An overview schematic of the governance structure can be found here.
The Trust board (“the Board”) delegates responsibility for the day to day operation and performance of the Trust, including the performance of the academies within the Trust, to the chief executive (CEO).
This means that as the CEO is accountable to the board for the performance of the Trust as a whole, the CEO will report to the Board on the performance of the Trust including on the performance of the Trust’s schools.
The CEO is performance managed by the Board, although the Board may delegate this to a committee. The CEO performance manages the academy principals.
There are academy councils at school level which facilitate communication between the principal and parents/carers. For the avoidance of doubt, academy councils do not have delegated powers.
The Board may appoint one of the directors to act as link director for a school. The link director will act as a sounding board for the principal and represent the Board at school events but does not have any powers delegated by the Board on a standing basis.
Roles and responsibilities
The members of the Trust have a different status to directors. They are equivalent to the shareholders in a private company, save that they have no entitlement to receive dividends. Originally they were the signatories to the memorandum of association and agreed the Trust’s first articles of association (a document which outlines the governance structure and how the Trust will operate). The articles of association also describe how members are recruited and replaced, and how many of the directors the members can appoint to the Board. The members appoint directors to ensure that the Trust’s charitable object is carried out and so must be able to remove directors if they fail to fulfil this responsibility. Accordingly, the Board submits an annual report on the performance of the Trust to the members. Members are also responsible for approving any amendments made to the Trust’s articles of association.
While members are permitted to be appointed as directors, in order to retain a degree of separation of powers between the members and the Board, and in line with DfE expectations, not all members should be directors. More recently, the DfE has amended the model articles to state that members are not permitted to be employees of the academy trust.
The directors are the charity trustees (within the terms of section 177(1) of the Charities Act 2011) and are responsible for the general control and management of the administration of the Trust in accordance with the provisions set out in the memorandum and articles of association. The Board is the accountable body for the performance of all schools within the Trust and as such must:
- ensure clarity of vision, ethos and strategic direction
- hold the CEO and principals to account for the educational performance of the schools and their pupils, and the performance management of staff
- oversee the financial performance of the Trust and make sure its money is well spent.
The Board is permitted to exercise all the powers of the Trust. The Board is responsible for the appointment, removal and remuneration of the CEO. The Board will delegate to the CEO responsibility for the day to day operations of the Trust. The directors can determine whether to delegate any governance functions.
The Trust has the right to review and adapt its governance structure at any time which includes removing delegation.
The directors have established committees with delegated authority to make decisions and to provide advice and support, informing the overall work of the Board. However, these committees are not legally responsible or accountable for statutory functions – the Board retains overall accountability and responsibility. The Board may appoint committee members and committee chairs. The responsibilities of committees are set out in their terms of reference and are summarised below.
The Education Committee monitors the educational performance of each of Paradigm’s schools, considering educational aims and setting appropriate performance targets. It is also responsible for adopting, monitoring and reviewing the Trust curriculum statements.
The Operations and Finance Committee considers: Paradigm’s financial priorities; the management accounts; the appropriate charging of expenses; and draft budgets submitted by Paradigm schools. The committee also: ensures that the regulations relating to funding are complied with; sets and monitors human resource policies, contractual terms, oversees executive pay; and monitors the management of the estate.
The Operations and Finance Committee has an Investment Sub-Committee which has delegated authority to invest any available funds in strict adherence to the Trust’s investment and reserves policy.
The Audit and Risk Committee advises the Board on: the adequacy and effectiveness of internal financial control and risk management; control and governance processes; securing value for money; the terms of appointment and the remuneration of the external auditor and the internal audit service provider; and on audit strategy. It also receives the Trust annual Child Protection audit reports and the Local Authority safeguarding audit reports.
Each academy has a link director assigned to be a link between the academy and the Board. The role of the link director is intended to ensure that at least one director has a more detailed understanding of the academy, including its ongoing operations and any issues and can offer additional support to the academy principal. A link director is expected to meet regularly with the principal of the academy and to facilitate the exchange of information and views between the academy’s principal and the Board. The link director is also the designated safeguarding director for the academy they are linked to and have safeguarding responsibilities as set out in the Trust Safeguarding policy, training and compliance ecosystem. The role of link director does not have any additional powers, duties or authority.
The CEO has the delegated responsibility for the operation of the Trust including the performance of the Trust’s academies and so the CEO performance manages the academy principals.
The CEO is the accounting officer so has overall responsibility for the operation of the Trust’s financial responsibilities and must ensure that the organisation is run with financial effectiveness and stability; avoiding waste and securing value for money.
The CEO leads the executive management team of the academy Trust. The CEO will delegate executive management functions to the executive management team and is accountable to the Board for the performance of the executive management team.
The academy principal is responsible for the day to day management of the school and is accountable to the CEO.
The CEO convenes and chairs an executive committee. The executive committee comprises the CEO; principals from each school; together with the heads of the HR, finance and the Company Secretary. The executive committee meets on a monthly basis with all attendees able to propose items for consideration. The purpose of the executive committee is to facilitate collaboration across the Trust, providing a forum for sharing ideas, resources and concerns.
The Board establishes an academy council in each school. A number of parents/carers will be elected to the council by parents/carers of that school (although when new schools join the Trust the Board may, at its discretion, allow governors of a predecessor school to be appointed to the academy council for an initial term, to support the transition process). The council is intended to facilitate communication with the principal and may:
- ask questions of the principal about the operation of the academy and its performance
- raise issues of concern with the principal about the operation of the academy
- provide papers to the Board or its committees.
In addition, elected councillors may attend the annual Trust conference and/or the academy’s inset days. The Board consults with academy councils on specified topics, or more broadly if it so desires. The link director may attend academy council meetings.