Governance; the set of responsibilities and practices exercised by the board and executive management (the governing body) with the goal of (a) providing strategic direction, (b) ensuring that objectives are achieved, (c) ascertaining that risks are managed appropriately, and (b) verifying that organization’s resources are used responsibly (this definition reflects both the performance and conformance aspects of governance).

Performance; policies and procedures that (a) focus on opportunities and risks, strategy, value creation, and resource utilization, and (b) guide an organization’s decision-making.

Conformance; compliance with laws and regulations, best practice governance codes, accountability, and the provision of assurances to stakeholders in general. The term can refer to (a) internal factors defined by the officers, shareholders, or constitution of an organization, as well as, (b) external forces such as consumer groups, clients and regulators

Source; IFA (Evaluating and Improving Governance in Organizations, 2009, pp. 6-7)