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What is Governance

"A great many people think they are thinking when they are merely rearranging their prejudices" - William James

What is the advice we give boards in order that they may govern effectively?

The board chooses, within legislation, how it wishes to govern the school and should document and agree to abide by this.

A board's style/model/way of governing is determined first and foremost by the board acting within legislation.

The legal responsibility of boards of trustees is determined by Section 75 of the Education Act 1989:

s.75 Boards to control management of schools -

  1. A school's board must perform its functions and exercise its powers in such a way as to ensure that every student at the school is able to attain his or her highest possible standard in educational achievement
  2. Except to the extent that any enactment or the general law of New Zealand provides otherwise, a school's board has complete discretion to control the management of the school as it thinks fit.

We would suggest

Governance - The Board = What do we want to achieve/Ends

Management - The Principal = How we get there/Means

Example definition

The ongoing improvement of student progress and achievement is the board’s focus. 

The board acts in a stewardship role and is entrusted to work on behalf of all stakeholders. It is accountable for the school’s performance, emphasises strategic leadership, sets the vision for the school and ensures compliance with legal and policy requirements.

Board policies are at a governance level and outline clear delegations to the principal. The board and principal form the leadership, with the role of each documented and understood. The principal reports to the board as a whole with committees used sparingly and only when a need is identified in order to contribute to board work.

The board is proactive rather than reactive in its operations and decision making and does not involve itself in the administrative details of the day to day running of the school.

Board Roles and Responsibilities Policy

The board of trustees’ key areas of contribution are focused on four outcome areas:




Employer Role

The board's policies should reflect this definition

Doug Matheson in his book "The Complete Guide to Good Governance in Organisations and Companies" states - "board policies are its guiding principles and rules for the management of the organisation and provide the boundaries for management's internal actions and their relations with outsiders. Board policies should reflect implementation and practice of the organizations values, beliefs and culture. Board policies should reflect compliance with legislation and regulations and customs of the country. The policies should be clear in terms of defining the way the board, management and employees are expected to act"

NZSTA has suggested a policy framework that caters for this by having policies under three headings:

The Charter (Number 1 policy, sets the direction)

Governance Policies (The board's rules/policies for how it will organise itself)

Operational Policies (Outcomes that the board wants to achieve in certain areas. Delegated authorities to the principal)

Board's Governance Framework An example of a Board's Governance Framework (docx)(member only)

The board's policies are its rules and therefore every trustee should have a copy of them and take them to every board meeting. If you don't know what the rules are you can't play the game!

The board's committees should do board work, not management work

For some boards there are many committees who spend many hours doing what is essentially management work.

These can include property and finance committees. With the best intentions in the world these boards takes on or continue to do these tasks before asking - "is this board work"? I am not talking about major capital works or setting the budget, I am talking about, for example, meeting to discuss broken windows and drinking fountains, or monthly meetings with the principal before the board meeting so the principal can report to the finance chair/portfolio holder as to why accounts are over or under agreed limits.

NZSTA encourages boards to reflect on these tasks and align them to their agreed governance definition and roles and responsibilities policy. The above does not mean that the principal is restricted from using the expert knowledge of individual board members acting as volunteers. The principal may well ask a volunteer expert, who just happens to be a trustee, to obtain quotes or recommend tradesmen, but it is up to the principal to request this and, most importantly, for both the principal and board member to understand that when acting under this request the volunteer is under the direction of the principal and not acting in his/her capacity as a board member.

Knowledge is power, and the whole board needs to receive all the governance information to enable trustees to fulfil their role and make decisions effectively. Committees run a risk of allowing some board members to receive more information than others. The whole board needs to understand the finances and take responsibility for them rather than leaving this to one or two board members. As boards we need to focus on what we determine governance to be and concentrate on enhancing student achievement. If we meet as a board for 11 times a year for 2.5 hours that's 27.5 hours a year to fulfil our role! It isn't much, so the time we spend together needs to be focused and productive. Reducing the clutter of receiving and discussing reports and information that we have deemed not to be governance or supporting governance should be one of our aims.

Many trustees tell me that being a board member is time intensive, or that they cannot afford the time commitment. By reassessing what time is truly governance related and what time is really volunteer or community expert work, this may become easier to manage.

Several principals have commented to me how refreshing they find this approach to governance, how empowering this is to them as the day to day manager and how this has really supported good relationships between the board the principal and the staff. Governance, like everything, is not set in concrete and the board needs to be flexible to the needs of the school. A robust and deliberate review cycle will quickly pick up problems so that the board can work to minimize these. NZSTA does not have, nor espouse, a particular "governance model" as such. What it does do however is to challenge boards in respect of where their own governance thinking is at so that these boards, themselves, can establish clarity around not only where they currently sit in respect of governance, but also around  where they might like to be.  

NZSTA has been asked repeatedly over the last 15 years why there has never been a manual of procedures of all the policies that a board needs in order to govern effectively. Comments to the effect that individual boards had to reinvent the wheel 2500 times every 3 years have been common place, and as a trustee in the early 90's I can understand this thinking, and even have some sympathy for this stance. However, the reality is of course that "one size does not necessarily fit all" and what may be suitable or applicable for one school/board is not necessarily going to be suitable or applicable for another. One board may be operating a relatively "hands on" model of governance, while another may be operating a more purist "hands off" model.

The ultimate test or measure of success will always be ongoing improvement in student achievement. While fully acknowledging the rights of a board to determine its own place on the governance continuum, NZSTA did however see some value in creating a document now commonly known as "The Governance Manual". Basically this involved us researching, discussing and documenting what we believed were the principles of good governance and putting this together as a folder for boards to use as a guide. It is essentially a framework which provides the  flexibility for a board to determine what they include and what they leave out based on their own discussions and understanding of the governance model they wish to implement. One of the absolutes surrounding this is that in order for a board to access this document trustees must attend a professional development session.

This is to encourage trustees to understand the importance of the board discussing and documenting what they believe governance to be and the way in which they wish to be self managing within the legislative framework. At these sessions we give examples of some basic understanding as to what makes good governance and the implications of the decisions that boards make. In effect we have put the stake in the ground, developed a flexible framework, and given boards the ability to go back, discuss, and determine what works for them and document it.

Think about what your expectations are when you go along to your doctor for a check up. You go there because hopefully they have expert knowledge about what good health should look like. If you were overweight, had high cholesterol and smoked you wouldn't expect your doctor to tell you that that all was well. Rather you would expect them to tell you that these were all risks to your life, that if you wanted to live longer and healthier you would need to change what you were doing. Your doctor would undoubtedly tell you what needed to change and offer you advice about what you could do to achieve that. If your doctor said nothing and you died of a heart attack at a young age I would imagine you and your family could rightly feel hacked off! The reality for NZSTA is that we will not tell you that you must adopt a particular model of governance, but we will surely challenge you to fully understand the particular model you are currently running and if it is not meeting your needs, to assist you to identify where you would like to be, and how that can be achieved! We believe that this is fundamental to the work of NZSTA, and an essential service for all members.

I'll leave you with a question....

  • Have you identified what good governance should look like at your school - and would you know it if you fell over it?

Once you discuss, understand and document this, the rest is easy……… well, maybe easier!

For more information please email

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