The Strange Death of the Party System (A Siren Call)

In 1935, George Dangerfield published “The Strange Death of Liberal England”. This book has been much discussed recently as it analysed the combination of women’s votes, Ireland and rights for workers and showed how the traditional and paternalistic politics of the world in 1914 and before was radically changed by those events.

One hundred years’ later, and this country (and much of the Western world) has a different problem. Except where a sudden (and usually short-term) issue arises, political parties are progressively being shunned by voters.

As a report in The Spectator showed in September, 2013 (mainly using data from the House of Commons Library report from December, 2012), membership of the traditional political parties has collapsed in the last 50 years – true of all the three, main parties. Only about 1.5% of the electorate are now members of the three, main parties – less than ¼ of the rate that existed in 1964.

This trend seems inexorable and, while it does not portend the end of democracy, it shows that (in the absence of possibly short-lived parties like UKIP in the UK Beppe Grillo’s Five Star Party in Italy) the gap between the political parties and real people grows daily.

Single Issue Politics

Dangerfield’s three shifts in politics that were in place when the First World War struck – Ireland, emancipation for women and workers’ rights – have, progressively and with much work, been largely dealt with. After that, the Second World War saw the forces of fascism and nazi-ism smashed. The end of the Cold War saw the attempt at Communism dismantled (China not representing anything like communism after the death of Mao – or probably before).

The world has new problems but economic prosperity and the global economy have shifted focus. Sure, immigration is a hot topic in the UK and the Scots are understandably excited by the prospect of independence, but, with a seemingly stable revival in economic fortunes, the public is not engaging with politicians – outside of single issues.

The older parties in England especially seem to have no vision of the country they aspire to lead or at least no ability to convey one. This lack of vision has disenchanted those who should be engaged. For others, who are far more focused on short-term economic necessities, politicians long ago lost their interest.

The Sirens (Seirenes) of Civil Society

All this was brought into focus at the ACEVO (Association of Chief Executives in Voluntary Organisations) Leadership Conference on 7th May. With exactly one year to go to the next UK General Election, the conference began with a tour around the electorate from Ben Page, CEO of Ipsos MORI and there were also talks from Nick Hurd, Minister for Civil Society, Lisa Nandy MP, Shadow Minister and John Cruddas MP, Shadow Minister for the Cabinet Office and Head of Labour’s Policy Review.

Understandably, there was indignation from the audience of charity leaders about the Lobbying (Gagging) Bill and Liz Hutchins of Friends of the Earth especially. She claimed that the political parties wanted the restrictions on charity lobbying because they were concerned at the effect that such campaigning has prior to elections. It appears that the pressure groups within Civil Society now have Siren-like qualities and the Gagging Bill was introduced as a sort of earplug with which to render their song silent.

This insight was, for me, a central theme of the day. Politicians tried to assuage such concerns but Sir Stephen Bubb, ACEVO’s CEO, was not so comforted. He was foremost in wanting charities and the sector as a whole to raise its voice.

Now, charities and NGO’s may not be single-issue bodies but they are singular in context to political parties. In a digital age, they also, in some ways, replicate the more focused requirements of the internet – for short stay issues. From discussions that I had with several of the attendees, they have no intention of being silenced as they give voice to people who are otherwise disenfranchised by a system of politics that is too remote and where the “political class” (as John Cruddas himself called it) has fostered that remoteness.

From this conference, a clear message is that political parties are too focused on short-termism and on presenting a wide range of policies that may have engaged fifty years ago but do not now. John Cruddas, who is working to re-energise the Labour programme, pointed to his party’s desire to rid itself of a top-down, centrist mindset that was no longer suited to the 21st Century. In itself, this is fine, but the positive ability to reach out to people with real needs is, perhaps, too great a reach.

Are Charities a sign of a new Politics?

The Lobbying Bill gained most of its publicity as a result of the attempt to gag charities – a ridiculous aspect of the Bill that the Labour Party has promised to revoke. It showed a worry amongst politicians that charities (especially vocal NGO’s like 38 Degrees) offer a voice to people that is being taken very seriously. Amongst the 166,000 registered charities, there are many established to challenge society. Many others see the need to campaign in order to enhance its aims for beneficiaries. The charity sector, despite its quantifiable size relative to the rest of the economy, has a clear voice on many issues but has to fight its way in a society dominated by corporate and public sectors.

It is an understandable situation where politics is dominated by the sectors that seem to dominate our lives economically. We mainly work for the two dominant sectors and receive most of our quantitative benefits from them. Between them, they dominate. The battle between them, as J K Galbraith showed in “The Affluent Society” is between the quantity of life and the quality of life – both required to some limit but where a social balance is needed.

