Guidelines for ATA Board Members - American Translators Association (ATA)

General

Service to the American Translators Association as a member of its Board of Directors is a mark of esteem and confidence bestowed by the Association’s members. It also represents a significant commitment of time and effort, and a serious responsibility.

Board members are therefore expected:

to support and promote the objectives of the American Translators Association as outlined in Article II of its Bylaws;
to comply with the provisions of all codes, procedures and policies of the Association, and to encourage other ATA members to do likewise;
to act always for the benefit of the Association as a whole, with no preference toward particular interests or entities within it;
to represent the Association positively to business, industry and fellow professionals and in all other contexts;
to encourage colleagues to join the Association; and
to understand their specific roles and responsibilities in the following key areas:

Board Meetings

Board members are expected to attend every regularly scheduled Board meeting—held at each Annual Conference and in the winter, spring, and summer—as well as other retreats, workshops, or development activities that may occur from time to time.

Each Board member will receive a concise guide to parliamentary procedures that makes reference to the Association’s parliamentary authority and should become familiar with those procedures. Board members shall, in particular, be mindful that all discussions must be directed toward issues rather than personalities and must be conducted with respect and courtesy and in a positive and constructive spirit.

An agenda and supporting materials will be delivered to each Board member in advance of every regular meeting. Board members are expected to have familiarized themselves with those materials so that they can then participate in discussions in an informed and effective manner.

Association Responsibilities

At the President’s request and/or on his or her own initiative with the President’s approval, each Director is expected to take on at least one specific additional area of responsibility to the Association, such as chairing a Committee or undertaking a project.

The Board of Directors exercises its authority by arriving at collective decisions. A principal duty of the Board is to define the Association’s policies, which are then communicated by the President to the Executive Director and the Headquarters staff for implementation. Board members are expected to support the Executive Director in carrying out those policies.

Board members are expected to attend each Annual Conference, to interact as much as possible with those in attendance, and in that context to promote the Association’s objectives as outlined above.

Communications

ATA Board members are expected to subordinate their own views and interests to the greater good of the Association and its members by refraining from statements or actions that undermine actions taken by the Board, interfere with achieving the objectives of the Association, or otherwise tend to bring the Association or the Board into disrepute.

Board members acknowledge that only the President and the Executive Director may speak for the Association, and that only the President or the Executive Director may appoint individuals to act as spokespersons on specific issues and/or under specific circumstances.

In communications with Association members and others, Board members must always make a clear and express distinction between stating their personal views and describing the policies and actions of the Board.

Board members shall use the greatest possible discretion when discussing the Board’s deliberations with ATA members, mindful that a Board member’s communications, in particular electronic communications, may be misinterpreted or taken out of context.

Fiduciary Responsibilities

The Board of Directors is legally responsible for conducting the business of the Association. All Board members are charged with certain fiduciary duties. The primary duties are the duty of care and the duty of loyalty. The duty of care requires Board members to inform themselves of all material information reasonably available to them prior to making decisions that affect ATA’s finances. They must assess the information with a “critical eye” so as to protect the interests of the Association and its members. The duty of loyalty means that all Board members, working in their capacities as fiduciaries of the Association, must act in accordance with the ATA Conflict of Interest Policy. All Board members bear a fiduciary responsibility to carefully review the Association’s financial reports and to disburse ATA funds prudently and for the benefit of the entire Association.

All members of the Board of Directors of the American Translators Association are volunteers, and receive no compensation for carrying out their duties to the Association. In accordance with policies approved by the Board from time to time, they may claim reimbursement for moderate and reasonable expenses relevant to their duties, but must pay their own personal expenses. In this and all other contexts, Board members are expected to set an example of diligence and integrity.

I have read and understood the above Guidelines and undertake to comply with them in letter and spirit to the best of my ability.

Approved by the Board of Directors, August 1, 2020