Governance Structure
As a charity and company limited by guarantee, LEO Academy Trust (“the Trust”) is governed by a Board of Trustees (the “Trustee” or “Trustees”) who are responsible for, and oversee, the management and administration of the Trust and the academies run by the Trust. The Scheme of Delegation will apply to all academies for which the Trust is responsible (the “Academies”). Any reference to “the Academies” in the Scheme of Delegation refers to all Academies within the Trust.
The Trustees are accountable to external government agencies including the Charity Commission, Education and Skills Funding Agency (EFSA) and the Department for Education (DfE) including any successor bodies, for the quality of the education they provide and they are required to have systems in place through which they can assure themselves of quality, safety and good practice.
In order to discharge these responsibilities, the Trustees appoint people to serve on a committee (the “Academy Committee” or “AC”) which has been established to support the good governance of each academy.
LEO Academy Trust has a number of layers of governance as shown in the diagram below.
Each plays an important part in the oversight of the Trust’s work and, whilst communication between the layers is essential, this work must be complementary and non-duplicative. This means that local committees can focus on clearly-defined areas such as school improvement.
The Scheme of Delegation explains the ways in which the Trustees fulfil their responsibilities for the leadership and management of the Academies, the respective roles and responsibilities of the Trustees and the members of the Academy Committees and the commitments to each other to ensure the success of LEO Academy Trust.
The Scheme of Delegation has been put in place by the Trustees from the Effective Date in accordance with the provisions of the Trust’s Articles of Association (“the Articles”)
Scope and Applicability
The Scheme of Delegation outlines the framework for decision making within LEO Academy Trust. It applies to all Members, Trustees, Academy Committee Members serving on the ACs and staff.
To aid decision making, a “Decision Matrix” can be found here
Articles of Association
The following are the relevant clauses from the Articles of Association that outline what can, and cannot, be delegated.
93. Subject to provisions of the Companies Act 2006, the Articles and to any directions given by special resolution, the business of the Trust shall be managed by the Trustees, who may exercise all the powers of the Trust.
100. Subject to these Articles, the Trustees:
may appoint committees to be known as Local Governing Bodies for each Academy (and the same Local Governing Body may be appointed for more than one Academy); and
may establish any other committee.
101. Subject to the Articles, the constitution, membership and proceedings of any committee shall be determined by the Trustees. The establishment, terms of reference, constitution and membership of any committee of the Trustees shall be reviewed at least once in every twelve months. The membership of any committee of the Trustees may include persons who are not Trustees, provided that (with the exception of the Academy Committees) a majority of members of any such committee shall be Trustees. Except in the case of Academy Committees, no vote on any matter shall be taken at a meeting of a committee of the Trustees unless the majority of members of the committee present are Trustees.
105. The Trustees may delegate any of their powers or functions (including the power to sub-delegate) to any Trustee, committee (including any Academy Committee) , the Chief Executive Officer, any Principal or any other holder of an executive office. Any such delegation shall be made in writing and subject to any conditions the Trustees may impose, and may be revoked or altered.
Board of Trustees
Subject to any change in policy from time to time or where circumstances merit a different approach, the Trust Board will be constituted as follows:
Minimum of 3 with a maximum of 11 Trustees – appointed by the Members;
Co-opted Trustees - appointed by Trustees
The Job Description and Role Responsibilities for Trustees is set out here. Specific skills may be needed if a Trustee is to take responsibility for and lead on a specific area, or to undertake the role of the Chair of the Trust. A regular skills audit will be undertaken and Trustees should expect to be able to articulate their contribution to the success of the Trust and the Academies.
Detailed Terms of Reference for the Trust Board can be found here and the Code of Conduct for the Trust Board can be found here.
Committees
The Trust Board will establish a structure of committees as appropriate. These committees will act in an advisory capacity to the Board of Trustees except where powers have been specifically delegated to them by the Trust Board.
The Trust Board will establish the following committees:
Finance and Operations Committee;
Education and Standards Committee;
People and Culture Committee;
Academy Committees.
Academy Committees are assigned to support a specified academy or group of academies as directed by the Trust Board.