Unfortunately, we all appear to see the debate between public and private sectors as a battle – not as a need for social balance. Libertarians believe that the market economy will meet all requirements – there are others that believe in the ownership of all economic producers by Government. In between, the battle lines persist: private vs public.

However, there is another battle line where charities and NGO’s exist. It is not all about economics – although it is linked. This battle line is about serving those who are not covered by the armies of private or public sector or where the issue is more quality vs quantity. The debate about the future of our habitat – where the eco-warriors exist – is mainly an NGO battle (in the UK at least as Greens have, to date, low votes cast on their behalf despite them being perceived as single issue). Elsewhere, charities run the whole gamut of causes – medical, social, humanitarian, ecological.

It is into this wide range of causes that people may be engaging. In a world where politics is remote and bland, where politicians are not trusted, charities and NGO’s are seen as trustworthy recipients of funding but also as voices. Unlike the sirens, political earplugs will not cause the charities to give up. The word at the ACEVO Conference was the opposite – a louder voice was needed.

It may be that organized groups such as charities and NGO’s (aided by the digital facilities now available – which suit individual issues) will lead to a different type of political environment. Allied to the extraordinary power of economic (quantitative) sectors such as public and private sectors, the sector that represents the quality of life will likely be seen more and more as a real player in the life of politicians. Maybe the so-called Third Sector will get a Minister in the Cabinet; maybe there will be an annual budget for this area – linking the quantity of our lives (measured through GDP – life by numbers) to the quality of all our lives.

 

 

The Reality of Governance

Attended the ACEVO Governance Commission Consultation Session 4

today (30 May). Good group of highly motivate people – mainly CEO’s. I provided the following paper at the end to the Commission – sums up my views on Charity Governance and the problem the current governance framework employs with a two-tier system trying to fit into a unitary legal framework. My response is to put CEO’s into Boards (as is the case with ACEVO).

The Reality of Governance

Grant Thornton in its Charity Governance Review 2013 – the Science of Good Governance – does not mention Chief Executives once.

They fall into the trap that governance “experts” so often do when writing about the charity / not for profit sector and the trap that the designers of governance law and rules have done since the beginning. The trap is that those entrusted with legal responsibility for such organisations can supposedly carry out their role as non-executives and any executives are deemed unnecessary to the process (or subordinated within the process as the “governed”) – indeed, in the legalistic set-up and the advice proffered to boards, chief executives are deemed risky on the board because of conflicts of interest – as the governed they hinder governance.

This separation of executive from non-executive is a divisive separation that inhibits good governance in the real world. The separation is really a throw-back to the 19th Century when wealthy philanthropists required administrators to disburse their funds. It has no place in the 21st Century except in very small charities (which are probably too small to have a CEO anyway). Elsewhere, having the Chief Executive on the Board should be seen as a natural requirement for reasons as follows:

1.     The Board cannot escape the charge of not being aware of issues as the Chief Executive will be part of the Board

2.     This is, in reality, the only way that Boards can be sufficiently aware of activities that impact governance

3.     The Board becomes “collegiate” with the development of real common cause

4.     The “upstairs / downstairs” mentality of the 19th Century is swapped for adult and more up-to-date dialogue

5.     Chief Executives will have to rise to the occasion so that they better understand the requirements and responsibilities of the Board rather than make proposals to the Board (as a servant of the Board) – even if, in reality, a CEO is probably in law as responsible as anyone for those decisions.

Unitary or two-tier boards?

There is also a continuous debate between the desirability of unitary and two-tier boards and it is believed that most charities (almost all) have decided on the second – whereas in most corporate Anglo-Saxon organisations (and public sector) the unitary board is by far the most common.

There are a few major errors within this view.

For there to be a two-tier board structure, there needs to be a legal distinction between the legal responsibilities of the two boards. In the UK, there is none so  that Charities that decide to form themselves of completely non-executives maintain a unitary structure but then devolve executive or operational decision-making to a team of executives – who are not enshrined in any legal context.

This team of executives (usually known as a Senior Management Team or SMT) has no specific legal framework outside of individual terms and conditions of employment. The SMT rarely has a framework of organization outside of an organization chart and has very few legally acknowledged responsibilities.

In the majority of charities, the most that exists is a tacit agreement between the Board (made up of non-executives) and the Chief Executive for the latter to carry out operational or “day to day” functions while the Board does governance.

This is not the two-tier legal structure known in German corporates, for example, which have defined legal status for both boards.

In the UK Charity set-up, only the main Board has legal status and is one reason why Grant Thornton do not mention the second “board” (as there isn’t one) or the Chief Executive at all!

