His favorite part of the job is problem-solving and helping teammates achieve their goals. He lives in Indianapolis with his wife and two dogs. He’s an avid sports fan and foodie who also enjoys lawn and yard work and running.