Trustees' Week 2024 - The Role of the Chair of Trustees

On day three of Trustees’ Week, Kirsty McEwen TEP Partner and Head of the Charity & Not for Profit Team Higgs LLP considers the role of the Chair of Trustees, in light of a research project which considered the essential attributes that charity Chairs of the future will need to embrace.

“The Future Charity Chair” report was published on 12 June 2024, and arose out of research undertaken under the lead sponsorship of the Centre for Charity Effectiveness (CCE) at Bayes Business School

It followed other reports across all sectors, such as “The Future of Charity” by Good Innovation (April 2023) , “Chair of the Future: Supporting the Next Generation of Business Leaders” by 德勤 (September 2022) and “The Chair in Government” by The Public Chairs' Forum (July 2022), all of which drew attention to a knowledge gap regarding the specific and critical role of Chairs in helping organisations deal with the unrelenting rapid pace of change and the continued economic and political uncertainty.

The research aimed to:

• Contribute ideas that would help to shape the future development and recruitment of charity Chairs;
• Enhance the future sustainability of the charity sector by highlighting longer term considerations for board discussion;
• Provide fresh thinking to positively influence regulation and best practice for the sector; and
• Emphasise the value of good charity governance and the need for it to continually evolve to remain relevant.

Subject to any contrary provision in the governing document, charity Trustees make decisions about their charity together, working as a team, with decisions not needing to be unanimous as long as the majority of trustees agree.? This is the principle of collective responsibility.? As a result, all Trustees are considered ‘equal’, but some Trustees do have specific roles, such as the Chair.

The role of Chair is essentially one of leadership.? The Charity Governance Code states that “the Chair provides leadership to the board with prime responsibility for ensuring it has agreed priorities, appropriate structures, processes and a productive culture and has Trustees and senior staff who are able to govern well and add value to the charity.”

The responsibilities of the Chair of Trustees will depend on the charity and its circumstances, but the key ones are to:

• Ensure that the Trustee body functions effectively, meetings are led inclusively, and the board carries out its duties.
• Lead the board in governing itself well, setting the strategic direction of the charity, creating a positive culture within the charity, and holding the CEO and staff properly accountable.
• Monitor the agreed actions from board meetings to ensure that decisions are implemented properly and in a timely manner.
• Ensure that the Trustee board annually reviews its structure, effectiveness, delegations, and key policies, and implements agreed changes as necessary.
• Build a strong, positive, and respectful relationship with the CEO and engage staff, beneficiaries and other stakeholders.
• Act as an ambassador for the charity, representing its interests and values to external stakeholders.

The report considered three key issues:

1.??? How do charity Chairs see the future;

2.??? What will the role of charity Chair look like; and

3.??? How will charity Chairs be recruited and supported.

It acknowledged that Chairs are critical to the success of charities.? They are at the heart of charity leadership and governance, playing an essential role in shaping how charities respond to opportunities and challenges and ensuring that they are sufficiently resilient and impactful.

It identified that there are a wide range of motivational factors for individuals wishing to take on the role of Chair of Trustees, and that the position lends itself to a range of models of leadership that emphasise sharing power, inclusion, and collaboration.

However, the report also highlighted that Chairs saw the future as “increasingly volatile complex and uncertain and acknowledged the toll on those in positions of leadership”.

The report concluded that the role of Chair is a rewarding but demanding leadership role, and that it will need to evolve to meet the ever changing needs of charity and society.? It needs to continue to be made aspirational and this is particularly key given that the pipeline of future Chairs is a real concern.

Whilst there is no template for how someone steps up to the role, the sector will need to look harder at how to open up boards, who their future Chairs could be and where they will be found, if the pipeline is to be protected.

The report acknowledged that there is no template for stepping up and into the role, and at present the responsibility for getting “ready” for the position too frequently falls on the individual.? Chair specific development pathways need to therefore be explored, and different support needs must be considered, and these must be both current and future focussed.

We would recommend the report to all Trustees as part of their considerations around leadership in the context of good governance.? It offers some useful guidance on how to support and develop individuals into the role of Chair and how to ensure that a charity’s recruitment processes are targeted at those might take on the role in the future.?

And finally, the Charity & Not for Profit Team Higgs LLP would always be delighted to support Chairs and boards of Trustees on governance discussions, particularly on ensuring that recruitment processes are well considered and articulated, and that governing documents and supporting governance documentation are fit for purpose and properly define the role of the Chair, how the Chair is appointed or elected, and the extent of any delegated authority.

Tora Pickup

Ellie Williams

Daniel Woodcock

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