Board of Trustees Terms of Reference

Purpose and Scope

The charity trustees shall manage the affairs of Albion Business School CIO (Charity number: 1195048)  and may for that purpose exercise all the powers of the Albion Business School. The Charity Constitution and Articles of Association dictate the purpose and scope of the charity and therefore those of its trustees. 

Responsibilities

1. Leadership, strategic direction and oversight of the affairs of Albion.
2. To approve the vision, mission and strategy of the Albion Business School, long-term academic and business plans and key performance indicators, and to ensure that these meet the interests of stakeholders.
3. To delegate authority to the BOD, for the academic, corporate, financial, estate, and people management of the Albion Business School. And to establish and keep under regular review the policies, procedures, and limits within such management functions as shall be undertaken by and under the authority of the Senior Executive.
4. To ensure the establishment and monitoring of systems of control and accountability, including financial and operational controls and risk assessment, and procedures for handling internal grievances and for managing conflicts of interest.
5. To ensure processes are in place to monitor and evaluate the performance and effectiveness of the Albion Business School against the plans and approved key performance indicators, which should be, where possible and appropriate, benchmarked against other comparable institutions.
6. To establish processes to monitor and evaluate the performance and effectiveness of the Council itself as the governing body of the Albion Business School.
7. To conduct its business in accordance with best practice in higher education corporate governance and with the principles of public life drawn up by the Committee on Standards in Public Life.
8. To safeguard the good name and values of the Albion Business School.
9. To appoint the Senior executive, and to put in place suitable arrangements for monitoring their performance.
10. To appoint the Secretary of the Albion Business School and to ensure that, if the person appointed has managerial responsibilities in the Albion Business School, there is an appropriate separation in the lines of accountability.
11. To appoint other senior staff as described in the Articles of Association.
12. To be the employing authority for all staff in the institution and to be responsible for employment policy, including such provision as it thinks fit for the general welfare of staff and the promotion of diversity, equality, and inclusion.
13. To be the principal financial and business authority of the institution, to ensure that proper books of account are kept, to approve the annual budget and financial statements, and to have overall responsibility for the Albion Business School’s assets, property, and estate.
14. To be the Albion Business School’s legal authority and, as such, to ensure that systems are in place for meeting all the Albion Business School’s legal obligations, including those arising from contracts and other legal commitments made in the Albion Business School’s name.
15. To ensure that processes are established to maintain the Albion Business School’s legal and regulatory compliance, including satisfying the conditions of registration of the Office for Students.
16. To make such provisions as it thinks fit for the general welfare of students, in consultation with the Academic Board, and the promotion of equality, diversity, and inclusion.
17. To act as trustee for any property, legacy, endowment, bequest or gift in support of the work and welfare of the Albion Business School.
18. To ensure that the Albion Business School’s Articles of Association are followed at all times and that appropriate advice is available to enable this to happen.

Where the BOT delegates any of its powers under the Constitution, the committee, the Chair or Senior Executive (as the case may be) to whom the power or powers have been delegated shall report to the BOT on any exercise of such a power or powers. As such delegations are implemented by the passing of a resolution of the BOT or the execution of a relevant instrument of delegation.

Delegations will be reviewed by the BOT annually and may be conferred, withdrawn, suspended or varied in accordance with the Albion Business School Constitution. See also the Scheme of Delegations and Authority Policy.

Membership

All current trustees who are registered on the Charity Commission.

Term of Office

Apart from the first charity trustees, every trustee must be appointed for a term of three years by a resolution passed at a properly convened meeting of the charity trustees.

Resignations and Removal of Office

A charity trustee ceases to hold office if he or she:

1. retires by notifying the CIO in writing (but only if enough charity trustees will remain in office when the notice of resignation takes effect to form a quorum for meetings);
2. is absent without the permission of the charity trustees from all their meetings held within a period of six months and the trustees resolve that his or her office be vacated;
3. dies;
4. in the written opinion, given to the company, of a registered medical practitioner
5. treating that person, has become physically or mentally incapable of acting as
6. director and may remain so for more than three months; or
7. is disqualified from acting as a charity trustee by virtue of sections 178-180 of the Charities Act 2011 (or any statutory re-enactment or modification of that provision).

Meeting Frequency and Quorum

1. The BOT will meet at least four (4) times a year. Meetings may be face-to-face, electronic or combination of face- to- face and electronic meetings.
2. No business may be transacted unless there is a quorum of half of the number of directors (not including casual vacancies).

Secretary of the Committee

1. The Chair in consultation with the Director of Operations shall appoint a member of administrative staff to be the Secretary of the Board