The Responsibility Split

As a result of the ill-defined make-up of the Unitary Board in the UK Charity Sector, the split between the Board of non-executives and the management is also very ill-defined.

The Charity Commission spends much time on the responsibilities of the Board and states that there is an inherent problem in having Chief Executives on the Board of reasons of conflict of interest. However, the Charities commission does not state that Chief Executives should not be on the Board – which they can as long as Articles of Association allow this or Charities Commission approval is obtained.

Conflicts over, for example, salaries of the CEO can easily be handled by the CEO leaving the room (as it does in the Education Sector where Academy Chief Execs / Principals or School Heads – who are ex-officio on the Board – manage perfectly adequately).

However, the message is that Chief Executives are not normally on a Board. This message is just allowed to resonate around the sector – that there are so many conflicts between governance and operational management that it is better for the CEO to not be on the Board – the 19th Century mantra. This is not realistic. The conflict of interest issue is important – but, that is true for any member of the Board. Being non-executive does not mean that conflicts of interest don’t arise. Newly formed boards in the health sector are finding that there is a great deal of conflict where board members may have other interests in suppliers, for example.

The second reason for a completely non-executive board is unstated by the Charity Commission but often raised – the potential for undue influence by the Chief Executive if he / she is a Board member.

It is held that this one person would yield great(er) influence if he / she did not just attend Board meetings but also had a vote (one vote out of ten plus on the Board).

This is also unrealistic as a vote in itself is not the essence of the board membership. Chief Executives will not become more or less overbearing if hey have a vote – as is explained below. Governance remains the Board’s duty and legal responsibility – whether one vote is held by an executive manager or not.

The Tenuous Link

In the current split of responsibilities, the supposed two-tier Board structure (which is really only one plus an SMT) is completely reliant on the Chair of Trustees / Directors forming an excellent relationship with the Chief Executive (who heads up the SMT).

This requires the Chair to be up-to-speed on all things relevant to the legal requirements of the Board – an impossible task – in both directions.

This usually results in the Chair requiring the Chief Executive to provide a range of facilities to the Board – including induction, information provision and the like – so that the Board can attempt to be well enough educated to be able to carry out its responsibilities.

This is a tenuous link.

Worse, the Board has, in many organisations, retained so-called strategic responsibilities so that only operational requirements can be passed on to the SMT. This split of responsibilities is, again, a throw-back to the 19th Century where wealthy philanthropists entrusted administrators with passing out money on their wishes.

With far more charity complexity, the thought that non-executives actually “do strategy” is of great concern. 20th Century management thinking moved on from this separation in the 1930’s. It is well understood that strategy and operations are two sides of the same organizational coin and cannot be separated.

A recognized alternative may make sense as in the Carver model. “In the Carver Model, the board is responsible for ‘ends’, the difference the charity is seeking to make, for whom and at what cost. The CEO and the staff team are responsible for ‘means’, the actions which are taken to deliver the ‘ends’. John Carver talks about governance as ‘moral ownership’ one step down rather than one step up from management. He sees board leadership as meeting the wishes of the moral owners in compliance with laws and regulations. The role of the paid staff is to make the wishes of trustees’ happen.”

Carver does not recommend that CEO’s be on the Board but the concept that Carver proposes is so far away from current models – he views the CEO as completely central and Boards having the essence of the charity and governance and then asking the CEO to do everything else – that it is not consistent.

Current Boards are uncertain in their remit, usually go overboard in micromanagement and wanting to “do strategy”, often wanting to bypass the CEO in finding out information (i.e. do not put sufficient trust in the office of CEO).

This means that the viability of the Charity rests upon the tenuous link between Chair and CEO. The former, part of a non-executive Board; the latter (who does not in most cases report to the Chair) head of an SMT. The only legal link is in the CEO’s contract – a reporting line to the Board (who then often give this to the Chair).

This is a tenuous link and CEO’s often find this very difficult.

The Work Split between Board and Management

There is no constancy at all in any Board. Many see (as do NCVO) that the Board does strategy and the CEO and his / her team does “day to day”. This is out of date and harmful.

From a vision of the organization (usually the cause developed by the Founders and then provided as a legacy to the Board), a strategy has to be developed. This is clear. However, modern management thinking is uniform in its agreement that strategy and implementation need to be done by the senior management. This may require confirmation from the Board but then is the essence of good management and the ability of management to implement this strategy with the rest of the workforce. There is no sense in any advice from Charities Commission or elsewhere that this is understood.

