Role Description – Deputy Board Chair

Appointment of Deputy Board Chair

The Law Society has instructed Green Park to identify candidates for a new role of Deputy Board Chair to be appointed by external competition. The Deputy Board Chair must be a Solicitor, i.e. be qualified and admitted as solicitor (whether or not holding a current practising certificate).

Time Commitment and Summary of Responsibilities

The Board is expected to meet at least once every eight weeks. It is expected that the Deputy Board Chair’s annual time commitment will be approximately 18 days (50% of the Board Chair’s time commitment).

The remit of the role is to support the Board Chair by performing duties delegated to the Deputy Board Chair from time to time. This may include carrying out leadership duties pertinent to the performance of the Board’s collective responsibilities as delegated by the Board Chair and the Board. The Board Chair may also from time to time delegate specific responsibilities to the Deputy Board Chair, for example to lead on specific Board projects, conduct annual reviews with Board committee Chairs, support the Chair in the preparation for and conduct of Board meetings, attend events or meetings as representative of the Board, support interaction between the Board and the Executive Leadership Team, and act as a sounding board/intermediary for the Board. The Deputy Board Chair will also support the Board Chair in the chairing of Board meetings as required or in the absence of the Board Chair.

Term and Remuneration

The Deputy Board Chair will serve a term of three years and will be eligible for re-appointment for one additional term of three years. The remuneration for the role is £27,893 per annum less any tax and national insurance contributions, paid in equal monthly instalments.

Current Composition of the Board

Three Office Holders (President, Vice President, Deputy Vice President) ex officio.
Chair (Solicitor).
Interim Deputy Chair (Solicitor).
Three Board committee Chairs.
Three Council members.
Two non-Council Solicitors.
Two independent members.
Chief Executive (non-voting).
Chief Operating Officer (non-voting).

Board Terms of Reference

The Law Society Council delegates responsibilities and functions to the Board as set out in these terms of reference:

General Responsibilities

To act as the oversight body managing the effective implementation of the Society’s strategy and annual business plan as set by Council.
To support the effective development and implementation of Society policy.
To act as the oversight body in relation to the Society’s discharging its public interest role, defined as permitted activities under the Legal Services Act 2007.
To support and oversee effective engagement with the Society’s members and other key stakeholders at home and abroad.
To support and oversee the work of the specialist committees, overseeing the co-ordination of the Society’s position on legal and regulatory matters in England and Wales and in other jurisdictions, including (but not limited to) the promotion of the solicitors’ profession, the effective operation of legal institutions, access to justice, the protection of human rights, good law making and upholding the rule of law.
To approve and oversee the handling of any litigation arising from the Society’s functions which could impact on the reputation of the Society or the interests of members and/or the public, or could result in damages and/or costs payable in excess of an agreed limit.
To ensure that all matters of strategic importance to the Society and the profession, including potential future developments, are brought to the attention of Council.

Business Plan, Budget and Financial Matters

To recommend to Council the Society’s business plan and budget, and oversee the appropriate delivery of the Society’s strategy and business plan as against the agreed budget, reporting on this to Council.
To review and recommend the Society’s annual report and accounts before submission to Council for adoption.
To support and offer constructive guidance to the Chief Executive in relation to the delivery of the business plan and ensure that the Chief Executive discharges her/his duties effectively (on the basis of an agreed job description).
To oversee the effective management of the resources of the Society, in line with agreed delegated financial authorities (including permitted and non-permitted purposes expenditure), significant revenue-generating activity, investments in new businesses, decisions to cease to operate all or a significant part of any Society business and all matters to do with the Society’s property, subsidiary companies, trusts, bursaries, bequests, staff pensions, and matters done under the common seal.
To approve unbudgeted expenditure (the financial limit to be agreed by Council).
To agree the levels of delegation to the Chief Executive.
To approve major capital projects, and any contractual commitments, in line with agreed delegated financial authorities.
To ensure the maintenance of a sound system of internal audit and risk management, including: approval and monitoring of the Society’s risk register and internal audit and control environment and ensuring that the internal audit programme supports, as necessary, the work of the external auditors.
To report to the Audit Committee any matters which are relevant to the Audit Committee’s responsibility to provide assurance to the Council on the Society’s accounts and financial statements.
To approve, on the basis of recommendations from the Remuneration Committee, the performance management framework, pay policy and terms and conditions, for the Chief Executive and the executive directors.

Governance Responsibilities

To support and oversee the governance of the Society, and to keep under review the Charters, Bye-Laws, and General Regulations, reporting to Council on suggested changes to these, for determination by Council.
To recommend to the Council, for determination by the Council, an appropriate structure of sub-Boards, sub-committees of the Board, and committees and recommend their terms of reference and membership for approval by the Council.
To set the framework for dealing with issues relating to the conduct of Council members, board members and committee members, including declarations of interest.
To oversee the effective implementation of internal management policies, including those relating to human resources policy, corporate social responsibility, bribery prevention, whistleblowing, health and safety, and other policies required by law.
To keep its own performance as a Board under review.

Board Members’ Responsibilities

The Board, through its Chair, reports regularly to the Law Society Council and is accountable for the effective implementation of the Society’s strategy and the effective discharge of its functions delegated by the Council.

Principal Responsibilities

To ensure that the Board fulfils its oversight role in relation to Law Society strategy and policy.
To discharge the responsibilities delegated to the Board by the Council, reporting to Council on how those responsibilities have been discharged.
To ensure the effective governance of the Society.
To ensure that the Board operates within its terms of reference.
To ensure the sound financial health of the Society, with systems in place to ensure financial accountability.
To review major risks, and satisfy itself that systems are in place to take advantage of opportunities, and manage and mitigate risks.

Governance

To promote high standards of governance and ensure that the governance arrangements for the Board and its committees are working in the most effective way for the Society.
To take part in a performance appraisal process on an annual basis, with outcomes reported to the Council.

Efficiency and Effectiveness

To fully engage in the work of the Board and to ensure that decisions are taken in the best, long-term interests of the Society and its members.
To foster and maintain constructive working relationships with fellow members of the Board and the executive.
To work with the executive to give direction to Board decision-making.
To ensure implementation of Board decisions.

Relationship with Council, the Executive and Wider Management Team

To build active engagement with Council members and other Board members.
To develop and maintain an open and supportive relationship with the executive and senior management.
To assist the Board Chair in conducting annual appraisals and remuneration reviews for the Chief Executive in consultation with office holders.
Act as a channel for Board members to raise concerns about the Chair or Board conduct.