Author: Sophie Lee (Clerk to Governors)

Procedure for Electing the Chair of Governors

Every school must elect a chair and vice-chair to lead the board.

There are few rules covering how to do this, but many maintained schools hold annual elections and current model articles for academies (June 2021) refer to elections in “each school year”.

This page explains the procedure to follow when electing a new chair. The procedure is the same whether the term of office for the current chair has expired or a previous chair has resigned.

Law For Maintained Schools

The relevant law for maintained schools is found in the Roles, Procedures and Allowances (England) Regulations 2013. These are the rules schools must follow, which apply to elections for both the chair and the vice-chair of governors.

  • Associate members cannot be candidates as they are not governors themselves.
  • Before the election is held the governing body must agree the date on which the chair or vice-chair’s term of office will end. There are no restrictions on the length of term you can use.
  • Candidates must not be employed by the school. This includes any member of staff, not just teachers.
  • A candidate can be any type of governor as long as they are not a school employee, so the chair of governors can be a parent governor, co-opted governor, local authority governor, partnership governor or foundation governor as long as they don’t work for the school.
  • When a vacancy for chair or vice-chair arises governors must elect a governor to the role at their next full board meeting.
  • Candidates must leave the room during the election and cannot vote. This is because they are considered to have a conflict of interest under the regulations. It also lets governors discuss potential candidates freely.

“The governing body must elect a chair and a vice-chair from among their number.

“Prior to the election of the chair and vice-chair, the governing body must determine the date on which the term of office of the chair and vice-chair will end.

“A governor who is employed at the school as a teacher or as any other member of the school’s staff is not eligible to be chair or vice-chair of the governing body of that school.

“Where a vacancy arises in the office of the chair or vice-chair, the governing body must elect one of their number to fill that vacancy at their next meeting.

“Where a relevant person is present at a meeting of the governing body at which a subject of consideration is their own appointment as chair or vice-chair of the governing body the relevant person’s interests will be treated for the purpose of regulation 16(b) as being in conflict with the governing body’s interests.”

[Paragraph 16(b) states that when someone has a conflict of interest that person must withdraw from the meeting and not vote.]

Roles, Procedures and Allowances (England) Regulations 2013

Rules For Academies

Academies will need to check their own articles but the only restrictions in the model articles of association (June 2021) are that the election of the chair and vice-chair of trustees must happen every school year and academy trust employees are not eligible. It is up to each trust to decide on further procedure.

“The trustees shall each school year elect a chair and a vice-chair from among their number. A trustee who is employed by the academy trust shall not be eligible for election as chair or vice-chair.”

Model Articles of Association (June 2021)

Rules for electing the chair of a local governing body will be decided by your own academy trust.

Who chairs a meeting of academy members?

Check your articles of association to see who chairs meetings of academy trust members, which are known as general meetings or annual general meetings (AGMs).

The current model articles (June 2021) say that members should elect a chair at the meeting by “ordinary resolution”. This means a majority vote, where more members vote in favour than against. (A “special resolution” would need 75% of members to vote in favour.)

“The members present and entitled to vote at the meeting shall elect by ordinary resolution one of their number to be the chair and such election shall be binding on all members and trustees present at the meeting.”

Model Articles of Association (June 2021)

However, if your trust is using an older version of the articles they may say that the chair of trustees also chairs meetings of members. This is not considered good practice these days because it does not provide enough separation between the trustees and the members, but you do need to follow the articles if that is what they state.

Must we elect the chair in September?

No. An old law for maintained schools used to require elections in the first meeting of the school year, but this rule does not exist in the current law.

Model articles for academies (June 2021) do not contain this rule either, but as always in academies check your own articles to see the rules for your own trust board (or terms of reference if you’re electing the chair for a local governing body).

Can we elect a chair in their absence?

Yes, a candidate can be elected as chair even if they are not present for the election unless you have standing orders (maintained schools) or articles of association/terms of reference (academies) that specifically forbid this.

This is known as an election “in absentia” and it is sensible to allow it. The main consideration is whether the candidate’s overall attendance rate is good, not whether they are able to attend one specific meeting.

If you know in advance that a candidate will be absent you could ask them to submit a short written statement to the board to state why they will make a good chair.

Can governors vote if they are not at the meeting?

No. The usual voting rules for governor meetings apply, so voting in advance or by proxy is not permitted. You must be present at the meeting either physically or virtually to vote.

Can a governor self-nominate?

Yes. There are no set rules as to whether a governor or trustee has to be nominated by someone else or can self-nominate, so it is up to your board or academy trust whether to accept self-nominations.

Most schools will allow self-nominations, but it’s not an important question because if the governor cannot find even one person to support their candidacy they will never be elected!

Must faith schools have a chair who shares that faith?

In maintained schools the law does not insist that the chair of a faith school practises any particular faith. Legally the chair of a catholic school does not have to be a practising catholic, for example, or the chair of a Church of England school C of E.

However, the local diocese or linked religious body may recommend that the chair is always a foundation governor. If schools follow this recommendation the chair will usually share the religious beliefs of the school because the diocese will usually appoint foundation governors who are practising members of their religion.

(I have only seen this recommendation in guidance for voluntary-aided (VA) schools, where the foundation governors must outnumber the other governors by two.)

Here’s the recommendation from one catholic diocese which says the “Bishop wishes” the chair of any maintained catholic school or academy to be a foundation governor.

“In this diocese the Bishop wishes that in the case of all voluntary aided schools and academies the position of chair of the governing body or local governing committee be held by a foundation governor.”

Catholic Diocese of Arundel and Brighton

In academies you will need to check your articles of association as well as any guidance from your local diocese. Current model articles for Church of England academies allow the chair to be any trustee who is not an academy employee.

However, current model articles for catholic academies say the chair must be a “foundation director”, in other words a person appointed by the bishop or religious superior. (Some academies call their trustees “directors” but the role is the same – these are the people on the main academy trust board.)

“The directors shall each school year elect a chairman and a vice-chairman from among the foundation directors. A director who is employed by the company shall not be eligible for election as chairman or vice-chairman.”

Model Articles of Association for Catholic Academies (2019)

Can we elect the chair virtually?

Yes, as long as your school or academy trust has not forbidden this; check any standing orders, terms of reference or articles of association to make sure.

Decide before the meeting how you are going to handle the election – here are some ideas for holding virtual elections.

  • Ask the host of a Zoom meeting to place candidates for chair in the “waiting room” while governors discuss the candidates and vote.
  • Use online form services like Microsoft Forms or Google Forms to collect votes for the ballot.
  • Governors cannot vote by email but they could email or text their choice of candidate to the clerk and then verbally confirm their choice at the meeting.
  • Be careful with “private” chat functions built in to online meeting services as they may be viewable by the host and can also be viewable as a transcript at the end of the meeting.
  • If you want a very low-tech solution simply ask the candidates to log in to the meeting 15 minutes after the start time and hold the election before their arrival.
  • If governors feel they do not need to discuss the candidates at all then another low-tech solution would be to ask governors to turn their back to their computers and raise their hands to vote, with votes counted by the clerk. If there is only one candidate governors may feel that they do not even need to turn around and may be happy voting verbally.

Electing Committee Chairs In Maintained Schools

Maintained schools must elect committee chairs annually. There are no restrictions on who can stand for committee chair, so school staff members are eligible in theory, as are associate members.

However, schools should be careful that any committee chairs who are also school employees are not “marking their own homework” or coming up against conflicts of interest.

The law for maintained schools says that committee chairs can either be appointed by the full governing body or elected by that specific committee. Common practice is for the committee to elect its own chair, although the governing body still retains power to remove any elected committee chair.

“A chair must be appointed annually to each committee by the governing body or elected by the committee, as determined by the governing body.

“The governing body may remove the chair to any committee from office at any time.”

Roles, Procedures and Allowances (England) Regulations 2013

Note that the above law only refers to committee chairs, not vice-chairs. There is no requirement for maintained school committees to have vice-chairs, although many do so they know who will deputise for the committee chair. It would be reasonable to choose a committee vice-chair in the same way that you choose the committee chair.

In strict legal terms the headteacher is eligible to be a committee chair but this would be a very bad idea. Committees are just sub-groups of the full board and one of the main functions of the full board is to hold the headteacher to account.

Opinions differ as to whether it is good practice for the overall chair of governors to chair committees, but if possible it’s probably best avoided so the workload is shared and another governor gains chairing experience.

If an associate member is committee chair bear in mind that the full governing body can choose to restrict their voting rights and associate members never contribute to the quorum.

You also cannot hold a vote at a committee if the majority of committee members present are not governors. A final point to consider is that associate members do not have the right to a casting vote if a vote is tied.

“An associate member has such voting rights in a committee to which that person is appointed as are determined by the governing body.

“No vote on any matter may be taken at any meeting of a committee unless the majority of members of the committee present are governors.

“Where there is an equal division of votes the person who is acting as chair for the purposes of the meeting will have a second or casting vote, provided that such person is a governor.”

Roles, Procedures and Allowances (England) Regulations 2013

Electing Committee Chairs In Academies

Rules for academy committee chairs and vice-chairs are set by each academy trust, so check the terms of reference for that committee. Advice from the DfE is that academy employees should not chair committees.

