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Clerk to the Court of Governors

Employer
Mill Hill School
Location
London (North), London (Greater)
Salary
c£40,000 per annum, pro rata
Closing date
23 Jun 2019

View more

Sector
Accountancy, Banking, Finance
Hours
Part Time
Flexibility
Set hours
Contract Type
Permanent

Mill Hill School Foundation

Clerk to the Court of Governors

Job Description

Job Title: Clerk to the Court

Contract Type: Permanent, Part Time

Reporting To: Chair of the Court

Accountable to: Court of Governors

Salary: Full time equivalent salary of c. £40,000 pa, pro-rated to hours employed (see below) and subject to qualifications and experience.

Hours/Commitment: Approximately 50-75 days pa equivalent of up to 2 days per week during term time based on regular liaison with schools, preparation for and attendance at Court and Committee meetings, writing minutes of meeting  and assistance to the Schools and Court as required; in carrying out his/her duties, the Clerk must be able to work flexibly which may include working from home.

Holidays: Holiday pay for 25 days annual leave, pro-rated will be included in the salary.

Pension: The Foundation makes a pension contribution of up to 5% of gross salary into the Foundation Pension scheme in place at the time.

Benefits: Meals during working hours when working at the Foundation, life assurance, enrolment in the Foundation health insurance scheme applicable at the time and professional development training. The costs of travel and accommodation that may be necessary to meet the requirements of this role for applicants who do not live in the area will be discussed at interview.

Background to the Role

The Chairman and Trustees (The Court) are seeking to appoint a Clerk to the Court of the Mill Hill School Foundation Trust.

Reporting to the Chairman, the Clerk will offer professional and administrative support to the Court and provide advice on governance, constitutional and procedural matters.

The Court seek a talented and diplomatic professional who enjoys the educational environment and will enjoy the satisfaction of contributing to the success of our Foundation. Applicants are likely to be or have been a senior professional with strong administrative, research and planning skills possibly from a company secretarial, accountancy, legal, business or Armed Forces background. They will possess a good understanding of corporate governance, and ideally charity law, combined with strong financial and commercial acumen. Fully self-sufficient, with the ability to work from home during working hours, they will be an outstanding facilitator between the schools and the Court with excellent communication and presentation skills. They will have a flexible approach to work, be calm and approachable and be able to maintain absolute confidentiality.

This is an exciting time to join the Foundation and the successful candidate will make a significant contribution in helping the Court to drive through an agenda for development in governance with the ambition to achieve best practice in this particularly important area of our work.

The Foundation Charity and its Schools

The Mill Hill School Foundation is over 200 years old. Situated in 150 acres of magnificent parkland in North London, The Mill Hill School Foundation is a successful and financially stable family of four leading co-educational schools providing an outstanding educational experience for pupils aged 3-18. Mill Hill School, the Senior School, is one of London's leading co-educational day and boarding schools; Grimsdell Mill Hill Pre-Preparatory School is a day school for pupils aged 3 to 7; Belmont Mill Hill Preparatory School is a day school for pupils aged 7 to 13 and The Mount, Mill Hill International is a co-educational boarding and day school for pupils aged 13 to 17 from predominantly non-English speaking backgrounds which opened in September 2015. There are currently approximately 1,500 pupils attending the schools of the Foundation.

Each school is led by its own Head who has responsibility for the admission of pupils and for the quality of teaching and learning. The Foundation is led by a Chief Executive who is responsible to the Court for the good management of the Foundation Schools and for providing clear direction to the Foundation as a group of schools.

The Role of Clerk to the Court

The Clerk to the Court (the ' Clerk') is employed by the Foundation. The position is part-time and salaried, and involves a mixture of regular committee meetings (diarised well in advance), other meetings, telephone and email correspondence between Governors and the Schools together with the coordination and management of the business of the Court of Governors. It is important that the Clerk is able to be flexible in carrying out his/her duties. The Clerk should play a keen role in the life of the Foundation and its four Schools, maintain a visible profile and build strong relations with the Chair of the Court, the Chairs of its sub Committees, the Chief Executive Officer (CEO), Heads, Director of Finance and Operations (DFO) and members of the Schools' Senior Management Teams.

Given the confidential nature of the role, the Clerk may not engage in any role whatsoever involving other schools without the consent of the Chair of the Court (‘the Chair’).

The Clerk is responsible to the Chair of the Court and has such role, authority and responsibility within the framework outlined below as is delegated to him by the Chair from time to time.

