BOARD MEMBER ROLE DESCRIPTION Introduction Purpose of this document This document is to explain what Cairn HA expects of you as a member of the Board and what you can expect from Cairn HA. We use this document to assist us to select new Board members and as a framework to help develop existing members. It is expected that it can be used by individuals to decide whether or not the role of Cairn HA Board member is an appropriate one for them. Key functions of our Board The Board is the governing body of Cairn HA. As an organisation regulated by the Scottish Housing Regulator, we are expected to exercise proper control over our activities and make decisions in the best interests of the organisation and the people who use our services. We must ensure sound leadership and direction at Board and Executive levels. Day-to-day management is delegated to the Chief Executive and the management team. One of our key responsibilities is to recruit, direct and support the Chief Executive in the delivery of the Business Plan and strategic objectives. By way of summary, there are five key functions of our Board: 1. Acting as the guardian and promoter of Cairn HA and our Vision and Values 2. Making decisions about policy and strategy 3. Acting as the final point of accountability 4. Monitoring, supervision and control of Cairn HA and its performance 5. Providing a bridge between Cairn HA and the outside world Principles of good governance Governance is the term used to describe the arrangements for leadership, direction and control within an organisation. The foundations of good governance are reflected in the following principles: Good governance means: focusing on the Association s purpose and outcomes for service users the governing body and senior officers working together effectively in clearly defined functions and roles promoting values of the whole organisation and demonstrating the values of good governance through behaviour and conduct Page 1 of 7
taking informed, transparent decisions and managing risk and ensure regulatory compliance developing the capacity and capability of the governing body and senior officers to be effective engaging stakeholders and making accountability a guiding principle in all we do The responsibilities of the Board The Board is the governing body of Cairn HA and responsible for a system of accountability and control. All Board members share responsibility for decisions and must act in the interests of the Association and its customers at all times. In addition there is a legal and ethical requirement to conduct the business and oneself in a proper manner, without personal financial interest or gain. The Scottish Housing Regulator, to whom we are accountable, has six Regulatory Standards for housing associations. These are: 1. The governing body leads and directs the Registered Social Landlord (RSL) to achieve good outcomes for its tenants and other service users. 2. The RSL is open about and accountable for what it does. It understands and takes account of the needs and priorities of its tenants, service users and stakeholders. And its primary focus is the sustainable achievement of these priorities. 3. The RSL manages its resources to ensure its financial well-being and economic effectiveness. 4. The governing body bases its decisions on good quality information and advice and identifies and mitigates risks to the organisation s purpose. 5. The RSL conducts its affairs with honesty and integrity. 6. The governing body and senior officers have the skills and knowledge they need to be effective. The collective responsibilities of the Board as a whole are: Defining and reviewing the values and strategic objectives of the organisation Establishing and reviewing policies and plans to achieve these objectives Monitoring the organisation s performance against plans, objectives and targets Taking responsibility for risk and legal compliance Recognising the organisation s responsibility to its customers Understanding the views of its customers and responding to these Demonstrating value for money in customer service Approving the budget and ensuring financial control Exercising responsibility as an employer and maintaining an effective relationship with the Chief Executive Officer and senior staff Page 2 of 7
Agreeing a framework for delegation with the Chief Executive Officer and monitoring its effectiveness Having a broad awareness of policy and good practice in the housing sector Ensuring the delivery of the Scottish Social Housing Charter outcomes The responsibilities of the Chairperson The responsibilities of the Association s Chairperson are: Ensuring the efficient conduct of Board business and of meetings Ensuring that all Board members are given the opportunity to express their views and that appropriate standards of behaviour are maintained Encouraging open debate Ensuring all new members are welcomed and have appropriate induction Supporting and managing the Board to ensure skills, knowledge and experience are used to best effect and developed where appropriate Establishing a constructive working relationship with, and providing support for, the Chief Executive Officer Ensuring the Board as a whole acts in partnership with the Executive Group Ensuring the Board receives professional advice when it is needed, either from its senior staff or from external sources Ensuring the Board makes proper arrangements to appraise the performance of the Chief Executive Officer and others to enable the business to be carried out effectively Ensuring that the Board plans for the succession of members and the Chairperson and other office bearers Being an effective Ambassador for the organisation Taking decisions delegated to the Chairperson Being approachable, fair and objective Your responsibilities as a member of the Board The responsibilities of each individual member of the Board are: 1. Upholding the values and objectives of the organisation 2. Being aware of, and adhering to, policies on governance and conduct 3. Acting in the best interests of the Cairn HA and its service users at all times 4. Preparing for and attending Board and other business meetings 5. Contributing to, and being obliged to accept responsibility for, decisions made collectively which have been properly made 6. Challenging, where appropriate, in a constructive fashion 7. Recognising and declaring any conflict of interest 8. Recognising your own training and development needs and attending relevant events 9. Honouring the duty of confidentiality in your role 10. Representing the organisation externally where appropriate 11. Working as a team with other Board members and communicating effectively 12. Working in partnership with the CEO and Executive Team 13. Asking for information, clarification and saying when you don t understand Page 3 of 7