“No employees are permitted to serve as chair or vice-chair of the trust board and should not chair a committee.”

Academy Trust Governance: Structures and Roles

The Academy Trust Handbook places some restrictions on specific committee chairs:

  • the audit and risk committee cannot be chaired by an academy trust employee, because no employees should be members of that committee
  • the overall chair of trustees should not chair the audit and risk committee
  • if the trust has a finance committee that is separate from the audit and risk committee, they should have two separate chairs.

“Employees of the trust should not be audit and risk committee members. The chair of trustees should not be chair of the audit and risk committee. Where the finance committee and audit and risk committee are separate, the chair should not be the same.”

Academy Trust Handbook

Additional Good Practice For Elections

Suggestions in this section are not required but you may find them useful to ensure a clear election procedure.

  • List the election as an agenda item. The clerk can either ask for nominations in advance by email or at the meeting itself.
  • If there is more than one nomination give candidates a few minutes to set out their plan for the school and why they would make a good chair. Warn candidates in advance that they might have to do this!
  • Cast votes using a written ballot, with votes counted by the clerk. Maintained school law from 1999 used to insist that “any election of the chairman or vice-chairman which is contested shall be held by secret ballot”. This law has been revoked but it is still best practice as it allows governors to vote anonymously and freely.
  • Set a term of office of one or two years for maintained school chairs. Any term shorter than this will not give the chair enough time to have an impact. A longer term may discourage governors from standing for election.

What happens if only one governor stands for chair?

Neither the law nor model articles say what should happen in this situation and I’ve seen differing views, either that the chair is elected unopposed or that governors should vote in favour or against your one candidate.

The National Governance Association (NGA) recommends that a vote is always held, even if there is only one candidate, saying that the board can vote against all candidates if it chooses and ask for new volunteers to come forward. (Their full advice is here but is only available to members of the NGA.)

“A vote by secret ballot will be held, even if there is only one nomination.

“The governors may reject all nominees for chair if they choose. If no candidate has the support of the majority of the governing body, another candidate will be sought from the floor.”

Procedure for Electing a Chair and Vice-Chair, National Governance Association

In practice this is rather a moot point because the governing body of any state-funded school has the power to remove the chair at any time so you will never be stuck with an unwanted chair.

The governing body of a maintained school also has the power to set any term of office for the chair, so if you wanted to get silly about it and you only had one (unwanted) candidate, governors could give them a very short term of office.

I suspect the most common practice when boards only have one candidate for chair is for that candidate to be considered elected unopposed and no vote to take place.

However, if you follow the NGA advice and always hold a vote, even when you only have one candidate, you might just find that it saves you one year from electing someone who will really struggle in the role – for example, a brand new governor who is very keen but has no experience of governance at all.

What happens if no-one stands for chair?

Both the law for maintained schools and model articles for academies say that boards must elect a chair at their next meeting if the role is vacant, but of course that doesn’t help you if no-one at all is willing to stand for election.

In the short term the vice-chair can chair the meetings. In maintained schools the vice-chair also acts as chair “for all purposes” if there is no overall chair so has the power to use chair’s action in emergencies. (Some academies may also have chair’s action; check your articles for details.)

It is possible to elect a joint chair of governors or trustees, sharing the role between two people. Boards could consider joint vice-chairs too. Volunteers may come forward if they can share the workload and responsibility rather than take it all on themselves.

Church schools and academies should contact their diocese or linked religious body as they may be able to suggest someone.

You could also advertise specifically for a chair outside of your current board. Maintained schools can contact the governor services department of their local authority as they may know someone who could fulfil the role.

All schools and academies can use their local contacts to find out if a governor from a nearby school might be interested in joining their board as chair. This person would of course need to be appointed to a vacant role on your board before being elected as chair.

You could also see if a current governor or trustee is willing to be chair for a shorter than normal period, perhaps six months or so, while a more permanent candidate is found. It is not sustainable for any school to be without a chair of governors so every effort must be made to find someone to lead the board.

The situation is less serious if you have a vacancy for vice-chair, although the law and model articles again say that a vice-chair must be elected at the next meeting.

The same advice applies if the vice-chair role is vacant: governors can share the role, take it on temporarily or find someone from outside the board.

What happens if no-one stands for committee chair or vice-chair?

For committee chairs the same advice applies as for the overall chair of governors/trustees: consider joint committee chairs, ask around at local schools, or advertise outside the school.

In maintained schools the law allows committees to function without vice-chairs, so they are not a requirement.

In academies your trust sets the rules for committees. They may allow the committee to run without a vice-chair, so check each committee’s terms of reference.

Laws That No Longer Apply

All of the rules below used to be part of governor law for maintained schools but have now been removed from legislation. They could still be used if you wish to but there is no legal need to follow them.

I’ve included them here as you may come across a situation where a governing body has followed a particular procedure for years without quite knowing why – it will often originate from an old piece of law.

  • The chair’s term of office must be between one and four years. Regulations from 2003 stated that terms of office must either a) be between one and four years, or b) that elections should be held at the first meeting after the anniversary of the chair’s or vice-chair’s election.
  • The election must take place in the first meeting of the autumn term. The 1999 regulations said the election must be held at the first meeting of the school year, but boards can now hold elections at any time. It is worth considering holding elections in July so that any new chairs and vice chairs can prepare for their role over the summer holidays.
  • Before the meeting the clerk shall ask governors whether they are willing to stand for election (1999 regulations). This is still good practice so you know in advance if there will be no volunteers.
  • The agenda shall list the governors who have informed the clerk they are willing to stand for election (1999 regulations).
  • If no-one is listed on the agenda as willing to stand for election, governors may state at the meeting whether or not they are willing to stand (1999 regulations).
  • The clerk must chair the meeting during the election of the chair (1999 regulations). In reality there is very little to “chair” for this part of the meeting and even less if you have agreed on the election procedure beforehand.

How to Record Apologies

When governors cannot attend a meeting they should send their apologies in advance. This lets the clerk calculate whether the meeting will be quorate. However, apologies do not automatically have to be accepted by the board.

Apologies matter because the law for maintained schools and model articles for academies state that governors or trustees who miss six months of meetings without the permission of the governing body are disqualified.

If the governing body wishes to withhold permission to miss a meeting they can refuse to accept the apologies of a particular governor.

Rules for disqualification of academy committee members, including local governing bodies, will be set by your own academy trust.

“A governor who, without the consent of the governing body, has failed to attend their meetings for a continuous period of six months beginning with the date of the first such meeting the governor fails to attend, is, on the expiry of that period, disqualified from continuing to hold office as a governor of that school.”

Constitution (England) Regulations 2012

“A trustee shall cease to hold office if they are absent without the permission of the trustees from all their meetings held within a period of six months and the trustees resolve that the trustee’s office be vacated.”

Model Articles of Association (June 2021)

Neither the law nor the model articles say how apologies should be recorded. However, older law for maintained schools from 1999 (now revoked) says that clerks should record whether consent was given or not and this is still good practice.

“Where a governor has sent an apology to the clerk to the governing body before a meeting which he does not propose to attend, the minutes of the meeting shall record the governing body’s consent or otherwise to his absence.”

Education School Government (England) 1999

Clerks can record whether consent was given by writing “Apologies received from John Smith were not accepted” or by having separate lists of governor names, one list for the people present at the meeting and one for those who sent apologies. If apologies were sent but not accepted the clerk can write (apologies refused) beside the governor’s name.

If a governor misses one or two meetings and forgets to send apologies the clerk can just remind them to do so next time, both as a courtesy but also to avoid everyone traipsing into school only to find that you don’t have enough governors to form a quorum.

If a governor regularly misses meetings with no apology an agenda item could remind everyone of the need for apologies or governors may wish to discuss whether they wish to stop giving consent for the absences. A separate article looks at what to do if a governor is not attending meetings.

Should we record apologies if a guest cannot attend?

There is no need to record apologies for invited guests or observers. A staff member such as the deputy head may have a standing invitation to attend meetings but they have no governing responsibilities and their absence does not affect the quorum.

If someone has been invited to one meeting only and cannot attend the clerk can mention this in the minutes, but don’t include them in the “apologies” section. It should be clear from the apologies how many governors attended and how many sent apologies so you can see if the meeting was quorate at a glance.

Can apologies be accepted after a meeting?

Yes, in my view. I’ve seen guidance from local authorities that insists apologies can only be accepted if they are received before the meeting takes place, but this is not based on the law or current model articles (June 2021) which set no rules at all on how to deal with the specifics of apologies.

Old law from 1999 did refer to apologies being sent “before a meeting” but this law no longer applies. Neither the current law nor the current model articles include the word “apologies” at all.

The only rules outlined in the current law and model articles relate to whether governors give their consent for the absence. It seems harsh to refuse consent for every single apology sent retrospectively, even if Miss Jones has been run over by a truck on the way to a meeting and emails an apology a week later.

It’s also the case that a governor could have a family crisis or other urgent problem and simply forget to send apologies at all, but the board can still give their consent for the absence even if a fraught governor has failed to send an apology.

A board may also wish to give consent for a sustained period of absence for maternity leave for example, without demanding that the governor provide apologies for each meeting missed, particularly if they are not sure when they will be able to return.

