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Published byArmani Gingell Modified over 10 years ago
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The Effective Board
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the role key stakeholders legal structure duties decision-making preparing for Board Meetings START FINISH chairing
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why are we here…?
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the role key stakeholders legal structure duties decision-making preparing for Board Meetings START FINISH chairing
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key stakeholders who are they? positive things negative things score out of ten
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the role key stakeholders legal structure duties decision-making preparing for Board Meetings START FINISH chairing
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legal structure members governors executive secretary committees
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members signatories to the Memorandum DfE appointee chair of governors member invitees
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members receive accounts appoint auditors amend the constitution change the name wind-up the company
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governors staff local authority parents headteacher
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governors board of the company overall strategy finances performance monitoring risk management legal compliance
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executive headteacher and team day-to-day operations carrying on the business of the company
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secretary formal statutory role notices, minutes and records company returns the oil in the engine
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committees finance, HR, school improvements, etc committee structure recommendation or delegated powers? reporting
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the role key stakeholders chairing legal structure duties decision-making preparing for Board Meetings START FINISH
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duties constitutional fiduciary charity law statutory
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constitution memorandum and articles objects and powers internal rule-book
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fiduciary good faith skill and care within our powers
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good faith best interests of company use of company property conflicts of interest
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skill and care two levels sensible and careful business person specialist knowledge and experience
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within powers company constitution delegation
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charity law regulated by DfE objects trading remuneration gift aid scheme
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statute insolvency health & safety Companies Act 2006
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insolvency wrongful trading fraudulent trading preferences transaction at undervalue
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corporate manslaughter Health and Safety Act 1974 Corporate Manslaughter Act 2007
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the 1974 Act principal duty on employer directors can be liable consent, connivance or neglect
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the 2007 Act failure in management or organisation gross breach fines and publicity order corporate liability
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Companies Act 2006 statutory Code of Conduct seven duties
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the seven duties act within powers exercise independent judgement promote success of the company exercise reasonable care, skill and diligence
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the seven duties not accept benefits from third parties avoid conflicts of interest declare interests
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independent judgement cant just rely on Executive and advisers need to take advice question and challenge use common sense
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promoting success good faith positive duty directors decisions
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avoiding conflicts what are they? why is this important? how should we deal with them?
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avoiding conflicts be aware declare debate? vote? resign?
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the role key stakeholders chairing legal structure duties decision-making preparing for Board Meetings START FINISH
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decision-making long term impact employees suppliers and customers community environment high standards of business conduct
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Quiz time!!!
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the role key stakeholders chairing legal structure duties decision-making preparing for Board Meetings START FINISH
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the obstacles
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preparing for Board Meetings speed reading research speaking to others incisive questions write something down
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the role key stakeholders legal structure duties decision-making preparing for Board Meetings START FINISH chairing
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setting the agenda facilitating the debate follow-up action chairing recruitment dealing with difficult behaviours succession planning promoting the academy
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The Effective Board
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