The principal role of the Clerk is to act as the assistant to and adviser of the Chair in all matters delegated to him and to the extent authorised by the Chair, the Chairs of the sub-committees and other Committees. By way of illustration and not limitation, the Clerk is expected to:

General Management and Administration

  • On the direction of the Court arrange routine appraisals of the CEO and the DFO 
  • On the direction of the Court assist in the processes for the appointment of the CEO and the DFO as required
  • Maintain the minute book, declarations of interest and books of account of the Court
  • At the request of the Chair, attend and take the minutes of a review or appeal meeting
  • Manage and coordinate the work flow between Committees, consolidating and arranging the circulation of agenda, papers and minutes of these meetings
  • Work closely with the DFO and Compliance Manager to ensure Foundation policies are reviewed and approved on a regular basis in accordance with the policy review schedule, legal compliance and order of business for the Court and its Committees
  • Draft letters of appointment and other correspondence on behalf of the Chair as appropriate
  • Assist with the arrangements for occasional dinners and other social functions
  • Process Governors travelling and training expenses for approval by the Director of Finance and Operations and subsequent consolidation into the Charity's accounts.
  • Monitor the interface between link Governors and their respective areas of interest in support of the Foundations Strategic Development Plan, ensuring there is good communication and understanding of developments between the Foundation leads and the Court
  • Assist the Schools and subject area/functional area link Governors as necessary to ensure links with the schools are effective

Meetings

  • Agree, arrange and promulgate the dates of all meetings of the Court and its Committees and all other meetings not called by their respective chairs, including strategy and training days
  • Prior to meetings, to liaise with the Chair, CEO and DFO to agree the agenda and procedure for the meeting including a time plan for the meeting
  • Ensure agendas contain standing items and actions from the last meetings
  • Liaise with the DFO over the production of the annual Trustees Report and Accounts
  • Procure and distribute papers for Court and Committee meetings at least 10 days in advance of the meeting
  • Collect questions submitted by Governors in advance of the meetings and pass these to the CEO or relevant Executive
  • Attend and take the minutes of all Court and Committee meetings
  • Ensure papers adhere to the guidelines set out in the Governors’ manual
  • Ensure meetings are quorate
  • Ensure prompt circulation of draft minutes to the Chair prior to publication. Minutes to be succinct - recording subject, key discussion points, resolutions and votes - but with enough detail to be understandable by those not at the meeting

Governance

  • Manage and perform administration in relation to the Charity Commission and Companies House on a routine basis
  • Carry out administration for the Court ensuring that the line between governance and management is understood by all and adhered to
  • Liaise with the Chair of the Nominations and Governance Committee and administer the process for identifying, interviewing and appointing governors (with reference to the desired mix of skills and the current skills matrix)
  • When a new Governor has been identified, undertake:
  • Formal identity checks
  • Right to work in the UK checks
  • DBS and equivalent check
  • Registration with Companies House as a Director
  • Required liaison with the Life Guardians
  • Issue the new Governor’s declaration and ensure completion
  • Organise appropriate departure formalities for those Governors leaving the Court
  • Administer the induction process for new Governors in accordance with the principles outlined in the Governors’ manual
  • Ensure all Governors are aware of their statutory responsibilities, especially their responsibility for the safeguarding of all pupils at the Foundation
  • Maintain records of the appointment of Governors, notify vacancies to the proper appointing body and prepare the Court for the retirement of Governors by rotation or otherwise and working with the Chair and with any Committee to ensure that an appropriate process exists for succession-planning for the Court
  • Maintaining full and appropriate records of all governance activity including Governors’ declaration of interests and a skills matrix, and ensure biographic details are up to date
  • As the main legal adviser to the Governors, ensure governors fulfil their statutory responsibilities
  • Preparing, reviewing and updating additional governance protocols
  • Overseeing occasional audits of governance (either internal or external), as instructed by the Chair or to ensure compliance with Charity Commission guidance or Code of Conduct 
  • Ensure the Foundation’s policies (including those in this Governance manual) are reviewed, maintained and updated to ensure they remain relevant and are communicated as necessary
  • Ensure compliance with the Foundations Articles and Scheme of Delegation, proposing amendments where required
  • Review the role of Life Guardians including the number/ proportion on the Court
  • Ensure correct functioning of the Committees by:
  • Ensuring appropriate membership to allow each meeting to be quorate
  • Ensuring that appropriate terms of reference exist and are reviewed regularly both by the Court and the Executive
  • Ensuring the delegated powers are adhered to
  • Recording membership and Chairmanship
  • Ensuring appropriate reporting structures from such Committees to the full Court
  • Carry out administration for the committee
  • Maintaining the risk register with relevant Foundation staff and bringing this to the attention of Governors at regular intervals
  • Oversight, review and implementation of the Scheme of Delegation
  • Maintain the Governors' Manual
  • Acquire, maintain and circulate induction documentation to Governors
  • In conjunction with the Schools and DFO facilitate initial and continuation training of Governors, in particular with regard to safeguarding and maintain a record of training undertaken by Governors
  • Maintain comprehensive records of attendance at the Foundation, both for ‘formal’ meetings and other purpose
  • Maintain the register of conflicts of interest
  • Ensure the systems through which Executives report to Governors are fully robust and effective in helping Governors to fulfil their statutory responsibilities
  • Arrange suitable training for Governors to ensure they remain up-to-date and maintain a training register for all Governors aimed at recording the date, name, place and type of training carried out. To circulate to all Governors a list of external training opportunities and administer the booking process with the provider
  • Organise and making appropriate arrangements for the establishment of any panels of the Court that may from to time be required to hear appeals or to deal with disciplinary matters, grievances and parental complaints (including the identification of independent members to join these panels where appropriate).
  • Ensure that Governors regularly self-assess their performance of accountabilities
  • Ensure that members of the Court are suitable indemnified for their roles