In practice boards should not be spending valuable time arguing about the specifics of apologies as the only situation where it becomes relevant is when a governor is regularly absent and the board wishes to consider disqualification.

Who can sign the minutes?

Minutes of a school governing body must be signed off to show they have been approved by governors or trustees as an accurate record of the meeting.

In a meeting of the full governing body minutes must be signed by the chair of governors or trustees, unless the chair is absent. In a committee meeting they must be signed by the chair of that committee, unless the committee chair is absent.

For maintained schools this requirement is from the Roles, Procedures and Allowances Regulations.

“The clerk to the governing body must ensure that minutes of the proceedings of a meeting of the governing body are drawn up and signed (subject to the approval of the governing body) by the chair at the next meeting.”

Roles, Procedures and Allowances (England) Regulations 2013

For academies the requirement is in the articles of association. This is what the current model articles say.

“The minutes of the proceedings of a meeting of the trustees shall be recorded and kept for the purpose by the person acting as governance professional for the purposes of the meeting; and shall be signed (subject to the approval of the trustees) at the same or next subsequent meeting by the person acting as chair thereof.”

Model Articles of Association (June 2021)

Can minutes be signed by the vice-chair?

Yes. The law for maintained schools says that if the chair of governors cannot attend a meeting or there is currently no chair of governors, the vice-chair “is to act as chair for all purposes”. All purposes would clearly include signing off the minutes at a full board meeting.

The situation is a little more complicated for committees because you may be surprised to learn that the law does not require maintained schools to have committee vice-chairs at all, just committee chairs. In practice it is still a good idea to elect a vice-chair for any committee and if the committee chair is absent the committee vice-chair should sign the minutes.

Model articles for academies (June 2021) also say that if the chair of trustees is absent from a full board meeting or there is currently no chair of trustees in post then the vice-chair can act as chair for that meeting and sign the minutes.

“Where the chair is absent from any meeting or there is at the time a vacancy in the office of the chair, the vice-chair shall act as the chair for the purposes of the meeting.”

Model Articles of Association (June 2021)

Academy trusts can set their own rules for committee procedures so check your own articles and terms of reference for details, but usual procedure would be that the vice-chair of any committee can sign minutes in the absence of the committee chair.

“The constitution, membership and proceedings of any committee shall be determined by the trustees.”

Model Articles of Association (June 2021)

Can minutes be signed by anyone acting as chair?

In maintained schools the current law does not say what should happen if both the chair and vice-chair are absent, but it is reasonable to assume that a governor should be chosen to act as chair and that person can sign the minutes. The acting chair should not be a school employee because the overall chair of governors can never be a school employee.

To analyse the rules a little further, the current law says minutes should be signed “by the chair at the next meeting” which could mean either the overall chair of governors or the person acting as chair of that meeting.

Law from 2003 referred to “the chair of the next meeting”, which definitely implied an acting chair could sign the minutes. Law from 1999 explicitly stated that minutes could be signed at a meeting “by the person acting as chairman thereof”.

The 1999 law also explicitly stated that when both the chair and vice-chair are absent “the governing body shall elect one of their number to act as a chairman for the purposes of that meeting, provided that the governor elected shall not be a person who is employed to work at the school”. All of this suggests that whoever is chairing the meeting can sign the minutes.

One further clue that minutes can be signed by whoever is chairing the meeting is from the law regarding casting votes in the event of a tied decision. This regulation says that a casting (second) vote can be made either by the overall chair of governors or “the person who is acting as chair for the purposes of the meeting (provided that such person is a governor)”.

If the vice- chair was the only person apart from the overall chair of governors who could ever chair meetings, there would be no need for the law to specify “provided that such person is a governor” because the vice-chair must always be a governor.

For academies, model articles of association (June 2021) include the same wording as the 1999 regulations for maintained schools: minutes of a meeting of trustees shall be signed at the meeting “by the person acting as chair thereof”. The acting chair should not be an academy employee because the overall chair of trustees cannot be an academy employee.

Can the chair sign minutes of a meeting they did not attend?

Yes. Minutes can be signed by whoever is chairing the current meeting, whether or not they personally attended the previous meeting. Both the law and model articles say minutes are signed “subject to the approval of” either the board of governors or the board of trustees.

Therefore, the chair’s signature shows that minutes have been agreed to be a true and accurate record of the meeting by the governing body as a whole, not by the chair of governors alone. The chair is signing them on behalf of the board; they are not signing them to show that they personally approve the minutes.

When releasing minutes to the public maintained schools must only provide signed, finalised minutes (approved by the whole governing body).

However, model articles for academies (June 2021) state that academies should provide both a) draft minutes that have been approved just by the chair of that meeting but not signed, and b) minutes that have been approved by the whole board and signed by the chair. (The former will be available more quickly than the latter.)

Even when providing draft, unsigned minutes the model articles (June 2021) make clear that the draft version can be approved by “the person acting as chair of that meeting” rather than just the overall chair.

Does the chair need to sign every page of the minutes?

The chair doesn’t have to sign every page of the minutes but it’s a good idea to at least initial every page. This lets you distinguish between draft and final minutes if the pages become separated.

Current governor law for maintained schools doesn’t specify whether each page should be signed. However, a previous law from 1999 did specify that if the clerk produces minutes in a loose-leaf format rather than using a bound minute book, as most clerks will these days, the chair should initial every page.

“The minutes of proceedings of meetings may be entered on loose-leaf pages consecutively numbered; but in that case the person signing the minutes shall initial each page.”

Education School Government (England) Regulations 1999

The current academy model articles (June 2021) don’t specify whether each page should be signed but again, it’s good practice for the chair to at least initial every page.

Do supporting papers and policies need to be signed?

There’s no requirement in the law or model articles for reports, papers and policies to be signed. However, there may be some documents which need the chair’s signature, particularly financial documents such as the Schools Financial Value Standard (SFVS) in a maintained school.

Some schools may ask the chair to sign and date a policy to show it is the latest version approved by governors, but of course the approval will also be recorded in the minutes. There’s no need for chairs to sign documents such as the headteacher’s report, governor visit reports or safeguarding summaries.

When do minutes become public?

In a maintained school you can only release minutes to the public once they have been signed off by the chair of that meeting, after approval from the governing body or committee.

Academies using the June 2021 model articles can release both draft minutes that have been approved by the person who chaired that meeting or signed minutes after approval from the whole board or committee.

A separate article includes more information about making minutes public including dealing with confidential items and freedom of information requests.

Who can be a staff governor?

In maintained schools any school employee who is employed under a contract is eligible to be the staff governor. They can be employed by the school directly or by the local authority, but they must work at the school they wish to govern.

In academies the DfE recommends that the chief executive officer or principal is the only employee to serve as a trustee, but staff can sit on committees such as local governing bodies.

Maintained School Staff Governor

In maintained schools the staff governor is one of the types of governor that make up the governing body.

The staff governor post can be filled by a teacher, member of support staff, catering staff or anyone else who has an employment contract to work at that school. It cannot be filled by someone who volunteers at your school.

An explanatory note in governor law makes it clear that staff governors do not have to be teachers.

“Regulation 7 deals with staff governors. This category includes both teaching and non-teaching staff.”

Explanatory Note, Constitution (England) Regulations 2012

(The previous constitution law from 2007, which allowed schools to have multiple staff governors, insisted that at least one was a teacher unless no teachers volunteered for the role. That law has been revoked.)

The law says that it does not matter whether someone’s contract is with the school directly or with the local authority; both employees qualify to be a staff governor. This is also explained in statutory guidance.

“Staff governor means a person who—

(a) is elected as a governor by persons who are employed by either the governing body or the local authority under a contract of employment providing for those persons to work at the school, and

(b) is so employed at the time of election.”

Constitution (England) Regulations 2012

“Teaching and support staff who, at the time of election, are employed by either the governing body or the local authority to work at the school under a contract of employment, are eligible to be staff governors.”

Constitution of Governing Bodies of Maintained Schools: Statutory Guidance

Academy Staff Trustees

The Academy Trust Handbook recommends that the CEO or principal is the only staff trustee, with no other trust employees serving on the trust board.

However, this recommendation only applies to trustees, not to committee members. So academies are free to recruit staff onto their local governing bodies and committees if their trusts allow it.

“Any newly appointed senior executive leader can only be a trustee if the members decide to appoint them as such, the senior executive leader agrees and the trust’s articles permit it. No other employees should serve as trustees.”

Academy Trust Handbook

Despite the DfE recommendation many academies do have staff trustees and they are still permitted in the current model articles of association.

Check the articles of association for your academy trust to see if you have any staff trustees.

How many staff governors can we have?

In a maintained school governing body there is only ever one staff governor.

“The governing body must include one, and only one, staff governor.”

Constitution of Governing Bodies of Maintained Schools: Statutory Guidance

However, school employees are also eligible to serve as co-opted governors and foundation governors. They can be parent governors too as long as they work for the school for fewer than 500 hours per year.

“A person is disqualified from election or appointment as a parent governor of a school if the person is paid to work at the school for more than 500 hours in any twelve consecutive months.”

Constitution (England) Regulations 2012

School employees cannot serve as local authority governors or partnership governors.

“A person is disqualified from appointment as a local authority governor if the person is eligible to be a staff governor of the school.

