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Long before organizational theorist John Carver trademarked the words "Policy Governance," trustees depended upon informal or formal policies to guide their own work, the work of the chief executive, and the institution as a whole. But "policies" and "governance" are not synonymous, and a too rigid commitment to governing by policy can actually get in the way of a board's best performance. The following maxims point the way to making the most of your board's policies. 

  • Policies are a means, not the end, of board governance. Well-crafted policies should open the door to new vistas of board work. They should be the means by which trustees achieve their full leadership potential. Most importantly, the board's policies are the avenue by which its members become full participants in fulfilling the institution's mission fulfillment with economic vitality.
  • Policies should illuminate, not obscure, the institutional situation.  Causal connections between board policies, day-to-day operations, and institutional outcomes are not easily seen, at least in the immediate sense. Well-constructed policies make clear what data the board needs, when the board needs that data, and in what form it should be presented. 
  • Policies should empower, not control, the board's actions. Clinging to outmoded policies as the path of least resistance doesn't serve the board or the school well. Today's boards must be nimble and adaptable to a fast-changing institutional landscape. 

Discussion questions

1.   "Maximizing the Power of Board Policies" refers to three types of policy decisions:

  • Those that describe how processes are carried out within the institution.
  • Those that address standards of conduct.
  • Those that clarify delegations of authority.

To which of these three policy categories does your board give its greatest attention? Talk about a recent decision by your board that was shaped by its attention to this particular policy category.

2.   The article states that well-crafted policies should open the door to new vistas of board work. Has this been your experience on this board? If yes, give an example of a policy as a "door opener." If no, how are policies getting in the board's way? What should be done to correct the problem?

3.   John Carver assures us that "when a board lives from its policies, the policies will either work or be changed." What steps does or should your board take to insure that its policies are working for it and for the institution?

4.   The book Governance as Leadership warns that "without policies, organizations would be in constant chaos, disputing, negotiating, and reinventing every day the basic rules and procedures by which the staff and board operate" (p.42). Think about a time when having easy access to an existing policy helped the board deal quickly and efficiently with a difficult institutional issue. Share your remembrance with another member of the board.

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Practical help

Articles of interest

"Where Policy Is Good Governance: Benefits of (and Cautions About) the Carver Model" by Rebekah Burch Basinger (In Trust, Summer 2008, Vol. 19, No. 4).

"Developing Rules of Engagement for Boards" by Thomas C. Meredith (Trusteeship, July/August 2009, Vol. 17, No. 4).

"The Board's Role in Institutional Conflict of Interest Policies" by Pamela J. Bernard (Trusteeship, January/February 2010, Vol. 18, No. 1).

"Defining the Board's Role in Crisis Communications" by Patricia Hayes and Teresa Parrot (Trusteeship, September/October 2009, Vol. 17, No. 5).


Sample policies

Board attendance

Document retention and destruction

Gift acceptance policies

Suspected misconduct and dishonesty


 These policies are offered as examples only. Your own policy should be written with your own legal and fundraising counsel.


Help in creating a policy manual

Typical contents of nonprofit board member's manual

Sample contents of board member's manual

The Lutheran Church - Missouri Synod board of directors policy manual


Other resources

  1. >Guide to Developing Your Board Handbook by Tracy Schier (In Trust). Written just for In Trust's member schools, this guide describes the nine sections essential to your own custom board handbook.
  2.  Policy Making and Administrative Oversight by Terrence J. MacTaggart (Association of Governing Boards of Universities and Colleges). This booklet clarifies the often-vague separation between policy-setting and administration by taking into account an institution's culture and mission. It addresses active versus "activist" trustees, policy-making in a fishbowl, matching policy to institution, and monitoring the policy process. It offers guidance for trustees of independent and public institutions, including systems.
  3. The Nonprofit Policy Sampler (2nd edition) by Barbara Lawrence and Outi Flynn (BoardSource). This tool is designed to help board and staff leaders advance their organizations, make better collective decisions, and guide individual actions and behaviors. The resource provides key elements and practical tips for 48 topic areas, along with more than 240 sample policies, job descriptions, committee charters, codes of ethics, board member agreements, mission and vision statements, and more.  Each topic includes 2 to 10 sample documents, all of which are professionally and legally reviewed. Samples are included on a CD-ROM.  




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