MSU Extension 4-H Advisory Group Support

In Michigan 4-H Youth Development programs, county 4-H councils are often referred to as boards of directors or advisory boards. Understanding the distinction between these two is crucial to helping volunteers serving on these boards clearly understand their roles and responsibilities. This article explores the key differences between a board of directors and an advisory board.

Boards of directors and advisory boards fulfill distinct functions within an organization, differing primarily in authority, responsibilities and structure. Below, we outline the main differences, starting with the core responsibilities of a board of directors.

Authority and decision-making

• Board of directors:
• Legally responsible for the organization, with fiduciary duties.
• Makes binding decisions, such as approving budgets, hiring executives and setting strategic goals.
• Authority is defined in organizational bylaws and often regulated by law.
• Advisory board:
• Offers non-binding advice and guidance.
• Lacks decision-making authority and enforcement power.
• Provides expertise, insights and recommendations in specific areas. 
• May have their own by-laws or guides of operations.
• Must operate under the policies and procedures of the organization or the board of directors. 

Legal and fiduciary responsibilities

• Board of directors:
• Legally accountable for the organization's actions, financial health and compliance with laws.
• Members have fiduciary duties: the duty of care, loyalty and obedience to the organization.
• Advisory board:
• No legal or fiduciary responsibilities.
• Acts in a consultative capacity with no liability for the overall organization’s decisions but can make decisions for their individual operations. For example, if a local 4-H council would like to create a policy that 4-H members in Clover County must complete record books, than they can do that without the higher level board of directors for the university approving it. 

Structure and membership

• Board of directors:
• Typically has a formal structure with defined roles (e.g., chairperson, treasurer, secretary).
• Members are elected or appointed based on specific criteria outlined in governing documents.
• Advisory board:
• Usually less formal and flexible in structure but may still have defined officer or special roles as determined by the board itself. 
• Members are selected for their expertise or connections in specific areas (e.g., industry experts, influencers, academics).

Purpose

• Board of directors:
• Oversees the governance and overall strategy of the organization.
• Ensures the organization fulfills its mission and complies with legal and ethical standards.
• Advisory board:
• Focuses on providing expertise, insights and recommendations.
• May help with networking, fundraising or addressing specific challenges

Compensation

• Board of directors:
• Directors in non-profits often serve voluntarily, but in for-profits, they may receive compensation such as fees or stock options.
• Advisory board:
• Much like a board of directors, non-profit advisory board members usually serve voluntarily, but those serving in for-profit organizations may receive compensation, depending on their level of expertise or the nature of the engagement. 

In summary, a board of directors governs and legally oversees the organization, while an advisory board provides specialized advice without decision-making authority or legal accountability. Both play important yet distinct roles in supporting organizational success. In the context of Michigan 4-H, local 4-H councils, boards and committees operate as advisory boards, with volunteers (both adults and youth) offering recommendations to staff on how to best serve the local 4-H program.

On a broader scale, the formal board of directors for Michigan 4-H falls under Michigan State University Extension, which is part of Michigan State University and governed by the board of trustees who are elected by Michigan constituents.

For further information or resources on best practices for local 4-H advisory boards, refer to the MSU Extension 4-H Advisory Toolkit or contact MSUE.DL.4HLeadership@msu.edu.