By the time you read this you may well have participated in your first virtual governance meeting either as a clerk or governor/trustee. Some of you may have participated in or led meetings or chats online at work or with your families before but there are many people who will not have experienced this particular way of communicating. This short article offers some things to think about and there are a number of links threaded throughout the report which you may find interesting and some top tips.
There are many benefits of meeting virtually including supporting the climate change agenda. For example whilst no one need drive to a meeting and can attend from the comfort of their own homes or home office please remember both your carbon footprint and the need to adhere to GDPR. You also need to consider that not every who is on your governance board is as competent or comfortable in virtual meetings as you may be or even that they have enough bandwidth and a good internet connection.
Virtual meetings should not take up more time than face to face meetings do and must have clear meeting protocols. There are some suggestions included in this article.
Before the meeting
Ensure you have approved a Virtual Meeting Policy – there are many templates available and some of the subscription only sites are offering free access to templates. Organisations such as GovernorHub have provided a free list of links here.
Many Chairs have approved the Virtual Meeting Policies under their Powers to Act; particularly if their schools do not already have one or because it needed updating. This is an acceptable use of the powers assuming that everyone has had a chance to read and comment before the meeting. You must minute approval of the Policy. It is a good idea to keep this policy under active review and amend if necessary, especially if any of your protocols are found not to work in practice.
Even if you are not a charity e.g. governing in a Trust, you may find this guidance from the Charity Commission on meetings a useful read. It states that the courts have decided that a valid meeting normally consists of people who can both see and hear each other – so if governors or trustees are phoning into the meeting or you ‘mute’ the web cameras during the meeting this situation must be covered in an approved Policy.
If you an Academy it is wise to check your Model Articles of Association carefully. Some of the key paragraphs from the Model Articles include;
23. No business shall be transacted at any meeting unless a quorum is present
24. If a quorum is not present within half an hour from the time appointed for the meeting, or if during a meeting a quorum ceases to be present, the meeting shall stand adjourned to the same day in the next week at the same time and place or to such time and place as the Trustees may determine.
126. Any Trustee shall be able to participate in meetings of the Trustees by telephone or video conference provided that:
a. he has given notice of his intention to do so detailing the telephone number on which he can be reached and/or appropriate details of the video conference suite from which he shall be taking part at the time of the meeting at least 48 hours before the meeting; and
b. the Trustees have access to the appropriate equipment if after all reasonable efforts it does not prove possible for the person to participate by telephone or video conference the meeting may still proceed with its business provided it is otherwise quorate.
All governors and trustees will need to give some consideration as to how and when they will ensure that the Chair signs the minutes are, as soon as is reasonably practicable
124. Subject to Article 125, the Trustees shall ensure that a copy of:
a. the agenda for every meeting of the Trustees
b. the draft minutes of every such meeting, if they have been approved by the person acting as Chairman of that meeting;
c. the signed minutes of every such meeting; and
d. any report, document or other paper considered at any such meeting,
Use of email
It is not appropriate to hold meetings by email. There are many reasons for this including:
It is sensible to inform people of the meeting by email. This gives an auditable trail. If your board use other methods such as text or WhatsApp to inform governors of dates of meetings then this really should be followed up with email confirmation by your clerk.
These should only be sent to those attending the meeting. Make sure that meetings are password protected and are not public and that invited participants confirm if they are attending. The Chair should take special effort to welcome everyone to the meeting and confirm that they are in a safe space e.g. not being overheard and that there is no personal information on view in the background. Backgrounds can be ‘blurred’ on some apps.
Start the meeting 10-15 minutes early so people can have a catch up, check that their technology is working etc.
Virtual meetings depend on technology and not everyone has the same technology. Try and think about what you will do in the following circumstances
At the meeting -- some simple protocols
1. A Short and Focused Agenda
Make sure you only have the business that needs to be done within a given timescale on the agenda – consider whether more shorter meetings are more effective than one long 3 or 4 hr meeting.
