Board Charter
Savannah Conservation Africa
1. INTRODUCTION
This Board Charter sets out the principles for the operation of the Board of Directors of Savannah Conservation Africa ("the Organization") and describes the functions of the Board and its various committees. The Charter provides a framework to guide the Board in fulfilling its corporate governance obligations in alignment with the Organization’s mission and objectives.
2. OBJECTIVES AND PURPOSE
Savannah Conservation Africa promotes sustainable conservation initiatives, biodiversity protection, and community-based natural resource management across Africa. The Board’s primary role is to provide strategic oversight, governance, and leadership in achieving the Organization’s conservation and sustainability goals.
3. COMPOSITION OF THE BOARD
3.1 The Board shall consist of a mix of executive and non-executive directors, with a majority being non-executive, to ensure independence and objectivity.
3.2 The Board will consist of individuals expert in conservation, governance, finance, law, environmental policy, and community engagement.
3.3 The organization will appoint members through a transparent and merit-based process.
3.4 The tenure of board members shall be determined in accordance with the Organization’s Constitution.
4. ROLES AND RESPONSIBILITIES
4.1 Strategic Leadership and Oversight
Define and oversee the strategic direction of Savannah Conservation Africa.
Approve policies, plans, and major initiatives related to conservation programs.
Monitor organizational performance and ensure accountability.
4.2 Governance and Compliance
Uphold the highest standards of corporate governance and ethical conduct.
Ensure compliance with legal, regulatory, and reporting obligations.
Oversee risk management frameworks and internal controls.
4.3 Financial Stewardship
Approve annual budgets, financial statements, and funding strategies.
Ensure financial sustainability and responsible resource allocation.
Oversee fundraising and donor engagement strategies.
4.4 Stakeholder Engagement
Foster strong relationships with governments, conservation organizations, donors, and local communities.
Advocate for conservation policies at national and international levels.
Promote transparency and public awareness of the Organization’s initiatives.
5. BOARD STRUCTURE AND COMMITTEES
5.1 The Board shall establish specialized committees to support its functions, including but not limited to:
Audit and Risk Committee – Ensuring financial integrity and risk mitigation.
Governance and Nominations Committee – Overseeing board appointments and governance best practices.
Conservation and Scientific Advisory Committee – Providing expert guidance on conservation strategies.
5.2 Each committee shall operate under specific terms of reference approved by the Board.
6. MEETINGS AND DECISION-MAKING
6.1 The Board shall meet at least four times a year, with additional meetings convened as necessary.
6.2 Decisions shall be made by consensus, with voting procedures outlined in the Organization’s Constitution.
6.3 Minutes of meetings shall be recorded and maintained as official records.
7. BOARD MEMBER DUTIES AND CODE OF CONDUCT
7.1 Board members shall act in the best interests of the Organization, maintaining integrity, professionalism, and accountability.
7.2 Conflicts of interest must be disclosed, and members shall abstain from decision-making where conflicts arise.
7.3 Members must maintain confidentiality regarding sensitive organizational matters.
8. PERFORMANCE REVIEW AND EVALUATION
8.1 The Board shall conduct annual performance evaluations of individual directors and the Board as a whole.
8.2 Feedback mechanisms shall be in place to enhance Board effectiveness and governance practices.
9. REVIEW AND AMENDMENT OF THE CHARTER
9.1 We will review this Charter periodically to ensure alignment with best practices and evolving organizational needs.
9.2 Amendments shall be approved by a majority vote of the Board.
10. ADOPTION OF THE CHARTER
The Board of Directors of Savannah Conservation Africa approve and adopt this Board Charter on 16 April 2015
