All boards have mandatory roles based on minimum legal requirements and chosen roles based on the board model and activities the organization is engaged in. Cyril Houle defines the board's role and responsibilities based on the three different activities of the organization:

Governance: The policies developed by the board that give overall direction to the agency.

Management: The board takes actions and makes decisions to ensure there are sufficient and appropriate human and financial resources for the organization to accomplish its work.

Operations: These are the activities, services, or programs of the organization. The board has no mandatory role in this area. Many boards see this work as the responsibility of the board and staff. Some boards choose to actively participate in the operations due to philosophy or limited resources.
 
A board must make a decision about its structure based on three basics questions:

1. What decisions does the board want to make and which do they want to delegate?
2. How much involvement does the board want to have in the operations of the organization?
3. How will the reporting relationship between the board and the staff be defined?
 
Cline Consulting helps clients better define their board and staff roles and relationships. Whatever the issue – from a low-performing board to a power struggle between the board and executive director – we help clarify the situation and move the organization to problem resolution. Cline Consulting uses a structured development process to help your board become one of the organization’s greatest assets. We provide consultation and facilitation services for executives and board members experiencing conflicts, misunderstandings, or other issues that are effectively keeping the organization from advancing its mission.