Draft report on sub-committees

Background

Some boards delegate work or decisions to sub-committees. A sub-committee is a group established under the charity’s governing document, carrying out specific work on behalf of the board and reporting back to the board.

Boards must have a power in the governing document to delegate decisions to sub-committees. The governing document, or associated rules, might also lay down specific rules governing sub-committees, such the minimum number of trustees required to form a sub-committee.

The board remain ultimately responsible for any decisions delegated. The role and authority of a sub-committee should be clear and laid down in writing in a ‘terms of reference’. Sub-committees with delegated decision making authority should promptly report back to the trustee board on the use of that authority and the actions taken.

Quoting from the NCVO and Developing Governance group

Our options

We have it in our hands to determine exactly how we would like to do this: how the sub-committees should be constituted, what or whether they should have specific powers and who should be on them.

The current situation

At the moment we have a less formal system in operation of staff, trustees, volunteers and sometimes outsiders working together on various projects

The Education group

Has started meeting to discuss all aspects of our work relating to education.

Trustees, staff and volunteers.

The GLAM group

Has met recently and discussed the Wikimedian in Residence programme.

Has been convened by staff with volunteer support. Currently no trustee input

The GLAM-WIKI 2013 group

Meet quite regularly to help plan the GLAM WIKI 2013 Conference

Has trustee, volunteer, staff, and contractor participation.

The Tech group

Meeting regularly to run through tech issues

Staff led with trustee, volunteer and contractor input.

Grants sub-committee

An important function which needs to be more formally constituted to share responsibilities. Mike P been carrying this - with some ad-hoc support from time to time.

I believe there is certainly a need for such groups

• They share the load.
• Can concentrate on issues at a level that would be difficult at board level.
• They attract existing volunteers
• They can bring in volunteers with areas of expertise who may not otherwise be active.
• They can bring in new volunteers
• They create a pool of expertise
• They act as a good liaison point between staff and volunteers

Without them decisions will be made by staff and the board reducing the democratic and open nature of the charity.

What next?

I propose that:

1. As part of the governance review we ask the Governance Committee working group to propose terms of reference for the Education, GLAM, Tech, and any other sub-committees that the board sees as necessary.
2. That they consider any delegated powers needed, specify, and propose these.
3. That in addition we have working parties with set terms of reference agreed by the board e.g. organising conferences, that should include a time limiting clause and create a good practice guide that can be adhered to but do not constitute them as formal sub-committees.
4. These working parties will have as a core experienced members of the community but can also attract a more fluid membership to reflect any experience, expertise or enthusiasm needed.
5. That participating staff are not there to service the sub-committees but to participate as equal members.
6. All duties of the sub-committee should be shared.

Draft for a sub-committee

See also the draft at General Committee Charter. This makes complementary proposals that GovCom's working group will also consider.

Example draft for a sub-committee

Name of group	Education Sub-committee (example)
Membership and appointment	The sub-committee will contain at least one member from the following groups: trustees, associates or volunteers appointed by the board volunteers from the community members of staff The sub-committee may contain other persons as agreed by the sub-committee (alternatively: sub-committee and board).
Facilitating	The sub-committee will choose its own facilitator for each meeting (alternatively: for a fixed period) to ensure the meeting is well run.
Frequency of meetings and quorum	The sub-committee will meet at least quarterly. The quorum will be three members or one half (alternatively: one third) of its membership, whichever is greater.
Record of meetings	The sub-committee will chose a member for each meeting (alternatively: for a fixed period) to be responsible for ensuring that notes of the meetings are taken and shared on the UK wiki in a timely manner. If there are confidential matters they can be recorded in-camera.
Reporting mechanism	One member will be responsible for reporting to the board. In the case of urgent actions that are not covered by WMUK's work plans, such decisions can be sent directly to the Chair and Secretary of the board for a decision to be made.
Functions and delegated authority	To monitor the education related activities of the Charity To support volunteer initiatives related to education activities To support staff working on education initiatives To monitor spending on education initiatives and if needed make recommendations to the board for changes in the budget To monitor and review WMUK's education initiatives To report on these matters on a quarterly basis to the board.