Boards are unique leadership structures that have significant power and a responsibility to those outside the organization and those within it. They operate within a spherical structure that is limited by state-bystate guidelines, and the collective will to alter their composition and structure.
While boards have many responsibilities however, they should focus on governance and oversight decisions, leaving operational matters to the CEO and executive team. That means establishing the framework for governance and creating guidelines to guide their decisions and the actions of managers. It also involves the legal aspects such as compensation, conflicts of interest, community benefits and CEO evaluation.
A well-functioning governance system is vital for the board’s work and it should include clear documentation of the duties and the responsibilities of each director as well as committee. It must also be easily accessible and available to all directors via the board portal. This helps directors efficiently prepare for meetings and allows board discussions to stay focused on the core issues at hand. It also allows for better communication between board members as well as the smoother transition of board members rotate.
A sound governance system includes the appointment of a lead or presidency director, a non-independent board member who is accountable for the efficient running of a meeting, and sets an agenda. In addition it should include the schedule of executive sessions in accordance with requirements for stock exchanges and a time-out for directors www.contactboardroom.com/boardmaps-and-boardpaq-board-platforms-key-characteristics to have a private meeting with the CEO in the absence of management.