Governance and committee management

Running an effective organisation involves managing a range of functions such as facility, finance, people and risk management. To achieve this, good governance is required.

Governance applies to all areas of an organisation's operations including:

  • committee management
  • financial management
  • legal structure
  • meetings
  • planning
  • record-keeping and correspondence
  • risk management
  • policies and procedures.

Why is governance important to organisational performance?

Good governance positively affects all aspects of an organisation's operations including meetings, policies and processes, volunteer and staff behaviour, service delivery and stakeholder relationships.

Implementing and maintaining good governance practices:

  • fosters a strong organisational culture
  • leads to more consistent and ethical decision making
  • enables the planning and monitoring of sustainable activity delivery
  • ensures the provision of safe facilities
  • creates quality volunteer and member experiences
  • promotes confidence and engagement with organisational stakeholders
  • makes an organisation more attractive to potential sponsors and funding bodies
  • ensures legislative responsibilities are met
  • improves organisational viability and effectiveness.

For example, compliance with your lease/licence agreement and other such contractual arrangements reflects your organisation's governance. A well-prepared funding application with evidence to support the need via things such as a strategic plan, data and records to back up your argument also reflects your organisation's governance and its capacity to effectively deliver the proposed project. 

Poor governance can be caused by a range of things such as inadequate or inappropriate financial controls, failure to manage risk, committee inexperience, conflicts of interest, poor systems and processes and a lack of reporting.

Ineffective governance practices not only negatively impact an organisation's viability but also undermine member and stakeholder confidence, which can have long-lasting impacts.

Good governance

Want to know what good governance is? Read this list.

  • It's process-based, not people-based, with an emphasis on how an organisation is managed as opposed to relying on who is involved.
  • It involves clear roles, responsibilities and accountability.
  • It means always acting in the best interests of members.
  • It enables an organisation to develop strategic goals and direction.
  • It doesn't mean that only 'correct' decisions are made, but it does ensure the best possible environment for making decisions.
  • It requires a commitment to continual improvement where processes remain flexible and are kept up to date to suit current operations, changing needs and future direction.
  • It involves measuring organisational performance, having effective systems in place and complying with legal and regulatory obligations.
  • It demonstrates transparency, equity, efficiency and accountability in the activities undertaken and resources expended.
  • It requires leadership, integrity and good judgement.

Sport Australia has developed the Sport Governance Principles which can be applied to all organisations (not just sport) to develop, implement and maintain an effective system of governance.

Constitution

All incorporated organisations in Queensland are required to operate under a set of rules commonly known as a constitution that are written to be consistent with the Associations Incorporations Act 1981 (Qld). The constitution is a basic set of rules for the daily running of your organisation. It outlines:

  • the name, objects, powers and classes of membership of an organisation
  • provides details about how the organisation must run and generally the reasons for its existence.

Your constitution should be written in a way that is clear, succinct and unambiguous.

There are several standard sections of a constitution including admission and rejection of members, general and annual general meetings, the management committee, voting and appeal procedures, funds and accounts and winding up.

All organisations are unique and your constitution should reflect this.

Only the most important matters and powers should be contained in the constitution.

Many details relating to minor management matters are best included in regularly reviewed by-laws, regulations or policies to ensure your constitution is flexible and easy to operate within. A clause in the rules empowering the committee to make, alter or delete regulations or by-laws should appear in the constitution. The fewer classes of membership in your constitution, the better - 'ordinary' and 'junior' should cover most people within your organisation.

All members of your management committee should have read and should be familiar with your constitution. Key functions like meetings and voting must be conducted in accordance with your constitution. The constitution can also be used to resolve any internal problems.

Is your constitution up to date? You should review your organisation's constitution at least every couple of years to ensure it is current and accurately reflects your organisation's operations and future direction.

To make changes to your constitution, you can apply to register amendments or adopt the latest version of the model rules at any time. To do so, a special resolution must be passed at a general meeting. Within three months of passing the special resolution, the Secretary must complete and lodge the Associations Incorporation Form 8 - Application to register an amendment of rules.

Lodgement details and fees are available on the Office of Fair Trading's website.

Committee

The management committee or board of your organisation is responsible for ensuring the organisation remains viable and effective now and into the future. It is ultimately accountable for all organisation matters and has a legal and moral responsibility to manage the organisation in the best interests of the members it serves. This means being responsible for:

  • the organisation's strategic direction and purpose
  • key stakeholder engagement
  • organisational performance and budget outcomes
  • reporting to members at the annual general meeting (AGM)
  • establishing policies and procedures
  • managing risks and developing a risk management plan
  • monitoring compliance with legislation, by-laws and organisational policies
  • evaluating the effectiveness of the committee.

The management committee must have at least three members. The offices of President and Treasurer and one other are required. All incorporated organisations must also have a Secretary. The Secretary is often included as a position on the management committee. The committee is also comprised of any other members appointed at a general meeting. Other positions such as Vice President, Canteen Convenor, Volunteer Coordinator, Fundraising Coordinator and Promotions Officer may also form part of the committee.

