This document discusses governance and professionalism in non-profit organizations. It defines governance as the systems and processes to ensure an organization's overall direction, effectiveness, and accountability. Good governance is important for non-profits as they must deliver services and be accountable to members, donors, and stakeholders. The key characteristics of good governance are outlined as participatory, consensus-oriented, accountable, transparent, responsive, effective and efficient, equitable and inclusive, and following the rule of law. The needs for governance in non-profits are also discussed, including enhancing donors' trust, access to global funding, combating corruption, and reducing risks of crises.