Part 1: Roles and responsibilities

The duties of key people responsible for running academy trusts.

1.1 Preface

1.1 Trusts perform an important role in advancing education, promoting pupil welfare and keeping trusts’ estates safe and well-maintained. Trustees and management must have the skills, knowledge and experience to run the academy trust.

1.2 - 1.7 Members

Role of members

1.2 Every trust has members who have a similar role to shareholders of a company limited by shares. Member powers are set out in the trust’s articles of association.

How many members should there be

1.3 The academy trust must have at least 3 members but should have 5 or more.

Suitability of members

1.4 Trusts must ensure that their members are not currently subject to a direction made under section 128 of the Education and Skills Act 2008, which prohibits individuals from taking part in academy trust management, and that they do not appoint as a member, a person who is currently subject to a section 128 direction.

Can employees be members

1.5 No. Members must not be employees of the trust, nor occupy staff establishment roles on an unpaid voluntary basis.

Can trustees be members

1.6 The majority of members should not also be trustees.

Working with the trustees

1.7 It is important for members to be kept informed by trustees about trust business so they can be assured that the board is exercising effective governance and use their powers to step in if governance is failing. This must include providing the members with the trust’s audited annual report and accounts as stated in paragraph 4.4.

Find out more about the role of members in section 4 of the Academy trust governance guide.

1.8 - 1.27 Trustees

Who are the trustees

1.8 The trustees of the academy trust are both charity trustees and company directors. This handbook refers to them as trustees. However, in some academy trusts, such as church academies, those on the board are known instead as ‘directors’. In church academies, the term ‘trustees’ is reserved for those on the board of the separate trust owning the land.

1.9 All trusts should have reserved places for parents, carers or other individuals with parental responsibilities in their governance structure. Trusts should hold elections to fill these places, as appropriate.

  • Single academy trusts should have at least 2 such places on the board.
  • Trusts with multiple academies should have at least 2 such places on the board or at least 2 such places on each local committee (known as local governing bodies in the department’s model articles) where the trust has established them.

Find out more about:

Board purpose

1.10 The academy trust is the legal entity with the board having collective accountability and responsibility for the academy trust and assuring itself that there is compliance with regulatory, contractual, and statutory requirements.

The academy trust board provides:

  • strategic leadership of the academy trust - the board defines the trust vision for high quality and inclusive education in line with its charitable objects. It establishes and fosters the trust’s culture and sets and champions the trust strategy including determining what, if any, governance functions are delegated to the local tier
  • accountability and assurance - the board has robust effective oversight of the operations and performance of the academy trust, including the provision of education, pupil welfare, overseeing and ensuring appropriate use of funding and effective financial performance and keeping their estate safe and well-maintained
  • engagement - the board has strategic oversight of relationships with stakeholders. The board involves parents, schools and communities so that decision-making is supported by meaningful engagement

1.11 The trustees must apply the highest standards of conduct and ensure robust governance, as these are critical for effective financial management. Trusts should consider the features of high quality governance as described in the trust quality descriptions.

Trustees statutory duties

1.12 Trustees must comply with the trust’s charitable objects, with company and charity law, and with their contractual obligations under the funding agreement. Company directors’ duties are described in sections 170 to 181 of the Companies Act 2006. Charity trustees’ duties are described in the Charity Commission’s The essential trustee guidance.

1.13 As an organisation, the trust has a range of responsibilities under current legislation and statutory guidance. Trusts’ responsibilities include such matters as safeguarding, health and safety and estates management. Ensuring strong governance in these areas will be a key priority for the board.

Safeguarding

1.14 Academy trust boards have a duty to:

  • safeguard and promote the welfare of children
  • have regard to any statutory guidance on safeguarding, issued by the Secretary of State for Education
  • ensure the suitability of staff, supply staff, volunteers, contractors and proprietors

Find out more about this duty in:

Read further guidance in:

1.15 When carrying out the Prevent duty, as required under section 26 of the Counter Terrorism and Security Act, trusts are required to follow the Home Office’s Revised Prevent duty guidance: for England and Wales and the DfE’s general advice Protecting children from radicalisation: the prevent duty.

Digital and Technology Standards

1.16 Trusts should refer to the DfE’s digital and technology standards, which were developed to support trusts in making more informed decisions about technology.

Health and safety

1.17 The main legislation covering this area is the Health and Safety at Work etc. Act 1974 and its regulations. Under the Act the academy trust, as an employer, is responsible for the health and safety of its staff, pupils, and any visitors.

