by Maria Lahiffe
“Governance refers to the processes and structure used to direct and manage an organization's operations and activities. It defines the division of power, and establishes mechanisms needed to achieve accountability between stakeholders, the board of directors, and management.
Good governance systems help organizations focus on the activities that contribute most to their overall objectives: to utilize their resources effectively and ensure they are managed in the best interests of their principal stakeholders.” 
Board responsibilities can be defined based on three different activities of the organization.
The board develops policies which give overall direction to the agency.
The board takes actions and makes decisions to ensure there are sufficient and appropriate human and financial resources for the organization to accomplish its work.
These are the activities, services or programs of the organization. The board has no mandatory role in this area. Many boards see this work as the responsibility of the staff. However, dependent on the board structure used, some boards choose to actively participate in the operations due to philosophy or limited resources.
The board is responsible in five key areas:
This includes strategic planning, deciding which programs and services to offer (and which ones not to offer), and evaluation of programs.
This doesn't mean just the treasurer; it means everyone on the board. Yes, you too. If you can read the nutrition label on your morning cereal, you can read basic financial statements. Read here for a great blog post on the topic if you’re not sure.
The board is ultimately responsible for the working conditions of the organization and for managing the senior staff person. Management in this context includes hiring, giving direction, and performance evaluation. Further, the board is responsible for ensuring the existence of a Nominating Committee.
Even a policy governance board has organizational responsibilities. The board is ultimately responsible to ensure that the organization and its directors are in compliance with its legal requirements. It is also responsible for ensuring that it itself works effectively.
Being responsible for strategy means monitoring and responding to changing needs and pressures in the community, and finding new ways to meet those needs. Board members, individually and collectively, also have a responsibility to act as ambassadors for their organization within the community.
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