Detailed Terms of Reference for the Finance & Operations Committee can be found here
Detailed Terms of Reference for the Education & Standards Committee can be found here
Detailed Terms of Reference for the People & Culture Committee can be found here
Academy Committees
Academy Committee Members are volunteers, chosen for their skills, experience and insights, to whom certain responsibilities are delegated for oversight of individual schools. Academy Committees are not legally responsible for the schools, so committee members are able to focus on school improvement by supporting and challenging the Principal and the wider school leadership team.
Since committee members are drawn from the local community and include parents, their input serves an essential part in informing Trustees’ understanding of the local context and individual school performance. The committee is also a supportive forum in which the Principal can have access to the insights of people with professional and voluntary experience outside the education sector.
The composition of an Academy Committee is:
Principal, ex-officio (the leader of the Academy);
2 Parent Academy Committee members (elected by parents/carers or appointed by the AC where no-one has stood for election);
3 Co-opted Academy Committee members (i.e. appointed by the Trust Board).
In addition to the model composition, the Trust Board may appoint a further Co-opted Academy Committee member to ensure the Academy Committee has a good blend of knowledge, skills, and experiences, along with a balanced and diverse set of views and backgrounds, which is essential to driving school improvement.
Where an Academy has a leadership model in excess of one leader per academy, for example two part-time Principals; both members of staff will be members of the AC. However, they will only have a single vote. Where a disagreement occurs between the Principals the Executive Principal for the Academy will have the deciding vote.
The Job Description and Role Responsibilities for Academy Committee members is set out here. Specific skills may be needed if an individual is to take responsibility for and lead on a specific area, or to undertake the role of the Chair of the Academy Committee (additional role responsibilities are set out in the appended Job Description). A regular skills audit will be undertaken and Academy Committee members should expect to be able to articulate their contribution to the success of the Trust and the Academies for which they are responsible.
Detailed Terms of Reference for the Academy Committee can be found here and the Code of Conduct can be found here
Unless otherwise agreed by the Trust Board, the following Lead Academy Committee Members are appointed on each Academy Committee for the following areas:
Safeguarding
Pupil Achievement (Chair of the AC)
Inclusion (including SEND and Pupil Premium)
Stakeholder Voice and Wider Community Engagement
Curriculum
Role Descriptions for Lead Academy Committee members are outlined in this section
Lead ACM Reporting
Lead ACM reports are a standing item on the Academy Committee agenda. These provide the independent scrutiny necessary for board assurance.
The reports should be discussed at the meeting and any issues and highlights/issues recorded in the minutes of the Academy Committee for discussion at the relevant Trust Board Committee meeting.
Additionally, Chairs will be invited to share any highlights and issues at the Chairs Forum and will receive feedback from the Trust Board to report back to their Academy Committee.
Academy Leadership Team
The Principal is responsible for the internal organisation, management and control of their Academy, for advising on and implementing the Trust’s strategic framework, for the implementation of all policies approved by the Trustees for the direction of the teaching and the curriculum at the Academy.
The Principal and staff are accountable to the LEO Trust Board for the Academy’s performance. The Executive Team and the Trustees will be prepared to explain its decisions and actions to anyone who has a legitimate interest. This may include staff, pupils and parents as well as the Secretary of State, Education and Skills Funding Agency (ESFA) and Local Authority.
The Principal will comply with any reasonable direction by the Trust Board or Executive Team when acting on the Trust’s behalf.
The Principal will agree and monitor appropriate delegations of authority with other staff.
Term of Office
The term of office for any person serving on the Trust Board or Academy Committee shall be 4 years, save that this time limit shall not apply to the CEO or any Principal serving in an ex officio capacity, who will serve for as long as they remain in office.
Resignation and Removal
A person serving on the Trust Board or Academy Committee shall cease to hold office if they resign their office by notice to the Trust Board or Chair of the Academy Committee (but only if at least three persons will remain in office when the notice of resignation is to take effect).
