Governance

At St. Bernard Foundation, we believe that effective governance is the foundation of sustainable impact.

Strong governance builds trust, promotes accountability, strengthens decision-making, and ensures that the Foundation remains focused on its mission while responsibly managing the resources entrusted to it.

Our governance framework reflects our commitment to ethical leadership, transparency, professionalism, and service to the public.

Our Governance Philosophy

The Foundation is governed by an independent Board of Directors that provides strategic leadership, policy direction, oversight, and accountability.

The Board ensures that the Foundation remains true to its mission, operates responsibly, and continues creating meaningful and lasting impact for the communities it serves.

Governance at St. Bernard Foundation is guided by the principle that leadership is an act of stewardship. Every decision should protect the Foundation's integrity today while strengthening its ability to serve future generations.

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01

Mission-Driven

Every strategic decision is guided by our mission and long-term vision rather than short-term interests.

02

Independent

The Board exercises independent judgment in the best interests of the Foundation and the people it serves.

03

Transparent

We believe openness strengthens confidence. We are committed to clear communication, responsible reporting, and openness in our relationships with partners, donors, regulators, and the communities we serve.

04

Accountable

We accept responsibility for our decisions, our actions, and the stewardship of resources entrusted to us. We measure our performance, evaluate our progress, and continuously seek opportunities for improvement.

05

Ethical

Integrity guides every aspect of our work. We uphold high standards of honesty, fairness, respect, confidentiality, and professional conduct.

Defining the Foundation's strategic direction.
Safeguarding the Foundation's mission and values.
Approving policies and long-term plans.
Providing financial oversight.
Ensuring sound governance and risk management.
Supporting resource mobilization and strategic partnerships.
Monitoring organizational performance.
Appointing and supporting executive leadership.
Promoting accountability and sustainability.

The Board does not manage day-to-day operations. Instead, it provides strategic guidance while empowering management to implement approved plans and programmes.

Make informed decisions.
Manage resources responsibly.
Respect policies and procedures.
Listen to stakeholders.
Strengthen partnerships.
Protect children and vulnerable individuals.
Evaluate our impact.
Learn from experience.
Continuously improve our organization.

Governance is therefore part of our culture—not simply our structure.

We recognise that every resource entrusted to the Foundation carries responsibility. Whether financial, human, intellectual, or material, we seek to manage all resources wisely, efficiently, and transparently to maximise long-term impact. We believe that stewardship is measured not only by careful management, but also by the lasting value created for children, families, and communities.

Children and families.
Communities.
Government and regulatory authorities.
Donors and funding partners.
Staff and volunteers.
Board members.
Strategic partners.
The wider public.

We value regular communication, honest reporting, and meaningful engagement with all those who place their trust in our work.

The safety, dignity, and wellbeing of every child are fundamental to our work. St. Bernard Foundation is committed to maintaining a safe environment where children are protected from harm, respected in their individuality, and treated with dignity at all times. We are committed to implementing safeguarding policies, promoting child protection awareness, and ensuring that everyone representing the Foundation understands and upholds these responsibilities. Protecting children is not simply a policy requirement—it is a shared responsibility and a core institutional value.

Responsible organizations anticipate challenges before they become problems. The Foundation is committed to identifying, assessing, and managing risks that may affect our mission, programmes, people, partnerships, or reputation. Through effective governance, careful planning, and continuous review, we seek to strengthen resilience while remaining responsive to changing circumstances.

We believe that strong governance benefits from diverse perspectives, experiences, and expertise. We are committed to building a Board and leadership that reflect professionalism, integrity, and a broad range of skills, enabling thoughtful decision-making and effective stewardship.

As the Foundation grows, our governance systems will continue to evolve to meet increasing responsibilities and opportunities. We aspire to build an institution recognised not only for the quality of its programmes but also for the strength of its governance, ethical leadership, financial stewardship, and public accountability. Our commitment is to establish governance systems that will continue serving the Foundation with excellence for generations to come.

Guided by

Integrity
Transparency
Accountability
Independence
Stewardship
Professionalism
Ethical Leadership
Sustainability

The Board's Role

Strategic Leadership
Policy Direction
Financial Oversight
Risk Management
Organizational Accountability
Executive Support
Long-term Sustainability

We are committed to leading with integrity, governing with wisdom, managing resources responsibly, protecting those we serve, and building an institution that earns and maintains public trust through accountability, transparency, and excellence.

Governance Proposals

Governance Framework

To strengthen accountability and institutional excellence, St. Bernard Foundation is committed to governance that is guided by clear policies, ethical leadership, and continuous improvement.
As the Foundation grows, we will progressively establish and maintain governance systems that promote transparency, accountability, and public confidence.
Our governance framework will include the following key elements.

