1. Saturday, 6 April 2013
Presented
by
Gerard Byrne B Com FCPA FAIM
Volunteering North Queensland

2. Gerard Byrne
Chair, NQ Community Supporting Police
Chair, Townsville Lifelong Learning
Presenter, Volunteering North Queensland

3. Governance Workshop 2013
Major Trends
National Not for Profit Reforms
Technology
Social Media

5. VOICE was developed as part of the Queensland Government Strengthening
Indigenous Non-Government Organisations initiative
Source: www.communitydoor.org.au/voice

6. Source: www.reconciliation.org.au/governance/home

7. Governance Workshop 2013
Overview
Legal and Financial Accountability
Strategic Vision and Objectives
Fundraising
Advocacy
Meetings
Voice Program

8. Governance Workshop 2013
Modern Governance and Community Groups
Governance is about how your organisation is run – the structures and systems and
understandings that enable you to make the right decisions and set the right course. It's
not the same thing as management – what the Board does is governance; what the CEO
does is management, although the two functions can overlap to some extent at the upper
levels.
Governance isn't your actual policies, either, or your mission or your direction; it's how
your organisation decides what that mission and that direction and those policies are.
There's no one perfect organisational solution, and a not-for-profit organisation can do
very well under a number of possible structures of governance.
(Source: Ourcommunity)

9. Governance Workshop 2013
Governance Principles
Responsiveness
Everybody who has an interest in a decision, and everybody who has information about
the topic, should be able to be heard; if possible, everybody who has an opinion on the
subject should be listened to.
Decisiveness
After everyone has been heard a decision has to be made, and that decision must be
implemented wholeheartedly across the organisation.
Ease of use
As far as possible the system should be transparent, flexible, and straightforward. It
should be possible to see immediately who's responsible for what, and how that
responsibility relates to the whole mission and to other sectors of the organisation.

10. Governance Workshop 2013
The Board / Committee
The Board is at the head of the organisation's structure of governance.
The Board has total authority, under the law, until some of that authority is
parcelled up and given away (delegated) to others.
Final decisions on important issues must always pass by the Board.
It is up to the Board to create the other organisational structures that will make
it possible to carry out the mission.

11. Governance Workshop 2013
The Board must:
Establish a clear mission and vision
Set up the light on the hill that will guide the organisation.
Identify the organisation's core values
What are the guiding principles that drive the organisation's response to events?
Define the organisation's programs and services
Assessing the need in the community, analysing opportunities, and developing a strategic plan based
on your resources
Obtain needed resources and community support
Board members need to be comfortable selling the mission of the organisation and participating in
fundraising activities. Board members should also be prepared to donate money themselves.

12. Governance Workshop 2013
The Board must:
Provide financial oversight and ensure the organisation meets its legal and financial
requirements
Developing budgets, monitoring program activities by tracking key performance indicators, managing
investments, and reviewing financial statements
Develop appropriate risk management practices
Gaining an understanding of the risks the organisation faces and its ability to obtain insurance for
some of those risks.
Select leaders for management positions
Choosing staff and monitoring their performance. Governance is not necessarily about doing: it is
about ensuring things are done. The Board must be definite about its performance expectations, must
assign these expectations clearly, and must check to see that these expectations are being met.

13. Governance Workshop 2013
Overview of your Legal Responsibilities
Duty to act in good faith and with care and diligence
Duty to act in the best interests of the organisation as a whole
Duty not to misuse information or misuse your position
Duty not to abuse a corporate opportunity
Duty to avoid/ disclose any relevant potential conflict of interest
Duty to maintain confidentiality
Duty to observe the constitution
Duty not to trade while insolvent
Duty to avoid negligence, fraud and other wrongs

14. Governance Workshop 2013
Purpose of Meetings
The primary reason for holding meetings is to allow the Board to make
decisions. However, meetings also serve a range of other important functions,
providing a forum where:
Board members are regularly brought together to focus on their roles and
responsibilities, identify problems and plan for the future.
Members are encouraged and motivated.
Ideas are shared and discussed and then discarded, improved or
implemented.
Tasks are allocated and reported on.
Regular updates about relevant issues are provided.
Members can get to know each other, professionally and personally.

15. Governance Workshop 2013
Minutes of Meetings
The Minutes are the official record of the actions and decisions of the Board. They are
taken every meeting and approved the next time the Board meets. Generally, meeting
minutes will include:
The date and time of the meeting (including start and finishing times).
Attendees (including absences and apologies – and noting when people have left and
re-entered the meeting).
A summary of the main points made during the discussion of each item.
The result of each item discussed (decisions made or deferred, sometimes also
including the number of votes for and against).
The minutes are sometimes approved without much thought, or even having not been
read by Board members. This is a dangerous practice indeed. The minutes show who
voted for what and what action the Board has committed itself to – and they may be
referred to as the official record days and weeks and even years after a decision has
been made. They should therefore not be treated lightly.

16. Governance Workshop 2013
What is risk management?
Many organisations have ways in which they currently manage risk: a sign
warning people to watch the step, a requirement that there always at least two
signatories to a cheque, inspecting an oval before competition to ensure it is
free of hazards, or backing up the computers once a week to protect records.
All are examples of risk management.
Standards Australia describes risk management as actions that prevent "the
chance of something happening that will have an impact on our objectives". So
the sign draws people's attention to possible danger, two signatories on a
cheques guards against one person using funds without authority, the
inspection ensures hazards that could injure are removed and the computer
back-up protects your records should a virus or surge strike.

17. Governance Workshop 2013
What is risk management?
Risk management is the process of thinking systematically about all the
possible risks, problems or disasters before they happen and setting up
procedures that will avoid the risk, or minimise its impact, or cope with its
impact. It is also about making a realistic evaluation of the true level of risk.
The chance of a tidal wave taking out your annual beach picnic is fairly slim.
The chance of your group's bus being involved in a road accident or a volunteer
hitting an electrical cable whilst digging during a working bee is a bit more
pressing.

18. Governance Workshop 2013
What is risk management – basic questions?
Risk management begins with three basic questions:
1. What can go wrong?
2. What will we do to prevent it?
3. What will we do if it happens?
Not every risk can be prevented. Football clubs, no matter how good their
medical and support team, can not stop all injuries. Organisations can not
always predict how people will react and in some cases the very activity the
community organisation was set up to do is risky.

19. Governance Workshop 2013
Summary
Governance is about leadership and decision making in an
organisation. Doing the “right thing”.
Therefore, Governance is about having the best leadership
team possible.
Governance is also about having the best systems and
processes in place to aid decision making (VOICE).

20. Questions?
Thank you for your attendance at this session
Need further help?
Volunteering North Queensland
www.volunteeringnthqld.org.au
Townsville City Council
www.townsville.qld.gov.au