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Board of Directors Committees

Executive Committee  |  Audit Committee  |  Finance Committee  |  Governance, Nominating and Human Resources Committee

Executive Committee Charter

1. Purpose
   The primary function of the Executive Committee (Committee) is to exercise powers of the Board of Directors which arise between regularly scheduled Board meetings or when it is not practical or feasible for the Board to meet.
2. Committee Membership
   The Committee will consist of the Board Chair, up to three Vice Chairs, President, Secretary, Treasurer, and the Chairs of the three standing committees: Audit, Finance, Governance, Nominating and Human Resources. The Committee is chaired by the Board Chair; in the event the Board Chair is absent, any Vice Chair may act as the Chair.
3. Meetings
   The Committee shall meet at such times and places and by such means as the Chair shall determine. The Committee shall report regularly about its activities to the Board. A majority of the members of the Committee shall constitute a quorum.
4. Key Responsibilities
   1. To the extent permitted by applicable law, the certification of incorporation and the By-Laws, the Committee is empowered to act for the full Board, however, the Committee shall not have the power or authority in reference to the following matters:
      1. adopting, amending or repealing any bylaw; or
      2. filling vacancies in the Board; or
      3. changing the membership of, or filling vacancies in, the Executive Committee; or making final determinations of policy; or hiring or firing the President.
   2. The Committee may act for the Board only when the Board is not in session.
   3. The Committee may call a special meeting of the Board.
   4. The Committee shall report all action taken by it to the Board at its next regular meeting succeeding the taking of such action.

For More Information about The Nature Conservancy’s Board of Directors:

• The Nature Conservancy’s Board of Directors
• Board of Directors Committees
• Common Language for Committee Charters
• Board of Directors Charter of Governance Responsibilities
• Board of Directors Member Profiles
• Bylaws of The Nature Conservancy and Summary Articles of Incorporation