Roles and Responsibilities of the Members
Who are the Members?
Members of Edmonton Academy Trust, are member of a company limited by guarantee and are the equivalent of shareholders in a company limited by shares. They are the ‘guarantors’ of the company and promise to pay £10 towards the debts of the company in the event that the Trust is wound up.
Members have limited but important powers under the Articles of Association. They:
- Are the subscribers to the Trust’s Memorandum of Association (where they are founding Members)
- May amend the articles of association (the articles include a definition of the Trust’s charitable objects and governance structure) subject to any restrictions in the articles or in the Trust’s funding agreement or charity law
- Have powers to appoint and remove Trustees (except the Chief Executive)
- Appoint the Trust’s auditors and receive the Trust;’ audited annual accounts.
- appoint other Members
Members should not interfere with the day to day operation of the schools within the Trust.
What responsibilities do Members have?
Members share equally with the other Members the responsibility of being a ‘guardian’ of the Trust. Whilst the Trustees will manage the business of the Trust and exercise all the powers of the Trust on a day to day basis, the Trustees are ultimately accountable to the Members for this.
In general terms, the responsibilities of an Edmonton Academy Trust Members are to:
- Have oversight of the performance of the Trust;
- Consider and approve the Trust’s priorities or where Members consider otherwise, recommend additional priorities for the Trust;
- Receive reports on the performance of the Chief Executive;
- Be a ‘guardian’ of the Trust;
- Approve structural changes to the Trust (for example the inauguration of a new academy member)
- Ensure that the Trust is acting within its remit as set out in the Articles;
- Safeguard and promote the values and ethos of the Trust;
- Support the Trust and be an advocate for it;
- Carry out their business effectively, including induction of new Members and a commitment to the continued professional development of Members.
- Appoint (and where necessary remove) one or more Trustees.
Within Edmonton Academy Trust, it is important that the Members and the Trustees have a clear understanding of how they discharge their respective responsibilities within the Trust.
Meetings of Members of a Trust are called ‘General Meetings’ and the decisions they make are called ‘resolutions’. The Members of an Academies Trust will meet at least once a year at the Annual General Meeting (AGM). AGMs must be held no more than 15 months apart and the first AGM must be held within 18 months of the Academies Trust being registered with Companies House. Technically, it is the Trustees that call the AGM and the Trustees can attend and speak at AGMs, although they cannot vote on resolutions.
The information made available to Members during the year and/or at the AGM might include;
- Overview of School Pupil Performance.
- Overview of financial performance, Trustee Report, Accounts and management letter
- Report on performance review of Executive Headteacher
- Priorities for following year
The Trust must have at least three Members, one of whom must always be the Chair of Members. Normally, Members should be independent of the Board of Trustees.
The Members of Edmonton Academy Trust are:
Salih Suavi- Chair of the Board of Members
Appointments are dependent on the skills and experience needed by the Trust.
Members are appointed by invitation.
Contact with the Members should be via the Executive Headteacher.
The redacted Minutes of the Members Meeting are in the Meetings folder.
Roles and Responsibilities of the Trustees
The Edmonton Academy Trust has Trustees (executive and non-executive) who are appointed by the Members to make strategic decisions about the Trust:
- the Chief Executive (an executive Trustee (ex officio)), responsible for the day-to-day operation of the Trust);
- Non-Executive Trustees – these Trustees are responsible for a range of tasks including oversight of the Trust’s operations, financial performance and regularity of the Trust, performance of the Trust and Trust policies.
The Trustees come together to form the Board of Trustees.
The Trustees are
Robert Leak- Chair of the Board of Trustees
Dr Susan Tranter (ex officio)
Contact with the Trustees should be via the Executive Headteacher.
The redacted Minutes of the Trustees Meetings are in the Meetings folder.
As the Trust expands, each Academy will have its own ‘Local Board of Governors’ (‘LBG’). These have a similar status to committees of a maintained Governing Body and the only powers they have are those that are delegated to them by the Board of Trustees. This is normally formalised into a ‘Scheme of Delegation’.
The ability to delegate additional responsibilities or remove responsibilities is not static and the level of delegation can be reviewed to meet changing circumstances.
Appointments are dependent on the skills and experience needed by the Trust.
Trustees are appointed by invitation.
The Trust Board
The board of the Edmonton Academy Trust is the body accountable for all aspects of the conduct and performance of the Academies of the Trust. It exercises its responsibilities by employing a CEO and executive team who are responsible for all aspects of the day-to-day management for the Trust and for advising the board on the overall vision and strategy of the Trust.
In addition, the board retains closer oversight of different aspects of the work of the Trust by appointing a range of committees to take responsibility for specific areas of the work of the board. These committees are as follows:
- A local Governing Board for Edmonton County School
- Trust Staffing Committee
- Trust Finance, Audit and Premises Committee (FA&P)
- Secondary Committee
- Primary Committee
Local Governing Board
There will be three main meetings in the Autumn, Spring and Summer terms and an early meeting at the beginning of the academic year to receive a report on performance in the summer examinations and to agree the budget for the coming financial year based upon the advice received from the FA&P committee.
Each of the three main meetings will receive a report from the Executive Headteacher and reports from the committees.
In addition, the main meetings will include the following items:
- Autumn Term -The statutory accounts for formal approval.
- Spring Term -An evaluation of the progress made against the priorities in the Trust Annual Plan and approval of the financial scheme of delegation.
- Summer term -The Finalised Trust Annual Plan for formal approval and a review of top ten risks facing the Trust.
The Functions of the Trustees
- To ensure that the Trust fulfils its functions to the highest standards in all respects and to fulfil the statutory role of the governing body of a multi-academy trust.
- The Trust Board will review, approve and monitor compliance with any policies for which it is responsible. These are listed in the Trust’s compliance framework and will include any policies that the Trust Board is restricted by statute from delegating to other committees.
- The Trust Board reserves to itself any decisions that are listed as decisions reserved to the Board of Trustees (section 3) in the Scheme of Delegation for Governance and Executive Leadership.
- Record of Meetings the Chairman and the Clerk to the Board shall ensure that an agreed written record is kept of each of their meetings.
- Decision Making
A quorum at each meeting shall be as follows:
- Members- 3
- Trustee Meetings- 3 (including the CEO) with the Chair having the casting vote
- Committee Meetings- at least half of the committee members
- Local Governing Body Meetings- eight (including the CEO) with the Chair having the casting vote