Good Governance: The path to a healthy, happy and thriving organisation

Posted on July 7, 2022 by Duncan Carson

Categories: General

Governance is the backbone of how your organisation functions; how it survives today and thrives in the future. Following a series of seminars on governance led by the NCVO, the ICO’s Projects and Business Manager Duncan Carson reflects on the hallmarks of good governance and offers some advice to those who want to begin making changes in their organisations.

Governance is one of those words that either acts as an alternative to Night Nurse, or gets people very fired up (and rightly so!). At the ICO, we’re trying to get more people into the second category. Organisations don’t change and do incredible things based on wishes placed under a rainbow on Midsummer. They change because of vision and strategy. Arriving at that vision and strategy and then carrying it through is the role of governance. And if that’s not exciting to you, then read on.

Moreover, if we want a broader range of people to lead organisations, governance is the route to that. Grassroots organisations that make a major contribution to film exhibition often falter due to isolation from governance models. The pressure on individuals to do all of the work, finding paths the wider industry isn’t brave enough to follow, can be intense. Spreading that work out to a broader group of governors can be extremely healthy, and setting your organisation up with the right legal structure from the outset sets you on a stable path to grow in a sustainable way. And the more and more different types of people who are involved in governance, the better organisations are able to stick to their ambitions.

This year, the ICO worked with the NCVO to deliver five free seminars on key topics in governance – from financial fluency, to board diversity, to legal structures and more – so that anyone could build a base to start or improve their governance. Then we offered nine organisations the opportunity to do bespoke coaching with NCVO coaches. What follows are some reflections from sitting in on these sessions and speaking to folks in exhibition about how they see governance right now.


A hallmark of good governance – and those on the path to it – is being able to take a humble approach to how your organisation is run. Many of the people who participated in our programmes were willing to champion what their organisation is, while also seeing that there are barriers to it reaching what it could be. Problems tend to occur when board and staff are too keen to valorise, driving the organisation into conservative or nostalgic directions. It’s also an issue to swerve the other way, seeing the organisation as an endless grumble with changes that can never be enacted. So, the middle path of good governance is a lot like the Serenity Prayer.

It’s very common for people to feel a high degree of embarrassment when addressing failings in governance. The expectation to have all the answers in senior positions can cripple real progress. And if there has been no proper orientation, board members can feel inclined to participate in the ‘happy talk’ story that is being told by the executive. After some ugly stories in our sector about the consequences of not confronting challenges, it was cheering to see people willing to go to the root of long-standing issues or to leave their comfort zone in pursuit of change.


Often, issues in governance are inherited. Perhaps you have been promoted to an executive position and only now discover a toxic relationship with the board is halting progress. Or maybe you’ve joined the board and after a very inclusive interview process, see you’re going to be tokenised by the organisation. Or perhaps there’s a problematic donor who the organisation doesn’t have the financial stability to wean themselves off.

In any of these cases, what’s needed is a high degree of strength and integrity, as well as a healthy measure of patience. Standing out and standing up is not easy. In the face of indifference or hostility, you must attempt to find a new way, often with little assurance that you will have backing of others. Often though, if it’s not working for you, there are likely others it’s not working for. And finding peers in other situations can help you when it otherwise seems hopeless within your organisation.

There’s a crucial balance in a board’s work. Boards need to be patient, since the work of strategically turning an organisation around is slow work. But they also need to be urgent because to avoid a receding horizon of change that never arrives. There are organisations that quietly resist change with delay and it can be the board’s role to refuse to accept the barriers seemingly in place. Knowing which situation is in play – championing fresh shoots that demonstrate change beginning to happen; doggedly asking why steps have not been taken – requires application and sensitivity!

Sitting with awkwardness

Communication between board and executives needs to be respectful and collegiate. This sits alongside the essential need to call a spade a spade. The board’s role is often to point out the Emperor’s nudity, especially when the executive has built up an environment where their staff are likely to be victimised for pointing out unequal situations or unpleasant truths.

Some of this comes down to an ease with asking questions. This is where a diversity of experience can be a huge benefit. If there is a monoculture, tacit acceptance of ‘the way we do things’ is likely to be high. Boards need to create an environment where quite basic ‘Why is it this way?’ questions can be asked without eye rolling or exasperation.

Some of these questions will have awkward implications. ‘Why are there no disabled/working class/Asian people on your staff/board?’ is not always an easy thing to hear. The answers may lie deep within the organisation, and the resolutions may be distant. But trusting that the question is asked with best intentions for the organisation and answered with a willingness to accept criticism is a sign of good health in governance.

If all else fails, pushing for transparency is key. Can the senior team lay out their plans? Can they be shared with the communities you’re working for? And education about governance models, even if you are not part of them, helps you push back against organisational indifference. Who is on the board that you could contact to sound the alarm? What is being done at senior management level? Who are the funders your organisation is responsible to? All of these questions help cut through the thickets that organisations can put in place to resist change.

Where to start with governance

If anything in this article feels familiar, or you want to start making changes, there are two good places to start. Firstly, the NCVO have been invaluable to the ICO. Not just in delivering this governance series, but also directly to our organisation as we’ve looked more closely in the mirror and considered our own governance. As well as building a newly balanced board of trustees, we’ve also made use of their fantastic resources. Membership pricing is scaled to the size of your organisation, and they can be really useful to help you build policies when you’re starting from nothing.

Secondly, ICO can be a good partner on more film-specific challenges. Our consultancy service has helped sit on interview panels for executive roles, led away days to find vision and strategy, and provided guidance on business strategy when things go awry.

Further Reading

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