Virtual Governance – Updated June 2014

The School Governance (Roles, Procedures and Allowances) (England) Regulations 2013 came into force on 1st September 2013 and introduced a new provision in regulation 14, which states: “Notwithstanding the requirements of paragraphs (1) to (3), the governing body may approve alternative arrangements for governors to participate or vote at meetings of the governing body including but not limited to by telephone or video conference.”. (Paragraphs 1-3 define the quorum and the voting arrangements whereby “Every question to be decided at a meeting of the governing body is to be determined by a majority of the votes of the governors present and voting on the question”).

OK, so, notwithstanding the fact that this is still the norm – the governing body MAY APPROVE alternative arrangements. So it’s not automatic that governors can use this new flexibility. That has to be preceded by a normally constituted governing body meeting where the principles for this are discussed and the governing body’s approach is agreed and minuted. This meeting has to be quorate in the normal way, ie have at least 50% of the governors in post present, and a majority of governors present need to agree the new arrangements.

Sorry if I sound as though I’m labouring that point, but I think it needs to be clear – the governing body has to decide whether it’s going to use the new flexibility and, if so, how it will go about it. This is different from the arrangements for academies where the right for governors to do this is built into the academy articles of association.

Now, the way the regulations were originally worded only allowed this to take place in the case of full governing body meetings, but it turned out that was a mistake. So, in October we had The School Governance (Roles, Procedures and Allowances) (England) (Amendment) Regulations 2013 which added to the regs the sentence: “The governing body may approve alternative arrangements for committee members to participate or vote at meetings of a committee including but not limited to by telephone or video conference”.

In my consultation response I asked for greater clarity about how this would work – would governors attending virtually contribute to the meeting quorum for example? Would someone attending virtually be allowed to chair the meeting and use the chair’s casting vote? The DfE response was: “We did not accept concerns about the new provision allowing governing bodies to meet by video conference without regulation. We think this is a matter for the governing body to decide and we are content with the provisions in the Regulations.” (The consultation response is included in the Explanatory Memorandum that accompanies the  regulations).

In other words individual governing bodies need to agree these things for themselves. So, if we’re going to use this new freedom, these are the decisions we are going to need to make:

In what circumstances will the governing body accept a governor participating remotely?

The academy model articles say that any governor can participate remotely provided:

“a. he has given notice of his intention to do so detailing the telephone number on which he can be reached and/or appropriate details of the video conference suite from which he shall be taking part at the time of the meeting at least 48 hours before the meeting; and

b. the Governors have access to the appropriate equipment if after all reasonable efforts it does not prove possible for the person to participate by telephone or video conference the meeting may still proceed with its business provided it is otherwise quorate.”

Sorry – I’m not going to correct the poor grammar in that second bullet – that’s exactly as it appears on the DfE site. The meaning’s clear though. A technical hitch can’t prevent the meeting going ahead, even if that governor did have strong views on the issue you’re discussing.

So in academies any governor can choose to give notice that they’re not going to attend the meeting in person but are intending to participate virtually. Well, given that the regulations give us more control in maintained schools I think, in my governing body, I’m going to want to know the reason why the governor can’t be there in person. I don’t want someone sitting at home watching the football, but just dialing in for item 9 on the agenda because they’re interested in that. I would expect it to only be in situations where they have a good reason that prevents them being there in person.

What kind of technology are we going to use to enable this to happen?

Many of us meet in rooms in schools which have interactive whiteboards, so one or more governors could attend in that situation via video conference and be seen by all on the whiteboard. And / or we could use a tablet (that’s something like an Ipad, for the benefit of anyone reading this who still thinks tablets are things you buy from the chemist – like me!), with software such as Skype downloaded on to it. Or we could dispense with the visual and use telephone conferencing on speaker phone.

As long as people can basically hear each other it doesn’t seem to me to matter too much.

Will governors attending virtually be allowed to vote?

There seems to be little point adopting the practice if they can’t!

Will governors attending virtually contribute to the quorum?

If they can vote then it would seem sensible that they contribute to the quorum. But the meeting could become inquorate if the technology failed at any point.

Governing bodies would also need to consider whether there would need to be a minimum number of governors physically present for the meeting to be quorate.

Can someone chair the meeting remotely and therefore exercise the chair’s casting vote remotely?

I would be less comfortable with that – just on a practical basis. If the chair can’t see everyone how can they ensure the meeting is managed well and everyone gets a say etc.?

There may be other questions once we start getting into the practicalities, but those are the ones that occur to me at the moment.

What seems to me to be even more useful than all of this though is the possibility of conducting an entire meeting virtually, ie no-one actually meeting, but conducting a telephone or video conference INSTEAD of a face to face meeting.

Now, don’t get me wrong. I’m not suggesting replacing meetings completely. Governing bodies are teams and teams need to meet to enable them to be effective. I would want the three statutory meetings to always be face to face – though allowing governors to attend remotely also as outlined above.

But it seems to me to be really useful to be able to have additional meetings by telephone conference – which can be set up very easily and free of charge via providers such as Conference Genie for example.

I’m thinking of meetings where there is one item on the agenda such as the ratification of the appointment of head teacher for example. I fairly regularly get asked if governors’ can make decisions by email. The answer has always been ‘no’ and it still will be – this provision still requires a ‘meeting’ of some sort – but it does allow for making urgent decisions more quickly than calling a face to face meeting. The usual provisions for additional meetings would still apply – so seven days’ notice would need to be given, except where the chair deemed the issue to be urgent, and an agenda would need to be circulated. The meeting would also still need to be minuted and minutes approved at the next meeting also. But this does seem to me to be a really useful additional option for us.

And finally – does the new provision allow proxy voting. When the regulations were first published I wasn’t quite sure on this, so I found the non-statutory guidance useful when it was published in January. That says: “The requirement to be present at the meeting means that proxy voting or voting in advance of a meeting is not permitted. It is important that governors are present to hear and engage in the debate before casting their vote. However, the regulations now give boards the power to make arrangements for their members to be present at board and committee meetings ‘virtually’, for example by telephone or video conference, and therefore to participate in discussion and decision making remotely.”

It’s been nearly a year now since the new provision came into force. I’ve yet to come across a governing body that’s using it. Please let me know in comments below if you are and how it’s going.

I’ve produced a Virtual Governance Policy for my own governing body and anonymised it here. Please feel free to download and amend/adopt if you find it useful. And if you can think of any ways to make it better let me know.

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