Governorship in independent schools
'I'll do the navigating, you act as the driver'. (Chairman of BBC Governors to his Director General)
'I run the Board and the Chief Executive runs the company'. (Baroness Hogg, Chairman of 3i)
'Our job is to make sure we have the right people running the business day-to-day within the right structure and who have the right resources at their disposal to create a long term viable business'. (Sir Roy Gardner, Chairman of Manchester United F.C.)
'The Head is in charge of the ship. I occasionally put a hand on the wheel'. (Chairman of Governors, Kings School, Bruton)
‘I confess I should very much object to undertake a charge in which I was not invested with pretty full discretion.'
‘…the history of great schools is marked by great headmasters not by great governors'. (Sir Alan McLintock)
‘Eyes on, hands off’.
- team working
- holding great meetings (never more than 2hrs long we were told, with concise, action-based minutes)
- having people with the required skills and experience
- maintaining a sharp focus on strategy
clear delineation of responsibilities and a mutual understanding of these
an understanding of the interdependence of the roles
confidence in each other’s judgment and mutual trust
timely and effective communication with each other
frank and open discussion – no grudges, everything out in the open
a willingness to give and accept advice
the ability to reach an agreement – even after initial disagreement – and then present a united front to the outside world
knows the charitable objects of the school (usually very broad and noncommittal, and with good reason)
acts for the school with skill and care
acts in good faith
accepts responsibility for the acts of others
acts as guardians of the charity’s assets
are able to demonstrate public benefit
takes advice where necessary
This last point is vital – governors, for all their disagreements behind closed doors, are obliged to toe the party line in the wider community. Governors who publicly disagree with board level decisions should be swiftly dismissed. Decisions, once made, must be supported and owned collectively.
So what should governors concern themselves with? Well, like company directors, they are responsible for:
determining strategic objectives and policies
monitoring progress towards objectives and policies
appointing senior management
accounting for activities to shareholders (parents) and members (alumni, pupils, community supporters etc.)
Governors should be aware of the need to :
declare and/or register possible conflicts of interest. This is sometimes overplayed, Stuart felt unwisely so. So long as interests are declared transparently and openly and recorded as such there needn’t be an issue. Good potential governors should not be turned away, as they sometimes are, because a conflict is exaggerated in its importance.
not act beyond the authority of the governing apparatus
exercise independent judgment
exercise reasonable care, skill and diligence
produce accounts and an annual report (both to be placed in the public domain)
‘You can delegate a task but you cannot delegate the responsibility’.
At this point the conversation veered into the detail of governors’ responsibility for the upkeep of the Single Central Register. This document which records the comings and goings of all the employees in a school and serves as a record that the correct employment checks have been completed is one of those pass or fail elements of an inspection. Given its high stakes schools go to extraordinary lengths to ensure that they are compliant and here several horror stories ensued:
a tale of a school having failed an inspection despite having paid a serving inspector to check their paperwork. The serving inspector, it turned out had conducted a random spot check of the register and found everything in order. When the real inspector came along, discrepancies were found amongst some of the records that had not been checked.
tales of governors being criticized for not having checked the register themselves. This struck me as particularly odd given that good governance shouldn’t involve micro-management. We were all left feeling rather uneasy about this..
determining, with the Head and members of the SMT, the overall aims of the school
ensuring that key policies are in place and that a system exists for reviewing them
acting as guardians of standards
acting as guardians of the charity’s assets
discharging responsibilities (mainly around timely communication) with parents, pupils and staff
encouraging and supporting staff where good practice is identified
Corporate and fiduciary
All in all a very useful session...