The latest RSA governance information is posted here. Nominations from Fellows to join the Fellowship Council and Trustee Board closed recently and we will hold elections for these positions in the autumn. We are also consulting on three potential bye-law changes. Please use the links below to navigate to each section.
Find out more about our governance structure (PDF, 295KB).
We are currently in the midst if our 2014 Election process which elects Fellows to the RSA Trustee Board and Fellowship Council. There are two different opportunities to be be filled in the elections:
- To join the RSA Trustee Board for a period of three years. Two posts need to be elected as two current trustees, Jackie Elliman and Keith Read CBE, are due to step down having completed their terms of office. (Please note both have indicated they are willing to re-stand for a second three year term).
- To join the Fellowship Council, a forum of 40 Fellows including 14 Regional/National Chairs, 14 Regional/National Fellowship Councillors and seven ‘At-Large’ Fellowship Councillors who are elected.
Nominations are now closed; our timetable for the 2014 elections is as follows:
- 17 July – 31 July - Validation and approval of candidates statements
- 4 September - Voting opens
- 5 October - Voting closes
- 7 October - Results announced at the 2014 Annual General Meeting
The RSA Board is the governing body of the charity and oversees all its activities. The Trustees have ultimate responsibility for organisational strategy, resourcing, risk management and the supervision of all the RSA’s business affairs. The Trustee Board meets six times a year plus one annual Board Away Day. Trustees are not remunerated for their time and the role is entirely voluntary. We ask all elected Trustees to commit to serving for their full three year term.
Nominations have now closed; voting will begin on Thursday 4 September.
Fellowship Council Positions
The Fellowship Council is an advisory forum made up of 40 Fellows from different regions and sectors, who work to support, promote and broaden awareness of the RSA and its Fellows, both locally and nationally. They also act as a voice between the RSA Fellowship and the RSA Trustee board and staff.
There are three opportunities to be filled within the Fellowship Council:
- National/Regional Chairs lead the activities in a Region/Nation and develop a two-year rolling development plan within a broad strategic framework set by the Fellowship Council and the Trustee Board amongst other duties.
- National/Regional Fellowship Councillors leads on activity to bring Fellows together and contributes to the local development plan. They are part of a core National/Regional team that leads each area, acting as a deputy to the Regional Chair.
- Councillor At-Large roles contribute to the RSA’s mission through a particular specialism and expertise, joining up activity across regions and nations.
Each of the 14 RSA Regions/Nations elects a Fellowship councillor and a National/Regional Chair who lead local activity and who also sit on the Fellowship Council. In addition the whole Fellowship votes for seven ‘At-Large’ Fellowship Councillors.
Nominations have now closed; voting will begin on Thursday 4 September.
Consultation on Bye-Law Change
The Board has agreed to consult the Fellows on potential changes to the bye-laws to be voted on at the AGM in October. These are twofold:
A change to bye-law 4.3
An express provision to allow a chair to stand for a second three year term either by the board inviting the chair to re-stand, inviting the chair to re-stand but asking for other candidates; alternatively the board may decide they do not wish the chair to stand for a second term. A second term chair would be subject to the same concurrence at the AGM as a first term chair.
Historically the RSA Trustee Board has elected its Chair from within the existing board. This has historically led to a Chair being an ordinary member of the board for three years and the becoming Chair in their second three year term (trustees stand for three year terms, and can stand for two only terms consecutively).
In line with good principles of governance the RSA now recruits its chair externally as a co-opted trustee. This effect of this means that currently a Chair can only be part of the board for a very limited period three year period before having to step down, thus losing valuable skills and working relationships that have been built up. The Charity Commission recommends that a trustee board should have long-term continuity and Trustees should have the opportunity to build expert knowledge of the charity they oversee; this is especially seen as important for the Chair. The Board has agreed it would like to consult the Fellowship on whether it should have the power to appoint the Chair for a second term if it were deemed by the Board to be appropriate and whether that matter should be put to the vote at the forthcoming AGM.
A change to bye-law 5.6
A change to allow the Chair and Deputy Chair of the Fellowship Council to stand for second two year terms.
Similarly to the position of the Trustee Board Chair; the Fellowship Chair and Deputy Chair have limited single 2 year terms of appointment. For similar reasons of continuity and developed expertise the Board has agreed it would like to consult the Fellowship on whether the Fellowship Council should have the power to appoint its Chair and Deputy Chair for second terms.
A change to bye-law 7.4
The Nominations Panel with the Fellowship Council Chair and Vice-Chair also wish to consult on a bye-law change to be put before the trustee board and AGM in October; a change so that nominated Fellowship Council trustees will stand for the duration of the council, two years, and not the current three year term.
Currently the term of Fellowship Council Trustees elected to the RSA Board is for the full three years, whereas the Fellowship Council has a term of only two years. This means at any given point the Fellowship Council will often not have a voice on the board and is against the principles behind which the link of Fellowship Council to Trustee Board that was originally envisaged in 2011.
Have a voice?
Please let the Board know what you think by contacting our please contact our Governance Manager, Nicholas Bull. Similarly do not hesitate to contact us if you have any queries.
The next AGM will be held on Tuesday 7 October 2014.
Procedure for Fellows’ resolutions
According to Bye-Law 10.5 “No other matter than the business above mentioned shall, except with the consent of the Board, be considered or discussed, or any resolution be moved at an AGM, unless written notice shall have been sent to the Chief Executive at the Society’s House specifying the matter to be considered or the resolution to be voted upon 60 days before the AGM (or such other lesser period as the Board may from time to time prescribe). In addition, any such matter or resolution shall at the time notice is given as aforesaid be signed by no fewer than 200 Fellows.”
The date for proposing any resolutions for the upcoming AGM has passed.
Additionally, Bye-Law 13.15 stipulates that “Where Fellows are entitled to table resolutions and/or requisition meetings under Bye-laws 3.8, 10.5 and 10.6, if the resolution or the requisition has the written (either physical or electronic) support of at least 50 Fellows, the resolution or requisition will be posted on the Fellowship section of the RSA Website for Fellows to garner additional support. If four weeks after the posting of the resolution or requisition, the resolution or requisition is not supported by the required number of signatures it will lapse. In relation to Bye-law 10.5 the resolution with the support of 50 Fellows must have been received by the Chief Executive at the Society’s House 95 days before the date of the AGM. It will then be posted for one month on the Fellowship section of the RSA Website so that in accordance with Bye-law 10.5, sixty days’ notice of the AGM resolution can be given.”
Trustees are responsible under RSA bye-laws and charity law for ensuring that the charitable objectives of the society are carried out and that the organisation is run in an appropriate, legal way. View the Trustee Code of Conduct (PDF)
The Trustee Board meets approximately five times a year.
The Trustee Board
Vikki Heywood CBE, Chair
Suzy Walton, Deputy Chair
Sarah Ebanja, Treasurer
Hanif Virji, Treasurer
Keith Read CBE
Members of the Trustee Board can be contacted by email. All emails will be read by a member of the Board, who will reply as soon as possible.
RSA Fellowship Council
The Fellowship Council is a representative forum for Fellows of the RSA, with the core aim of promoting more effective working relationships between all aspects of the RSA, and specifically ensuring that the Fellowship's voice is heard by the Trustee Board and by RSA staff. Find out more.