Committee Membership & Terms of Reference

Audit & Risk Committee

Membership

A Trustee with relevant audit oversight experience will be appointed as Chair.

The Committee must have at a minimum of 3 seats, with a majority being Trustees. The Committee may co-opt committee members who have relevant experience and an independent view point.

No member of the Finance and General Purposes Committee shall be permitted to serve on the Audit & Risk Committee; but may be invited to attend meetings at the request of the Chair, to answer questions on the work of the Finance and General Purposes Committee, for matters of clarity and understanding.

The Chief Finance Officer will assist the Chair to inform the Committee’s work programme.

In attendance: Chief Executive Officer, Chief Financial Officer and Trust Governance Professional.

Terms of reference

Quorum: 2

3 times per year (with the ability to call further meetings, as and when required).

• Agree a programme of work annually to deliver internal security and coverage across the year.
• Ensure all audit arrangements, both internal and external, are carried out effectively.
• Monitor the implementation of recommendations of audit.
• Ensure financial policies, systems and control are fit for purpose; including the approval of the Trust’s Anti-Fraud, Bribery and Corruption Policy.
• Scrutinise the Trust’s Annual Report and Report to Management, making appropriate recommendations to Trustees.
• Conduct an annual review of the Trust and Academy Risk Registers; Monitor risk management is carried out at both trust and academy level.
• Review and make recommendations to Trustees on the Scheme of Delegated Authority and Policy Schedule.
• Ensure key reports to the DfE are accurate and timely.
• Consider any alleged fraud and or irregularity and make recommendations to Trustees.
• Appointment, re-appointment and dismissal of internal auditors.
• The Committee must ensure compliance with the Academy trust handbook.
• Provide feedback on the work of the Committee to the Board of Trustees.

 Nominations & Remuneration Committee

Established by the Board of Trustees

Membership

A minimum of three seats, with Chair of the Trust serving as Chair of the Committee.

In attendance: Chief Executive Officer (with the exception of items related to the remuneration and performance management of the CEO) and Trust Governance Professional.

Terms of reference

Quorum: 2

Twice per academic year (with further meetings being called in line with its terms of reference).

• Agreeing the Chief Executive Officer’s remuneration, this will be considered on an annual basis. As an off scale amount, there is no automatic entitlement to any nationally agreed pay increases.
• Agreeing performance management targets for the Chief Executive Officer; the Committee may delegate the facilitation of the Chief Executive Officers’ Performance Review to a suitable Trustee or individual, at their discretion.
• Agreeing any remuneration changes for executive staff; Chief Financial Officer, Director of Primary Education, Academy Principals and the Governance Professional. Where national pay agreements recommend a percentage increase, this will normally applied; the Nominations and Remuneration Committee will have the power to withhold such increases, but must give their reasons.

• Agreeing performance management targets for the; the Committee Chief Financial Officer, Director of Primary Education, Academy Principals and the Governance Professional. The Committee may delegate the facilitation of these Performance Review to a suitable Trustee or individual, at their discretion.
• Report these decisions to the Board of Trustees, on an annual basis, this will allow scrutiny by other Trustees.

In making any pay awards it must be able to demonstrate that it has acted fairly, with due consideration for equality, diversity and inclusion. Ensuring no bias pertaining to any protected characteristic within the pay structure, procedural fairness, transparency and accountability in all its dealings. In determining payment arrangements, value for money must be demonstrated, whilst also being sufficient to recruit, retain and motivate colleagues in the context of the market for that role.

• Responsibility for any severance payments for senior executive staff, it must adhere to the requirements of the Academy trust handbook when agreeing any payments.
• Conducts the recruitment and interview process for the; Chief executive Officer, Chief Finance Officer and Director of Primary Education.
• Forms the Appointments Committee when making the formal appointment of a new Chief Executive Officer, Director of Primary Education and Chief Finance Officer;  The Appointments Committee will also make recommendations to Members that the Chief Executive Officer be appointment as a Trustee and the Committee may bring external persons to support with its work.

Finance & General Purposes Committee

 

 Established by the Board of Trustees; effective from 1 September 2025

Membership

 Minimum of 3 Trustees be appointed (maximum of 5).

 The Chair must have a suitable financial background.

 The Accounting Officer will be appointed as an ex-officio committee member.

 In attendance: Chief Financial Officer and Trust Governance Professional

 Terms of Reference

The Committee will ensure compliance with the Academy Trust Handbook and Funding Agreement. Report its findings to the Board of Trustees and Accounting Officer; at least annually, ideally 3 times per year).