Any charity where the Board does the strategy and the CEO picks it up and hopes to implement it is going against all best practice. The CEO is central to developing strategy – as is the SMT.

This is why, in reality, the SMT does the strategy based on the vision guided to them by the Board / Founders. SMT then has a job to sell this into the Board.

The main functions of the Board are not disrupted in this way. However, the link between Board and Management may be.

CEO on the Board

Those involved in governance thinking (Carver is a good example) believe that CEO’s should not be on the board for reasons of conflict of interest (or self-interest). In addition, they believe that there are better ways to make CEO’s feel good about themselves – i.e. the provision of sufficient prestige.

This misses out the very positive aspects of Board membership that the legalistic aspects of governance misrepresent but are fairly clear-cut in the real world.

What are these positive aspects?

1.     The Board is responsible legally and morally for the Charity. Yet, it is supposed to devolve almost every requirement of the organization to the management team – which is not even noted in law (i.e. it is a unitary Board when it thinks it is a two-tier system). In the absence of a proper framework, having the CEO on the Board provides an opportunity to ensure that the Management Team is at least unified in its legal responsibilities with the Board.

2.     Strategically, the Board is ill-equipped to understand what strategy is played out. Ensuring the CEO is involved (and votes for the strategy) ensures that the Board is unified in terms of collective agreement in terms of direction and implementation.

3.     The separation of Board and SMT (i.e. no linkage) is weak and offers a subservience that having the CEO on the Board would lessen.

4.     The rationale for Boards is to do three things (Charity Commission): Compliance, Prudence and Care. These are things that the CEO has to be central to.

5.     The CEO probably (in law) acts as a Shadow Trustee anyway. This means that the CEO is as responsible as any Trustee for the actions of the Charity but has no vote at all in Board meetings. This is responsibility without any representation and often leads to conflict.

The negative issues brought up are:

1.     conflict of interest – the Remunerations and Nominations Committee of individual charities can be properly asked to rule on this. Beyond salaries,  there is rarely an issue that comes up where conflict arises as a result of the CEO being a Trustee. Whether on issues like the approval of budgets or strategy, appointment of new Trustees or whatever, the CEO is normally heavily involved and a vote solidifies the process.

2.     Over-bearing CEOs – an over-bearing CEO will be the same whether on the Board or not. It is for the Board to ensure that none of its members outlast their value and this is a key requirement for the Chair.

3.     Governance and the ability to take the CEO to task for performance issues will be reduced – the CEO is a key member of the organization whether on the Board or not. Being able to vote on an issue does not reduce the roles of the Board. Where there is a serious issue with the Chief Executive, then this would be initially an issue for the Chair and possibly the Remuneration and Nominations Committee to handle. Any issue on the future of the Chief Executive would rule that person out of voting.

Other information

Charity Commission / ACEVO viewpoint

The Charity Commission seems to want to defend the status quo (where, according to an ACEVO report from 2007, around 5.2% of CEO’s were Trustees of that organisation).

The CC points out the dangers of conflict of interest over salary and similar issues. This is overcome everywhere else where committees are set up independently of the CEO as required and where CEO’s are asked to leave the room if there is a conflict (as conflict would be dealt with for anyone in such a situation).

The CC has no real view on this issue but also points out bureaucratically to watch out that the Articles don’t prohibit the change – which ours don’t.

ACEVO

In a 2007 report:

There was support for the following initiatives:

1. A code of good practice on governance (98% chief executives, 95% chairs).

2. Regular review of governance practices by external experts (68% chief executives,58% chairs).

3. More flexibility with respect to board structures (50% chief executives and 33% chairs thought that chief executives should be voting trustees).

 

It goes on:

The role of the chief executive as a bridge – by Paddy Fitzgerald

In the third sector the general practice is for trustee boards where normally trustees are non-executive, chaired by an independent and with the chief executive, who is rarely a trustee, in attendance. Here the primary concerns of the trustees are the mission and future of the organisation, while shorter term issues are for the most part dealt with by a management committee chaired by the chief executive.

 

If this model is to work, the chief executive becomes the bridge between the future concerns of the trust and the short-term issues of the management committee. Most importantly, the chief executive will be responsible for overseeing the journey from short to long term and in deploying management resources to explore this and identify the issues along the way. In this way the chief executive brings to the attention of the trust shorter term questions requiring resolution, and engages the executive staff in the consideration of longer term matters.

 

This is a much more powerful vision than one of the chief executive as a non trustee

passively awaiting the instructions of his or her board. The bridge role requires positive engagement with the ability to exert powerful advocacy in both trust and management committee, and as leadership becomes less and less a matter of autocratic direction and more and more a matter of persuasion and shared endeavour, so it becomes vital that the chief executive is an inclusive member of both trust and management committee.

