Assigning Board and Committee Roles

When you add someone to a board or committee in Boardwise, you give them a role in that group. The role decides what they can do there and whether they vote. It works alongside the person's organization access (Admin, Member or Guest), which is explained in Understanding Organization Roles.

The Roles at a Glance

Everyone who holds a seat in a board or committee can see that group's meetings and read the documents filed for the group. (The materials for a particular meeting go to the people invited to it, which normally includes everyone in the group.) The roles differ in three ways: whether they help run the group, whether they can add documents, and whether they vote.

Role	Runs the group's meetings and records	Adds documents	Votes	One person at a time
Chair	Yes	Yes	Yes	Yes
Senior Vice Chair	Yes	Yes	Yes	Yes
Vice Chair	Yes	Yes	Yes	No
Executive Chair	Yes	Yes	Yes	Yes
Independent Lead Director	No	No	Yes	No
Secretary	Yes, but cannot cancel meetings	Yes	Yes	Yes
Treasurer	No	Yes	Yes	Yes
Immediate Past Chair	No	No	Yes	Yes
Member	No	No	Yes	No
Observer	No	No	No	No
Staff	No	No	No	No

What "runs the group's meetings and records" means

The Chair, Senior Vice Chair, Vice Chair, Executive Chair and Secretary can, for their own board or committee:

• Schedule meetings and keep their details up to date
• Cancel a meeting (the Secretary cannot)
• Run the meeting on the day: start it, take attendance, record decisions and close it
• Prepare and download the minutes, and download the meeting book
• Add, change and remove the group's documents
• Create and change action items, and delete them (the Secretary cannot delete them)
• Send messages, written resolutions, surveys and declarations to the group

None of this reaches beyond their own group. A committee Chair cannot manage the board's meetings unless they also hold a role on the board that allows it.

What "votes" means

People in a voting role:

• Count toward quorum
• Are listed as directors in the attendance section of the minutes
• Are added as signers when you prepare a written resolution for the group (you can still change the list)

Observers and Staff can attend and read the materials, but they don't count toward quorum and aren't asked to sign.

Each Role in Detail

Chair

Leads the board or committee and presides at its meetings.

The Chair can do everything listed under "runs the group's meetings and records," including cancelling meetings and deleting action items. The Chair votes.

Only one person can be Chair of a group at a time.

Senior Vice Chair

The vice chair who ranks first, for organizations that name one. The Senior Vice Chair has the same abilities as the Chair and votes.

Only one person can be Senior Vice Chair of a group at a time.

Vice Chair

Supports the Chair and presides when the Chair is away. A Vice Chair has the same abilities as the Chair and votes.

A group can have more than one Vice Chair.

Executive Chair

A Chair who also holds an executive position in the organization. The Executive Chair has the same abilities as the Chair and votes.

Only one person can be Executive Chair of a group at a time.

Independent Lead Director

An independent director chosen to lead the other independent directors, often where the Chair is not independent. In Boardwise, the Independent Lead Director reads the group's meetings and documents and votes, the same as a Member. The title records their position; it does not add management abilities.

A group can have more than one person in this role.

Secretary

Prepares meetings, keeps the records and handles the group's paperwork.

The Secretary can:

• Schedule meetings and keep their details up to date
• Run the meeting, record decisions, and prepare and download the minutes and the meeting book
• Add, change and remove documents
• Create and change action items
• Send messages, written resolutions, surveys and declarations to the group

The Secretary cannot cancel a meeting or delete action items. Ask the Chair or an administrator to do that.

Only one person can be Secretary of a group at a time.

Treasurer

Oversees the group's financial matters.

The Treasurer can read the group's meetings and documents, add documents (such as financial statements) and votes. The Treasurer cannot schedule or run meetings, or change or remove documents once they are added.

Only one person can be Treasurer of a group at a time.

Immediate Past Chair

The previous Chair, who stays on to provide continuity. The Immediate Past Chair reads the group's meetings and documents and votes. The title does not add management abilities.

Only one person can be Immediate Past Chair of a group at a time.

Member

A regular voting seat. Most directors and committee members hold this role.

Members can read the group's meetings and documents and vote. Members cannot schedule meetings, add documents or create action items.

Observer

Someone who attends to follow the group's work without voting, such as a prospective director or an outside advisor.