Your organisation's constitution should detail how the management committee is elected or appointed.

You can create sub-committees (to assist the management committee) to focus on a particular area of the business (e.g. facility development) or to manage a specific issue or event. This can also help streamline the decision-making process.

To operate most effectively, the management committee should:

  • understand its roles and responsibilities, as individuals, committee members and a committee
  • attract quality people and have a recruitment plan
  • retain quality people by providing development opportunities
  • meet regularly enough to perform its roles and responsibilities.

The Our Community website provides information and resources to support effective board and committee management.

Visit the Institute of Community  Directors Australia website for more information on sub-committees.

Roles and responsibilities

The structure of your organisation and roles and responsibilities in the management committee and sub-committees should be clear and documented. Having clear position descriptions for roles allows potential candidates to assess whether they are a good fit and to see what the role involves. It also assists your organisation with recruitment. Each position description should detail the responsibilities and accountabilities of the role, as well as things such as reporting requirements. All key roles within your organisation, both volunteer and paid, should have position descriptions (e.g. canteen or social media coordinator).

It is a good idea to create a calendar of events, with participation requirements for different roles.

Before becoming a committee/board member

If you are considering joining a committee or board, it is recommended that you do your due diligence, including looking at the constitution, reviewing the last three years of AGM reports and financial statements. You should also speak with the President or Chairperson and make sure the organisation has office bearer's insurance (also known as professional indemnity insurance).

Induction

It is recommended that your organisation develops an induction manual or package to provide to new committee members or volunteers. This will help them to understand how your organisation operates, what their role is, and the key processes they need to follow (e.g. how to claim out-of-pocket expenses) and who to contact in an emergency.

All new committee members and volunteers should undergo an appropriate induction process that provides a clear understanding of your organisation's operations, financial circumstances, strategy and direction and what is expected of them in their role. Induction may include sharing previous annual reports, strategic/business/facility plans and position descriptions.

By providing a comprehensive and practical overview of your organisation's structure, policies, procedures, codes of practice and activities, you ensure the new committee member or volunteer quickly and easily becomes a confident and productive contributor.

Remember to appreciate all volunteers within your organisation and the valuable contribution each person makes.

Visit the Institute of Community Directors Australia website for more information on developing an effective induction process, an induction checklist and how to compile a committee/board manual.

Measuring performance

The management committee should not only regularly review and assess the performance of the organisation; but should also review its own performance and that of individual committee members.

Visit our annual evaluation of your organisation page for further information and tools to measure your performance.

Succession planning

Planning for new committee members or volunteers to take over key roles within your organisation is paramount. This is often referred to as 'succession planning'. It involves identifying people who have the skills and capacity to take on a role when it becomes vacant.

Your committee should focus on succession planning throughout the year. Don't wait until your AGM! Succession planning should begin the day someone starts in a role.

Taking action to attract and retain high-quality committee members and/or volunteers can significantly improve your organisation's viability.

The more your organisation focuses on getting the right people in the right positions, the better! 

People within your organisation or local community may have the skills needed. Ask members to detail their professional background/job role when completing a membership application to help identify people who may have appropriate skills for specific roles. Approach people who may be suitable candidates for future vacant roles. Don't just look to existing members to fill future opportunities. Use your organisation's networks and contacts to search for suitable people.

You can help get people ready for future role opportunities by getting them to assist or shadow existing committee members.

Mediation

Unfortunately, from time to time there is a need for mediation support within committees, amongst members and between organisations. Mediation is the process by which a neutral third party or person (mediator) helps you negotiate a mutually acceptable outcome or settlement. 

The selection of an appropriate mediator is a key factor when you are looking to resolve a dispute or conflict.

Facilitation by a trained mediator allows issues to be aired in a safe environment and enables everyone's concerns to be heard.

Once an agreement or settlement is reached, it is critical the outcome is documented in writing so all parties are clear on the outcome and can move forward without confusion.

The Australian Mediation Association provides support to community groups for a fee. The Queensland Department of Justice and Attorney-General have a Dispute Resolution Centre that also provides mediation services and advice.

Meetings 

Meetings are for decisions. Decisions lead to actions. There are three main types of meetings:

  1. Management committee meetings - for committee members
  2. General meetings - all members invited
  3. Annual general meetings - management committee, members and invited guests.

A quorum must be present for a meeting to proceed. Quorum requirements are outlined in your constitution.

All meetings must be held and conducted in accordance with your constitution.

Minutes must be recorded for all meetings.

Visit the Institute of Community Directors Australia website for:

  • fact sheets on how to run an effective meeting, etiquette and tips for chairing a meeting
  • fact sheets on annual general meetings, including a sample agenda.

You might also like to visit the Queensland Government's website for the Incorporated association smart business guide.

Policies and codes of conduct

Good governance involves having appropriate policies and codes of conduct in place to guide the management committee and members.

More resources and support

Last updated: 1 December 2021

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