To strengthen accountability and institutional excellence, St. Bernard Foundation is committed to governance that is guided by clear policies, ethical leadership, and continuous improvement. As the Foundation grows, we will progressively establish and maintain governance systems that promote transparency, accountability, and public confidence. Our governance framework will include the following key elements.

01

Board Charter

The Board Charter defines the role, authority, responsibilities, and operating procedures of the Board of Directors. It establishes clear expectations regarding: • Strategic leadership • Governance responsibilities • Decision-making • Ethical conduct • Board meetings • Committee structure • Performance evaluation The Charter serves as the Board's governance handbook.

02

Code of Ethics and Conduct

Every Board member, employee, volunteer, and consultant represents the Foundation. Our Code of Ethics promotes: • Integrity • Respect • Professionalism • Confidentiality • Accountability • Responsible use of resources • Respectful workplace culture

03

Conflict of Interest Policy

Trust depends on impartial decision-making. Board members and staff will disclose any personal, financial, or professional interests that could influence Foundation decisions. Where conflicts arise, appropriate procedures will be followed to protect the integrity of the Foundation.

04

Child Safeguarding Policy

Children are at the centre of our work. The Foundation is committed to creating environments where every child is protected from abuse, exploitation, neglect, discrimination, and harm. Safeguarding responsibilities apply to everyone representing the Foundation.

05

Financial Stewardship

We are committed to responsible financial management through: • Annual budgets • Internal controls • Financial reporting • Independent audits • Risk management • Responsible procurement • Compliance with legal requirements Every resource entrusted to the Foundation should create measurable public value.

06

Monitoring, Evaluation, Accountability and Learning (MEAL)

MEAL strengthens both governance and programme quality. It enables the Foundation to: • Monitor progress • Measure impact • Improve programmes • Strengthen accountability • Support evidence-based decision-making

07

Risk Management

Strong institutions anticipate challenges before they become crises. The Foundation will maintain systems for identifying and managing strategic, financial, operational, legal, reputational, and safeguarding risks.

08

Board Development

Strong Boards never stop learning. The Foundation will invest in: • Board orientation • Continuous learning • Governance reviews • Skills assessment • Succession planning This ensures governance remains effective as the Foundation grows.

01

We place children first.

The interests, dignity, safety, and wellbeing of children guide every decision.

02

We serve the mission.

Personal interests never come before the Foundation's purpose.

03

We govern — not manage.

The Board provides strategic direction while respecting management's responsibility for day-to-day operations.

04

We think long-term.

Every decision should strengthen the Foundation for future generations.

05

We respect collective leadership.

The Board speaks with one voice after decisions are made.

06

We act with integrity.

Trust is earned through honesty, transparency, fairness, and accountability.

07

We embrace learning.

Good governance requires continuous reflection and improvement.

08

We build partnerships.

The Foundation grows through collaboration, not competition.

PHASE ONE

Board established Policies developed Annual planning Financial accountability

PHASE TWO

Board committees External audits Strategic reviews Impact reporting

PHASE THREE

Institutional accreditation National and international partnerships Research advisory committees Centre of Excellence governance Endowment and sustainability oversight

Governance is a journey of continuous strengthening.

Chairperson

Renalda Bernard Mlay

Renalda Mlay is the Founder and Chairperson of St. Bernard Foundation. She is a development practitioner, agribusiness leader, and institutional builder with over three decades of experience in banking, entrepreneurship, agricultural transf...

Vice Chairperson

Dr. Bernard Yohana Kibesse

Dr. Bernard Yohana Kibesse is the High Commissioner of the United Republic of Tanzania to the Republic of Kenya, with concurrent accreditation to Eritrea, Seychelles, Somalia, and South Sudan. He also serves as Tanzania's Permanent Represen...

Board Treasurer

Glory Bernard

Glory Bernard is an accomplished banking professional with more than 15 years of experience in banking operations, financial management, treasury operations, operational risk management, regulatory compliance, and customer service. She curr...

Board Member

Hilda Lukas Kaniki

Hilda Lukas Kaniki is a distinguished Tanzanian education leader with over 15 years of experience in secondary and higher education. Since 2017, she has served as Headmistress of St. Christina Girls' Secondary School, where she champions ac...

Board Member

Joseph Katallah

Joseph Katallah brings extensive international experience spanning agriculture, education, food systems, and international trade. Having lived, studied, and worked across Tanzania, Europe, and Canada, he offers a global perspective informed...

Executive Director