Board structure

The current governance structure for the Association is:

  • The Board
  •  Remuneration Committee
  • Audit and Risk Committee

The Board:

The Board comprises volunteer members who have an interest in the Associations aims and work. It is responsible for the policy and overall management of the Association. Members are elected at the Annual General Meeting by the shareholders of the Association, and may include tenant members.

The Board meets quarterly and has adopted the 2015 National Housing Federation's Code of Governance. Further details of the Board's role and it's membership are given on the 'Role of the Board'  and the 'Board Membership' pages.

 

Remuneration Committee

  • Kevin Foley
  • Henry Barker – Chairman

Purpose

  1. To appraise of the performance of the Chief Executive, such appraisal to be carried out at least annually
  2. recommend to the Board the level and structure of remuneration for the Chief Executive, including any pension or other entitlements
  3. ensure that contractual terms on termination, and any payments made, are fair to the individual and to the Association, and having regard to the reputation of the social housing sector
  4. recommend to the Board the level and structure of remuneration for the Chair of the Board and other Board and committee members
  5. establish the selection criteria, select, appoint and set the terms of reference for any remuneration consultants who advise the committee

Membership

The Committee must comprise up to three members appointed by the Board.A quorum shall be two members.The Chair will not Chair the Committee.

Meetings

The Committee shall meet as often as required to fulfil its terms of reference, but not less than once a year.

The Minutes of the Remuneration Committee shall be reported to the Board.

Audit and Risk Committee

  • Philip Tibble
  • Steven Kirkbride
  • Bob Stroulger
  • Karen Wilson (Chairman)

Membership

Up to 4 Non-Executive Directors with a minimum of 3. At least one member of the Committee will have competence in accounting/and or auditing and committee members as a whole shall have competence relevant to the sectors WHA operates in. 

The WHA Chair will not be a member of the Committee but may attend by invite.

Attendees will comprise the CEO, Operations Manager, Financial Accountant and Secretary and any other by invitation.

Meetings

Meetings of the Committee shall be held at least 4 times a year with dates set and agreed by Board for any calendar year at the end of the previous year.   Only members of the Committee have the right to attend meetings.  Alongside attendees, others may be invited to attend for all or part of any meeting.

Quorum

3 Non- Executive Directors

Approval Outside of the Meeting Cycle

A resolution agreed by email by at least 2 Non-Executive Directors shall be valid and effective as if it had been passed at a properly called and constituted meeting of the Committee.