The World of Dave Baseler

A Wikipedia article in 2010 defined Policy Governance this way:

Policy Governance is a trademarked governance model designed for Boards of Directors that provides a clear differentiation between governance and management responsibilities in organizations. The model was developed by John Carver.

Carver maintains that his is the only systematic theory of boards ever produced. Early in his career, Carver began to search for a reliable guide to the work of a board. Although he found many books and articles on management, his research turned up little conceptual coherence about the proper role of the board of directors.

Over several decades and with the help of wife Miriam Carver, John Carver has defined the work of the board as the deciding of “ends” rather than “means.” The board decides what good the organization is to produce, for what people and at what cost. It also defines limitations on managerial “means” for the Chief Executive Officer and then the board delegates the job of achieving its ends to the CEO. The CEO must pursue the board’s ends without violating its “executive limitations.”

Anyone who has ever served on a board or worked for a board has asked the question, “Where does the board’s job end and the CEO’s job begin?” Carver answers that question by distinguishing between “ends” and “means.” The board’s job is to decide the “ends” and the Chief Executive Officer’s job is to work with employees to interpret and achieve more specific definitions of the board’s ends. Further, the question is answered by conceiving of all decisions as a nested set—smaller ones within larger ones, with the board always beginning at the larger size and working “inward” to a stopping point that corresponds to its tolerance for all reasonable interpretations from that point on.

This theory of boards is original with Carver. The term “Policy Governance” is registered and protected. Carver allows others to use the term but he resists the efforts of others to redefine “Policy Governance” or to disregard its systematic nature. Although each application of Policy Governance is unique to the organization that is being governed, the Policy Governance model does not vary from setting to setting. For example, in every true application of Policy Governance the board represents the organization’s “ownership” as it defines the good that the organization is supposed to produce.

Carver has written a number of books. Boards That Make a Difference is probably the best known but Reinventing Your Board, published with Miriam Carver in a new edition in 2006, is the easiest for a beginner to understand. It also contains model board policies that can be modified to fit most organizations.