Any institutional framework that wishes to be effective and treated as legitimate has to have certain basic elements. These include, of course, the ability to identify its domain of work (usually in the form of a set of problems that need to be addressed), the capacity to plan its activities (aimed at solving the problems identified) and the means to carry them out. To be legitimate, it has to have systems in place that ensure accountability, transparency and also the long term stamina to maintain the continuity of its operations. And all these require actors who are guided by and report to decision makers who are in turn guided by and report to policy makers. So, whether it is in business, in public life or in NGOs, it is crucial to have some mechanisms for ensuring that the staff members are accountable to management and management is accountable to those who make policy on behalf of the stakeholders and the wider public. This is usually the governing body – often known as the board of directors or governing council – possibly with the help of internal management committees, whose responsibility it is to supervise and maintain the overall health, wellbeing and character of the organisation. The entire set of elements is what constitutes “governance”.

Corporate governance is geared under the law primarily to protect the interests of those who invest money in the company and civil society governance is supposed primarily to protect the interests of society at large and, for membership organisations, of its members. There is obviously a difference in this because corporate governance focuses much more on the bottom line and making profits, and is concerned about issues that are largely internal to the organisation. Civil society governance, on the other hand, is about the bigger issues of society and seeks to ensure that the external impacts of the organisation are positive and in compliance with its mission.

Unfortunately, neither in the corporate sphere nor in civil society have we yet built up in India, a full tradition of responsible organisational governance. There are, of course, a lot of Indians who are highly responsible people, who have a long tradition of performance with excellence and integrity. And so are there extraordinary and exemplary organisations in both the civil and corporate spheres. So, it is not that our culture does not appreciate it. But in both these spheres, the citizens at large have a somewhat jaundiced perception of their motivational foundations and ethical character. Not, perhaps, as jaundiced as the widespread perception of government and public agencies, but jaundiced enough that it needs to be addressed.
So, Governance is crucial. It means to be accountable, to be transparent, to be aware of one's responsibilities and to be able to deliver on agreed goals. It is something which requires constant vigilance from governing bodies, whatever the sector – corporate, civil society or public bodies.

Governance is not the function only of the Board.

The ultimate responsibility to ensure good results and proper behaviour certainly lies with the Board, but the largest part of governance is actually the job of management and indeed of every staff member. In the case, for instance, of Development Alternatives, governance is devolved very deep down into the organisation and management have certain responsibilities, which are a part of governance, so are much lower level management, supervisory level too.

In any well-run organisation, every staff member should have an understanding of its objectives, strategies, working culture and general philosophy. They have to take day to day decisions, which actually are a part of the evolution of organisational policy. So they also become a part of the governance system. Governance in the sense of being a 'watch dog’ ensures that the policies are being implemented properly, that the integrity of the organisation is being maintained at all times, as all these are responsibilities at every level of the organisational chart.