The Effective Board
the role key stakeholders legal structure duties decision-making preparing for Board Meetings START FINISH chairing
why are we here…?
the role key stakeholders legal structure duties decision-making preparing for Board Meetings START FINISH chairing
key stakeholders who are they? positive things negative things score out of ten
the role key stakeholders legal structure duties decision-making preparing for Board Meetings START FINISH chairing
legal structure members governors executive secretary committees
members signatories to the Memorandum DfE appointee chair of governors member invitees
members receive accounts appoint auditors amend the constitution change the name wind-up the company
governors staff local authority parents headteacher
governors board of the company overall strategy finances performance monitoring risk management legal compliance
executive headteacher and team day-to-day operations carrying on the business of the company
secretary formal statutory role notices, minutes and records company returns the oil in the engine
committees finance, HR, school improvements, etc committee structure recommendation or delegated powers? reporting
the role key stakeholders chairing legal structure duties decision-making preparing for Board Meetings START FINISH
duties constitutional fiduciary charity law statutory
constitution memorandum and articles objects and powers internal rule-book
fiduciary good faith skill and care within our powers
good faith best interests of company use of company property conflicts of interest
skill and care two levels sensible and careful business person specialist knowledge and experience
within powers company constitution delegation
charity law regulated by DfE objects trading remuneration gift aid scheme
statute insolvency health & safety Companies Act 2006
insolvency wrongful trading fraudulent trading preferences transaction at undervalue
corporate manslaughter Health and Safety Act 1974 Corporate Manslaughter Act 2007
the 1974 Act principal duty on employer directors can be liable consent, connivance or neglect
the 2007 Act failure in management or organisation gross breach fines and publicity order corporate liability
Companies Act 2006 statutory Code of Conduct seven duties
the seven duties act within powers exercise independent judgement promote success of the company exercise reasonable care, skill and diligence
the seven duties not accept benefits from third parties avoid conflicts of interest declare interests
independent judgement cant just rely on Executive and advisers need to take advice question and challenge use common sense
promoting success good faith positive duty directors decisions
avoiding conflicts what are they? why is this important? how should we deal with them?
avoiding conflicts be aware declare debate? vote? resign?
the role key stakeholders chairing legal structure duties decision-making preparing for Board Meetings START FINISH
decision-making long term impact employees suppliers and customers community environment high standards of business conduct
Quiz time!!!
the role key stakeholders chairing legal structure duties decision-making preparing for Board Meetings START FINISH
the obstacles
preparing for Board Meetings speed reading research speaking to others incisive questions write something down
the role key stakeholders legal structure duties decision-making preparing for Board Meetings START FINISH chairing
setting the agenda facilitating the debate follow-up action chairing recruitment dealing with difficult behaviours succession planning promoting the academy
The Effective Board