14. Understanding and respecting the distinct strategy and policy roles of the Board and the operational responsibilities of senior officers The qualities we expect from each member of the Board The Board is made up of individuals with a diverse range of backgrounds and personalities. Some are employed, others retired or self-employed. Some are or have been professional, others have an interest as service users or through involvement in local communities. Some know about housing or related disciplines, others have expertise in business planning, finance, the law or human resources. Whatever the background, there are certain qualities we are looking for in all our Board members: A commitment to demonstrating our Values Enthusiasm Independence and objectivity Common sense Integrity and honesty Good communication e.g. being tolerant of the views of others, listening and being assertive Being a team player and seeking consensus Sufficient confidence to form and express views and challenge the views of others constructively Commitment to the organisation Ethical behaviour Open mindedness Taking responsibility for one s own learning, training and development and for asking for information, clarification, support It is desirable if new members have a general awareness of social housing and governance. Skills and experience relevant to the role We have identified the range of skills and experience that is relevant to the role of a Board member. These are set out in the appendix to this Role Description. We hope that new Board members can demonstrate a reasonable fit with these areas. In your first year on the Board you will be supported to develop your understanding through in-house training and development and support. Each year members take part in an individual appraisal to assess the previous year and identify any training and development as required. The level of commitment we expect The following is an estimate of the time commitment which is expected of Board members: Attendance at six Board meetings a year, usually half a day each Possible attendance at the Audit & Performance Committee meetings, up to four times a year at approximately two hours each Reading and preparation for Board meetings will depend on the individual but could take up to three hours for each meeting Page 4 of 7
Attendance at the annual residential away day which involves a day and a half and one overnight, around thirty six hours One-off Task/Finish working groups from time to time Attendance at conferences (some residential), seminars and training events Participation in Cairn HA s review and appraisal of the effectiveness of the Board which may involve a separate event or events and completing questionnaires Participation in events to develop your understanding of the business. For example site visits or visits to locations where we have homes and services, meeting tenants and staff Ad hoc meetings with a particular business purpose Meetings are usually held at Cairn HA s Head Office in Edinburgh but may also be held at other locations in Scotland, usually Inverness or Bellshill. What you can expect from Cairn HA Governing body members undertake their role on a voluntary basis and do not receive payments for their duties. However, all reasonable travel and other expenses (including child care) are paid. This is a well-respected position in a growing sector that is both business-like and based on strong social and community development values that include housing people with a wide range of social and health needs. In return for your commitment and time, Cairn HA will provide you with: Clear guidance and information on your responsibilities and the work of the Association A welcome and introduction when you first join Induction into the activities of Cairn HA and the social housing sector generally Reports for meetings which are clearly written (and presented) and which are circulated a week in advance The opportunity to develop your knowledge and skills about housing, as an employer and as a governing body member including specific training to meet your needs The experience of working in a team, and taking time out of formal business to explore ideas, plan ahead, be clear about Cairn HA s distinctiveness and how it fits into the wider housing sector and economy The opportunity to meet other people with a wide variety of backgrounds, skills and interests The opportunity to network with other housing association members and participate in seminars and conferences Clear briefing and guidance from senior staff to ensure Board decisions are made on the back of the fullest information An opportunity to make a difference to the communities we work in Reference material relevant to the role The following documents are relevant to your role as a Board member. Most of these will form the package of information provided to you when you become a Board member. 1. Cairn HA Company Rules these represent the constitution of the Association and reflect the Scottish Federation of Housing Association s Model Rules. Each Association member automatically receives a copy of these; Page 5 of 7
2. Cairn HA s Business Plan; 3. Cairn HA s Annual Report; 4. Standing Orders these are the procedures agreed by Cairn HA for carrying out the business through the Board and through delegated authority to staff; 5. Schedule of Delegated Authorities; 6. Financial Regulations; 7. Equal Opportunity and Diversity Policy; 8. SFHA Code of Conduct for Governing Body Members; 9. Policy on expenses; 10. Schedule 7 Issues; 11. Entitlements, Benefits and Payments Policy 12. The Scottish Housing Regulator s Regulatory Framework; 13. Performance Standards for social landlords and homelessness functions; 14. Scottish Social Housing Charter The Association also has procedures in place to deal with situations when things go wrong, whether at the governing body or operational levels. http://www.scottishhousingregulator.gov.uk http://www.sfha.co.uk http://www.cih.org/scotland Page 6 of 7
APPENDIX 1: CAN YOU OFFER SOME OF THESE SKILLS OR EXPERIENCE? Specialist Knowledge 1. Understanding of the policy context for governance and financial decisions 2. Knowledge of housing issues 3. Housing Management 4. Housing Maintenance 5. Housing Development and Construction 6. Housing-related legislation and regulation 7. Finance 8. Law 9. Health & Social Care (e.g. within the areas of older people, young people, physical disability, mental health, learning disabilities, ex-offenders, drug misuse). Social Services (e.g. services for children, social work, occupational therapy, welfare benefits) 10. Community services and initiatives (e.g. community education, community planning, credit unions, employment initiatives, community facilities and social enterprise) 11. Equal Opportunities Business Skills and Knowledge 12. Strategic Planning 13. Business Planning 14. Personnel/Human Resources 15. Training and Development 16. Procurement of Services a) construction b) care c) consultancy 17. Risk Management 18. Monitoring and control of performance 19. Financial planning and control 20. Information communication Technology Local Knowledge 21. Understanding of the issues and housing needs affecting all communities within which Cairn HA operates 22. Awareness of tenant views about service delivery and customer services 23. Knowledge of Local Authority plans and practices Sector and Environmental Knowledge 24. Understanding of the current challenges for the housing association sector 25. Understanding of options for registered social landlord governance structures (e.g. different group structures) Board Skills 26. Understanding of the principles of good governance and Board roles and responsibilities 27. Chairing meetings 28. Formal understanding of Board procedures 29. Representing the organisation externally 30. Working as a team 31. Preparing for meetings Page 7 of 7