Flexible, Not Flimsy: Making Nonprofit Board Policy and Process Work

A Step-by-Step Governance Review, Part 8

Photo by Andrew Pons on Unsplash

Non-profit boards thrive on clarity, consistency, and accountability. Yet too often, board process and policy documents gather digital dust and are ignored, outdated, or misunderstood. Why? Because they're either too rigid, too vague, or too disconnected from the board's day-to-day reality.

In this installment of our governance framework series, we explore how effective process and policy documents can support, not stifle, board performance. When designed well, these documents offer guidance and guardrails, while still allowing the board to adjust for context.

Why Process and Policy Matter

Process and policy ensure that governance activities like director recruitment or executive director assessment are executed consistently, fairly, and aligned with the organization’s mission. But not every task needs a formal process, and not every issue warrants a standalone policy.

Every document should have a clear purpose, a defined audience, and a shelf life. When processes and policies are created with intention and used with discipline, they reduce ambiguity, build trust with stakeholders and support high-functioning governance.

Four Types of Documents, One Common Purpose

There are four broad types of board-related policies and processes, each serving a distinct purpose:

1. Board-Only Policies: These govern internal board operations.
   Examples: Ethics and conflict of interest, fundraising expectations for directors, director participation.

2. Board-Only Processes: These outline repeatable governance procedures.
   Examples: New director orientation, board composition planning, executive director assessment, board evaluation.

3. Joint Board and Organizational Policies: These are operational policies that also apply, at least in part, to directors.
   Examples: Communications policy, travel expense reimbursement, document retention and destruction, levels of spending authority.

4. Joint Board and Organizational Processes: These are organizational processes where the board plays a recurring role.
   Examples: Strategic planning, risk management, program review.

Understanding which type of document is needed, and when, helps avoid over-engineering board operations while ensuring accountability.

When (and Why) a Process is Needed