“A person is disqualified from nomination or appointment as a partnership governor of a school if the person is eligible to be a staff governor of the school.”

Constitution (England) Regulations 2012

If you wish to appoint a school employee as a co-opted governor you must make sure that the total number of school employees on the board, counted with the headteacher and staff governor, do not make up more than a third of the total membership of the governing body.

This is to ensure a good balance between school employees and governors who are independent from the school.

“The total number of co-opted governors who are also eligible to be elected as staff governors, when counted with the staff governor and the headteacher, must not exceed one third of the total membership of the governing body.”

Constitution (England) Regulations 2012

For example, if you have nine governors in total you can have one co-opted governor who is an employee, because that employee, plus the headteacher, plus the staff governor equals three people out of nine.

If you have twelve governors in total you could have two employees as co-opted governors. (Ignore vacancies when making these calculations.)

(Co-opted governors in maintained schools used to be called “community governors” and school employees were banned under the law from serving as community governors. This law has now been revoked so the rule does not apply to co-opted governors.)

For academies the DfE recommends that the CEO/principal is the only trustee who is also an academy employee.

Despite this the current model articles of association (June 2021) do allow for employees to be trustees but state that the total number of employees who are also trustees must not exceed one third of total trustees.

“The total number of trustees [including the chief executive officer/principal if they so choose to act as trustee] who are employees of the academy trust shall not exceed one third of the total number of trustees.”

Model Articles of Association (June 2021)

Academy trusts can decide to appoint academy employees to committees such as local governing bodies. The number of employees allowed on each committee will depend on the rules of your own trust.

Can the deputy head be a staff governor?

Although the deputy head is not specifically banned from being a staff governor/trustee in the law or model articles it is not seen as good practice.

Governors need to challenge senior leaders to fulfil their role and that is difficult if there are too many members of the senior leadership team on the board.

In the schools I have clerked for the deputy head has either been an associate member or has not been a member of the board, attending meetings purely to take part in discussions and answer questions.

Can a member of the SLT be a staff governor?

Yes. If a member of the senior leadership team (SLT) becomes a staff governor the board should take their job role into account when allocating link roles and other responsibilities to ensure the governor does not end up “marking their own homework”.

For example, if the SENCO is a staff governor they should not also be the link governor for SEN, because of course they cannot ask themselves challenging questions about their own role. Another example is that the designated safeguarding lead (DSL) should not be your link governor for safeguarding.

It may also be difficult for the school business manager to serve as a staff governor because the budget is a major part of their job and oversight of the budget is one of the three core functions of school governance.

Therefore they would attend meetings where they were supposed to explain the budget to governors as business manager and then ask questions about the budget as a governor…

Indeed, any member of the SLT who joins the board must remember that they are in meetings as a governor, not a member of staff. They must challenge the headteacher if necessary, ask probing questions and vote in the best interests of the school, not just the staff. They are not in meetings to assist the headteacher.

However, neither the business manager nor any other member of SLT is banned from being the staff governor in the law for maintained schools or model articles for academies.

Can a parent be a staff governor?

In a maintained school the law allows someone who is a parent at that school to be the staff governor.

In an academy trust you would need to check whether your own trust has set rules on whether a staff trustee or staff governor role can be filled by a parent, but the model articles do allow staff trustees to be parents.

Can a union rep be a staff governor?

Yes, although it’s important to realize that the two roles are very different. Staff governors do not fight for the rights of staff, they make decisions in the best interests of the whole school.

The rep would also need to declare their union role in the register of interests as it may give rise to a conflict.

Do staff governors represent staff?

No. Statutory guidance for maintained schools explains that the role of the staff governor is the same as any other governor, not to argue in favour of anything that might benefit staff and canvass the views of school employees on issues raised.

“Their role will not be to represent staff, nor to stand alongside the headteacher in being held to account by the governing body, but to operate as part of the governing body to provide strategic leadership and to hold the headteacher to account.”

Constitution of Governing Bodies of Maintained Schools: Statutory Guidance

This is also made clear in the DfE Maintained Schools Governance Guide.

“Staff governors act as any other governor does. They are there to operate and make decisions in the best interest of their school, not their own or other staff interests.”

DfE Maintained Schools Governance Guide

What happens if a staff governor leaves their job?

In maintained schools staff governors automatically stop being governors if they leave their job, as this role must always be held by a current school employee.

“Upon ceasing to work at the school, a staff governor of a school is disqualified from continuing to hold office as such a governor.”

Constitution (England) Regulations 2012

However, school employees who are co-opted governors, parent governors or foundation governors can continue to be governors if they wish to, even after leaving their job.

In academies if your CEO/principal is a trustee they lose that role when they leave their job.

If you have other staff trustee or staff local governors their term of office will be stated in your articles or terms of reference.

How do we run a governor exclusion panel?

If a headteacher has excluded a pupil there are some circumstances where school governors must set up an exclusion panel to consider whether the decision was correct.

For example, any decision to permanently exclude a pupil must be considered by the governing body.

The exclusion panel is often known as a governors’ disciplinary committee (GDC) because pupils can only be excluded for disciplinary reasons. It may also be known as a PEX panel, for Permanent Exclusion. The decision of the panel will be based on whether the child has broken the school’s behaviour policy.

In maintained schools this exclusion panel can be made up of a committee of no less than three governors. In academies it can consist of less than three governors if your articles of association allow it.

The governor panel must meet within 15 school days of receiving notice of the exclusion if any of the following apply:

  • the pupil has been permanently excluded (also known as being expelled)
  • it is a fixed term exclusion which means that the pupil has now been excluded for more than 15 days in a single term
  • it is going to mean a pupil misses a public exam or national curriculum test.

In a case where a pupil has been excluded for five days or fewer in total in a term, governors must listen to the views of parents but cannot overturn the headteacher’s decision.

If the pupil will be excluded for more than five days but less than 15 in a term, the panel must sit within 50 school days, but only if the parent has asked to be heard.

If a pupil is going to miss an exam or test governors must try to sit before that test; in maintained schools the chair or vice-chair of governors can hear the case alone if no other governors are available at short notice.

However, if it is impossible for governors to meet within these timeframes their decision is still considered valid, as long as they have made “reasonable” efforts to convene the panel within the limits.

The legal duties of governing bodies are set out in the School Discipline Pupil Exclusion and Reviews (England) Regulations 2012.

Who can attend a governor exclusion panel?

Statutory guidance from the DfE says that the following people must be invited to the governor panel:

  • the parents
  • a friend or representative of the parents if they would like one to attend
  • the headteacher
  • a person from the local authority if it is a maintained school.

What happens if parents fail to attend?

The panel can go ahead if parents are absent. However, governors must have made “reasonable endeavours” beforehand to find a date and time that was convenient for parents to attend, within the time limits set out above.

Note that the decision of a governor panel is not invalid if it is made outside of the time limits, but governors must always try to stick to them.

“The governing board must make reasonable endeavours to arrange the meeting for a date and time that is convenient to all parties, but in compliance with the relevant statutory time limits.

“However, its decision will not be invalid simply on the
grounds that it was not made within these time limits.”

Exclusion from Maintained Schools, Academies and Pupil Referral Units in England

Is there a set agenda for the panel?

The DfE do not provide an example agenda for the panel, but many LAs produce their own suggested agenda. If yours does not I have provided one on my templates and letters page.

LA exclusion agendas usually follow the same formula. The headteacher is asked to explain why the pupil was excluded and takes questions from those present. The parent and pupil can then explain their own case and take questions.

The LA representative comments on the case and takes questions. Once all questions have been heard the headteacher and parent/pupil summarise their views. Finally, everyone except the governors and clerk leave the room to allow governors to make their decision.

How should governors prepare for an exclusion panel?

Evidence should be gathered about the pupil’s behaviour and circumstances. This will include written witness statements and information held by the school such as details of an education and health care plan (EHCP) and the special educational needs of the child.

Depending on the reason for exclusion it might also include items such as attendance figures, referrals to outside agencies or a behaviour log. Include any letters sent to parents and relevant policies such as the behaviour policy.

This evidence, plus a list of those attending the panel, should be sent to everyone invited at least five school days before the panel will sit. That is the absolute minimum time acceptable, so in reality evidence should be sent sooner than this.

If a child under 18 is invited to be a witness their parents should be invited as well and asked for their consent. Governors should also make reasonable adjustments for any disability or language barrier.

They should think about how best to encourage the excluded pupil to contribute to the panel, bearing in mind their age, or how they could submit their views if they cannot attend in person. The clerk should be invited to the meeting to take minutes.

Should governors receive training on exclusions?

There is no requirement for governors to receive training before they sit on a governor exclusion panel, but it would be good practice for governors to be trained.

(Note however that members of an independent review panel, the next stage of appeal that is described later in this article, must receive training.)

Can staff governors sit on exclusion panels?

Although there is no ban on staff governors sitting on exclusion panels it would be very difficult for them to take part because panels must be unbiased, impartial and fair.

Any member of staff is likely to have had at least some contact with the child or heard other employees discuss them and so cannot be unbiased. They already know some information about the case and could have expressed their opinion already.

Similarly, if a parent governor knows the child in question or knows they are friends with their own child they should not sit on the panel. Governors should also not be involved if they have discussed the child’s situation with the headteacher prior to his or her decision to exclude.

