Relationships between Charity Boards and Executive Teams Matter

 

On 6th February 2019 I attended an event “Building a Strong Relationships between Charity Boards and Executive Teams” organised by the consultancy and advisory firm, Gallanach. I found out about this event through Mike Bath. Mike and I follow each other on twitter and often discuss school/academy finance and governance. As academies are charities, the discussions during the evening are directly related to academy trustees and school leaders but as the discussion focused on governance it is also applicable to maintained school governance. For this reason, in this post, I will be using “governors” rather than trustees when I talk about school governance.

The event had presentations from Ian Joseph, Managing Director Russam GBS and Trustee of Kidscape and Sarah MaGuire, CEO Partnership Support Group. The evening was facilitated by Norman Blissett (Director, Gallanach). There was discussion around lots of areas affecting governance, most of which I have tried to capture below. I have then tried to relate them to school governance.

Roles of the board and the executive:

Norman started the evening off by talking about the role of the board and the executive. According to Norman, it is essential that there is a mutual understanding of roles of the board and the executive. Norman outlined the role of the board which he said was to

  • Set the vision and values of the organisation
  • Set the strategy of the organisation
  • Delegate functions to the executive
  • Be accountable to stakeholders

Department for Education has defined three core roles of governors in the Governance handbook. These are

  • Ensuring clarity of vision, ethos and strategic direction;
  • Holding executive leaders to account for the educational performance of the organisation and its pupils, and the performance management of staff; and
  • Overseeing the financial performance of the organisation and making sure its money is well spent.

The National Governance Organisation, NGA, has been discussing adding a fourth duty to the above three, that of accountability to stakeholders. Emma Knights, their CEO, has written about this here. There has been some debate around this with some feeling that performing the three core functions well entails being accountable to stakeholders. Others feel that ensuring decisions taken by the board take into account the views of stakeholders (parents, pupils, staff, and community) should be explicit and that can be done by making it the fourth core function. This is an important discussion and one we must have.

Norman also emphasised the need for everyone to understand that there is a fine line between scrutiny and management and Sarah touched upon the operational and strategic roles. This is something that we, as school governors absolutely must understand. This is one of the reasons training/CPD, especially for those new to school governance, is so important. Sarah also talked about how if the CEO brings too much detail to the board the difference between the strategic and operational may get blurred. She also mentioned that trustees sometimes can focus too much attention on things they do in their day jobs. She has noticed this especially from trustees who come from finance or HR background. This can lead to discussion becoming more operational. Too much time spent discussion things which you do in your day job also means that the rest of the items on the agenda don’t get the time they deserve.

Ian talked about the absolute importance of having clarity around roles. He touched upon the roles of the chair of the board and the CEO, more on that later on.

Transparency:

Norman talked about the importance of having a “culture of candour”. Everyone in the boardroom should be prepared to challenge and be challenged. Problems should be tackled immediately but trustees need to be able to spot these. If there is an occasion where a question from a trustee is brushed aside then Norman says that should raise a red flag. This is something which the Chair may need to explore, perhaps outside of the meeting. Norman also said that trustees should have open access to the organisation.

Ian agreed that transparency is hugely important. He made the point that there should be no nasty surprises for trustees. The executive needs to be open and upfront with the board so problems can be looked at in a timely manner and solutions found.

This is something which we as governors and school leaders need to understand too. As governors, think about what happens when you ask for information. Are you getting so much information that you can’t see the wood for the trees and is that because something is being hidden from you in open sight? Or are you not getting enough information and is that perhaps because things are not going as well as they should? Transparency isn’t only for the boardroom. One of the Nolan Principles is Openness (Holders of public office should act and take decisions in an open and transparent manner. Information should not be withheld from the public unless there are clear and lawful reasons for so doing.) Are your minutes easily accessible? Do you publish your minutes on your school website? Do you take care in deciding which part of the discussion should be declared confidential? As far as open access is concerned, yes, governors need to be able to come into school to carry out their monitoring role but they should remember that the organisation is a after all a school and our monitoring should not disrupt education. Transparency also means that we should inform the head that we are coming in and why. Transparency from all sides fosters trust and is essential for good relationships.

Chair and CEO relationship:

A good Chair/CEO relationship is a feature of an effective board. Norman said there needs to high challenge as well as high support. Relationships need time and effort put into them. Norman suggested that it’s a good idea for the Chair and CEO to spend time together, both formally and informally.

Ian agreed that this is an important relationship. He said it’s essential that both the Chair and the CEO understand their respective roles. The role of the Chair is to lead the board and the job of the CEO is to run the charity and deliver its objectives. The Chair and CEO relationship needs to be based on mutual respect. The Chair should be a professional of equal standing which promotes respect for each other.

