Key Points

  • You have a duty to always action in the organisation’s interests, regardless of your own interests or the interests of others
  • Be informed – read the documents and ask questions necessary to make an informed decision
  • It’s ok to disagree and debate issues with other Board or Committee members … in fact it is expected.

You will likely be making decisions and voting on agenda topics at your first meeting and every meeting after that.   Even though Board members act as a group, making decisions and working collectively as a team, your responsibilities as an individual are to act in the best interest of the organisation.  That includes making your own mind up about matters and contributing to the constructive debate around the Board or Committee table.

That may mean on some issues you will have a different view from other Board/Committee members…. as a governance member you are expected to think independently and form your own conclusions on matters that come before the Committee.  Listening to other Board members views and debating the merits of different courses of action is an important part of good governance.  Most often the Chair will help guide the discussions and explore different perspectives, respectfully drawing out differences of opinion and comparing the merits of different ideas that arise around the table.  

It is ok to ask for further information or a clearer explanation of a proposal you are being asked to consider – ultimately in order to fulfil your responsibilities as a Committee or Board member you need to be in a position to make an informed decision on the matters before you.

It’s good to keep in mind the main duties of not-for-profit directors:  to act in good faith and in the best interests of the organisation; to act with reasonable care, skill and diligence; not to improperly use your position or information; to manage financial affairs responsibly, and to avoid conflicts of interest.

Top Tip

Not every decision may end up being the right decision, but if you focus on your main duty to act with reasonable care, skill and diligence, you will be adopting the right decision-making process.

Want more? ... check out these resources

Online article - QCOSS - 3 minute read


Really succinct advice from QCOSS on decision making in community Committees and Boards.

Online article – Institute of Community Directors – 3 minute read


Here’s a boiled down list of do’s and don’ts that will get you through your first Board or Committee meetings unscathed !

Online article – Madgwicks Lawyers – 3 minute read


This quick article gives a really good overview of how Courts deal with decision-making around a Board table when things go wrong.  Short story – as long as you act with diligence and in good faith and make the best-informed decision you can at the time you will likely be found to have performed your duties as a governance member. 

Skip to content