Pobal Training

Initiative

Good
Governance
Facilitated by:
 Using the Managing Better
Toolkit

Principles of Good
Governance

Key Responsibilities of the

Company Secretary

Overview of the Legal Agenda

Requirements of Company
Directors

Managing the Operation of

the Board

Evaluating Governance in
the Organisation and
Identifying Follow-up Actions
 Reference Guide Covers:
- Legal Structures and Status
Companies Using the
Board of Directors
Operation of the Board
Managing
Relevant Legislation Better
Template Documents Toolkit
References and Sources of
Support
 What does good
governance
mean to
different groups
What is Good
Governance?
of stakeholders?

- board members
- employees
- funders
- donors
-beneficiaries
Reference section 1 of your
Managing Better Toolkit
Pg 7 -10
1. Providing
Leadership for the Principles of
Organisation: Good
Governance
Purpose, Vision,
Values
Planning
Accountability
2. Exercising Control
over the Organisation Principles of
Good
Regulatory Governance
Compliance
Financial and
Management Control
Managing Risk
3. Being Transparent
and Accountable
Principles of
Communication with Good
Stakeholders Governance
Responding to work
and governance
related queries
Enabling
engagement in
planning and
decision-making
4. Working Effectively

Clear roles,
responsibilities and Principles of
delegated decision- Good
making responsibility
Governance
Effective board
meetings
Board development,
recruitment and
retirement processes
5. Behave with
Integrity

Honesty, Fairness Principles of

and Independence Good
Conflicts of Governance
interest/loyalties
Reputation of
Organisation
 Governance at a Glance!

provide Leadership
develop, own and review Strategy
Vision, Mission, High Level Goals, Objectives
ensure adequate resources are provided
provide policies to govern operational activity
delegate delivery of Strategy to CEO
ensure reporting framework set for CEO
ensure compliance with legal obligations
assess Risk and ensure it is managed
hold CEO to account in relation to delivery of
strategy
be, and be seen to be, accountable to stakeholders

The Board Remains Responsible! (no delegation of

responsibility)
 True or False you Responsibilitie
decide!
s of Company
Directors
Responsibilities of
company directors
and secretaries
(hand out)

What directors need Reference

to know about: sections 2, 3, 4,
Charities Act 2009 (pg 11-28) 6
Health and Safety and 7 (pg 38
Employment Law 44) of your
Equality Managing Better
Data Protection Toolkit
 Disciplinary
Grievance
Bullying & Employment
Harassment
Law
Equal Opportunities
Minimum
Data Protection
Policies
Maternity Leave
Required
Parental Leave
Adoptive Leave
Carers Leave
Emergency Family
Leave
Health & Safety
The Steps:

Getting the job right

Selecting the right
person
Getting the formalities
right (reporting, giving Managing
direction and feedback)
Getting the relationship Staff
right Successfully
Getting the induction
right
Making sure everyone is
in support
Growing the
organisation
a Charities Regulatory
Authority
a register of charities -
all charities operating in
the state must register
a definition of charitable
purposes Charities Act
annual activity/financial 2009
reporting by charities
new legal requirements
for fund-raising + a
Statement of Guiding
Principles for fundraising
Under the 2005 Safety,
Health and Welfare at
Work Act, responsibility is
placed directly on those in
charge in the workplace.

= Boards are responsible for

good corporate governance, Health and
setting objectives and
targets and taking strategic
Safety Issues
decisions on all business
issues including health &
safety management.

= Regular day-to-day
management, control and
direction of the organisation
is the responsibility of the
manager and his/her team.
You must
Obtain and process the
information fairly
Keep it only for one or more
specified and lawful purposes
Process it only in ways
compatible with the purposes
for which it was given to you
initially 8 Rules of Data
Keep it safe and secure Protection
Keep it accurate and up-to-date
Ensure that it is adequate,
relevant and not excessive
Retain it no longer than is
necessary for the specified
purpose or purposes
Give a copy of his/her personal
data to any individual, on
request
 Managing the
Operation of
the Board

Working in groups,
identify the key
issues you believe
affect the operation
Reference
of the board
sections 5 (pg 29
37) and 9 (pg
48 98) of your
Managing Better
Toolkit
 Purpose of the
Memorandum and
Articles of Association
Using the agenda and
board meeting minutes
effectively
Running effective board Managing the
meetings Operation of
Working with sub-
committees
the Board
Running an Annual
General Meeting Common
Using a Code of Conduct
Issues
for board meetings
Managing Conflicts of
Interest
Planning board member
succession
 Managing the
Relationship
between the
Working in groups,
Chairperson
identify typical
situations or
and
scenarios that can Manager/Co-
challenge the ordinator
relationship between
the Chairperson and
Chief Reference
Executive/Manager section 5 (pg 29
37) of your
Managing Better
Toolkit
governance and
management

are distinct yet

overlapping

Governance: Management
Board/Chair Manager/Co-
ordinator
 Key elements of a Managing the
successful
Relationship
relationship:
Appropriate between the
communication, Chairperson
support and appraisal and
Mutual respect
Agreed roles and
Manager/Co-
responsibilities ordinator
 Evaluating
Use the implementation
Guidelines outlined in the Governance in
Governance Code to help the
you. Available at
http://www.governancecode. Organisation
ie and
Identifying
Having read the governance Follow-up
implementation guidelines,
identify the priority actions Actions
you need to address
 Is there clarity about
the governing body?
Is there a focus on
long-term direction?
Are boundaries
between governors and
management/operation
s clear? Governance
Does your governing
body adhere to the Training
main principles of Summary
governance above?
Do your governing Checklist 1
body members
understand their role?
Can you identify your
internal/external
stakeholders?
Do you know what your
stakeholders expect?
 Are your organisations
existing structures and
processes still valid?
Do you have an up to
date strategic plan?
Do you have processes
to manage risk?
Does your governing Governance
body understand the Training
long-term financial
position? Summary
Do you have plans for Checklist 2
recruiting and
renewing your board
and are directors skills
appropriate?
Do you have a plan to
develop your directors?
Do you have a board
handbook / code-of-
practice?
 www.pobal.ie
www.wheel.ie
www.carmichaelcentre.ie
www.erb.ie
www.odce.ie
www.cro.ie Online
www.revenue.ie Resources
www.employmentrights.i
e
www.equality.ie
www.hsa.ie
www.lrc.ie
www.ictr.ie
www.boardmatchireland.i
e
Reference sections 8
(pg 45 47) , 10 and
11 (pg 99) of your
Managing Better Further
Toolkit to find Supporting
supplementary Materials
information,
references, links and
sources of support