Boards, Management Committees and Governance

The task of governing a not-for-profit organisation is the primary role of the Board or Management Committee. This section of the Organisations Information Kit is aimed at Board or Management Committee members, and explains the task of governance while suppling some tools to help you along the way. Unlike private corporations, the task of governing in the comunity sector is almost entirely done by volunteers, and it is useful to have some materials for reference, or to share with your Board.

In this section you will find information on:

• Governance Basics
• Duties of Board Members
• Responsibilities of Office Bearers
• Accountability
• Effective Board Meetings
• Useful Web Resources

Governance Basics

Here are a few short factsheets that give an introduction to the concept of Governance in not-for-profit organisations:

• Governance: The Key Points
• Why NGOs can have Governance Problems
• Glossary of Governance Terms

Duties of Board Members

It is important that Board or Management Committee members understand their duties. The following information gives an indication of the duties and functions that Board and Management Committee members are expected to carry out:

• Fiduciary and Other Duties of Board Members
• Conflict of Interest
• Responsibilities of the Board
• Making Good Decisions
• How a Good Board Functions
• Governance and Management: Knowing the Difference
• Obligations Under the Incorporations Associations Act - Download as a Word document (37KB), provided by Softlaw Community Projects

Responsibilities of Office Bearers

An organisation's constitution or rules of association will usually specify particular office bearers with individual responsibilities in addition to those of an ordinary board member. It is important to check your constitution or rules of association as the positions and roles vary between organisations, but the following factsheets give a general description of some common positions:

• The Role of the President (or Chair of the Board)
• The Role of the Treasurer
• The Role of the Secretary
• The Role of the Public Officer
• Sample President Accountability Statement

Accountability

A major function of the governing body of an Incorporated Association is to ensure that the organisation is accountable to its members, and ensure that the agents of the organisation are accountable to the Board. The following factsheets and samples detail some ways you can ensure accountability in your organisation:

• Transparancy and Accountability
• Financial Reports to the Board
• Governing with Core Documents
• Sample Board Accountability Statement
• Sample Board Member Code of Conduct

Effective Board Meetings

A common complaint from members of community sector boards is that the board does not govern effectively because its meetings are not structured or managed effectively. The following sample meeting papers give you a starting point to structure your meetings more effectively:

• Sample Board Meeting Agenda
• Sample Item: Executive Officer's Report
• Sample Item: Financial Report
• Sample Item: Quality Standards Update
• Sample Item: Board Member Numbers
• Sample Item: Draft Policy & Procedure for Approval
• Sample Item: Expenditure Approval above Delegation
• Sample Minutes and Action Items

Useful Web Resources

The OIK is not the only web resource available on organisational governance. If you can't find the information here, it might be elsewhere on the internet. If you're having trouble, you can also Contact Us and we'll do our best to find the information for you.

• The Boards, Committees and Governance Centre on the ourcommunity.com.au website contains an extensive range of resources to help not-for-profit Boards in their work
• There are Governance Resources on the Not-For-Profit Network website that contain a number of articles that may give you more information on governance issues
• The are a few easy-to-read Governance Factsheets on the Chartered Secretaries of Australia website that may assist you

This website does not constitute legal advice. ACTCOSS does not warrant or guarantee the currency, accuracy or completeness of information contained on this website. For further information, read our disclaimer.