Governance Guidelines for Corporate Boards

Leadership speaker and author, Bob Vanourek, uses an image of a board table to represent the importance of governance guidelines in an organization. Image credit: iStock

“If you have leadership without governance, you risk tyranny, fraud and personal fiefdoms. If you have governance without leadership,  you risk atrophy, bureaucracy and indifference.” –Mark Goyder, Founder Director, Tomorrow’s Company

With so many corporate scandals in recent decades, much focus has been placed on upgrading corporate governance practices, and rightly so.

In my (Bob’s) experience, most large corporations have given careful thought to their governance guidelines. Google, a firm we admire (see “Snapshots” on pages 238-242 of Triple Crown Leadership), has a nice set of governance guidelines.

IBM has a nice set of governance guidelines too.

But most smaller and mid-sized corporations need some additional guidance in this area. (Perhaps some of the larger firms would appreciate some fresh thinking too?) Consequently, I created an Outline of Corporate Board Governance Guidelines. This Outline is based on my work with many boards and my latest thinking on the leadership responsibilities of corporate boards..

Board governance is subject to state, federal, and stock exchange regulations and laws, as well as the firm’s particular Articles of Incorporation and Bylaws, so consult your corporate attorney when re-examining your governance practices. View this Outline as a general framework to be used in the context of your legal requirements.

Let me know what suggestions you have to improve these guidelines.

And let me know if I can help you fill in the details of this outline for your organization.

Bob Vanourek is co-author of and speaker on Triple Crown Leadership: Building Excellent, Ethical, and Enduring Organizations, a winner of the International Book Awards. Like us on Facebook. To get Gregg’s manifesto on Leadership Derailers (and how to avoid them) and free book chapters from Gregg’s books, including Triple Crown Leadership, check out his Free Guide.