Board & governance
Board governance in Zovos covers what directors see, what committees record, and how authority to decide is delegated. Directors get a portal built for oversight rather than a read-only copy of the compliance workspace. Committee secretaries record meetings, minutes and challenge. Owners configure who may approve what.
The board portal
Board principals land on the Board portal instead of the Dashboard. It sits in the Board group of the sidebar, which reads Supervisory Committee at a credit union. It is a consumption surface. It holds everything a director needs to prepare for a meeting, in the order they would ask for it.
The portal shows what needs the board's decision, which risks sit above appetite, key risk indicator status against the thresholds the board set, and open findings by age with examiner matters flagged. Below that sit meetings, committees, and the sealed board packs with their content hashes. The Board packs panel holds every sealed board report family, each labelled by kind. They are the board pack itself, the AML/CFT board report, the TPRM program report, the ERM committee package, and the annual information security program report described in Cybersecurity.
KPI trends plots those headline figures across pack generations, each point marked improved, worsened or unchanged, so directors see the direction of travel rather than one quarter at a time. Every point is what a sealed pack actually reported at the time. Nothing is recounted after the fact, which is the only way a trend line and a signed pack can agree.
My oversight packet is a personal, exportable record of a director's own oversight trail. It shows what they saw, what they asked and what they approved. Opening a pack records that this director took that pack off the shelf, so the packs-received section rests on an artifact-level receipt rather than an assertion that something was circulated. Individual director accountability is increasingly a supervisory theme, and a director should not have to reconstruct their own record from email.
The board role reads everything except internal work product and agent runs, and approves policies and internal-audit plans and reports. It writes nothing into operating records. See Roles & permissions.
Committees, meetings and minutes
Committees are created and seated on the board portal's Committees panel. That panel is the only place a committee comes into existence, and a name already used by another committee is refused. Meetings hang off a committee and move from planned, to in session, to minutes pending, to minutes final. A meeting's date registers on the obligations calendar with every other deadline.
Edit roll records attendance, including who was absent. Agenda items are typed as an approval, a report, a discussion, or approval of prior minutes, so the agenda itself distinguishes decisions from information.
Submit minutes seals a manifest of the minutes and enqueues an independent approval. Minutes are approved by someone other than the person who wrote them. Download minutes (PDF) on final minutes produces the record with a SHA-256 integrity footer, so a copy handed to an examiner can be proven to match what was approved. Downloaded before approval, the same PDF is watermarked as a draft that is not approved and carries no integrity footer. A draft cannot be mistaken for the record.
The challenge record
The challenge record is the part of a meeting that examiners actually care about. It is the evidence that the board challenged management rather than received a presentation.
Entries are attributed and append-only, and typed as a question, a concern, a challenge, a direction, a management response, a note, or a recusal. Nothing is edited or deleted. A correction is a new entry.
A direction can do more than record itself. Attach a directed action to the entry and Zovos creates a finding in the same transaction. The finding is sourced as a board directive and has an owner, plus a due date where you set one. A directed action with no date files as unscheduled. A direction recorded without a directed action stays a minute entry and nothing more. Used with the directed action, this closes the most common gap in board records. That gap is a board that directed something while nobody can show what happened next.
Board packs and claim lineage
A board pack is sealed when it is generated, and its content hash is recorded in the proof ledger. Every figure in it is registered as a claim that resolves back to the records that produced it.
Later, you can re-verify the pack. Each claim comes back as unchanged, drifted, or an unknown query. Drifted means the underlying records have moved since the pack was sealed. This is how you answer "was that number right when we approved it" months after the meeting, and it is what the Exam management lineage panel reads.
Decisions and delegated authority
The Decision register is institutional memory, and it sits at the end of the Risk group of the sidebar rather than under Board. It holds a recorded decision with its rationale, who approved it, and a supersession chain when a later decision replaces it. You record which earlier decision a new one supersedes as you create it, and the chain is then navigable hop by hop from the decision drawer. When the question "why did we do it this way in 2024" arrives during an examination, the answer is a record rather than a search of somebody's inbox.
Governance settings is where authority is configured. The delegation-of-authority matrix maps object type and severity to the approver roles required and the number of signers. Critical items require two distinct signers, and lower severities require one from a defined pool. Special routing is built in: an audit plan always goes to the board, and policies route by document tier.
The Authority Engine evaluates, at the moment of decision, whether the deciding person actually held the delegated authority. It runs off, in monitor mode, or in enforce mode. In enforce mode a decision outside someone's authority is escalated rather than applied, a lapsed grant is marked as lapsed, and a decision with no covering delegation is blocked. Monitor mode is a safe way to see what enforcement would have done before you turn it on.
Once the board approves a risk appetite statement, the appetite settings on this screen become read-only, reflecting the approved bands rather than allowing an administrator to edit them.
Notes and limits
Board governance, minutes and the live decision register are denied to examiner sessions as work product. What the examiner receives is the sealed pack you choose to provide. Board packs can be exported for delivery to a board portal, and some board portals connect by API while others take an export package. See Approvals & delegation of authority for how a board approval reaches a director.