Agendas still need to be sent out 7 days in advance. Remember what it says in Article 126 highlighted above and in the maintained school governance regulations.
Think carefully about whether a timed agenda would be helpful in prioritising the business of the meeting; and who is going to lead on which agenda item.
Give some thought as to how you manage your action log to avoid accusations – you cannot always see how people are reacting!
2. Don’t All Talk At Once
Agree some protocols about how and when people can speak – turn taking when people can not see each other is really important. The clerk cannot necessarily capture everything is everyone is talking at once. This takes strong chairing.
Also think about how you will take any votes and agree the protocol beforehand.
If there is a chat function on the application you are using – use with caution - it is a useful way to emphasis a point. If you do use the chat function on Teams for example make sure that you are clear as to which point you are commenting. This will help the other participants at the time and the clerk afterwards.
Be present – the Chair needs to ensure that there is active listening and if people are not on camera that they are not multitasking beyond taking their own notes.
3. Agree How You Are Going To Make Decisions
Think about what decisions you need to make. Consider if these decisions are approval or ratification, consultation or for consideration or for information. You will need to think about how you capture these differing decisions and what needs discussion. Give people time within the meeting to confirm that they have read the background papers and minute this accordingly.
4. Be Careful About Quorum
If you are having a meeting and everyone is on mute unless they are speaking and they are not on camera the Chair and the clerk cannot tell if everyone is still present. From time to time at random points ask an attendee if they are still there by asking if they have anything to add – this is not accusing them of not paying attention but we are more susceptible to distraction if we are at home on our own pcs or laptops! If people do need to leave the meeting or you are anticipating a long meeting build in a comfort break.
5. Think About The Clerk
It is important that during the meeting you are all cognisant of the clerk – make sure that they have captured key decisions and actions, ask people to repeat anything if necessary, allow the clerk time to catch up.
6. Recording The Meeting - clerks
Ensure that you all approve being recorded at the beginning of the meeting. Some boards are used to being recorded and some clerks routinely record meetings. Make sure that;
7. Confidentiality Still Matters
Not all the meeting should be open to all participants just as a face to face meeting is not. Give some thought in advance to;
8. There Are People Behind The Camera
Think about how you are going run your elections. How are you going to manage the voting on decisions and elections? Remember that there are people behind the screen or keyboard who you cannot see. Try to consider their feelings. Are they someone who doesn’t always ask questions – how can you help them? How do you tell some one they have not been elected when you cannot see them and there are 9 other people listening? How do you challenge someone about their reports if you cannot see them and you do not want to sound aggressive. Think about how you can temper your own behaviour.
9. Speak and Think Clearly
If you are chairing a virtual meeting try to keep the vocal energy of the meeting at the right level. Do not let most dominant voice round the governance table dominate the conversation. Prepare well and think about what you expect from each agenda item, how will be most likely to ask a question and who will be leading on giving the answers. Allow time for everyone to contribute if they so wish. Try and avoid repetition.
Remember if you want to reach consensus a ‘uhuh’ is not the same as ‘yes’; and ‘mmm’ can mean many things!
Establish your own meeting practices – how do people let the Chair know they want to speak for example?
10. Holding to Account
Give some thought as to how you are going to fulfil this important function of governance in a virtual meeting – remember that you do not want participant to feel as tough they have been told off if they express an opinion in a way that they might not in a face to face meeting.
Try and summarise as you go along – both the Chair and the clerk can play a key role in this as way of helping everyone clearly understand what has been decided.
After the Meeting
Check In. Stay In. Follow Up
Fee Stagg is an National Leader of Governance, facilitator, mentor and clerk.
Useful Reads and References
The National Governance Association has issued some free guidance
Moving forward as we work out how we will governor in a different way you may find this interesting
Top Tips on Virtual Meetings
 para 4. The definition and forms of a meeting
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