Observers can read the group's meetings and documents. They don't vote, don't count toward quorum and aren't asked to sign written resolutions.

Staff

Employees or support staff who attend and receive the materials but don't sit on the board or committee, such as the chief executive or someone from the corporate secretary's office.

Staff can read the group's meetings and documents. They don't vote, don't count toward quorum and aren't asked to sign written resolutions.

If a staff member needs to prepare meetings, give them Admin organization access or a role that runs the group's meetings, rather than the Staff role.

Officers and One-at-a-Time Roles

The officer roles are Chair, Senior Vice Chair, Vice Chair, Executive Chair, Secretary, Treasurer and Immediate Past Chair.

Most officer roles can be held by only one person in a group at a time: Chair, Senior Vice Chair, Executive Chair, Secretary, Treasurer and Immediate Past Chair. Vice Chair is the exception, so a group can have several Vice Chairs.

Independent Lead Director, Member, Observer and Staff can be held by any number of people.

Assigning Roles When Adding Someone to a Group

To add someone to a board or committee:

1. Go to People in the main navigation
2. Find the person you want to add, or click Add Person to create a new record
3. Scroll to the Board & Committee Memberships section
4. Click Add Board/Committee Membership
5. Select the board or committee from the dropdown
6. Choose their role from the role dropdown
7. Optionally set a start date and end date
8. Click Save

The person will receive a notification about their new membership (unless they are still setting up their account).

Group Roles vs. Directory Titles

Boardwise keeps two things apart:

Group Role

The role a person holds in a board or committee (one of the eleven above). This is what decides what they can do in that group: its meetings, documents and action items.

Directory Title

Separately, each person can have a title in the directory (like "Executive Director", "CEO" or "General Counsel"). The title appears in the directory and in meeting materials but does not change what the person can do.

Example: Sarah might have the directory title "Chief Financial Officer," while holding the Treasurer role on the Finance Committee and the Member role on the board.

Setting Term Dates

You can track term limits and membership periods by setting start and end dates:

Start Date

When the membership begins. If left blank, the membership is considered active from when it was created.

End Date

When the membership ends. Setting an end date:

• Automatically deactivates the membership when the date passes
• Preserves the historical record (the person's past participation remains visible)
• Removes the person's access to new group content after the end date

Tip: Use end dates to plan ahead for board rotations. You can set an end date months in advance, and Boardwise will automatically handle the transition.

How Group Roles Work with Organization Roles

Boardwise uses two layers of permissions that combine to determine what someone can access:

Layer 1: Organization Access

Sets baseline access across the entire organization. The options are Admin, Member and Guest. See Understanding Organization Roles for details.

Layer 2: Group Role

Adds permissions within specific boards or committees. A person can have different roles in different groups.

How They Combine

A person's effective access is the combination of both layers:

Organization Role	Group Role	Result
Member	Board Chair	Can view organization documents AND manage board meetings
Guest	Committee Member	Cannot see organization documents, but CAN see their committee's content
Admin	Observer	Can manage everything, including that group, but does not vote in it

Common Scenarios

Board member who is also an Admin:
A corporate secretary often serves as an Admin (to manage the organization) and might also have a Secretary role on the board (to manage board meetings).

External advisor on a committee:
An outside legal advisor might be a Guest at the organization level (limited general access) but have a Member role on the Audit Committee (full access to that committee's meetings and documents).

Board observer:
A potential future board member attending meetings to learn might be a Member at the organization level but have an Observer role on the board (can view but cannot vote).

Viewing Current Roles

To see who holds which roles:

1. Navigate to the board or committee
2. View the membership list showing each person's role

Or from a person's profile:

1. Go to People and select the person
2. The Affiliations section shows all their board and committee memberships with roles

Changing Roles

To change someone's role within a group:

1. Go to People and select the person
2. Click Edit
3. Find their membership in the Board & Committee Memberships section
4. Select the new role from the dropdown
5. Click Save

The person will receive a notification about their role change.

Important: Each group can have only one Chair, Senior Vice Chair, Executive Chair, Secretary, Treasurer or Immediate Past Chair at a time. (A group can have several Vice Chairs.) If someone else already holds the role, Boardwise will tell you who. Give their seat an end date first, then assign the role. You can also add the next holder ahead of time, starting on or after the day the current holder's seat ends.