Youths represent a growing volunteer population for nonprofits and for some, a potential pool of nonprofit board members. The 2007 National Survey of Children's Health estimated that 78% of youths between 12-17 years of age had participated in at least a few volunteer work or community service events that year. Some groups have taken note of this increasingly service-oriented age group and focused discussions about integrating younger individuals into nonprofit boards beyond young professionals and even young adults to youths (i.e., person under the legal age of adulthood).
Youth board members are most commonly found in youth-serving organizations such as, for example, America’s Promise Alliance which has two youth board members and Youth As Resources which has a primarily youth board. While interest in the idea of youth board members may be growing in recent years, in practice, it still remains an anomaly. For example, as the 2010 BoardSource Nonprofit Governance Index reported, the number of nonprofit board members under 30 years old has barely changed from 2 percent since 2007 while 71 percent of nonprofit board members are over 50 years old.
A youth board member can bring potential benefits to an organization (especially in youth-serving organizations) such as reinforcing the mission and values of the organization to internal and external audiences, providing a voice at the highest governance level of the organization on behalf of the population being served by the organization, bringing a fresh perspective, tapping into new networks and, in a broader context, developing the next generation of organizational leaders. Having a youth board member can also create risks, raise legal uncertainties, and cause further dysfunction in pre-existing weaknesses of a board due to the new challenges that accompany such an addition. Accordingly, a board must thoroughly analyze the pros and cons and exercise reasonable care in deciding whether to bring on a youth board member. This decision can raise any number of legal, governance, and practical considerations, some of which we have highlighted below.
Get familiar with the legal implications.
Is there a required minimum age of a nonprofit board member?
The minimum age of a director of a nonprofit may be addressed by state law. Some states explicitly provide for youth board members, other states explicitly prohibit it, while most states are silent on the issue. According to “Your Guide to Youth Board Involvement and the Law,” a publication by Youth on Board, authors Kelly Bates, Esq. and Karen S. Young reported that as of 2002:
- 3 states have laws providing for youth board members (specifically, Michigan, Minnesota, and New York);
- 7 states have laws prohibiting youth board members (specifically, Colorado, Florida, Georgia, Nevada, New Jersey, Pennsylvania, and Utah); and
- 40 states and the District of Columbia are silent on the issue of youths on boards.
Even if state law provides for youth board members, organizations must still check the applicable statute for any restrictions. For example, New York state law provides in part that only certain nonprofit corporations may have a director of sixteen years of age or older, such as a nonprofit corporation “organized for educational purposes primarily for the benefit of individuals below eighteen years of age” or “organized for recreational or youth development and delinquency prevention purposes primarily for the benefit of individuals below eighteen years of age.” (New York Non-For-Profit Corp. Code §701(a)).
Additionally, organizations incorporated in states where the laws are silent may face a different set of obstacles. As Paula Allen discussed in her article, “Youth and philanthropy: Legal issues, practical consequences,” multiple state agencies in Indiana (where the law is silent), including the Attorney General and Secretary of State offices, were unable to provide a uniform response about whether a minor could serve on the board of an Indiana nonprofit. A takeaway for organizations is not to assume silence in the law means the same as authorization. Organizations incorporated in states where the law is silent may face similar uncertainties from state agencies and should do their homework.
What are the rights and obligations of a youth board member? What about D&O insurance?
A youth board member would have many of the same legal rights as the other board members such as full voting rights as a director and access to corporate records of the nonprofit. However, a youth board member’s authority and obligations are likely limited in other ways. For example, youth board members would generally not have signing authority because minors have limited ability to enter into or sign contracts under general contract law principles. Additionally, while the law articulates that board members have fiduciary duties and a youth board member should strive to carry out his or her position according to such standards of care and loyalty, these may not be legally enforceable duties against a youth board member. As Allen noted in her article, as of 2002, there has not been extensive examination of the limitations on minors under contract law and common law nor case law research on suits brought against boards with youth board members. Notwithstanding whether a youth board member could be legally accountable for his or her observance of a director’s fiduciary duties, some also believe a plaintiff would likely be dissuaded from including a youth board member in a lawsuit for breach of such duties in all but the most egregious circumstances because of the potential backlash.
Furthermore, whether the youth board member is covered under the organization’s directors and officers (D&O) liability insurance may depend on the organization’s specific policy. Many D&O policies do not specify a minimum age for directors. However, an organization is well advised to check its policy and speak with its insurance carrier.
Thus, the uncertainty surrounding the liabilities and protections of a youth board member may create enough cause for concern for both the organization as well as the minor, and possibly his or her parents, that adding a youth board member is not a desirable situation for any party involved.
Evaluate the "why."
Nonprofit organizations are often criticized for seeking “diversity” without definition or direction and the appeal of a youth board member should not fall into the same trap. Even if legally permissible, a board must seriously consider the reasons why the organization seeks a youth board member to begin with. Useful questions may include:
- What skills will a youth board member bring and are these skills valuable to the board and organization?
- What perspective will a youth board member provide and would this fill a current and important void?
- What does the board expect or hope to gain from a youth board member?
- Is there a particular youth in mind that the board finds to be exceptional and if so, what are the qualities and attributes the board believes are appealing and valuable to the organization?
- What does the organization gain from a youth’s participation as a board member that it would not get through alternative forms of involvement (e.g., through participation on an advisory committee)?
- Is having a youth board member consistent with the organization’s mission and values?
- How will staff, funders, donors, and other constituents react to a board with a youth board member?
Thoughtful consideration about the underlying purpose and objectives will not only help the board determine whether to continue its discussion about a youth board member but also subsequently help steer the board in the right direction when determining how to either incorporate a youth board member or pursue an alternative arrangement.