By-Laws and Policies

Board Governance Policy Manual

The Niagara College Board of Governors has adopted a Policy Governance model of operation.

Policy Governance is an operating system that efficiently focuses boards on their unique contribution to the organization’s results.1 Although the Board is ultimately accountable for everything the College does and does not do, the Board’s owner-representative authority is best employed by operating as an undivided unit, prescribing organizational ends, but only limiting staff means, making all its decisions using the principle of policies descending in size. The model enables extensive empowerment to staff while preserving controls necessary for accountability. It provides a values-based foundation for discipline, a framework for precision delegation, and a long-term focus on what the organization is for more than what it does.2

The principles guide decision-making through four categories of policy:

  • Ends: Organizational products and outcomes. These policies succinctly state the “bottom line” for which an organization exists: What Results? For Whom? At What Cost?
  • Executive Limitations: Define the boundaries of latitude and authority the board vests in the CEO and staff. While Policy Governance does not dictate what the degree of delegation is to be, it enables boards to articulate with absolute clarity the CEO’s decision-making authority. As a result, there’s no confusion as to whether something is a board vs. staff decision.
  • Governance Process: The board defines its own task, and how it will be carried out. All of the collective and individual expectations of directors, officers and board committees are clarified.
  • Board-Staff Relationship: How power is delegated, and its proper use monitored.

In each policy category, the Board starts with a statement that expresses its broadest values, and then moves down level by level to express itself more specifically. At whatever level the board feels it has said enough, the President is free to act on ‘any reasonable interpretation of the Board’s Ends and Executive Limitations policies and the Chair is free to act on ‘any reasonable interpretation’ of the board’s Governance Process and Board-Management Relationship policies.

References

1 An Introduction to the Policy Governance ® Model, Caroline Oliver
2 Carver’s Policy Governance® Model in Nonprofit Organizations, John Carver and Miriam Carver


By-Laws


I – Ends Policies
II – GOVERNANCE PROCESS
III – Board-Staff Relationship
IV – Executive Limitations