20 Questions Directors of Not-for-Profit Organizations Should Ask ...

How to use this
publication
Each “20 Questions” publication is designed to
be a concise, easy-to-read introduction to an
issue of importance to directors. The question
format reflects the oversight role of directors,
which includes asking a lot of questions. For each
question, there is a brief explanatory background
and some recommended practices.
The “answers” or comments that accompany
each question summarize current thinking on the
issue and practices of not-for-profit governance.
If your organization has a different approach, you
are encouraged to test it by asking if it provides a
valid answer to the question.
There may be limitations on the ability of a
particular board to follow all the recommended
practices described in this document. The board
may not be in a position to nominate a full slate
of directors; directors may be inexperienced
with governance assessment and may initially
be unsure of the process; or it may be difficult
to attract volunteer directors with the ideal
combination of skills, qualities and experience.
In addition, the committee structure of not-forprofit
boards may vary depending on the size
and complexity of the organization. Nevertheless,
progress towards practices suggested will
improve the quality of governance within the
organization and encourage further measures in
the future.
Directors coming from a for-profit business may
find that their experience, although often helpful,
may not always provide the best answers in the
not-for-profit environment. The material in this
document should help them decide how to adapt
their experience to the not-for-profit realm. The
important differences between the corporate and
not-for-profit governance environments lie in:
• The volunteer status of not-for-profit directors,
which may affect motivation, commitment and
board dynamic;
• The absence of regulations requiring board
assessment for NPOs; and
• The diversity of ways in which not-for-profit
directors can be appointed or elected, and the
relative lack of control that an organization may
have over their appointment and performance.
Readers who want more details on specific topics
may refer to the section on “Where to Find More
Information.”
Written by
Richard Leblanc, CMC, JD, LLB, MBA, LLM, PhD
Hugh Lindsay, FCA, CIP
Project direction
Beth Deazeley, LLB
Principal, Risk Management and Governance
CICA