“The decision to exclude a pupil must be lawful, reasonable and fair.”

Exclusion from Maintained Schools, Academies and Pupil Referral Units in England

Can parents see minutes of the governor panel?

Yes. Statutory guidance explains that “all parties” should have access to minutes of the governor exclusion panel.

“The governing board should ensure that clear minutes are taken of the meeting as a record of the evidence that was considered by the governing board. These minutes should be made available to all parties on request.“

Exclusion from Maintained Schools, Academies and Pupil Referral Units in England

Making A Decision

Everyone except the governor panel members and the clerk should be asked to leave the meeting before a decision is made. The panel should decide whether the exclusion was correct, using the following advice from statutory guidance.

“The governing board should consider whether the decision to exclude the pupil was lawful, reasonable and procedurally fair, taking account of the headteacher’s legal duties and any evidence that was presented.”

Exclusion from Maintained Schools, Academies and Pupil Referral Units in England

The panel must think about the interests and circumstances of the child but also the interests of the other pupils and the staff working at the school. If governors are not sure whether something is true or not they only need to believe that on balance it is probably true; they do not need be certain if there is enough evidence to strongly suspect that the evidence is true.

“When establishing the facts in relation to an exclusion the governing board must apply the civil standard of proof; ie: ‘on the balance of probabilities’ (it is more likely than not that a fact is true) rather than the criminal standard of ‘beyond reasonable doubt’.”

Exclusion from Maintained Schools, Academies and Pupil Referral Units in England

The governor panel can only make one of two decisions.

  1. Uphold the original exclusion.
  2. Cancel the exclusion and reinstate the child, allowing the child to return to school immediately or at a set date in the future.

The decision and an explanation of the panel’s reasoning should be sent in writing to the parents, headteacher and the local authority. This should be a detailed letter that allows everyone involved to understand why the decision has been made; it should not simply state the decision itself.

Can parents appeal the governors’ decision?

If the child has been given a short, fixed-period exclusion then the governors’ decision is final. However, if a child has been permanently excluded and the governor panel have agreed with the original decision of the headteacher to exclude, the parents can appeal and the decision will be looked at by a second panel.

This second panel is called an independent review panel (IRP) and is arranged by the local authority or the academy trust, not the school itself.

Can the headteacher appeal the governors’ decision?

No. The parents are the only people who can ask for an appeal. If governors have decided to reinstate a pupil the headteacher will presumably disagree, unless further information has come to light during the panel, but the head cannot request an appeal.

Holding An Independent Review Panel

The IRP will be formed of either three or five people, made up of headteachers (or former headteachers), governors and a lay person to chair the panel (someone who does not work at any school).

The panel members must not be governors or employees from the original school. They must all have received training on how to run an independent review panel and the law around exclusions.

Governors from the original school have the right to be represented, so the chair will usually attend to explain their decision and defend it.

The independent review panel can either:

  • agree with the governors’ decision
  • recommend that the governors reconsider their decision, or
  • “quash” the decision (reject it because it is invalid) and direct governors to reconsider. The decision will only be quashed if there was a flaw in the way the original panel came to their conclusions.

Following the IRP the panel must write to “all parties” to explain their decision and the reasoning behind it.

If the independent review panel has recommended or directed that a decision must be reconsidered, governors must hold another meeting to review their original decision within 10 school days. If their original decision was quashed and governors still refuse to reinstate the child the school can be fined £4000.

Governors can find further information in statutory guidance on exclusions from the DfE which covers all state-funded schools.

What happens if parents do not attend the IRP?

The IRP can go ahead if the parents are absent. The LA or academy trust arranging the review must take “reasonable steps” to find a date that all parties can attend, but once parents have asked for the review it must begin within 15 school days.

“The local authority/academy trust must take reasonable steps to identify a date for the review that all parties, and any SEN expert appointed to give advice in person, are able to attend.

“However, the review must begin within 15 school days of the day on which the parent’s application for a review was made (panels have the power to adjourn a hearing if required).”

Exclusion from Maintained Schools, Academies and Pupil Referral Units in England

Can the same governors sit on the reconsideration panel?

Statutory guidance does not ban governors who sat on the original governor panel from also sitting on the reconsideration panel.

However, the National Governance Association recommends that governors involved in the original decision do not form the reconsideration panel. This will make sure that the case is being considered by fresh governors who have not already formed a view.

Do parents have a right to see minutes of the reconsideration meeting?

Yes. If an independent review panel has told governors to reconsider their decision they should make minutes of the reconsideration meeting available to “all parties”.

“The governing board should ensure that clear minutes are taken of the meeting as a record of the evidence that was considered by the governing board. These minutes should be made available to all parties on request.“

Exclusion from Maintained Schools, Academies and Pupil Referral Units in England

Awards for School Governors

If you know a school governing body or individual governor who has had a real impact on improving the school there are several awards for which they can be nominated.

  1. Outstanding Governance Awards from the National Governance Association (NGA), the national charity that supports all state-funded governors.

    Awards are given out every other year with nominations usually accepted from September.

    There are gongs available for an outstanding governing board in a single school, outstanding board in a group of schools, outstanding vision and strategy and outstanding clerk to a a governing board. The 2019 awards were presented at the House of Commons.
  2. Honours such as the OBE (Office of the Order of the British Empire) and MBE (Member of the Order of the British Empire) can be awarded to school governors. The chair of governors is often the recipient but any governor can be recognised.

    Only individuals can receive these awards so there is no way to nominate the full governing body. This list of new year honours for 2019 shows a number of governors in receipt of OBEs and MBEs.

    More details on how to nominate a governor are available here and detailed guidance is available on how to write the citation.

    You can also email the DfE’s education honours team at Honours.team@education.gov.uk

What business interests must governors declare?

School governors and trustees must declare any business or financial interests that mean they could benefit personally from the decisions they make at the school.

Examples would be owning a business that sells equipment to schools, working for a cleaning agency which provides school cleaners or having a close relative who is a supply teacher.

In both maintained schools and academies the governors or trustees must leave the meeting room when there is a discussion relating to their business interest and are not allowed to vote on the subject.

This page offers a guide to what needs to be declared and a template for recording the interests of all governors. A separate article looks at what schools and academies must publish online.

Business Interests In Maintained Schools

For maintained schools the business interests register is a legal requirement from the School and Early Years Finance (England) Regulations 2013.

These regulations set out what local authorities must have in their school funding schemes. This includes the “keeping of a register of any business interests of the governors and the headteacher”. Statutory guidance states that this register should be published online.

Maintained school governors are also bound by the Roles, Procedures and Allowances (England) 2013 regulations which force governors to withdraw from the meeting if they have a “pecuniary interest”. Pecuniary means “relating to money”.

The principle is that governors must only cast a vote when they are impartial and therefore definitely voting in the best interests of the school.

“Where in relation to any matter a relevant person has a pecuniary interest, that person, if present at a meeting of the school at which the matter is the subject of consideration, must disclose his or her interest, withdraw from the meeting and not vote on the matter in question.”

Roles, Procedures and Allowances (England) Regulations 2013

What is the definition of a business interest in a maintained school?

There is no definition of “business interests” in the 2013 Finance regulations or of “pecuniary interests” in the 2013 Roles, Procedures and Allowances regulations.

There is also no statutory guidance available for either of these laws. DfE departmental advice for the Roles, Procedures and Allowances law simply states that “governors must declare pecuniary interests” without offering any guidance as to what must be declared.

Statutory Guidance to the Constitution (England) Regulations 2012 refers to both business and pecuniary interests, as well as “material interests” that arise from close relationships. It states that the following three items must be recorded in the register of interests.

  1. Relevant business and pecuniary interests.
  2. Governance roles in other educational institutions.
  3. Any material interests arising from relationships between governors or relationships between governors and members of the school staff.

“A governing body should publish on its website relevant business and pecuniary interests (as recorded in the register of interests) including governance roles in other educational institutions [and] any material interests arising from relationships between governors or relationships between governors and school staff (including spouses, partners and close relatives).

“Governing bodies should also publish this information for associate members.”

Constitution of Governing Bodies of Maintained Schools: Statutory Guidance

Note the word “relevant” in the above quote. If a governor has an interest that is never going to cause a conflict, for example if they run a business abroad, they do not need to declare it.

If governors are unsure as to what to declare, a good rule of thumb is the local newspaper test – how would it look if the interest was undeclared and then reported in your local paper? Would it damage the reputation of the school?

How would it look if your local newspaper found out that a governor had voted in favour of giving a £5,000 contract to their brother? Or encouraged the school to buy 100 computers from their husband’s firm? Even in a situation where there has been no impropriety it would still reflect badly on the school if a governor has not revealed their interests.

Some common sense is needed when deciding what to declare. For example, if you own 50 shares in Apple and the school is buying an iMac this is highly unlikely to make you biased. On the other hand, if you are the director of a company that sells iMacs that could well be a conflict of interest.

Here is how my local authority describe a relevant business interest.

“Someone can be said to have a relevant business interest if they are an employee, the owner, a partner or a major shareholder of a business or have appointments of influence within a business or organisation (including the local authority) which might potentially be involved in providing goods or services to the school.”

