Academies are companies limited by guarantee. A legal requirement is that the company be set up with both members and directors. The same people can hold both these positions but they are two distinct roles.
In the case of Faringdon Academy of Schools the Members and Directors will provide Strategic Direction for the Academy. The day-to-day management of schools will be delegated to the local headteachers and Local Governing Bodies. In order for the Board of Directors to function efficiently, they will delegate some powers to committees.
The members are akin to shareholders and have ultimate control over the direction of the academy trust. They ensure the charitable company achieves its objectives, sign off the financial accounts and annual report, and appoint some of the Directors. They hold the responsibility for:
Changing the Articles of Association
Deciding on a change of school category
Amendments to the Funding Agreement
Appointing Directors (Trustees)
Directors (this role can also be known as Trustees)
The Directors, appointed by the Members or the Diocesan Board of Education, have delegated responsibility for the 3 core strategic functions:
The Directors have overall responsibility and ultimate decision making authority for all the work of FAoS. This is largely exercised through strategic planning and the setting of policy. It is managed through business planning, monitoring of budgets, performance management, the setting of standards and the implementation of quality management processes. The Directors have the power to direct change where required.
The Directors have a duty to act in the fulfilment of FAoS Objects.
Directors will have regard to the interests of all Academies for which FAoS is responsible in deciding and implementing any policy or exercising any authority.
Chief Executive Officer (CEO)
The CEO has the delegated responsibility for the operation of the Academy including the performance of all its schools and the performance management of the Head teachers with the LGB Chair.
The CEO is the Accounting Officer, so has overall responsibility of the operation of the Academy Trust’s financial responsibilities and must ensure that the organisation is run with financial effectiveness and stability.
Local Governing Body
Local Governing Bodies are committees of the Board of Directors and operate under the delegation approved by the Board and outlined in the Scheme of Delegation.
Those elected/ appointed to serve on a Local Governing Body are appointed members of a committee of the Board, and can be referred to as Governors; Local Governing Bodies have been delegated the authority to appoint their own governors and elect their own post-holders (including Chair), but appointments are to be made in accordance with the relevant Instrument of Government and FAoS Policies and Procedures.
Members of Local Governing Bodies are not trustees or directors of the academy trust (unless they hold those positions in their own right), and it is therefore important to remember that, even where responsibility is delegated to a local level, it is the academy trust as the legal entity that holds the statutory accountability and not the Local Governing Body.
The Academy Board of Directors is served by four Academy Committees:
Responsible for strategic oversight of Academy finance and staffing matters. The Committee will comprise six seats including two directors, one secondary education representative, one primary education representative, one Headteacher and one person appointed to ensure communication with LGBs (see paragraph 17 of the Academies Financial Handbook, below). The Committee will meet termly and will make recommendations to the Board of Directors for matters such as: setting the levels of central spending, setting the criteria (guidance and framework) for delegated schools budgets, meeting the statutory reporting requirements, determining Academy financial policy, scrutinising school budgets where necessary, ensuring financial propriety and recommending Academy remuneration policy. The Academy Finance Director will attend each meeting.
FAoS Safety and Facilities Management
Responsible for strategic oversight of premises, catering, ICT, Health & Safety and environmental matters. The Committee will comprise six seats including two directors, one secondary education representative, one primary education representative, one Headteacher and one person appointed to ensure communication with LGBs. The Committee will meet three times per year.
FAoS PR and Community
Responsible for strategic oversight of Academy PR and communications and engagement with the community. The Committee will comprise six seats including two directors, one secondary education representative, one primary education representative, the Executive Head Teacher and one person appointed to ensure communication with LGBs. The Committee will meet 2-3 times per year.
FAoS Performance and Standards
Responsible for strategic oversight of teaching and learning at all Academy schools. The Committee will comprise six seats including two directors, one secondary education representative, one primary education representative, the Executive Head Teacher and one person appointed to ensure communication with LGBs. The Committee will meet termly and will make recommendations to the Board of Directors on strategic matters associated with school improvement and performance.
Independent Audit Committee