Compliance

  • Monitor due compliance of the Court with its delegated and statutory duties, including training in matters relating to ISI compliance, H&S regulations and legislative duties
  • Monitor adherence to the Objects of the Charity
  • Complete the Charity Commission Annual Return on behalf of the Trust
  • In consultation with DFO monitor and notify developments in company law and charity commission regulations relevant to the operation of the Schools

Strategy

  • Ensure the Court regularly reviews the Foundation’s strategy in line with the review process in the Governors’ manual
  • Ensure that implementation is monitored
  • Planning strategy/ away days as required

Communications & Liaison

  • Act as the point of contact with the CEO, Heads and DFO on behalf of the Court
  • Act as a point of contact between the Court and the Association of Governing Bodies of Independent Schools (AGBIS)
  • Act as the point of contact with the Charity Commissioners in relation to any application for a Scheme, Order or direction approved by the Court or its trading subsidiary, Mill Hill School Enterprises (MHSE)
  • Responsible for Communication with Governors between meetings
  • Pass on to Governors any relevant information regarding the issues and concerns of the Executive, staff and pupils
  • Administer the Governors’ electronic filing system

Life Guardians

  • To support the Life Guardians Committee (as if it was a Committee of the Court)
  • Where there are conflicts of interest the Clerk must step away from the other side and ensure support towards the Court

Trusts

  • To provide support to the Trusts (as if it was a Committee of the Court)
  • Where there are conflicts of interest the Clerk must step away from the other side and ensure support towards the Court

General

  • To take part in such staff training as may be agreed.
  • To undertake such other appropriate duties as may, from time to time, be require understand the Foundation’s compliance with GDPR to enable sufficient advice to be given to the Governors

Whistle blowing

The Court of Governors recognise the duty of the Clerk to raise a genuine concern if in his/her honest and reasonable belief the concern directly relates to issues of governance or the reputation of the Foundation. There will be no retribution or disciplinary sanction taken for raising such a matter if it is done in good faith

  • The role of Clerk requires a capable and experienced individual with first class administrative and organisational skills. Whilst candidates are unlikely to be proficient in all areas, they will be required to demonstrate evidence that they have a significant number of the following skills and personal qualities and can draw on relevant experience:
  • Strong general management and administrative skills gained in a complex organisation with multiple stakeholders;
  • Attention to detail coupled with first class organisational skills;
  • Credibility, integrity and stature, able to build trust and command respect
  • Demonstrable understanding of an independent school and its values, and an understanding of charity law, governance, risk management and compliance;
  • Strong intellect backed by fluent and cogent written and oral communications skills;
  • Proven and effective business, administrative and financial skills;
  • Highly motivated, proactive self-starter with flexibility, a good sense of humour and a willingness to take on ad hoc projects and pieces of work when necessary.

Whilst qualification as a Chartered Secretary might be beneficial, it is not considered essential - nor is prior experience of working in a school.

Salary: Full time equivalent salary of c. £40,000 pa, pro-rated to hours employed (see below) and subject to qualifications and experience

Time commitment: Approximately 50 days pa, excluding travelling time, equivalent of up to 2 days per week based on regular liaison with schools, preparation for and attendance at Court and Committee meetings, writing minutes of meeting and assistance to the Schools and Court as required; in carrying out his/her duties, the Clerk must be able to work flexibly.

The closing date for applications is noon 31 May 2019. First round interviews are expected to be held on 6 / 7 June 2019. Final interviews will be held around 13 or 14 June 2019.

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