Traditional Nonprofit

Policy GovernanceÆ

Executive Centered

Working Board

Corporate

Collective

Board Functions (development, recruitment, structure, etc.)

Board directed, Executive driven

Board

Executive

Board

Either

Shared

Board Process (how the board does its work)

Board

Board

Executive

Board

Either

Shared

Managing the Business

Board delegates to Executive but stays involved in operating detail

Executive

Executive

Board directly involved

Executive with close board oversight

Primarily executive but board may help

Doing the Work

Staff

Staff

Staff

Board

Staff

Staff/Board

Setting Direction

Board sets direction with Executive guidance, board or committee often creates the plan

Board defines expected results, executive develops the plan (figures out how) within limits set by board

Executive

Board defines big picture and operational detail

Board with executive leadership

Board with executive direction

Representing Membership

Board

Board

Board

Board

Focus on outcomes and performance (ROI), not representation

Board

Executive/Board Relationship

Executive subordinate to Board, relationship not explicitly addressed

Explicit division, interactions clearly defined, executive subordinate to board, board sets parameters

Board de facto subordinate to Executive because they control process and direction

Executive subordinate to Board, relationship not explicitly addressed, much cross-over

Executive sits on board, plays leadership role, roles not explicitly addressed and sometimes cross over but rarely does the board get involved in operations

Partnership, Executive ìpilotsî the board, relationship not explicitly addressed

Committees

Do much of work and oversight, report to board, extensive committee structure supported by staff, board receives reports

Relatively few, task forces okay, only do work related to the board, operational committees report to the CEO/ED

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Committees support work of operations, board member workload heavier

Often task forces on strategic issues, some committees

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Traditional Nonprofit

Policy GovernanceÆ

Executive Centered

Working Board

Corporate

Collective

Board Role

Direction, oversight of operations, fund raising

Primary role to establish policies on ends, executive limits, board/executive relationship, board process.

Final decision maker on issues brought forth by executive

All issues, strategic and operational

Strategic issues, major operational issues

Final decisions on matters, monitors operations

Executive Role

Guidance to the board, management of the business

Responsible to the board, not for it. Operational issues, strategic and tactical decisions

Fundamental role guide and manage the board

If exists, implement board decisions

Leads direction and operations

Guides the board, manages operations

Fiduciary Responsibility

Board, but the control of it is delegated to the Executive

Board

Board, but the executive has control of the mechanisms

Board

Board, but the executive has control of the mechanisms

Board, but the executive has control of the mechanisms

Fiduciary Responsibility

Board, but the control of it is delegated to the Executive

Board

Board, but the executive has control of the mechanisms

Board

Board, but the executive has control of the mechanisms

Board, but the executive has control of the mechanisms

Financial Decisions

Treasurer and Finance Committee set procedures and oversee, full board reviews full financials

CEO/ED has full decision making within the limits set by the board

CEO/ED makes decisions, may or may not require board approval of budget

Board is largely in control of all financial decisions

CEO/ED led, board approval of major decisions

Board and staff work on financial matters as a team

Human Resources

Board sets personnel policy, ED/CEO reports to Chair, communication between Chair and CEO

ED reports to full board only, all staff report to CEO/ED, personnel policy is operating policy and set by CEO/ED

ED/CEO controls and sets policy

Board is personnel, sets policy, CEO reports to Chair or full board and may be on the board

CEO controls HR, reports to board but also often is Chair

Human Resource decision are made as a team, reporting lines obscure

Monitoring for Accountability

Committee oversight

Executive limitations, aggressive executive evaluation

Executive brings information forward to the Board

Board, if at all

Executive brings information forward to the Board

Executive brings information forward, board inquires into areas of concern

Traditional Nonprofit

Policy GovernanceÆ

Executive Centered

Working Board

Corporate

Collective

Resource Securing

Board

CEO/ED (board optional)

Either

Board

Executive

Shared

Decision Making Power

Board with Executive input

Clear division of authority between board and executive, each free in their own areas (but can choose to seek input from each other)

Board has final say but agenda and preferences driven by executive

Board, often uses grassroots or collective method of problem solving

Board has final say but agenda and preferences often driven by executive

Shared