- In some jurisdictions, a supervisory (wholly or mainly non-executive) board exist that is legally separate from an executive (management) board (a “two-tier board” structure). In other jursdictions, both the supervisory and executive functions are the legal responsibility of a single, or unitary, board (a “one-tier board” structure)
- In some entitiesm the governing body includes positions that are an integral part of the entity’s legal structure, for example, company directors. In others, for example some government entities, a body that is not part of the entity is charged with governance
- In some cases, some or all of the members of the governing body are involved in managing the entity. In others, the governing body and management have diferent membership
In most entities, governance is the collective responsibility of the governing body. In some smaller entities, however, one person may be charged with governance, for example, the owner-manager where there are no other owners, or a sole trustee. When governance is a collective responsibility, a subgroup such as an audit committee (or even an individual) may be charged with specific tasks to assist the governing body in meeting its responsibilities. Alternatively, a subgroup or individual may have specific, legally identified responsibilities that differ from those of the governing body.
It is important (a) that all functions covered by the expression “governance” exercised by an appropriate person or body, (b) that there is clarity on governance matters for all in the organization and its stakeholders, and (c) that undue concentrations of influence are avioded.
Source; IFA (Evaluating and Improving Governance in Organizations, 2009, p. 24)
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