Appropriate board composition: what does it look like?
Board members
The Board is well balanced, possesses an appropriate mix of skills, backgrounds and experience – including lived experience, where appropriate – and is also able to reflect the perspectives of stakeholder groups within the sport and of the community which the SGB serves.
The SGB strives to achieve equitable representation on the Board of gender, ethnicity, disability, neurodiversity and socio-economic background and makes sincere efforts to better understand its progress against agreed objectives.
The SGB is committed to diversity and equality of opportunity in its recruitment, adopting fair and accessible practices to ensure that the wider community is represented in its leadership.
Appointments to the Board and leadership positions follow a formal, open and transparent process and are based on objective criteria and the strategic needs of the SGB.
The Board is of sufficient size to provide effective oversight, independence and to ensure it reaches quorum, but not so large that discussion and decision making become complex. It is recommended that Boards comprise no fewer than five and no more than twelve Board members, including co-opted Board members and executive Board members.
The Board gives consideration to putting in place mechanisms which provide a voice for key stakeholder groups, such as young people, athletes and participants.
Where an SGB’s governing document allows for Board members to be elected or nominated by a particular group, the SGB ensures that those Board members understand their obligations to the SGB as a whole and that they possess the necessary skills for the role.
No one individual or group has complete control over decisions or dominates the Board.
The Board, led by the Chair, takes time to develop the relationships between Board members as well as key relationships across the SGB, such as that between the Chair and the CEO.
Roles
The SGB has written role descriptions, setting out obligations, responsibilities and expectations for:
Board members – these may vary, depending on whether the Board members are directors or trustees
Any specific Board positions (e.g. Chair, Treasurer, Secretary, Senior Independent Director, Vice-Chair)
Board positions with specific additional responsibilities (e.g. Safeguarding Lead)
Ex officio members – where senior staff are appointed to the Board, this appointment relates to the position, not the individual, and membership of the Board is contingent on continued employment in that position
Co-opted Board members – where the Board appoints Board members on a temporary, ad hoc basis for a specific purpose (subject to this being permitted in the governing document), the rationale for this is clearly documented and the appointment is for no longer than is required
The Board has a duly appointed independent Chair who is responsible for leadership of the Board, its effective operation and promotes open and constructive debate.
The Chair provides effective leadership and fosters a positive boardroom culture, encouraging challenge and ensuring that Board members participate fully, feel valued and able to bring an authentic version of themselves to the role.
The Chair ensures that board meetings are run effectively, with strategic agendas, timely circulation of information and robust discussion and that decisions are recorded and acted upon.
The roles of Chair and Chief Executive Officer are not held by the same person.
The Board appoints one of its independent members to be [Senior Independent Director/Vice Chair] to act as intermediary between the Chair and other members.
The appointment of the Chair and independent Board members is conducted through an open, transparent and thorough recruitment process, taking into account the SGB’s strategic aims and the skills, experience and diversity of perspectives required to lead the SGB and provide effective oversight.
The Board reviews its composition at least once every three years to ensure that it contains the skills, experience and representation that it needs.
The SGB reviews the performance of both individual Board members and the Board collectively. The review of the Chair is undertaken by [the senior independent director/Vice Chair]. The review also considers the governance structure and support in place. The review is undertaken annually on an internal basis and is externally facilitated at least every four years.
Following each review, the Board approves an action plan, setting out steps to be taken in response to the findings. Consideration should be given to the publication of the plan in an appropriate format.
Terms
Board members are appointed for a fixed term, each being no longer than four years. The number of terms served by Board members does not exceed two, unless there are exceptional circumstances. [If a Board member has served for [eight] years, any further reappointment is subject to a rigorous review and is the exception].
Terms for Board members, including for the Chair [and Vice Chair], are staggered to allow for smooth transition and succession planning. This balances the refreshing of skills and perspectives with the retention of corporate experience.
When a Board member has completed their maximum tenure, at least four years should pass before they may serve on the Board of the SGB again.
Independence
The SGB ensures that independent* perspectives are embedded into the decision-making process. It is recommended that 25% of Board members are considered as independent. Consideration should be given to the appointment of an independent chair.