Shires MAT – Governance overview, aims, roles and responsibilities

The purpose and governance arrangements for the Shires MAT are set out in its Articles of Association and Scheme of Delegation (SoD).

• This document is intended to set out:
• The Principles of Governance
• Shires MAT vision, values and aims
• The respective roles of Members, Trustees and Governors
• Shires MAT expectations of the conduct of Members, Trustees and Governors
• Communication arrangements between each level of governance and between the executive teams
• A code of conduct for governors (appendix 5)

Together these documents constitute a Governance Overview for the organisation; setting out the fundamental principles of the organisation and the rules for its governance.

Principles

1. Governance in the Shires MAT is underpinned by a shared vision, values and aims that give purpose to all our actions. All Members, Trustees, Governors, and academies will promote the vision and subscribe to the values and aims set out below.
2. Shires MAT will be a trustworthy, reliable, approachable, caring, ethical and inspirational organisation, delivering the best possible learning experiences.
3. Shires MAT recognises that the partnership, communication and relationship between each part of the organisation is key to delivering our vision. We expect all Members, Trustees, Governors, Senior Leaders and Staff in our academies to demonstrate ethical leadership, work collaboratively and, drawing on the best practices of working with others, ensure that the whole is greater than the sum of the parts.
4. Shires MAT, in line with its vision of excellence in education, aims to provide excellence in its governance.
5. Governance is underpinned by a common understanding about who is responsible for decision making, and the mechanisms by which others can provide valuable input to decision making; the SoD makes this process transparent. This document outlines the arrangements for communication between each part of the organisation.
6. Financial governance must, as a foundation, be compliant with the principles and regulations set out in the Academies Financial Handbook (AFH).
7. Effective governance in Shires MAT is supported by the following:
   1. Trust Members – the guardians of the constitution Trust Board – the Trustees
   2. Trust Board sub-committees
   3. Local Governing Bodies – the Local Governors
   4. The Executive Team – the Chief Executive Officer (CEO), the school Headteachers and the Chief Finance Officer (CFO).
8. The Trust Board has overall responsibility and ultimate decision-making authority for all the work of the Shires MAT, including the establishment and maintenance of the academies.
9. It is our belief that strong local governance is the most effective way to build successful academies and, in most circumstances, we expect to delegate the governance of each school to the relevant Local Governing Body (LGB). There should be no duplication of governance, and decisions should be made as close as possible to the impact of that decision.
10. We will continue to develop our governance arrangements to shape and take account of best practice in the sector and will ensure we regularly assess the effectiveness of our governance.

Role of Members

Members are best viewed as guardians of the constitution, changing the Articles of Association if necessary and ensuring the charitable object is fulfilled. The Members appoint some of the Trustees and can exercise reserve powers to appoint and remove Trustees, but it is anticipated that this power will be rarely exercised. The Academy Trust will ordinarily have at least five Members. Members are expected to meet at least annually to receive the report of the Trustees and CEO. They may attend meetings of the Trust Board as observers and with the consent of the Chair. Whilst in law Members are permitted to be appointed as Trustees, in order to retain a degree of separation of powers between the Members and the Trust Board, and in line with DfE expectations, Shires MAT has determined that normally only one Member will sit as a Trustee and provide a link between the Trust Board and Members. Members are not permitted to be employees of the Academy Trust. One of the Trust members represents the Diocese of Worcester as a corporate member linked to Feckenham (VC) C of E Academy.

Role of Trustees

The role of the Trust Board is described below:

1. Setting the vision, ethos and strategy for the Shires MAT and its academies over the next three to five years;
2. Establishing the governance structures for the Shires MAT, from Members to school level, in keeping with the Articles of Association;
3. Providing clarity, through the published Terms of Reference, Scheme of Delegation (SoD), Risk Management Framework and other such documents as it shall produce from time to time, of the level at which the following governance functions are exercised:
   • determining each individual school’s vision, ethos and strategic direction
   • recruiting each school’s Headteacher
   • performance management of each school’s Headteacher
   • determining Human Resources policy and practice
   • oversight of each school’s budget, identification, assessment and mitigation of the risks for each school.
4. Setting the level at which the LGBs will have authority and accountability through the SoD;
5. Engaging with the Shires MAT communities, parents, pupils and staff;
6. Contributing to developing collaborative relationships beyond the Trust;
7. Ensuring that there is strong and effective executive leadership across the Trust; Overview and scrutiny of academies’ education performance data;

Overview and scrutiny of the Shires MAT financial capability and management systems to ensure compliance with the Academies Financial Handbook, and delivery of best value for money;

Ensuring senior leaders within academies are challenged to improve the education of pupils;

Ensuring financial probity and maintaining effective financial controls and balances across the Shires MAT.

Developing the Trust Board to ensure that it has the capacity, skills and succession plans to have a positive impact on outcomes for pupil. The Trust Board may carry out these functions through its sub committees, Terms of Reference for which will be included as appendices.

Agreeing Link Trustees to work with each individual academy to ensure effective communication and processes.

The Board will ensure that new Trustees undertake a formal Induction process. The Board will also carry out a regular skills audit of its Trustees, using the DfE Skills and Competency Framework and appropriate audit tools. Where key skills are missing on the Board, expertise will be procured to support the challenge and scrutiny of specialist areas such as human resources or educational performance.

