What does good governance do?

A board bears ultimate responsibility for everything that happens within an organization. Not at an operational level—that is the work of volunteers and coordinators—but at a governance level. The board sets the strategic direction, oversees the finances, and ensures the organization delivers on its promises.

That sounds more daunting than it actually is in practice. For most volunteer organizations, good governance means meeting a few times a year, documenting decisions, and stepping in promptly if something goes wrong.

Three core tasks

A board has three fundamental responsibilities that apply to every organization, regardless of size or purpose.

1. Setting the course

The board determines the organization's direction. This does not have to be an elaborate strategy document, but there must be a shared answer to the question: why do we exist, and what do we want to achieve this year? Without that foundation, you are steering based on gut feeling.

2. Financial oversight

The board approves the budget and verifies that income and expenditure figures are correct. While the treasurer handles the actual execution, the entire board bears ultimate responsibility. In practice, this means understanding what the treasurer tells you, even if you are not a numbers person yourself.

3. Accountability

Whether to members, donors, grant providers, or municipalities, the board must account for its actions and spending. An annual report is a concrete tool for this purpose.

Board Roles and Responsibilities

Most sets of bylaws mandate three specific positions: chairperson, secretary, and treasurer. Each role carries its own specific responsibilities.

The chairperson leads meetings, manages the agenda, and often serves as the organization's public face. In smaller organizations, the chairperson is also the one who makes the final decision when the rest of the board cannot reach a consensus.

The secretary handles administration, including taking minutes, managing correspondence, and tracking agreed-upon actions. Do not underestimate this role; an organization without proper minutes loses track of agreements, which wastes time and erodes trust.

The treasurer manages the finances, including the budget, cash records, and annual financial statements. Not every treasurer is an accountant—nor do they need to be. What is essential, however, is maintaining a clear overview and reporting transparently to the board.

In addition to these three, organizations may appoint extra board members, sometimes with a specific portfolio such as communications or volunteer management. This is useful as an organization grows, but it is crucial to ensure that everyone’s area of ​​responsibility is clearly defined. Ambiguous roles are among the most common causes of board-related problems.

How does a board make a decision?

Decisions are made during meetings, unless the statutes state otherwise. The rule of thumb is: submit anything with consequences for the organization—whether financial, legal, or strategic—to the full board.

Many organizations operate using a simple majority (more than half voting in favor), but significant decisions—such as amending the statutes or dissolving the organization—often require a qualified majority (two-thirds or three-quarters). Check what your statutes say about this.

Always record decisions in the minutes, even if the meeting was brief. "We discussed it" does not constitute a decision. A decision should include a date, a description, and preferably the name of the person responsible for carrying it out.

When is a board not functioning properly?

Recognizing this is easier than you might think. Warning signs include: meetings that are repeatedly postponed, decisions that are never implemented, one person doing all the work while the others disengage, or financial information that only the treasurer understands.

Effective governance does not require perfection, but rather consistency and honesty. An annual board evaluation—even if it lasts only an hour—helps identify patterns before they turn into problems.

Next step

Use the board evaluation checklist to assess the board's current standing.