Southampton City Council

My LA also list some job titles that may need to be declared because they could potentially deal with schools. These include accountant, building worker, cleaner, decorator, ground maintenance worker, insurance broker, solicitor, printer and supplier of books, stationery or electronics.

If you are still unsure about what constitutes a conflict of interest then you should ask your fellow governors for their verdict. The law says that if there is a dispute about whether a governor can vote or not due to a possible conflict of interest then the other governors present at the meeting must decide this among themselves.

“Where there is any dispute as to whether this regulation or Schedule 1 requires a relevant person to withdraw from a meeting of the school and not vote, that question must be determined by the other governors present at the meeting.”

Roles, Procedures and Allowances (England) Regulations 2013

Do associate members need to declare business interests?

Yes. Statutory guidance to the constitution regulations says governors must declare relevant business and pecuniary interests and publish them online. It goes on to say “Governing bodies should also publish this information for associate members.”

Business Interests For Staff Governors

As all governors who are also school employees naturally have a financial “interest” in the school via their salary there is a paragraph in the law for maintained schools that says they only have to withdraw from meetings if their interest is greater than the interest of other staff members.

So if governors were discussing a proposal that would impact the pay packet of every staff member the governor would not have to leave the room. If the proposal would only impact the pay of the staff governor themselves, they would have to leave for that part of the meeting.

“A relevant person will not be treated as having a pecuniary interest in any matter provided that the value of the relevant person’s pecuniary interest is no greater than that of the pecuniary interest commonly held by those paid to work at the school.”

Roles, Procedures and Allowances (England) Regulations 2013

Business Interests In Academies

For academies the requirement to declare business interests comes from the Academy Trust Handbook which all academies must comply with as a condition of their funding agreement.

“The academy trust’s register of interests must capture relevant business and pecuniary interests of members, trustees, local governors and senior employees, including:

– directorships, partnerships and employments with businesses

– trusteeships and governorships at other educational institutions and charities

– for each interest: the name and nature of the business, the nature of the interest and the date the interest began.

“The register must identify relevant material interests from close family relationships between the academy trust’s members, trustees or local governors. It must also identify relevant material interests arising from close family relationships between those individuals and employees.

“Trusts should consider whether other interests should be registered, and if in doubt should do so. Boards of trustees must keep their register of interests up-to-date at all times.”

Academy Trust Handbook (2021)

The Handbook states that for every member, trustee, local governor and accounting officer, details must be published online of “relevant business and pecuniary interests including governance roles in other educational institutions”.

“The trust must also publish on its website up-to-date details of its governance arrangements in a readily accessible format, including:

– for each member serving at any point over the past 12 months, their full names, date of appointment, date they stepped down (where applicable), and relevant business and pecuniary interests including governance roles in other educational institutions

– for each trustee and local governor serving at any point over the past 12 months, their full names, date of appointment, term of office, date they stepped down (where applicable), who appointed them, and relevant business and pecuniary interests including governance roles in other educational institutions. If the accounting officer is not a trustee their business and pecuniary interests must still be published.”

Academy Trust Handbook (2021)

In academies there is a minor difference between what must be shown online and what must be included in the register of interests itself. The Handbook states that the register must include the interests of “members, trustees, local governors and senior employees”. However, the accounting officer is the only employee who must have their interests online.

“Trusts must publish on their websites relevant business and pecuniary interests of members, trustees, local governors and accounting officers. Trusts have discretion over the publication of interests of other individuals named on the register.”

Academy Trust Handbook (2021)

Also in the Academy Trust Handbook is a succinct description of the principle being observed here: “Academy trusts must ensure that no member, trustee, local governor, employee or related individual or organisation uses their connection to the trust for personal gain.”

An academy’s articles of association will explain what to do when someone has a conflict of interest. The model articles of association (June 2021) say that trustees must leave the meeting while the subject is discussed.

“Any trustee who has or can have any direct or indirect duty or personal interest (including but not limited to any personal financial interest) which conflicts or may conflict with their duties as a trustee shall disclose that fact to the trustees as soon as they become aware of it.

“A trustee must be absent from any discussions of the trustees in which it is possible that a conflict will arise between their duty to act solely in the interests of the academy trust and any duty or personal interest (including but not limited to any personal financial interest).”

Model Articles of Association (June 2021)

What if a governor is unsure whether to declare a specific interest?

They should declare it anyway. It is always safer to err on the side of caution and the Academy Trust Handbook says that “if in doubt” the interest should be declared. This is sensible advice for maintained schools too.

A governor is never going to get into hot water for being too transparent about their interests, but they could cause real problems for the governing body if they have an interest that has not been declared.

Can the school buy from a company if a governor has declared an interest?

Yes. In both maintained schools and academies the governor with an interest must leave the room and not vote on the decision, but the remaining governors can still decide to buy goods or services from a company listed on the register of interests if they believe it would be best for the school.

The clerk should record the interest clearly in the minutes and state that the governor withdrew from the room during the discussion.

This is the advice given by my local authority for governing bodies which are considering doing business with a company included on the register of interests.

“It is possible for schools to let contracts with or make purchases from businesses listed on the register of interests provided they represent the best possible value for money for the school.

“However, in these circumstances, the governing body should ensure that:

– the usual rules should apply to the letting of high value contracts, eg: at least three quotes should be obtained for purchases over £10,000

– governors or the headteacher should not be involved in opening or evaluation of tenders or letting of contracts for which a business in which they have an interest has tendered

– if a purchase is made from a business included on the register the usual safeguards should be obtained to ensure that the goods and services will be of the required quality, eg: guarantees, insurance, maintenance agreements.”

Southampton City Council Guidance on Declarations of Interest

In academies, buying goods or services from someone close to the governor is known as a “related-party transaction” and has got a number of academies into serious hot water in the past because members or directors/trustees were paying out public money to companies connected to close relatives.

Because of this, any related-party transaction must now be reported to the Education and Skills Funding Agency (ESFA) before it is agreed with the supplier. Any transactions over £20,000 must also be approved in advance by the ESFA; detailed advice is available here.

Business Interests Declaration Template

An editable business interests template is available on my templates and letters page. This form is sometimes called the ROBI, for Register of Business Interests. Governors with no business interests should write “None” or “Nil” in the first column and date and sign their entry.

There should also be an item at the start of every meeting agenda where governors are asked to declare any interests in the subjects under discussion that day. They will be asked to leave the room when that item is reached.

What happens if a governor does not complete the declaration?

All schools must keep a register of interests and publish it online. If a governor refuses to complete the register there is a danger that they may have a conflict of interest that will compromise the integrity of the board.

The board should make this clear to the governor. If they still refuse to complete the declaration the board should consider suspending or removing the governor. Failing to declare interests would also be a breach of your code of conduct (if you have one).

What questions should governors ask?

The role of school governors is to provide support and challenge to the school and asking the right questions is a key part of this.

Here are a wide range of questions that governors should be asking, either in meetings or as part of a governor self-evaluation process.

Questions From My Clerking Experience

These are some of the best questions that I have heard governors ask and points I have heard them raise over the years that I have been a clerk.

Being Strategic

  • Where do we want the school to go and how are we going to get there?
  • How can governors monitor the school improvement plan?
  • Do meeting agendas show that we are spending most time on the highest priorities of the school?
  • What needs to change for pupils?
  • What needs to change for staff?
  • Do we have the right committees in place? Would our governing body work better with fewer or no committees?
  • What difference is this idea going to make for pupils and how will we know that it works?
  • Who is going to take responsibility for this change and who is going to check that it has been done?
  • Is the clerk minuting action points showing the name of the person responsible and their deadline? Do we check at the next meeting that these actions have been completed?
  • What baseline evidence can we see before we start using this intervention or making this change?

Approving Policies

  • Do we have a policy schedule that means we review all policies as often as the law requires? Would we realise if we had not approved a policy for years?
  • Is this policy dictated by the local authority or a multi-academy trust or is it written by school staff? (If governors have no power to change it they may wish to approve it quickly and move on.)
  • Are we reviewing some policies too often or spending too long discussing policies that do not have much impact?
  • Do we give most time to the policies that really affect the education and wellbeing of the children?
  • Do we need to keep all our policies or could some be scrapped or merged together?
  • Are we rubber-stamping policies without questioning their purpose?
  • Are governors checking the grammar, spelling and minutiae of policies but not checking their overall impact on the children’s education?
  • How do we check that policies are being implemented in school and are having the desired impact?

Looking At Data

  • Which groups are doing well and which are struggling – boys versus girls, SEND pupils, pupil premium, ethnic minorities? How are we closing any gaps?
  • What are the strength and weaknesses of the school?
  • How often do we look at data on: attendance/exclusions, attainment and progress, staffing and class sizes, income and expenditure, trends in safeguarding data or accident reports, staff absence figures, satisfaction of pupils, staff and parents from feedback surveys and complaints.
  • How do our results compare with similar schools locally or nationally?
  • Is there are a class or a year group that is “stuck” and not making progress? How can we address that?
  • How do we know that this information is robust and accurate?
  • Can we triangulate data with a second source? What about the view of an external adviser? Or evidence from governors’ school visits?