Role of Local Governing Bodies (LGBs)

The role of Local Governor within the Multi-Academy Trust is an important one. In developing our governance arrangements, the Trust Board has sought to ensure that the responsibility to govern is vested in those closest to the impact of decision- making and that such responsibility matches the capacity of those assuming responsibility. The Local Governors are accountable to the Trust Board (which in turn is accountable to the Department for Education) as well as to the communities they serve.

The broad duties of the Local Governing Body are summarised as:

To contribute to and fulfil the vision and ethos of Shires MAT in so far as it relates to the school, ensuring that the school achieves the aims and ambitions it has for its pupils, having regard in particular to the benefits of being part of a family of academies which stresses the importance of collaboration and mutual support;

To develop, implement and review the strategic plan for the school, focussing on the school’s performance and achieving sustained improvement and having regard to any locally agreed priorities identified by the Trust Board;

To act as a critical friend to the school’s senior leadership team, being ready to challenge and hold senior leaders to account for all aspects of the school’s performance;

To oversee the management of the finances of the school, assessing the annual budget prepared by the school’s

Headteacher (with the support of the school’s senior leadership team and the CEO/CFO) and submitting such for approval by the Trust Board, ensuring that the school works within its budget and the school’s senior leadership team adopts and implements appropriate risk and financial management policies and practices;

To support the Trust Board in ensuring that insurance or equivalent risk protection is put in place and maintained for all risk areas including damage to property, employer liability, public and third party liability and director liability in accordance with any policy issued by the Trust Board from time to time;

To support the school’s Headteacher in the development and review (from time to time) of an appropriate staffing structure for the school, ensuring there is robust and accountable monitoring of the performance of staff and implementing all and any policies relating to staff adopted by the Trust Board;

To support the Trust Board in its monitoring and evaluation of the delivery of any central services and functions provided or procured by the Academy Trust for the academies, reporting any issues or concerns to the CEO and, if necessary, the Chair of the Trust Board;

To promote within the organisation and externally the benefits of collaboration with the other academies and to actively seek opportunities to work together either with the aim of improving economic efficiencies within the academies or identifying and implementing best practice;

To develop effective links within the school’s community, communicating openly and frequently as appropriate and ensuring that the school meets its responsibilities to the community and serves the community’s needs in relation to the safeguarding and education of its pupils; and

To engage fully and openly with any inspection of the school, whether by the Trust Board, Ofsted or any other appropriate public body to whom the school is accountable. Suggested terms of reference for LGBs are included in the appendices.

Intervention

The Trust Board remains ultimately responsible for the Shires MAT and the conduct of its academies. Whilst it is expected that governance of the individual academies will be fully delegated to LGBs there may be, exceptionally, circumstances in which it is necessary for the Trust Board to intervene and withdraw delegated authority, either from a specific area of governance or completely.

In such circumstances the Trust Board will work closely with that school and its governors to create the circumstances in which full delegation can be restored.

Exceptional circumstances would include the following:

• Insufficient progress against educational targets such that there is a risk of intervention by Ofsted/Secretary of State without rapid improvement
• Significant concerns about financial probity or effectiveness
• There has been a breakdown in the way the school is managed or governed The safety of pupils or staff is threatened, including a breakdown of discipline

Role of the CEO

The CEO has delegated responsibility for the operation of the Shires MAT and the academies within it.

The CEO has a role in the performance management of the Executive Team, including school Headteachers, and is expected to have an overview of the performance of each school. The CEO will be a Trustee and ex-officio member of the Trust Board.

As the designated Accounting Officer, the CEO has overall responsibility for the operation of Shires MAT’s financial responsibilities. On a day to day basis this responsibility is delegated to the CFO and the individual academies. The CEO must ensure that the organisation is run with financial effectiveness and stability; avoiding waste and securing value for money. The CEO leads the executive management team of the Academy Trust. The CEO will delegate executive management functions to the executive management team and is accountable to the Trust board for the performance of the executive management team.

Role of the school Headteacher

School Headteachers are responsible for the day to day management of their school and for driving its overall performance. Whilst line managed by the CEO, they are expected to be autonomous professionals and, in most circumstances, to operate independently within the overall vision, values and ethos framework of the Shires MAT. School Headteachers will be ex-officio members of their LGB and will report to them for all delegated responsibilities.

Pupil, parent and staff voice

Accessing and responding to the ideas and concerns of our key stakeholders is an important part of the operations and governance of the Shires MAT. School Headteachers will be members of the Shires MAT Headteacher’s Group and will meet at least once each month with the CEO and, as appropriate, the CFO. They will be responsible for providing advice and guidance to Trustees as well as for the operational delivery of the Shires MAT vision and objectives. We expect all our academies to have active Pupil Councils with representatives from each year group. Each LGB is expected to give due regard to issues that are raised though the Pupil Council and the management actions taken in response to the issues.

Where appropriate these should be brought to the attention of Trustees. The Trustee Board will consult with Headteachers and LGBs to

consider other ways in which the pupil voice is taken into account. Parental voice is formally built into the governance structure with the election by parents of two parent Governors to each LGB. LGBs will need to give consideration to other mechanisms of communication and consultation appropriate to their school.

It is recommended that staff voice is similarly built into the governance structure with the election to each LGB of at least one employee, and ideally representatives from both teaching and support staff of the school by employees of that school. Where no staff representative has been identified it is recommended that a vacant governor role is held.

It is expected that Headteachers will bring issues of staff concern or ideas for development to the Shires MAT Headteacher’s Group and will also facilitate professional contacts between staff as appropriate.

Shires MAT will consider what further mechanisms for pupil, parent and staff representation at other governance levels may be appropriate.