 

Trusts too should value the extra dimension provided by the sense of a unified team, and should welcome the chief executive as one of their own, for it is under these circumstances that the chief executive is most likely to engage other trustees most, chief executives cannot escape legal obligations placed on trustees since they will be judged as shadow directors with the same penalties in the event of any major problem, so it is in their interests to don the mantle of a Trustee and participate wholly.

 

The conclusion may be that the formal appointment as a trustee aids the chief executive in this bridge role and is one of the defining characteristics of the third sector. Recognition of this role for the chief executive is essential to staff appraisal and through this to the management and leadership programmes aimed at staff development and management succession.

 

 

On its FAQ’s – current – ACEVO lists the types of Board structure:

 

Q: What is the appropriate level of executive involvement in governance?

A: This relates to the structure of organisational boards. Board structures fall into four categories:

  1. The wholly executive board: found most often in small commercial companies. For obvious reasons, such boards usually struggle to offer any independent scrutiny of executive decisions. Such boards are rarely found in the non-profit sector, and it is unlikely that the Charity Commission would permit such a structure for registered charities.
  2. The two-tier board: found in parts of Europe, comprises a ‘supervisory board’ to represent stakeholder interests, and an ‘operational board’ to drive the organisation’s performance. Some charity boards may in practice resemble this structure, delegating operational decisions to a ‘senior management team’. However, a genuine operational board, unlike a senior management team, has a legally recognised governance role.
  3. The unitary board: classic model for business in the UK and Commonwealth countries, includes both executive and non-executive directors, with equal status. Despite the ambiguity concerning executive directors’ role, this model is recommended by many experts on corporate governance. The structure embodies the tension between conformance and performance. If working properly, it can combine executives’ detailed knowledge of the business with the more detached scrutiny of non-executives.
  4. The wholly non-executive board: found commonly in commercial companies based in the USA as well as in the British third sector. Third sector board member are usually, but not always, unpaid.
  5. Recognising that no one model will be perfect for every organisation, ACEVO recommends that its members conduct an audit of their governance arrangements, which should include an examination of governance structures as well as good practice.

ACEVO has not formally proposed a major change and has not acted on this serious issue – although it has a Reform Group which highlights the issue – http://www.acevo.org.uk/Policy+Advocacy/Activity/Governance . However, it is clear to me that the practice of CEO’s not being on the board is a serious deficiency and one that should be rectified across the board.

 

ACEVO – POLICY: UNITARY BOARDS

(From the ACEVO website)

Alongside paying trustees, the creation of unitary boards is one of the most controversial issues of governance debate within the third sector. Traditional third sector governance models have a two tier board system – an executive board (with employed directors) and a more strategic non-executive board of trustees. In comparison, the most common structure within private sector governance is the unitary board – where non-executives and executives combine to form a single structure.

The most commonly stated advantages of a two-tier system are the importance of an objective governance structure (the non-exec board) which can both examine issues at a strategic level whilst also remaining free of management influence.

However, many ACEVO members have reported that they do not believe a two-tier system is the most effective method of governance for their organisations and would like to combine all or part of the two boards to increase efficacy. This potentially offers great strength in combining the strategic views of the trustees with the organisational knowledge of the executives. This inter-action works because those involved are Directors and share a joint responsibility with full accountability in law.

In 2007, ACEVO invited Sir Rodney Brooke, Chair of the General Social Care Council, to chair a Commission of Inquiry into governance in the third sector. Improvement governance was found to be a major issue for the sector and often not focussed on enough by individual organisations. Other key findings included a general lack of board appraisal or training, poor trustee diversity and concern over the transparency and capacity of the sector’s governance. The Commission of Inquiry suggested that organisations should review their governance arrangements, the board structure being one of them, to ensure effectiveness and suitability. ACEVO strongly believes that each organisation should be able to adopt its optimal governance structure and is actively campaigning on this matter to reduce regulatory concerns around conflicts of interest.

Own comment: ACEVO should now actively promote CEO’s on to main Boards.

Charities – Trustees and CEO’s

Should CEO’s of Charities in the UK be Trustees?

Some are very uneasy about the situation in most charities where CEO’s are not automatically a Trustee / Director. This situation is unusual – it is not found usually in business, where the CEO is almost always on the main board; it is not found in the Public sector (e.g. education – where the Head is an ex-officio member of the Board and other staff are on the Board); it is not normal in the US Charity sector where non-profits are expected to have the CEO on the board (a “heads on the line” approach).