1.18 Trust boards should follow the department’s Health and Safety: responsibilities and duties for schools as well as Health and Safety Executive (HSE) guidance for Education.

1.19 Academy trusts have a duty to manage asbestos in their schools effectively, compliant with the Control of Asbestos Regulations 2012.

Find out more about:

Estates management

1.20 An academy trust’s estate is both an asset and a mechanism to deliver outcomes for pupils. The DfE expects academy trusts to manage their school estate strategically and effectively and maintain their estate in a safe working condition. This includes complying with statutory duties to ensure the health and safety of building occupants.

Trusts should ensure they are aware of and are applying the following guidance relevant to estates safety and management:

What else do trustees consider

1.21 The trustees must ensure regularity and propriety in use of the trust’s funds, and achieve economy, efficiency and effectiveness – the 3 elements of value for money. The trustees must also take ownership of the trust’s financial sustainability and its ability to operate as a going concern.

What does the chair of trustees do

1.22 The chair is responsible for ensuring the effective functioning of the board and has a vital role in setting the highest expectations for professional standards of governance and accountability for the board.

Find out more about the role of the chair in Academy trust governance.

Can employees be trustees

1.23 Any newly appointed senior executive leader can only be a trustee, if the members decide to appoint them as such, the senior executive leader agrees and the trust’s articles permit it. No other employees should serve as trustees, nor should trustees occupy staff establishment roles on an unpaid voluntary basis.

Can trustees delegate

1.24 Yes, to committees and the executive in accordance with their governance structure. Each committee (other than those in a trust with multiple academies constituted as a local governing body) must contain a majority of trustees, but it may also include other people the board chooses to appoint.

1.25 Academy trusts must not have de facto trustees (defined in appendix 1 of the Charities SORP) or shadow directors (defined in section 251(1) of the Companies Act 2006).

Skills and experience

1.26 The board should identify the skills and experience it needs, including sufficient financial knowledge to hold the executive to account. The board should also address this for committees/local committees/local governing bodies.

1.27 New trusts in their first year must, and established trusts should, include in their governance statement, an assessment of their governance structure, including a review of the board’s composition in terms of skills, effectiveness, leadership and impact.

Find out more about:

1.28 - 1.38 The accounting officer

Who is the accounting officer

1.28 The board of trustees must appoint, in writing, a senior executive leader who may be appointed as a trustee. In single academy trusts this should be the principal. In trusts with multiple academies it should be the chief executive or equivalent.

1.29 The board must also appoint, in writing, a named individual as its accounting officer. This should be the senior executive leader. The individual must be a fit and suitable person for the role. The roles of senior executive leader and accounting officer must not rotate. The roles of accounting officer and chief financial officer should not be occupied by the same individual. The accounting officer should be employed by the trust. The trust must obtain prior ESFA approval, if it is proposing, in exceptional circumstances, to appoint an accounting officer who will not be an employee.

Departure of the senior executive leader (accounting officer)

1.30 When the senior executive leader is planning to leave the trust (for example retirement or resignation), the board of trustees should approach their Regional Director in advance to discuss their structure and options, including plans for recruitment.

What does the accounting officer do?

1.31 The accounting officer role includes specific responsibilities for financial matters. It includes a personal responsibility to Parliament and to ESFA’s accounting officer for the trust’s financial resources.

1.32 Accounting officers must be able to assure Parliament, and the public, of high standards of probity in the management of public funds, particularly regularity, propriety and value for money.

1.33 Accounting officers must adhere to The 7 principles of public life.

1.34 The accounting officer must have oversight of financial transactions, by:

  • ensuring the academy trust’s property and assets are under the trustees’ control and measures exist to prevent losses or misuse
  • ensuring bank accounts, financial systems and financial records are operated by more than one person
  • keeping full and accurate accounting records to support their annual accounts

The accounting officer’s annual statement

1.35 The accounting officer must complete and sign a statement on regularity, propriety and compliance each year and submit this to ESFA with the audited accounts. The accounting officer must also demonstrate how the trust has secured value for money in the governance statement in the audited accounts.

The accounting officer’s duty to raise concerns

1.36 The accounting officer must take personal responsibility (which must not be delegated) for assuring the board that there is compliance with the funding agreement and handbook.

1.37 The accounting officer must advise the board in writing if action it is considering is incompatible with the articles, funding agreement or handbook.

