How to review and strengthen your governance
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Presented on Monday 2 November at NCVO/BWB Trustee Conference 2015. Anne Moynihan, Senior Governance Consultant, NCVO; Lindsay Mitchell, Trustee & Chair of Governance Committee, NEBDN and Phil Hughes, Chief Executive, NEBDN How to review and strengthen your governance If you would like to find out more about our 2016 Trustee Conference email us at ncvoevents@ncvo.org.uk or call us on 020 750 3153.
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How to review and strengthen your governance
- 1. Organised by: Lead Partner: Media Partner: Sponsors:PM3: HOW TO REVIEW & STRENGTHEN YOUR GOVERNANCE SPEAKERS: • ANNE MOYNIHAN, SENIOR GOVERNANCE CONSULTANT, NCVO • LINDSAY MITCHELL, TRUSTEE & CHAIR OF GOVERNANCE COMMITTEE, NEBDN • PHIL HUGHES, CHIEF EXECUTIVE, NEBDN Drinks sponsor:
- 2. PURPOSE OF THE SESSION • Consider why boards should review & discuss the effectiveness of their governance arrangements • Look closely at how one charity is seeking to strengthen the way it is governed • Hear from others – insights, tips & tools • Provide an introduction to - and opportunity to use - NCVO’s Governance Wheel (a tool to measure & support change in board performance) • Signposting to additional support 2
- 3. TRACKING GOVERNANCE PERFORMANCE If the buck stops with the board, how do boards know they have all the bases covered? You get feedback….. & reflect How are we doing? How could we improve the way we do things? Do we/the board add value? How much time do we spend on strategy and risk? Do we provide sufficient challenge – staff, each other?
- 4. • To make sure nothing gets lost & keep the board and charity on track • To ensure it is appropriate for the charity’s size, complexity & stage of development • To improve the performance of the board & the charity • To enable the board to focus on strategy, results, impacts and outcomes of the charity's work – deliver greater public benefit! 4 REVIEWING YOUR GOVERNANCE: WHY?
- 5. “Our evidence suggests that in future greater attention should be given to the behavioural characteristics such as conducting formal individual and board performance reviews, ensuring greater focus on strategic topics at board meetings and team working.” Delivering Effective Governance, Compass Partnership/Cass Business School, 2012 5
- 6. • Systems and processes • Performance of trustees and the board • Delegated authority • Risks • Outcomes and impact 6 REVIEWING YOUR GOVERNANCE: WHAT? Best practice is that a charity periodically reviews it governance. This can include a review of:
- 7. How to review and strengthen your Governance Case Study National Examining Board for Dental Nurses
- 8. National Examining Board for Dental Nurses Phil Hughes – CEO Lindsay Mitchell - Trustee
- 9. Why Review Governance? • Strategic Focus • Policies / Procedures • External Forces / Regulation
- 10. What did we do? • Working Group / Committee • Review: • Memorandum & Articles • Risk • Trustee Recruitment, Selection, Support
- 11. Considerations • Skills • Enthusiasm • Willingness
- 12. Achievements • Revised Mem & Arts with more streamlined membership structure • Appointed 4 new Trustees • Risk management policy, register and incident log • Governance Manuals • Improved Annual Reporting
- 13. Benefits • Greater clarity / focus across organisation • Less reactive • Greater confidence / understanding • Making a difference
- 14. What Next? • More hard work! • Committee support / focus • Review and monitor • Impact
- 15. Who has reviewed (or is planning to) their organisation’s governance/board performance? • Approach taken? • What worked? • What proved to be problematic? • Lessons learned? • Benefits achieved? • Next steps? 15 EXERCISE: SHARE INSIGHTS, TIPS & TOOLS
- 16. Level one if the main text level Level two is used for subtitles • Level three is the first level of bullets • Level four is the second level of bullets • Level five is the third level of the bullets 16
- 18. • Discussion and diagnostic tool • Takes each of the six Code principles in turn • Indicates the questions a board should ask itself in relation to each • Board makes an assessment based on the description of the journey of change (full board consensus) • From the assessment, strengths and areas for improvement can be identified and an action plan for improvement devised • Assessment should be repeated periodically and results compared – why do they differ? 18 GOVERNANCE WHEEL: HOW IT WORKS
- 19. Use the Governance Wheel to begin to review your organisation’s governance and ask the right questions: • Agree on confidentiality – it’s important to be as truthful as possible • Spend a couple of minutes introducing your Board/Governance arrangements to your partner • Work through one (or more) of the principles and mark where each of you think your Board is on the journey of change 19 EXERCISE: DISCUSSION AND ASSESSMENT
- 20. FURTHER INFORMATION & SUPPORT NCVO www.ncvo.org.uk or www.knowhownonprofit.org NCVO consultancy www.ncvo.org.uk/training-and-events/consultancy Good Governance: A Code for the Voluntary and Community Sector www.governancecode.org Charity Commission guidance: www.gov.uk/government/organisations/charity- commission The Good Trustee Guide, 6th ed., NCVO 2015 Good governance: a practical guide for trustees, chairs and CEOs, NCVO 20
Editor's Notes
- Good afternoon and welcome to this interactive session on strengthening and improving the effectiveness of your organisation’s governance. Before we begin, my name is Anne Moynihan and I’m a Senior Governance Consultant working as part of NCVO’s consultancy team for eight years. Sitting next to me is Lindsay Mitchell & Phil Hughes who are both from NEBDN (National Examination Board for Dental Nurses). Lindsay is a Trustee and Chair’s the Governance Committee and Phil is the Chief Executive of the Charity. Both have spent a considerable amount of time over the past two years ….. Now it’s your turn – please could you introduce yourself to someone you don’t already know that is sitting next to you (name, organisation/role + share one governance challenge your charity faces or has faced in the recent past)
- Who has reviewed their organisation’s governance? Who has heard of the Code of Good Governance? Has anyone heard of the Governance Wheel? How many of you - hand on heart – can say they enjoyed their last board meeting? How many of you are looking forward to your next board meeting?
- Governance has never been so important & as Martyn Lewis said at last year’s Trustee Conference – now is not the time for Trustees to be caught napping/they need to step up to the plate. Retaining public trust and confidence is vital and has definitely taken a hit due to media spotlights on – CEO pay/remuneration, fundraising activities (Olive Cooke), charity commission research that says the public distrust how funds are spent re back office functions
- Systems and processes - the way your board working with the senior management team does things (recruitment of trustees, succession planning, induction, ongoing support, meetings, agendas, minutes, board papers etc) Performance of trustees and the board - how do they perform individually and collectively, decision making processes etc Delegated authority – what has the board delegated and to whom, are they held to account, do they adhere to terms of ref or role descriptions, is the delegation regularly reviewed to ensure it remains fit for purpose Risks – is the board sufficiently engaged in the risk management process & does it ensure that systems are in place to manage the risks Outcomes and impact – does the Board & SMT know what the organisation is seeking to achieve and have systems in place to ensure that it is making a difference/delivering greater public benefit? If not is it just a vanity project??
- In 3s or 4s if possible Be prepared to feedback
- In pairs or threes 15 mins discuss 10 mins feedback Flip chart the issues, observations, etc
- FINAL QUESTIONS EVALUATION FORMS CLOSE