This seems to be a singularly British charity approach which somehow confuses the fact that a CEO is paid with the fact that (in the UK) Trustees are not, as a reason not to have a CEO on the Board. In fact, as long as the Trustee is not paid for being a Trustee, there is nothing in UK law which prohibits the CEO from being a Trustee as long as Articles of Association do not prohibit it.

CEO unease

The reason that a CEO should be a Trustee is the same reason that everywhere else CEO’s are on the Board – to ensure that the person entrusted with the operational responsibility and much of the strategic responsibility is pro-active and party to decisions that impact that work, has an equal say and equal responsibility and is part of the team that is legally responsible. This is true in almost all other organisations and should be the same in the Charity sector in the UK.

The time many CEO’s take to make the decision to accept the CEO position is often at least partly due to this issue. Is there any sense whatsoever in the separation between the board and operational / strategic management? It provides in many charities with a “them and us” (which the separation makes real) and many CEO’s suffer (according to ACEVO – the Association for Chief Executives in Voluntary Organisations) as a result of the separation (apparently, 27 are receiving counselling from ACEVO!). In other cases, CEO’s, not part of the team, operate independently and can be seen to be control fixated as a result of the separation – ignoring the Board and attempting to run roughshod over it. Both situations are not tolerable.

Unease stems from the fact that no charity should operate in this way ……. but isn’t it time that the Charity sector wakes up  – gets up to date?

Charity Commission / ACEVO viewpoint

The Charity Commission seems to want to defend the status quo (where, according to an ACEVO report from 2007, around 5.2% of CEO’s were Trustees of their Charity).

The CC will, when asked, usually point out in a defensive way, the dangers of conflict of interest over salary and similar issues. This is overcome everywhere else where committees are set up independently of the CEO as required and where CEO’s are asked to leave the room if there is a conflict (as conflict would be dealt with for anyone in such a situation).

The CC seems to have no proper view on this issue but also points out bureaucratically to watch out that the Articles don’t prohibit the change – which most don’t and can easily be changed.

ACEVO is supposed to promote the views of charity CEO’s. I have not yet been impressed with its ability to properly do this formally and forcefully on this issue. It is OK to be a help group for CEO’s in trouble and to promote good governance but the limit of ACEVO’s efforts on this is to state the following on its website:

In a 2007 report:

There was support for the following initiatives:

1. A code of good practice on governance (98% chief executives, 95% chairs).

2. Regular review of governance practices by external experts (68% chief executives,58% chairs).

3. More flexibility with respect to board structures (50% chief executives and 33% chairs thought that chief executives should be voting trustees).

 It goes on with an article:

The role of the chief executive as a bridge – by Paddy Fitzgerald

In the third sector the general practice is for trustee boards where normally trustees are non-executive, chaired by an independent and with the chief executive, who is rarely a trustee, in attendance. Here the primary concerns of the trustees are the mission and future of the organisation, while shorter term issues are for the most part dealt with by a management committee chaired by the chief executive.

If this model is to work, the chief executive becomes the bridge between the future concerns of the trust and the short term issues of the management committee. Most importantly, the chief executive will be responsible for overseeing the journey from short to long term and in deploying management resources to explore this and identify the issues along the way. In this way the chief executive brings to the attention of the trust shorter term questions requiring resolution, and engages the executive staff in the consideration of longer term matters.

This is a much more powerful vision than one of the chief executive as a nontrustee passively awaiting the instructions of his or her board. The bridge role requires positive engagement with the ability to exert powerful advocacy in both trust and management committee, and as leadership becomes less and less a matter of autocratic direction and more and more a matter of persuasion and shared endeavour, so it becomes vital that the chief executive is an inclusive member of both trust and management committee.

 Trusts too should value the extra dimension provided by the sense of a unified team, and should welcome the chief executive as one of their own, for it is under these circumstances that the chief executive is most likely to engage other trustees most, chief executives cannot escape legal obligations placed on trustees since they will be judged as shadow directors with the same penalties in the event of any major problem, so it is in their interests to don the mantle of a Trustee and participate wholly.

 The conclusion may be that the formal appointment as a trustee aids the chief executive in this bridge role and is one of the defining characteristics of the third sector. Recognition of this role for the chief executive is essential to staff appraisal and through this to the management and leadership programmes aimed at staff development and management succession.

 On its FAQ’s – current – ACEVO lists the types of Board structure:

Q: What is the appropriate level of executive involvement in governance?