1.38 Similarly, the accounting officer must advise the board in writing, if the board fails to act where required by the funding agreement or handbook. Where the board is minded to proceed, despite the accounting officer’s advice, the accounting officer must consider the board’s reasons and if the accounting officer still considers the action proposed by the board is in breach of the articles, the funding agreement or handbook, the accounting officer must notify ESFA’s accounting officer immediately in writing.

Find out more about the accounting officer role in chapter 3 of Managing Public Money.

1.39 - 1.41 The chief financial officer

Role of the chief financial officer

1.39 The board must appoint a chief financial officer (CFO) to whom responsibility for the trust’s detailed financial procedures is delegated. The CFO should play both a technical and leadership role. The CFO should be employed by the trust, and the trust must obtain prior ESFA approval, if it is proposing, in exceptional circumstances, to appoint a CFO who will not be an employee.

Skills and experience

1.40 The CFO and their finance staff must be appropriately qualified and/or experienced. Trusts must assess whether the CFO, and others holding key financial posts, should have a business or accountancy qualification and hold membership of a relevant professional body, dependent on the risk, scale and complexity of financial operations. ESFA encourages larger trusts (for example over 3,000 pupils) to consider the range of accountancy qualifications available from professional bodies such as the ICAEW, ACCA, CIMA or CIPFA (including CIPFA qualifications developed in partnership with ISBL), and take this into account when filling CFO vacancies.

1.41 CFOs and other key financial staff should maintain continuing professional development and/or personal development and undertake relevant ongoing training.

Find out what the CFO role may cover in the Institute of School Business Leadership’s Professional Standards, and its employers’ guidance.

CFOs may find it beneficial to engage in a local or regional network of fellow school business professionals. Find one in the directory of school business professional networks.

1.42 The governance professional (clerk to the board)

1.42 The academy trust must appoint a governance professional to support the board of trustees, who is someone other than a trustee, principal or chief executive of the trust.

Find out more about the role of the governance professional in DfE’s Academy trust governance guide.

1.43 - 1.44 Being transparent about your governance

1.43 The trust must be transparent with its governance arrangements.

1.44 The trust must provide details of its governance arrangements in the governance statement published with its annual accounts, including what the board has delegated to committees and, in trusts with multiple academies, to local committees/governing bodies.

1.45 - 1.48 Register of interests

1.45 The trust must keep a register of any relevant business and financial interests, including governance roles in other educational institutions, for (as a minimum) members, trustees, local governors and senior employees, serving at any point over the past 12 months.

1.46 The register must include their full names, date of appointment, term of office, date they stepped down (where applicable), who appointed them and relevant business and financial interests including:

  • directorships, partnerships and employments with businesses
  • trusteeships and governorships at other educational institutions and charities
  • for each interest: the name and nature of the business, the nature of the interest and the date the interest began

1.47 The register must identify relevant interests from close family relationships between the academy trust’s members, trustees or local governors. It must also identify relevant interests arising from close family relationships between those individuals and employees.

1.48 Trusts should consider whether other interests should be registered, and if in doubt should do so. Boards of trustees must keep their register of interests up-to-date at all times.

The Charity Commission offers guidance in Manage a conflict of interest in your charity and CC29: Conflicts of interest: a guide for charity trustees.

1.49 - 1.51 Trust websites

1.49 The trust must also publish on its website up-to-date details of its governance arrangements in a readily accessible format, including:

  • the structure and remit of the trust’s members, board of trustees, committees and local committees/governing bodies (the trust’s scheme of delegation for governance functions), and the full names of the chair of each
  • register of business and financial interests for members, trustees, local governors and accounting officers, including a nil return where appropriate
  • for each trustee, their attendance records at board and committee meetings over the last academic year
  • for each local governor, their attendance records at local governing body meetings over the last academic year

1.50 The trust must make available on request for public inspection:

  • the agenda for every meeting of the trustees, local committees/governing bodies and committees
  • the approved minutes of each meeting
  • any report, document or other paper considered at each meeting

1.51 The trust may exclude from any item any material relating to:

  • a named teacher or other employee or proposed employee
  • a named pupil or student at the academy, or candidate for admission or referral to it
  • any matter which, by reason of its nature, the trustees are satisfied should remain confidential

1.52 Disclosure and Barring Service (DBS) checks

1.52 Academy trusts must obtain enhanced DBS certificates for staff and supply staff as set out in the Independent School Standards and their funding agreements. Academy trust members, trustees, and committee members (including local committees/governing bodies) must also have an enhanced DBS certificate, which does not include a barred list check (unless they also engage in regulated activity).

Find out about DBS checks and regulated activity in schools within the statutory guidance Keeping children safe in education (KCSIE)