Factsheet

The Role of the Board

The board is the principal decision-making body of an organisation. The board's non-executive directors, trustees, or governors take decisions about the organisation's strategic direction and have oversight of its activities.

These responsibilities are set by law and in the organisation's governing document, such as its Articles of Association or Constitution. Whilst the law sets the framework for director, trustee and governor duties and responsibilities, the governing document provides more detail on the organisation’s core purpose, the specific authority of the board and how the board is accountable to others.

The functioning of the board is the responsibility of the chair. The chair's role is to provide the leadership that enables the board to be effective as the organisation's highest decision-making body. This is not just achieved through directing the flow and focus of the meetings but also building relationships and undertaking the preparations that create the conditions under which the directors can have productive group discussions. To do this, the chair has a close working relationship with the governance professional, who often reports into them on governance matters.

While day-to-day management of the company is delegated to executives, the board retains ultimate responsibility and oversees the performance of the executives, promotes effective decision-making, enhances stakeholder relations, and supports the company’s strategic goals.