Finance And Budgets

  • Why has spending on this item increased and how can we justify it?
  • Do governors ever say no to proposed spending? Why not?
  • How does our school compare to similar schools in terms of percentage of the budget spend on staffing, or training, or photocopying, or IT?
  • Can we use a benchmarking report to see how much local schools are spending compared to us and where we can make savings?
  • How much does the school get in pupil or sports premium and how do we know it is being spent wisely?

Offering Support

  • Do subject leaders have all the resources they need to work effectively?
  • How can we help teachers to improve – do they need extra training? Time? Textbooks? Computers?
  • How do governors engage with staff and parents and listen to their concerns?
  • Do staff worry about governor visits or find them stressful? Do they know that governors are not judging the quality of teaching?
  • Does the staff governor liaise well with other staff? Do all employees know who the staff governor is?
  • How is the work/life balance of staff and how do we monitor this?
  • Do we congratulate staff on their achievements and thank them for their efforts? While criticisms of named staff should be in confidential minutes, congratulatory messages can be public. The clerk can minute expressions of support, eg: “Governors congratulated all staff on the excellent GCSE results this year.”

Questions from the Old Governance Handbook (2020)

On Educational Performance

  • Which groups of pupils are the highest and lowest performing, and why? Do school leaders have credible plans for addressing under-performance or less than expected progress? How will we know that things are improving?
  • How is the school going to raise standards for all children, including the most and least able, those with special educational needs, those receiving free school meals and those who are more broadly disadvantaged, boys and girls, those of a particular ethnicity, and any who are currently underachieving?
  • Which year groups or subjects get the best and worst results and why? How does this relate to the quality of teaching across the school? What is the strategy for improving the areas of weakest performance?
  • Is the school adequately engaged with the world of work and preparing their pupils for adult life, including knowing where pupils go when they leave?
  • How is the school ensuring that it keeps pupils safe from, and building their resilience to, the risks of extremism and radicalisation? What arrangements are in place to ensure that staff understand and are implementing the Prevent duty?
  • Are senior leaders including (where appropriate) the CEO and finance director getting appropriate continuing professional development?
  • Does the school have the right staff and the right development and reward arrangements? What is the school’s approach to implementation of pay reform and performance-related pay? If appropriate, is it compliant with the most up-to-date version of the school teachers’ pay and conditions document? Is the school planning to ensure it continues to have the right staff?
  • Have decisions been made with reference to external evidence, for example, has the Education Endowment Foundation (EEF) Toolkit been used to determine pupil premium spending decisions? How will the board know if current approaches are working and how will the impact of decisions and interventions be monitored using appropriate tools such as the EEF DIY evaluation guide?
  • Are teachers and support staff being used as effectively and efficiently as possible and in line with evidence and guidance?
  • To what extent is this a happy school with a positive learning culture? What is the school’s record on attendance, behaviour and bullying? Are safeguarding procedures securely in place? What is being done to address any current issues, and how will we know if it is working?
  • How good is the school’s wider offer to pupils? Is the school offering a good range of sports, arts and voluntary activities? Is school food healthy and popular and compliant with the School Food Standards?
  • Is the school encouraging the development of healthy, active lifestyles by using the PE and sport premium for primary schools to fund additional and sustainable improvements to the provision of PE and sport?
  • Is the school promoting high-quality provision in literacy and numeracy using, where appropriate, the Year 7 literacy and numeracy catch-up premium, to make a positive difference in the attainment of pupils?
  • How effectively does the school listen to the views of pupils and parents?
  • How effectively does the organisation listen to the views of staff, and ensure work/life balance for their workforce, and how does the organisation review and streamline unnecessary workload whilst maintaining high standards?

On Finances

  • Are resources allocated in line with the organisation’s strategic priorities?
  • Does the organisation have a clear budget forecast, ideally for the next three years, which identifies spending opportunities and risks and sets how these will be mitigated?
  • Does the organisation have sufficient reserves to cover major changes such as re-structuring, and any risks identified in the budget forecast?
  • Is the organisation making best use of its budget (eg: by integrating its curriculum planning with its financial planning and using efficiency data to inform decision making)?
  • Does the organisation plan its budgets on a bottom up basis driven by curriculum planning (ie: is the school spending its money in accordance with its priorities) or is the budget set by simply making minor adjustments to last year’s budget to ensure there is a surplus?
  • Are the organisation’s assets and financial resources being used efficiently?
  • How can better value for money be achieved from the budget?
  • Is the organisation complying with basic procurement rules and ensuring it gets the best deal available when buying goods and services in order to reinvest savings into teaching and learning priorities?
  • Is the organisation taking advantage of opportunities to collaborate with other schools to generate efficiencies through pooling funding where permitted, purchasing services jointly and sharing staff, functions, facilities and technology across sites?

Twenty Questions Governing Bodies Should Ask Themselves

In 2015 the All-Party Parliamentary Group (APPG) on Education Governance and Leadership, together with the National Governance Association, published a list of 20 questions that governing bodies can use to self-evaluate and reflect on how they can make more of an impact on the school.

  1. Have we completed a skills audit which informs the governor specification we use as the basis of governor appointment and interview?
  2. How well do we understand our roles and responsibilities, including what it means to be strategic?
  3. Do we have a professional clerk who provides legal advice and oversees the governing board’s induction and development needs?
  4. Is the size, composition and committee structure of our governing board conducive to effective working?
  5. How do we make use of good practice from across the country?
  6. Do we carry out a regular 360° review of the chair’s performance and elect the chair each year?
  7. Do we engage in good succession planning so that no governor serves for longer than two terms of office and the chair is replaced at least every six years?
  8. Does the chair carry out an annual review of each governor’s contribution to the board’s performance?
  9. Does our vision look forward three to five years, and does it include what the children who have left the school will have achieved?
  10. Have we agreed a strategy with priorities for achieving our vision with key performance indicators against which we can regularly monitor and review the strategy?
  11. How effectively does our strategic planning cycle drive the governing board’s activities and agenda setting?
  12. How well do we listen to, understand and respond to our pupils, parents and staff?
  13. How do we make regular reports on the work of the governing board to our parents and local community?
  14. What benefit does the school draw from collaboration with other schools and other sectors, locally and nationally?
  15. How well do we understand the school’s performance data (including in-year progress tracking data) so we can properly hold school leaders to account?
  16. Do governors regularly visit the school to get to know it and monitor the implementation of the school strategy?
  17. How well does our policy review schedule work and how do we ensure compliance?
  18. Do we know how effective performance management of all staff is within the school?
  19. Are our financial management systems robust so we can ensure best value for money?
  20. How much has the school improved over the last three years, and what has the governing board’s contribution been to this?

The 20 questions are also available as a pdf file.

What is the role of governors in an OFSTED inspection?

The inspector will invite as many governors as possible (not just the chair of governors/trustees) to attend a meeting at the school to discuss their roles and responsibilities and the impact they have had.

If the chair cannot attend in person a phone call will be arranged.

“The lead inspector will make arrangements for a meeting with the chair of the governing body or, if appropriate, the chair of the board of trustees and as many governors/trustees as possible. Inspectors will also ask the school to invite as many governors/trustees as possible to attend the final feedback meeting.”

School Inspection Handbook

“As many governors or trustees as possible are invited to meet inspectors during an inspection. An inspector may talk to the chair of governors by telephone if s/he is unable to attend a face-to-face meeting with the inspector in school.”

OFSTED inspection myths

Inspectors will study governing body minutes to see evidence of challenge, support and actions taken. They will look at the school improvement plan, governor visit reports and any action plans governors have written.

A school could also provide evidence of training governors have received and any skills audits or self-evaluations they have undertaken. At the end of the inspection all governors are entitled to attend a feedback meeting to hear the inspectors’ judgements.

OFSTED explain how they inspect schools in the document Education Inspection Framework, which applies to all maintained schools and academies. A longer document, the School Inspection Handbook, sets out the criteria that inspectors use to make judgements.

The school will be given an overall judgement of Outstanding, Good, Requires Improvement or Inadequate, plus judgements in four key areas: quality of education, behaviour and attitudes, personal development and leadership and management. A judgement on governance will be made within the leadership and management section.

In a standard full section 5 or shorter section 8 inspection OFSTED will call the school the day before they arrive, although “no-notice” inspections can be made (with about 15 minutes’ notice given in practice) if there are serious concerns about the school such as safeguarding or very poor leadership and governance.

Can OFSTED see confidential minutes?

Yes. OFSTED have the right to see confidential governing body minutes under section 10 of the Education Act 2005.

“When inspecting a school under section 5 or 8, the Chief Inspector has at all reasonable times a right to inspect, and take copies of, any records kept by the school, and any other documents containing information relating to the school, which he considers relevant to the discharge of his functions.”

Education Act 2005

Inspectors will examine how governors are carrying out each one of their three core functions – to set the strategic direction, ethos and vision of the school, to hold the headteacher to account for the educational performance of the school and to oversee the budget and finances.

They also check that all statutory duties are being fulfilled, for example by examining the procedures for safeguarding, as well as looking for evidence that the governing body is actively improving the school.

This is what inspectors are looking for when examining governance:

“Those responsible for governance understand their role and carry this out effectively. They ensure that the provider has a clear vision and strategy and that resources are managed well. They hold leaders to account for the quality of education or training.