A: This relates to the structure of organisational boards. Board structures fall into four categories:

  1. The wholly executive board: found most often in small commercial companies. For obvious reasons, such boards usually struggle to offer any independent scrutiny of executive decisions. Such boards are rarely found in the non-profit sector, and it is unlikely that the Charity Commission would permit such a structure for registered charities.
  2. The two-tier board: found in parts of Europe, comprises a ‘supervisory board’ to represent stakeholder interests, and an ‘operational board’ to drive the organisation’s performance. Some charity boards may in practice resemble this structure, delegating operational decisions to a ‘senior management team’. However, a genuine operational board, unlike a senior management team, has a legally recognised governance role.
  3. The unitary board: classic model for business in the UK and Commonwealth countries, includes both executive and non-executive directors, with equal status. Despite the ambiguity concerning executive directors’ role, this model is recommended by many experts on corporate governance. The structure embodies the tension between conformance and performance. If working properly, it can combine executives’ detailed knowledge of the business with the more detached scrutiny of non-executives.
  4. The wholly non-executive board: found commonly in commercial companies based in the USA as well as in the British third sector. Third sector board member are usually, but not always, unpaid.
  5. Recognising that no one model will be perfect for every organisation, ACEVO recommends that its members conduct an audit of their governance arrangements, which should include an examination of governance structures as well as good practice.

ACEVO has not formally proposed a major change and has not acted on this serious issue – although it has a Reform Group which highlights the issue – http://www.acevo.org.uk/Policy+Advocacy/Activity/Governance . However, it is clear that the practice of CEO’s not being on the board is a serious deficiency and one that should be rectified across the board.

Sir Stephen Bubb is generally supportive and, in a recent note from him to me, he wrote the following:

“I absolutely agree with you on this issue. The Acevo board has appointed me to the Acevo board ex officio. It is the right approach and we have encouraged members to do this. Indeed it is part of our arguments and discussions with the CC that charities who want to take this approach should be enabled to do so. You are right on the legal issue as well , in my view. 

 

We will be pursuing this further as we are in the process of setting up a governance Commission to look at how the sector improves it structures and practises.

 

I feel strongly on this myself and indeed the potential chair of the commission is himself on his charity board. I am sorry this is not clearer on our website, though there are those members who take a contrary view when we last asked; but it was ever thus.

 

This issue will be addressed in our work and you can be sure that as the CEO I take the view we must sit on Boards for all the reasons you outline.”

Stephen Bubb

 

So, Charity CEO’s should work to get themselves on their Boards and start to campaign that this makes sense not just for themselves but for good governance and for the best interests of their Charities. As Paddy Fitzgerald wrote five years ago, Charity CEO’s probably already have the responsibility as shadow Directors in law – but, they do not have the legal power as Trustees to even enter into a vote on the issues closest to them and the charity.

CEO’s being outside the Board of Charities is a nonsense. Shouldn’t we change it?

I am a CEO of a Charity but not on the Board as well as a Chair of a large Academy in London where the Head is on the Board and I am involved in setting up a Charity where I will be a Trustee and where the CEO will be on the Board. It is for each Charity to decide, but if ACEVO is supportive, then the Charity Commission should be persuaded to change its basic antipathy to this issue and be supportive of CEO’s becoming Trustees. This would provide the confidence to Trustees of existing Charities who are currently reluctant to support this.

Under-valuing Civil Society – Wherever the Market and Government don’t work

What, in the 21st Century, is it the role of charity?  Where does civil society (the real society) fit in a world dominated by the market and the state?

Recently I became Chief Executive of Willow Foundation (www.willowfoundation.org.uk) – a Charity in the UK that works to help 16-40 year-olds who are suffering from life threatening illnesses. We do this by providing psychological and emotional benefits through the provision of “Special Days” – something exceptional that we organize and make work  for them and their close ones. Our research shows that this is important for all – whether in curative or palliative phases of their illness.

So, my question above is heartfelt as well as intellectual.

Well, the simple and well-known answer is that where the marketplace has no response to society’s need and today’s government (focused on financing an NHS as the biggest employer and where they are just getting round to looking after elderly patients with care) is not entrusted (or does not feel entrusted) with this task, then charities and civil society intervene. That response encompasses both interventions such as Willow employs all the way to campaigners for new rights (here and overseas).

Charities?

In 2010, Sir Stephen Bubb, CEO of ACEVO in his paper titled: “Rediscovering Charity: Defining our role within the State” focused on the role of charities from their origins to the present day through their varying links to Government.  Whether funded by government (the state) or philanthropists, the link with the state was crucial from early times when the state was there just to extract taxes and fight wars to now (when it seems to be much of the same!) where the state sets the minimum standards of involvement.

