Research Question/Issue: The Power-Structure Model of Non-Profit Governance provides an understanding of the types of power exhibited by different stakeholders in nonprofit organizations.Research Findings/Insights: This qualitative study involved 21 semistructured interviews with board chairs of socially focused nonprofits. A grounded theory-based approach was used to code extracted data into grouped concepts and to develop the model. Findings from the study indicate that (1) the reward and legitimate power of funders trumps almost all the other types of power in a nonprofit organization, (2) a board's legitimate power over management cannot surmount management's informational power, and (3) there may be a power struggle between the board chair's informational/referent power and the board members' expert/referent power.Theoretical/Academic Implications: The Power-Structure Model of Non-Profit Governance, which was conceived using theory and qualitative data, incorporates French and Raven's (1959) five types of social power to outline the power structure of nonprofits and how it differs from the traditional organizational structure. The model offers new perspectives on researching power and decision making in organizations and how appropriate governance can help to reduce power asymmetry between the CEO and the board.