“They ensure that the provider fulfils its statutory duties, for example under the Equality Act 2010, and other duties, for example in relation to the Prevent strategy and safeguarding, and promoting the welfare of learners.”

Education Inspection Framework

“Inspectors will seek evidence of the impact of those responsible for governance.”

School Inspection Handbook

What questions will OFSTED ask governors?

There is no set list of questions as inspectors will ask about the issues your particular school is facing and how governors are tackling them. However, in a blog post OFSTED shared some general questions that governors and trustees may be asked during inspections. 

  • What is the vision for the school is and how is this shared?
  • What are the strengths of our school, how do we know they are strengths and what needs to improve?
  • Do governors understand the issues the school faces?
  • Is the overall culture of the school one of high expectations for teaching, learning, pupil behaviour and safety?
  • How is excellent work recognised?
  • Do governors challenge school leaders by asking probing questions about pupil outcomes, assessment arrangements, safeguarding procedures etc?
  • What other sources of information do governors use to find out the views of parents, staff and children?
  • Are governors aware of how the school’s finances are being managed or how staff are recruited?

Governors may also be asked about:

Triangulation – how do you check that information from the headteacher correlates with what is really happening in the school? Have you read or commissioned external reports? Do you visit the school to see the impact of policies? How do you know that safeguarding procedures are sound?

Finance – what are your priorities for pupil premium spending and how do you know the money is closing the gap between disadvantaged and non-disadvantaged children? How is the sport premium spent? Do governors have the skills they need to oversee the budget?

Groups of pupils – which groups of pupils are governors concerned about and how are they addressing that concern? For example, boys versus girls, SEND pupils, pupil premium children, one specific year group or class. Are all groups making progress? How do you know if interventions are working?

Is the headteacher present when governors meet OFSTED?

No, not when the inspection is ongoing. OFSTED state that they wish to meet governors alone without the presence of school staff while they are still forming judgements. In the feedback meeting at the end of the inspection the headteacher is present alongside governors, all of whom have the right to hear the results of the inspection immediately.

“Meetings or telephone discussions with those responsible for governance should take place without the headteacher or other senior staff being present.”

School Inspection Handbook

“All those responsible for governance need to know the outcome of the inspection as soon as possible.”

OFSTED inspection myths

“Grades may be shared with school staff and all those responsible for the governance of the school, irrespective of whether they attended the meeting, so long as they are clearly marked as provisional and subject to quality assurance.”

School Inspection Handbook

Once governors have been told the school’s grading they must keep it confidential until the final OFSTED report has been sent to the school. Before the report is finalised a draft copy will be sent.

Are governors present at the final feedback meeting?

Yes. As many governors or trustees as possible should attend the final feedback meeting. This is made clear in the School Inspection Handbook.

“The on-site inspection ends with a final feedback meeting with the school. Those connected with the school who may attend include:

– the headteacher and other senior leaders, agreed by the lead inspector and headteacher

– for maintained schools, the chair of the school’s governing body and as many governors as possible

– for academies, including academies that are part of a MAT, the chair of the board of trustees and as many trustees as possible.”

School Inspection Handbook

Can governors see a draft OFSTED report?

Yes, OFSTED say that governors can see draft inspection reports. Schools are always given a chance to make comments on the draft but unless they have been judged to be “causing concern” (in other words, judged to be inadequate) staff can only dispute the facts of the report, not the opinions of the inspector.

“The draft report is restricted and confidential to the relevant personnel (as determined by the school), including those responsible for governance.”

School Inspection Handbook

Once the report has been finalised it becomes available to the general public on the OFSTED website.

Will OFSTED recommend an external review of governance?

No. Previously OFSTED recommended that schools with weak governance received an external review from a governance expert, but that idea has now been scrapped.

“From September 2019, under the Education Inspection Framework, inspectors will no longer recommend that the school carries out an external review of the pupil premium and/or governance, where weaknesses have been identified.”

School Inspection Update July 2019 (pdf)

What is the clerk’s role in an OFSTED inspection?

This varies from school to school, but in the clerking roles I have held my only involvement has been to email the school some governor details such as terms of office on the day before the inspection.

Some clerks will be more involved though, perhaps being asked to invite as many governors as possible to meet the inspector, providing paperwork such as minutes or action plans or checking that the governance section of the website is up-to-date. It may be helpful for the clerk to keep a specific OFSTED file at the school that contains governance paperwork so there is no last minute panic!

The clerk is allowed to take notes at the final feedback meeting in both maintained schools and academies, although again whether the clerk is actually invited will depend on the school.

The clerk does not attend the initial meeting between governors and the inspector and I have never heard of a clerk who has actually been interviewed by OFSTED.

“The on-site inspection ends with a final feedback meeting with the school. Those connected with the school who may attend include:

– for maintained schools, the chair of the school’s governing body and as many governors as possible; the clerk to governors (or equivalent), or their delegate, may also attend to take notes

– for academies, including academies that are part of a MAT, the chair of the board of trustees and as many trustees as possible; the clerk to governors or the board (or equivalent), or their delegate, may also attend to take notes.”

School Inspection Handbook

Can a parent governor work at the school?

Yes, but in a maintained school you can only be elected or appointed as a parent governor if you work at the school for 500 hours per year or under on the date of the election or appointment.

This rule is not present in the current model articles of association for academies (June 2021).

However, academies should be aware that the current DfE advice is for no academy trust employees to serve as trustees at all apart from the senior executive leader. (Trust employees could still serve as members of committees, however, for example on local governing bodies.)

“Any newly appointed senior executive leader can only be a trustee if the members decide to appoint them as such, the senior executive leader agrees and the trust’s articles permit it. No other employees should serve as trustees.”

Academy Trust Handbook

In a maintained school local councillors are also banned from being parent governors if they are a councillor on the date of their election or appointment. This is what the law says about who is eligible to be a parent governor in a maintained school.

“A person is disqualified from election or appointment as a parent governor of a school if the person—

(a) is an elected member of the local authority; or

(b) is paid to work at the school for more than 500 hours in any twelve consecutive months.”

Constitution Regulations (England) 2012

Why 500 hours?

The regulations do not explain why the limit is 500 hours, but it is probably to ensure that parents who work in very part-time roles such as lunchtime supervisors are not banned from volunteering as governors.

Anything over 500 hours would represent a more formal part-time or full-time job and there are restrictions in the law that force the governing body to have a balance between school employees and those who are not staff members.

This allows governors to challenge school leaders if they need to and ask the difficult questions that employees might not feel comfortable asking their boss.

What if a current parent governor starts working for the school?

In this case the governor can continue on as a parent governor, serving out the remainder of their term of office – they are not disqualified just because they now work for the school.

However, when their term of office ends they would no longer qualify to stand as a parent governor in a maintained school if their job involved more than 500 hours of work per year.

This is not clearly stated in the current law or DfE Maintained Schools Governance Guide but is spelled out in an old DfE document called the Governors’ Guide to the Law.

“If a serving parent governor subsequently starts to work at the school for more than 500 hours in a consecutive 12-month period, they would serve out their term of office.”

Old Governors’ Guide to the Law (2012)

Statutory guidance to the law also reinforces this point, although not quite so clearly. The guidance says says someone is disqualified from being a parent governor if they work for the school for more than 500 hours per year “at the time of election or appointment”.

“A person is disqualified from being a parent governor if they are paid to work at the school for more than 500 hours (ie: for more than one-third of the hours of a full-time equivalent) in any consecutive twelve-month period at the time of election or appointment.”

The Constitution of Governing Bodies of Maintained Schools: Statutory Guidance

The reasoning behind this is that the law does not permit a parent governor to be elected or appointed if they work for a maintained school for more than 500 hours per year, but it does not state that a parent governor is disqualified if they are already a governor when they start their job.

If you are not eligible to be a parent governor because of your job at the school you could apply to be a staff governor, co-opted governor or foundation governor instead (although the diocese or trust may not allow school employees to become foundation governors).

Any maintained school employee is eligible to be the staff governor, whatever their job title or how many hours of work they do. Anyone from the community can be a co-opted governor. Foundation governor roles are only available in some schools such as church schools.

However, if you want to be a co-opted governor you should ask the clerk how many co-opted governors already work for the school, as the law for maintained schools puts a limit on the number of co-opted governors who are school employees.

“The total number of co-opted governors who are also eligible to be elected as staff governors , when counted with the staff governor and the headteacher, must not exceed one third of the total membership of the governing body.”

Constitution (England) Regulations 2012

Although academy model articles do not include the 500 hours rule, they do include a similar rule regarding the total number of employees who are staff members- no more than one third of the total number of trustees can be academy employees.

“The total number of trustees [including the chief executive officer/principal if they so choose to act as trustee] who are employees of the academy trust shall not exceed one third of the total number of trustees.”

Model Articles of Association (June 2021)

If there are no vacant governor positions that you are eligible for you could also apply to be an associate member in a maintained school, as the 500 hours rule does not apply to associate members and neither does the rule limiting the total number of employees on the board. There are also no restrictions on the total number of associate members governing bodies can have.

Academy schools may or may not use the name “associate member” but are permitted to appoint people who are not trustees to serve on committees, often on local governing bodies in a multi-academy trust.

Academy employees are eligible to serve on committees and the rule limiting the number of employees on the board applies to trustees only, not other committee members.