Chair the Board and Nomination Committee in an Effective Manner, Ensuring That Meetings

ROLE PROFILE (Senior Management Function)

DETAILS

Role Title

/ Chair of the Board /

Grade

/ Not Applicable

Department

/ Board of Directors /

Band

/ Not Applicable

Responsible to:

PURPOSE

Provide leadership to the Board and the Society to ensure that (a) the Society’s strategy is developed and implemented effectively (b) the Society is managed effectively within risk appetite and with appropriate controls, and that management performance is reviewed and challenged appropriately; (c) the Society's culture and values reflects the highest standards of integrity, regulatory expectations and the Society’s mission to deliver the best possible outcomes to its members; and (d) that the Board operates effectively in all respects.

SCOPE

Chair and participate in all decisions at meetings of the Board and the Nomination Committee and to participate in the meetings of such other Committees as the Board determines.
The role will be a SMF9 & SMF13

RESPONSIBILITIES

As per Statement of Responsibilities (attached)
MAIN ACCOUNTABILITIES

Chair the Board and Nomination Committee in an effective manner, ensuring that meetings deliver the highest possible outcomes for the management of the Society.
Be able to attend 8scheduled Board Meetings each year, any other meetings of the Board that may be called from time to time,and other Board Committee Meetings at the Society’s Head Office in Wimborne as well as the Society's Annual General Meeting
To ensure that the Board specifically, and, more generally, the Society’s governance framework, operates effectively and within regulatory expectations
Provide an independent perspective on the overall running of the business, in constructively challenging, helping to develop and monitoring the Society’s strategy
Scrutinize the approach of the Executive Management on the Society’s performance and its standard of conduct
Work closely with the CEO in overseeing, supporting, and where appropriate, challenging the CEO in the discharge of his/her responsibilities.
Carry out other responsibilities as assigned by the Society including participation in Committees established by the Board from time to time
Be able to judge what is necessary in particular circumstances to comply with the fiduciary duties and duties of care, skill and diligence required of directors including following Corporate Governance best practice
Scrutinize the performance of management in meeting agreed goals and objectives and monitor the reporting of performance
Assess whether financial controls and systems of risk management are robust and defensible
Take the lead in ensuring that Board composition is optimized and that an effective succession plan is in place and implemented for the Board, including in respect of the NEDs.
Lead the process of Board effectiveness evaluation, undertake the regular evaluation of the performance of the CEO and individual NEDs, and, where necessary, take appropriate action as a result of such evaluations.
Perform the responsibilities set out in the attached Statement of Responsibilities.

CORE COMPETENCIES

Ability to provide Board leadership and ensure that the Board operates effectively
Ability to effectively chair meetings
Ability to provide strategic leadership and have independent judgment with an enquiring mind
To be sufficiently free from other commitments to perform the role
Ability to inspire confidence and have credibility with other board members, staff, regulators and other stakeholders
Highest ethical standards of integrity and probity
Well informed about the Society's business and the external environment in which it operates
Questioning intelligently, debating constructively, challenging rigorously and deciding dispassionately
Listening sensitively to the views of others, inside and outside the Board
Commanding the trust and respect of other Board Members and executive management
Meet and maintain the standards required under the PRA & FCA's rules of Fitness and Propriety
Demonstrate a good understanding of financial issues

ESSENTIAL KNOWLEDGE/SKILL EXPERIENCE

Previous experience as an Executive Director within financial services
Previous experience as a Non-Executive Director in a paid role, preferably within financial services
Preferably, previous experience working at a senior level in mortgage lending/deposit-taking in a bank or building society

INDIVIDUAL CONDUCT RULES

Rule 1: You must act with integrity.
Rule 2: You must act with due skill, care and diligence
Rule 3: You must be open and cooperative with the FCA, the PRA and other regulators.
Rule 4: You must pay due regard to the interests of customers and treat them fairly.
Rule 5: You must observe proper standards of market conduct.
SENIOR MANAGEMENT FUNCTION CONDUCT RULES
SC1: You must take reasonable steps to ensure that the business of the firmfor which you are responsible is controlled effectively
SC2: You must take reasonable steps to ensure that the business of the firmfor which you are responsible complies with the relevant requirements and standards of the regulatorysystem.
SC3: You must take reasonable steps to ensure that any delegation of your responsibilities is to an appropriate person and that you oversee the discharge of the delegated responsibility effectively.
SC4: You must disclose appropriately any information of which the FCA or PRAwould reasonably expect notice.

Version 1: 13/1/17