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COMPREHENSIVE GOVERNANCE POLICIES

A complete set of sample bylaws, governance policies and committee terms of reference that may be readily adapted to your particular organization is available on CD ROM along with self-assessment tools for the board (the 'Governance Effectiveness Quick Check') and individual directors ('Director's Self-Evaluation Checklist'). This CD ROM also contains templates for a letter of agreement for new board members, a code of conduct, an oath of office and confidentiality, as well as conflict of interest and donor confidentiality policies.

ORDERING INSTRUCTIONS

The CD ROM is available from the author, at a cost of $10.00 dollars for shipping and handling, upon confirmation of purchase of ten or more copies of Governing for Results: A Director's Guide to Good Governance . The CD ROM may also be purchased directly from the author for $29.95 plus GST and $10.00 shipping and handling. Please contact the author for payment and ordering instructions.

Synergy will also review your bylaws and governance policies, suggest bylaw amendments and provide you with a comprehensive set of governance policies tailored to your organization. Sample Tables of Contents for By-laws and Governance Policies are provided below:

TABLE OF CONTENTS - SAMPLE BY-LAW

NAME OF THE ORGANIZATION

1. INTERPRETATION

2. HEAD OFFICE

3. TERRITORIAL JURISDICTION

4. CORPORATE SEAL

5. PURPOSE

6. OBJECTS (or OBJECTIVES)

7. MEMBERSHIP
7.01 Classes of Members and Entitlements
7.02 Eligibility for Membership

8. DIRECTORS
8.01 Board of Directors
8.02 Eligibility
8.03 Term of Office
8.04 Election of Directors
8.05 Nomination of Directors
8.06 Vacancies
8.07 Meetings
8.08 Removal of a Director
8.09 Conflict of Interest
8.10 Remuneration of Directors
8.11> Additional Clauses re: Directors

9. POWERS OF DIRECTORS
9.01> General and Specific Powers
9.02 Powers of Individual Directors
9.03 Directors' Accountability

10. OFFICERS AND DUTIES
10.01 General
10.02 Chair (or President)
10.03 Vice- Chair (or Vice- President)
10.04 Secretary
10.05 Treasurer
10.06 Executive Director (or Chief Executive Officer)
10.07 Executive Director an Officer

11. INDEMNIFICATION

12. EXECUTIVE COMMITTEE
12.01 Composition
12.02 Selection
12.03 Authority

13. NOMINATING (or GOVERNANCE) COMMITTEE
13.01 Composition
13.02 Nominating Process

14. OTHER COMMITTEES

15. MEETINGS OF MEMBERS
15.01 Annual Meeting
15.02 Special General Meeting
15.03 Notice and Agenda
15.04 Additional Clauses re: Meetings of Members

16. ADJOURNMENTS
16.01 Notice
16.02 Transaction of Business

17. ERRORS OR OMISSIONS IN NOTICE

18. AMENDMENT OF BY-LAWS

19.> ADDITIONAL ARTICLES

TABLE OF CONTENTS - SAMPLE GOVERNANCE POLICIES

OVERVIEW

1. BOARD STRUCTURE & RESPONSIBILITIES
1.1 Board Structure
1.2 Committees
1.3 General Responsibilities of the Board as a Corporate Body
1.4 Authority and Accountability
1.5 Major Duties of the Board
1.6 Due Diligence - Responsibilities of Individual Board Members
1.7 Oath of Office and Confidentiality
Sample - OATH OF OFFICE AND CONFIDENTIALITY AGREEMENT
1.8 Code of Conduct
Sample - CODE OF CONDUCT
1.9 Conflict of Interest Policy
1.9.1 Definition of Conflict of Interest:
1.9.2 Principles for Dealing With Conflict of Interest:
1.9.3 Examples of Conflict Of Interest On The Part Of A Board Member:
1.10 Disposition of Complaints and Disputes involving Directors

2. ROLES OF THE OFFICERS OF THE BOARD
2.1 Chair
2.2 Vice Chair
2.3 Treasurer
2.4 Secretary
3. ROLE OF COMMITTEES
3.1 Composition
3.2 Function
3.3 Relationship to Staff
3.4 Executive Committee
3.5 Governance Committee
3.6 Risk Management Committee

4. STYLE OF GOVERNANCE

5. BOARD RESPONSIBILITIES
5.1 Planning
5.1.1 Strategic Plan
5.1.2 Annual Operating Plan
5.1.3 Planning Cycle
5.2 Financial Stewardship
5.3 Human Resources Stewardship
5.4 Performance Monitoring and Accountability
5.5 Risk Management
5.6 Community Representation and Advocacy
5.7 Management of Critical Transitional Phases
5.8 Complaints Review

6. EXECUTIVE AUTHORITY
6.1 Delegation to the President and Chief Executive Officer
6.2 Appointment of the President and Chief Executive Officer
6.3 President and Chief Executive Officer's Performance Evaluation
6.3.1 General
6.3.2 Procedure

7. BOARD DEVELOPMENT
7.1 Recruitment and Screening of New Board Members
7.2 Orientation of New Members

8. BOARD MANAGEMENT
8.1 Meetings
8.2 Board Member Attendance
8.3 Board Work Plan/ Objectives
8.4 Board Self-Evaluation
8.5 Conflict Resolution
8.5.1 Managing Issues-Based Conflict
8.5.2 Managing Personality-Based Conflict
8.6 Board Member Expenses

9. BOARD DECISION-MAKING
9.1 Decision-Making Process
9.2 In Camera Meetings

10. DISSOLUTION OF THE CORPORATION

11. SAMPLE POLICY FORMAT

12. PRESIDENT AND CHIEF EXECUTIVE OFFICER - JOB DESCRIPTION (Sample)
12.1 Detailed Job Description

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