Effective governance: the roles and responsibilities of board members

Don L. Arnwine

From McManis Consulting and Arnwine Associates, Irving, Texas.

Corresponding author: Don L. Arnwine, McManis Consulting and Arnwine Associates, 222 W. Las Colinas Boulevard, Suite 1650, Irving, Texas 75039.

Governance is fundamental. I have seen good boards become bad boards and bad boards become good boards. I have seen organizations fail because of problems at the governance level. Ineffective governance compromises the ability of the management to succeed. Effective governance, in contrast, greatly assists the organization. Effective governance has the following characteristics: it is efficient, allows a respectful conflict of ideas, is simple, is focused, is integrated and synergistic, has good outcomes, preserves community assets, and leads to enjoyment and personal reward for the individual board members.

In the sections that follow, I review the roles and responsibilities of boards, factors that increase board effectiveness, and the evolution of governance. (BUMC Proceedings 2002;15:19-22)