Governance

Mission

To bring conventions and leisure visitors to Denver for the economic benefit of the City, the community and our partners. 

At VISIT DENVER, we believe that travel makes the world a smaller and more connected place. It brings people together and fosters interaction among diverse cultures. The Mile High City embraces and celebrates people of all races, ethnicities, abilities, gender identities and sexual orientation.

Click here to read about 100 years of Denver tourism. 

Board of Directors

The members of the Board of Directors consist of the President/CEO, 39 at-large Directors, plus up to 16 non-voting community members, lifetime members and honorary members. 36 of the 39 at-large Directors are elected from VISIT DENVER’s active members. The Mayor of Denver and the Denver City Council President each appoint a representative as an at-large member of the Board of Directors. In addition, the City Council member whose district includes that portion of downtown Denver in which the Convention Center is located shall be offered a membership on the Board of Directors as an at-large member. The President/CEO is an ex officio member of the Board of Directors and without a vote.

Term of Office

The term of each at-large Directors shall be three (3) years; terms shall be staggered so that one third of the at-large members shall be elected each year. 

Should a VISIT DENVER Board member change jobs and/or retire, they must immediately notify the President/CEO, Secretary or Board Chair. In this case, their position on the Board will be tentatively suspended until the Nomination Committee reviews their status. The Nomination Committee will convene and determine whether they will continue to serve on the Board of Directors within 30 days of notification. 

Criteria used to determine the new status of a Board Directors will be specific to their new position, responsibilities and industry affiliation. According to the Bylaws, Board membership shall represent a cross section of the convention and visitor industry with the assumption that the industry affiliation is not in direct conflict or competition to the goals and mission of the organization. The Nomination Committee will also take into consideration the Board Director’s tenure of service, attendance, leadership role and contributions to the organization. 

Community Board Members

In addition to the President/CEO, there are up to sixteen non-voting members to the Board of Directors who are the top executives in key community or business organizations, each serving a term of one year.

Strategic Board Recruitment

The VISIT DENVER Board must be strategic about member recruitment and define an ideal composition based on organizational priorities at any given moment. Industry segments dictate the Board composition and help facilitate the Board's strategic recruitment efforts. By analyzing the present composition of the Board, the nomination committees are able to best determine what qualities, characteristics, and perspectives are already present on the Board and identify where gaps exist. Typically, the Board member is the highest or one of the highest-ranking persons in their company/organization to ensure they have the ability to make decisions on behalf of their company/organization. They are expected to give their time, talent and resources to help VISIT DENVER execute its mission. The Nomination Committee can submit individuals that may have different ranks within the company/organization. Furthermore, Board members must have an office in metro Denver.

Board Diversity and Inclusion

The VISIT DENVER Board will be intentional in its recruitment and engagement of diverse Board members to foster a culture of inclusivity. To value diversity is to respect and appreciate race; religion; gender and gender identity; ethnicity; nationality; sexual orientation; physical, mental, and developmental abilities; age; and socioeconomic status. 

Not-for-Profit Responsibilities

Serving as a not-for-profit Board member is one of the most challenging and rewarding of volunteer assignments. While appointment or election to a Board is an honor, Board members have important legal and fiduciary responsibilities that require a commitment of time, skill, and resources.

Under well-established principles of not-for-profit corporation law, a Board member must meet certain standards of conduct and attention in carrying out their responsibilities to the organization that they serve. State not-for-profit corporation laws often have statutes that refer to some variation of these duties which determines whether a Board member has met their fiduciary duty. These standards are usually described as the duty of care, the duty of loyalty and the duty of obedience.

•  Duty of Care. The duty of care describes the level of competence that is expected of a Board member and is commonly expressed as the duty of care that an ordinarily prudent person would exercise in a like position and under similar circumstances. This means that a Board member owes the duty to exercise reasonable care when they make decisions as a steward of the organization.
• Duty of Loyalty. The duty of loyalty is a standard of faithfulness; a Board member must give undivided allegiance when making decisions affecting the organization. This means that a Board member can never use information obtained as a Board member for personal gain and must act in the best interests of the organization and keep all information discussed by the Board confidential. This is acknowledged by signing an annual Confidentiality and Conflict of Interest Policy and Disclosure Form. 
• Duty of Obedience. The duty of obedience requires Board members to be faithful to the organization's mission. A Board member individually must carry out the mission of the organization and must not engage in illegal or unauthorized activities on behalf of the organization. This duty arises from the public's trust that the organization will manage public and membership funds to fulfill the organization's mission.
   

Each individual Board member is expected to:

A.    Know the organization's mission, policies, programs, and needs.

B.    Faithfully read and understand the organization's financial statements.

C.    Serve as an active advocate and ambassador for the organization and fully engage in identifying and securing the financial resources and partnerships necessary for VISIT DENVER to advance its mission.

D.    Leverage connections, networks, and resources to develop collective action to fully achieve VISIT DENVER’s mission.

E.    Give meaningful financial support to the Association and Foundation. This represents different amounts depending on a member's ability, resources and legal standing.

F.    Help identify personal connections that can benefit the organization's fundraising and reputational standing, and help influence public policy.

G.    Prepare for, attend, and conscientiously participate in Board meetings.

H.    Participate fully in one or more standing committees, special committees, subcommittees, or task forces.

I.    Follow the organization's bylaws, policies, and Board resolutions.

J.    Sign an annual conflict-of-interest and confidentiality disclosure and update it during the year, if necessary, as well as disclose potential conflicts before meetings and actual conflicts during meetings.

K.    Maintain confidentiality about all internal matters of VISIT DENVER and VISIT DENVER Foundation.

L.    Attend and support VISIT DENVER Foundation special events such as the Annual Denver and Colorado Tourism Hall of Fame event and Foundation Golf Tournament.

M.    Attend and support major VISIT DENVER special events throughout the year including the Annual Meeting, Annual Board Holiday Reception for elected and appointed officials, and any other events where Board attendance is a priority.