The state also sets the laws under which charities operate (partly to defend its citizens from rogue elements) and pays a considerable amount of its taxation to charities. My recent blog on this: Do we value the Charity Sector? (https://jeffkaye.wordpress.com/2012/04/01/do-we-value-the-charitable-sector/)

was a statement of concern that the state completely fails to lay out the economic benefits and costs of the sector.

But, it is not only in regard to the state (or government) that charities must be seen. Charities exist in the 21st Century in the USA, UK and other, wealthier countries because neither government nor the “market” meets all our needs – even if they are better met than five hundred years ago. The “Third Sector” exists where the main economic system actors fail and where the need is financeable and / or manageable by volunteers and / or better managed by this sector.

Charities (or civil society organisations) range very widely. With newer forms of company (like social enterprises, community interest companies), the blurring is intensified, but the relationship of many forms of non-government, non-traditional market organisations are continuously reforming and developing.

Also changing is the gap that is to be filled as a result of government and / or the marketplace “failure”.

Maslow described in 1934 our “hierarchy of needs” which changes as we become wealthier. From charities operating to provide food and shelter (critical in much of Africa now and the UK in the 19th Century and before), as economies grow, the gaps become different. As income grows, the market may wake up to provide the need; government raises taxation and develops new ways to disburse that income where voters shout for that need to be filled.

Charities and the economy

In 2010, Charities had an income of £36.7 billion – about the same size as Aviva’s revenue – the UK’s biggest insurance company. The UK economy’s GDP in 2011 was around £1.5 trillion – so, the Charity sector is about 2.5% of the UK’s GDP as measured in simple economic terms (comparing income to GDP).

Financially, the raw economic facts do not speak for themselves. Economic statistics are based on what is measured and it is assumed that £1 is £1 is £1. Measurement in our economy is flawed – real value is mistaken, of course, when our decisions are made almost entirely on the basis of cost data.

The impact of the charity sector, then, is much greater than the raw data. This is reflected in the media and elsewhere but because the third sector is not so easily measureable – charities don’t have financial bottom lines – it is too easy to ignore it or treat it like a small child to be patted on the head when it does well and scolded if it doesn’t.

How important is the Third sector / civil society?

If it is not practical to value civil society or that piece of society that is not government or the market (although it interfaces with both), then how can the real value of this sector be valued? If we are now working to value our natural resources, the value of the charity sector (or whatever we call it) has to be made so that decisions are not taken purely on the basis of costs.

The stupid action of the Treasury in proposing to set an upper limit of £50,000 or 25% of income for tax deductions on charitable donations is so crass as to be almost unbelievable! It is the sign (if we needed it) that valuation is not the issue. Apart from the fact that the Treasury cannot even provide decent examples of the complex schemes that they are trying to hit (sledge hammers cracking nuts), it completely under-values the Charity giving sector and the value that is created from these donations.

This is happening throughout our austerity-driven society. In the same way that pollution effects of manufacturing in the 19th and 20th Centuries (from pesticides to greenhouse gasses) were not properly valued (and are still not properly), so charity is completely undervalued by those responsible for taking decisions that have enormous and adverse impacts.

The value created by a volunteer does not show up in statistics. The value created by pro-bono help from companies and lawyers and school governors and countless others is not shown. The reduced cost of staff in the sector compared to other sectors (notwithstanding the argument about managerialism which is another important subject) is shown as much lower and demands far lower “income” to fund it. Discounts from companies, gifts in kind – all appear to reduce the economic benefit of the sector because they show up as lower costs. But, they provide huge value, which is seriously under-reported. The Big Society is much bigger than the raw data shows.

Yet, decisions are still made based on 19th Century statistics and 19th Century economics.

If we value society as a mix between the market, government and the third sector – with individuals as the customers of all three – then we have to be much smarter and less lazy in understanding what real value comes to mean and much less lazy in using out of date models to make decisions.

The Charity (or third) sector / civil society has a huge and under-estimated impact on society – far greater than the 2.5% of GDP or its equivalent to other sectors of society – which (apart from various externalities) are better approximated by GDP statistics. It is not just the market and the state which makes up society – although we are brainwashed to believe it it.

In the past, before we became beholden to numbers as the only arbiter in society, charity was understood for the huge part it played. As we have become wealthier, rightly government and the market have taken positions, which in the past were covered by charities. Charities and civil society in its widest sense have moved into new areas as the demand became clear. Now, we need to understand the impact of the sector in macroeconomic terms (across the huge range of “charitable activities”) – not just its GDP – in order to properly make decisions.

Osborne’s recent numbskullery with the £50,000 limit has not done much to Cameron’s happiness index nor his leader’s desire to establish the Big Society, has it?