A person serving on the Trust Board or Academy Committee shall cease to hold office if they are removed by the person or persons who appointed them. Whilst at the same time as acknowledging that no reasons need to be given for the removal of a person who serves on the Trust Board or Academy Committee by a person or persons who appointed them, any failure to uphold the values of the Trust and/or the Academies or to act in a way which is appropriate in light of this Scheme of Delegation or to comply with the role responsibilities set out in the “Job Description and Role Responsibilities” will be taken into account. The removal of an elected Parent Academy Committee member will be undertaken only in exceptional circumstances.
If any person who serves on the Trust Board or Academy Committee in their capacity as an employee at any of the Academies ceases to work at the Academy, then they shall be deemed to have resigned and shall cease to serve on the Trust Board or Academy Committee automatically on termination of their work at the Academy.
Where a person who serves on the Trust Board or Academy Committee resigns their office or is removed from office, that person or, where they are removed from office, those removing them, shall give written notice thereof to the Clerk to the Trust Board or Academy Committee who shall inform the Chair of the Academy Committee, the Chair of Trustees and the Director of Governance & Compliance.
Disqualification
No person shall be qualified to serve on the Board of Trustees/Academy Committee unless they are aged 18 or over at the date of their election or appointment.
A person serving on the Board of Trustees/ Academy Committee shall cease to hold office if:
they become incapable by reason of mental disorder, illness or injury of managing or administering his or her own affairs;
they are absent without the permission of the Chair of the Board of Trustees/ Academy Committee from all the meetings of the Board of Trustees/ Academy Committee held within a period of six months and the Board of Trustees/Academy Committee resolves that their office be vacated.
A person shall be disqualified from serving on the Board of Trustees/ Academy Committee if:
their estate has been sequestrated and the sequestration has not been discharged, annulled or reduced;
they are the subject of a bankruptcy restrictions order or an interim order;
at any time when they are subject to a disqualification order or a disqualification undertaking under the Company Trustees Disqualification Act 1986 or to an order made under section 429(2)(b) of the Insolvency Act 1986 (failure to pay under county court administration order);
they would cease to be a trustee/Academy Committee member (ACM) by virtue of any provision in the Companies Act 2006 or is disqualified from acting as a trustee/Academy Committee member (ACM) by virtue of section 178 of the Charities Act 2011 (or any statutory re-enactment or modification of that provision);
they have been removed from the office of charity trustee or trustee for a charity by an order made by the Charity Commission or the High Court on the grounds of any misconduct or mismanagement in the administration of the charity for which he or she was responsible
or to which they were privy, or which they by their conduct contributed to or facilitated;
at any time when they are:
included in the list kept by the Secretary of State under section 1 of the Protection of Children Act 1999; or
disqualified from working with children in accordance with Section 35 of the Criminal Justice and Court Services Act 2000; or
barred from regulated activity relating to children (within the meaning of section 3(2) of the Safeguarding Vulnerable Groups Act 2006).
they are a person in respect of whom a direction has been made under section 142 of the Education Act 2002 or is subject to any prohibition or restriction which takes effect as if contained in such a direction;
where they have, at any time, been convicted of any criminal offence, excluding any that have been spent under the Rehabilitation of Offenders Act 1974 as amended, and excluding any offence for which the maximum sentence is a fine or a lesser sentence except where a person has been convicted of any offence which falls under section 178 of the Charities Act 2011.
After the Academy has opened, a person shall be disqualified from serving on the Academy Committee if they have not provided to the Director of Governance & Compliance a criminal records certificate at an enhanced disclosure level under section 113B of the Police Act 1977. In the event that the certificate discloses any information which would, in the opinion of either the Director of Governance & Compliance or the Academy Leader, confirm their unsuitability to work with children that person shall be disqualified. If a dispute arises as to whether a person shall be disqualified, a referral shall be made to the Chair of Trustees to determine the matter. The determination of the Chair of Trustees shall be final.
Further information regarding disqualification can be found in the Trust’s Articles of Association.
Annual Review, Work Plan and Calendar
The Scheme of Delegation shall operate from the Effective Date. The Trustees will have the absolute discretion to review the Scheme of Delegation at least on an annual basis and to alter any provisions of it. In considering any material changes to the Scheme of Delegation or any framework on which it is based, the Trustees will have regard to and give due consideration of any views of the Academy Committees.