Representative Board Governance: What Role Do Board Directors Have in Representing the Interest of Their Constituents?
Keywords:Governance; Board of directors; Agency theory; Representation; Nonprofits
The current ethos of most nonprofit boards of directors focuses on role clarity between board directors and the executive director. The board’s role is to collectively set strategic direction and provide oversight while leaving day-to-day operations to staff. Yet, many individual directors join a board to make an impact on the organization by addressing very specific operational concerns and/or to represent a stakeholder group, and this creates tension at the board table. This article explores whether there is necessarily a trade-off between the representative and good governance roles of a nonprofit board director. It will demonstrate that the tension between representing member interests and governing nonprofits is a false dichotomy. Reconciling these two interests offers some potential avenues for improved organizational accountability.
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