 The Chief Financial Officer will assist the Chair with the programme of work

Quorum: 2

 Responsibility for advising the Board of Trustees on:

• Financial health and solvency of the Trust.
• Financial implications of new initiatives and ventures.
• Financial implications of the Trust’s capital planning and development opportunities.
• Actions and decisions to be exercised under Scheme of Delegated Authority.
• Provide assurance on compliance with DfE requirements.
• Approval of Financial Policies including; Financial Regulations, Treasury Management, Expenses and Eye Care (Employment Manual).
• Establish a Policy and Procedure for the use of School Condition Allocation (SCA)

 Other work of the Committee:

 Funding

• Indicative funding and implications.
• Budgets, recommending acceptance or non-acceptance to Trust Board.
• Review strategic plans with financial priorities.
• Recommendations on reserve balances.
• Exceptional expenditure requests.

 Scrutiny

• Monitor income, expenditure and cash flows; receipt of monthly management accounts.
• Review transactions notifiable to ESFA e.g., related parties.
• Review grants awarded and spend is in guidelines.

 Procedures

• Monitor and review, including bank accounts.
• Recommend to Trustees for approval Financial Statements, part of final financial statements.

 Property and infrastructure

• Review and consider significant asset acquisitions or disposals.
• Estate Management and technology infrastructure
• Monitor capital allocations e.g., School Condition Allocation (SCA) and Devolved Formal Capital (DfC).
• Oversight of Health & Safety and cyber security.

Executive Management Board

A Committee established by the Board of Trustees.

Membership

The Chief Executive Officer serving as its Chair.

The Committee is comprised of the Chief Executive Officer (Chair), Chief Financial Officer, Director or Primary Education (Vice Chair) and academy Principals.

Vice Principals or Academy Leads may act as substitute, should a Principal not be in attendance.

In attendance: Trust’s Governance Professional.

Terms of reference

Quorum: 3

A forum for which executive leadership may discuss and approve, as a collective, or make recommendations to the Board of Trustees.

Minimum of 6 meetings per academic year (additional meetings may be called at the request of the Chief Executive Officer).

• Updates on pupil numbers and attendance.
• Discuss current and potential capital projects; making recommendations of the use of School Condition Allocation (SCA).
• Production of position statements for areas such as attendance.
• Consult and monitor academy and trust budgets.
• Setting of academy INSET days.
• Establishment and monitoring of sub-committees.

 Academy Governing Committees

Membership

Academy Governing Committees are established by the Board of Trustees.

Each Academy forms an Academy Governing Committee (AGC), where governors are appointed initially for a four year term of office.

Delegated by the Board of Trustees, the Chief Executive Officer, is responsible for the work of AGCs, working with the Director of Primary Education to set work programmes and schedule training.

The Director or Primary Education will be appointed to each Primary Academy’s AGC, supporting the Principal and Chair.

All governors must have an enhanced DBS (Disclosure & Barring Service) and section 128 direction check, which identifies whether someone is barred from management and/or governance.

An AGC may determine its own number, membership should include; CEO, Principal (who is ex-officio), parents, staff, and members of the community (and any other appointment the AGC agrees is necessary). The Vice-Principal is expected to attend and participate, but has no voting rights and is not a formal member of the AGC and serves in an observatory capacity.

The CEO, Principal and Chair (in consultation) may make appointments via co-option, which will then be ratified by the Committee, at a formal meeting.

Meetings are supported by a member of the Finance Team and a Governance Professional, who prepares agendas and maintains records of the meetings.

Chairs of Governors may meet on an informal basis, four times per year. They will be briefed on Trust matters, discuss key areas for development and help to formulate AGC business; the aim is to bridge the gap between trustees and governors.

It is important that governors feel free to make visits to the Academy, this should be arranged through the appropriate Governance Professional.

Each AGC will elected a governor for the following areas; Safeguarding/ Child Protection, Attendance and Behaviour, SEND and Pupil Premium.

Terms of reference

Quorum:        One third of those governors currently serving.

Decisions between meetings can be arrived at through electronic means, providing at least 51% of the Committee contribute to the decision.

4 times per academic year (additional meetings may be called at the request of the CEO, Principal and Chair).

• Two training sessions for all governors each year, which will include guidance and training on safeguarding.
• Ensuring the Academy is working to its ethos, within the Mission and Values of the Trust.
• Act as consultee for the Principal on matters of significant impact to the academy.
• Holding the Principal and senior staff to account for the educational performance of the Academy, ensuring that young people have a high quality and relevant curriculum, with all abilities appropriate resources.
• Ensuring its meeting all the relevant safeguarding regulations and creating supportive environment for its children and young people to learn.
• Oversight and consultation of financial performance, ensuring good value for money and buildings and facilities are safe and fit for purpose.
• Providing in-put into the academy’s key plans and policies.
• Oversight and consultation of the curriculum framework and focusing upon pupil progress; including special groups, such as Pupil Premium and SEND pupils.
• Review and approval of policies delegated by the Board of Trustees.

If there is significant disagreement by an AGC on a key piece of academy work, then the Chair should note the strong differences and refer the matter to the CEO, who will them arrange for Trustees to make the final decision.