The simple answer is the persons identified in the Society’s Bylaws. However, like everything else in life nothing is that simple. So where are the complexities?
First is that most non-profits in BC are incorporated under the Societies Act of British Columbia. Therefore, the boards of non-profits are accountable to the Government of BC for ensuring compliance with the Act.
Second, the Act specifies that Directors (the Board) must act in the best interests of the Society. But what or who is the Society? Technically the Society is “the persons who are its members.” But here again, nothing is that simple. In reality the Society is (a) the members, (b) the directors who make up the board, and (c) staff and volunteers. So, this means that it has a responsibility and obligation to be accountable to the Society’s members and to its staff and volunteers, and also to the government that has given the Society the right to exist and to act.
Third are other stakeholders who have an interest in the work and conduct of the Society. First among these are the clients, client families or caregivers, and/or customers. Then there are funders, the community at large and various media.
To illustrate the board’s accountability to these various stakeholders one only need look at what happens if there is an accusation of: racial or sexual discrimination against staff or volunteers or clients; sexual harassment; abuse of staff, volunteers or clients; and/or misuse of the Society’s funds. Before one can blink an eye, the issue will become the interest of various media, special interest groups, funders, and concerned members of the community at large.
There will then be a demand that the government or police conduct an investigation or take action to address the matter. Regardless of what is done, the board will be held accountable. People will want to know how they allowed whatever happened to happen. They will look for accountability from the board, and there are likely to be negative consequences that the board had never considered.
So, board’s need to recognize that their accountability is not simply limited to the members of the Society. In fulfilling all of the responsibilities of governing, a board needs to be aware that the decisions and actions of the Society could have an impact on a host of persons or groups who will hold the board accountable.
For more information on this, and other important board related matters, please go to www.governance.ca, or give me a call at 250 465 1245, or email me at colin@governance.ca.