Criteria C31
Criteria/Requirements:
What are the demographics of the board? And how does this compare to the demographics of the Housing Provider’s residents, and the area that they operate in?
Add commentary if useful.
Evidence/Responses/Actions Proposed:
The demographics of the Board as at 31st March 2023 were as follows:
Board Demographics
Female members |
4 (36%) |
Male members |
7 (64%) |
BAME |
9% |
Average age |
56 years |
Average tenure |
2.6 years |
The demographics of EHA’s Board currently do not mirror those of our residents; however, we are now engaging and consulting with customers who are affected by decisions when they are made, to ensure decision making is better targeted and more inclusive. This in turn will lead to better outcomes.
Examples of where we have done this are the development of our Customer Engagement Strategy and the review of fixed term tenancies.
Criteria C32
Criteria/Requirements:
What % of the board AND management team have turned over in the last two years?
Add commentary if useful.
Evidence/Responses/Actions Proposed:
45% of the Board have turned over in the last two years.
At the end of 2022-23 there were 11 members of the Board. 4 members left and were replaced in the 2021-22 financial year and 1 member – the Chair of the Board – left and was replaced in the 2022-23 financial year.
At the end of 2022-23, there are 5 members of the Executive Team. 1 Director joined in the 2021-22 financial year and another member joined in the 2022-23 financial year.
Criteria C33
Criteria/Requirements:
Is there a maximum tenure for a board member? If so, what is it?
Evidence/Responses/Actions Proposed:
Yes, there is. We limit Board member terms to a maximum of six consecutive years, normally comprising two terms of three years in line with the adopted Code of Governance (NHF 2020 edition).
The rules allow this to be extended to nine years where doing so is in the interests of good governance. We will always explain our reasoning, in our annual report, when we extend a Board Member’s term beyond 6 years.
Criteria C34
Criteria/Requirements:
What % of the board are non-executive directors?
Evidence/Responses/Actions Proposed:
82% (9 out of 11) of our Board are non-executive directors as at 31 March 2023.
Criteria C35
Criteria/Requirements:
Number of board members on the Audit Committee with recent and relevant financial experience.
Evidence/Responses/Actions Proposed:
Our Audit and Risk Committee has four members from the Board, all of whom have relevant financial experience and strong skills in finance management.
Criteria C36
Criteria/Requirements:
Are there any current executives on the Remuneration Committee?
Evidence/Responses/Actions Proposed:
There are no current executives on the Governance and Remuneration Committee.
Criteria C37
Criteria/Requirements:
Has a succession plan been provided to the board in the last 12 months?
Evidence/Responses/Actions Proposed:
Yes, a succession plan was approved on 4th July 2022 as part of the process for filling vacancies within the Board and Committee structure and reviewing succession planning.
Criteria C38
Criteria/Requirements:
For how many years has the Housing Provider’s current external audit partner been responsible for auditing the accounts?
Evidence/Responses/Actions Proposed:
We have had our current audit partner for 3 years.
Criteria C39
Criteria/Requirements:
When was the last independently run board effectiveness review?
Evidence/Responses/Actions Proposed:
The last independently run board effectiveness review was completed in November 2022
Criteria C40
Criteria/Requirements:
Are the roles of the chair of the board and CEO held by two different people?
Evidence/Responses/Actions Proposed:
Yes, our Board Chair is Ian Green, and our CEO is Ian Martin.
Criteria C41
Criteria/Requirements:
How does the Housing Provider handle conflicts of interest at the board?
Evidence/Responses/Actions Proposed:
Board members are required to complete an annual disclosure of interests form and inform the Association of any changes to their interests during the year in line with the Code of Conduct for Board and Committee Members.
Declarations of interest are presented at every Board and Committee meeting to ensure openness and transparency should a conflict arise.
Board members are required at every meeting to raise any potential conflicts of interest for the business being discussed.
Where a conflict is identified, there is a clear process and legal advice is sought, if required. Requirements are documented within the Board/ Committee Service Agreements and within supporting policies.
Board members are also encouraged to resolve any issues or concerns that they may have at the earliest opportunity by discussing issues informally at an early stage to find a solution and/or applying its Board and Committee Dispute & Grievance Procedure.