As in any other form of governance, the relationship between the Chair and the head of school/trust is a very important one. Chairs and heads should make time to meet each other regularly. The head should also know that he/she can contact the chair at any time should they need to. Being the head of a school can be a lonely job and the head should know they can rely on their chair for support. It’s also important to remember that this relationship needs to be professional at all times. If there is a perception that the relationship between the head and chair is cosy that can lead to problems. NGA has published numerous guides which are useful for chairs of governing bodies. Professor Chris James, Bath University, has conducted research into various aspects of school governance. Here he talks about his study to examine the workings of private sector boards to see if there are any lessons or messages for school governing bodies as far as the head/chair relationship is concerned. If you are a chair and need some help/support/advice then National Leaders of Governance (NLGs) will be able to provide you with that.

All about beneficiaries:

Everyone who spoke at the event was clear that the charity, the board and the executive should be clear that everything they do has to be for the benefit of their beneficiaries. Norman talked about the importance of the board and the executive having a shared idea of the purpose of the organisation. Obviously, for schools the purpose is to provide a good education to children and this is something the board and the executive will agree on and share. What does need to be agreed and shared is the vision and ethos of the school which will drive how education is delivered to the children.

Ian was very clear about the need for both the board and executive to be clear that they are thee for the benefit of the beneficiaries of the charity.

Sarah talked about this too. She thought it was important that the trustees knew the issues faced by the beneficiaries so that they could tailor the work of the board accordingly.

Board composition:

Sarah made a point during her presentation that the board discussion can sometimes suffer if the trustees have the same or similar skills. For example, she has noticed that in boards where most of the members have a financial or HR background, then most of the discussion tends to focus around these areas and very little time is given to discussing things outside of their comfort zone. This is why boards need a wide variety of skills.

In response to a question from the floor about diversity, Ian said that diversity is important. What is also important is to think very carefully about this. A BAME, with a PhD from Oxford who listens to Radio 4 may not be bringing the diversity which you are looking for. I made the point that this must be more than a token gesture and that people still need to feel valued and not feel they are there to tick boxes.

Ian said that people should not join boards because it looks good on their CV but at the same time we should be encouraging more people to join by emphasising the skills they will pick up by being on a board. Another member of the audience said that his board has started appointing what they term “apprentice trustees” who participate fully in board discussions. It is hoped that this way they can see how the board works and perhaps then join as trustees.

The problem of finding people willing to serve as governors is one which may school governing bodies face too. Those schools which would benefit from strong governing bodies are the ones who find it harder to recruit people.

During the panel session, I asked if it’s appropriate for the CEO to choose trustees. The panel members and audience thought that the CEO should not appoint trustees and although it’s a good idea for a prospective trustee to meet with the CEO, this must be for the benefit of the trustee and not the CEO.

Meetings, planning, appraisal:

Sarah talked about the importance of well planned meetings. Good preparation for a meeting involves thinking carefully about the agenda and making sure what goes into the papers is well thought about. This is essential for school governors too. The Chair, head and the clerk should work closely on this. They should ensure that the papers go out at least seven days before the meeting with the expectation that everyone would have read them before the meeting.

Discussions during the meeting should be sharp and focused. Sarah asked trustees to think about the impact their discussions would have on the beneficiaries. If you can’t identify an impact then ask yourself why you are meeting. Again, this is something we as governors need to ask ourselves; will tonight’s meeting have an effect on the education of our children. It is important here to say something about the headteacher’s report too. Make sure your head knows what information you need and in which format. The head’s report is the vehicle by which the head can give governors the information they need. The content of the report should be driven by what the governors need.

The matter of away days came under discussion too. It was suggested that these days are a good way to discuss matters, re-visit and understand the purpose of the organisation and build relationships. There should be days when the executive and the board can meet away from the boardroom. There should also be opportunities for the board members to meet each other away from the boardroom. I know may governing bodies do do this and I think it is an effective way for discussion issues outside of meetings. These away days should still be focused so as to make best use of everyone’s time.

Sarah touched upon appraisal during her presentation. She said it would be a good idea for trustees to have a one to one conversation with the chair/CEO so that they can understand why the trustee joined the board. Sarah also thought that a light touch appraisal of trustees by the chair with input from the CEO was also a good idea.

Qualities of a good trustee:

Norman ended the event by asking Ian and Sarah what they thought were good qualities to have in a trustee. Sarah’s top five were

  • Willingness to listen
  • Willingness to be open
  • Willingness to push executive
  • Being very clear what the link is to the beneficiaries
  • Willingness to get involved

Ian added three more

  • Laser like focus on beneficiaries
  • Common sense
  • Being able to ask questions

All in all this was a really enjoyable event for me and I am sure for everyone else who attended. I found it very useful to listen and interact with people involved with governance who work in sectors other than schools.

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