ABSTRACT

In this chapter, the author considers the third and final component of the beneficiary doctrine: governance. He explains how profound is the distinction between governance and management. The author illustrates why so many of our current systems of governance—non-executive directors, supervisory boards, councillors, school governors, and so on—are so ineffectual and why they continually let us down. He shows that governance as 'deciding and monitoring corporate performance and corporate conduct'. The author reviews a number of alternative designs for the governance of organizations. Many of the organizations which have no governing boards, and some that have, are supervised by watchdog bodies either set up by the state or by interest groups. Many organizations have no governing board of any sort: British trade unions do not, they have a committee of which the general secretary is their boss not their servant. Wherever people look, across the entire range of human organizations, the balance between governance and management is defective.