I serve on a charity board, and I was once its secretary. I also work with boards as a consultant. Most of the directors I meet are volunteers who care deeply and give their time for free. Many of them tell me the same thing: they were never really shown what the role involves.
This is a charity board governance checklist written for those people. It is general information, not legal advice. Rules change, so check your regulator's current guidance before you act on anything here.
Governance is protection, not paperwork
Many boards treat governance as a pile of forms. I see it differently. Good governance protects the people you serve, the money you hold, your reputation and the directors themselves.
There is a second benefit that surprises people. A board that understands its duties makes braver decisions. When you know where the lines are, you can step up to them with confidence. You can say yes to a bold idea, or no to a risky one, and know why.
The ACNC governance standards in plain words
If your organisation is a registered charity, the Australian Charities and Not-for-profits Commission (ACNC) expects you to meet a set of governance standards. In plain words, they ask five things of every registered charity, plus one more for some.
- Stay true to your purpose. You exist to pursue your charitable purposes, and you remain not-for-profit. Money and assets go toward the mission.
- Be accountable to your members. If you have members, they should be able to see what the charity is doing and have a say in how it is run.
- Follow Australian laws. That includes the laws that apply to your charity and your activities.
- Make sure responsible persons are suitable. Your directors and other people in charge should be fit for the role, and you should check.
- Support responsible persons to meet their duties. Directors need to know what their duties are, and the charity should help them carry them out.
- Take care with overseas work. If you operate outside Australia, there are extra external conduct standards about how you manage funds and partners.
The duties directors actually carry
Whatever your structure, directors and other responsible persons carry personal duties. In plain words:
- Act with care and diligence. Read the papers, ask questions and turn up prepared.
- Act honestly, in the best interests of the charity and its purpose. Not your own interests, and not those of a friend.
- Do not misuse your position or the information you get from it.
- Manage conflicts of interest. Declare them, record them and step out when needed.
- Make sure the charity's finances are managed responsibly.
- Do not let the charity operate while it cannot pay its debts.
None of this is meant to scare you. Most boards meet these duties well. The risk comes when nobody has ever talked about them out loud.
Your regulator may not be only the ACNC
The ACNC is one regulator, but it may not be the only one. In Western Australia, an incorporated association also answers to the state regulator. A company limited by guarantee has obligations to ASIC as well. Know which of these apply to you, and check each regulator's current guidance.
The yearly checklist a volunteer board can run
You do not need a consultant to run this. Put it on the agenda once a year, and work through it together.
- Constitution. Has everyone read it, and is it current? Does the way you actually operate match what it says?
- Responsible persons. Are the details of your directors up to date with the ACNC? Have changes been reported?
- Annual reporting. Are your annual information statement and financial reports lodged, and lodged on time? Who owns that task, and who is the backup?
- Insurance. When was it last reviewed? Does it still cover what you actually do, including volunteers and events?
- Conflicts register. Is there one, and is it used? Is it a standing item at each meeting?
- Risk register. Has the board looked at it this year? Are the top few risks real, and does someone own each one?
- Minutes and decisions. Do they record what was decided and why, not just who attended?
- Finances. Are they presented in a form that every director understands? If only one person follows the numbers, the board is not governing the money.
- Induction. Does every new director get a proper welcome, with the constitution, the budget, the key policies and a conversation about their duties?
- Board skills. What skills does the board have, and what is missing? Finance, legal, people, fundraising and lived experience of your community all matter.
Keep it short. If a question turns up a problem, write it down, give it an owner and a date, and move on. Fixing everything in one meeting is not the goal. Knowing where you stand is.
A note on culture
A checklist only works in a room where people feel safe to say, "I don't understand this." Some of the most useful moments I have seen in board meetings began with a director admitting that. Make that easy. Ask the chair to invite questions, and thank people when they ask them.
Where to start
Do not try to fix it all at once. Take the free five-minute quick check to see where your board stands. If you want to talk it through, you are welcome to book a free hour with me. No pressure, and no jargon.