NTS Report 4 Aug 2010 - National Trust for Scotland

8
Introduction
1930s Governance unfit for 21st century
The
Fulcrum
of
Change
The National Trust
for Scotland is
over-governed
Slimmer
governance will end
gridlock and set
strategic direction
for the charity
Virtually every submission to the Review argues that the governance structures of the
National Trust for Scotland have to be simplified and streamlined.
A former longstanding member of the Board writes: “The culture of constant
consultation is killing us”.
There is general recognition that systems set up in the 1930s, largely lifted from NTS’s
big sister south of the border, are not necessarily appropriate for a Scottish charity in the
21st century.
Eighty years ago, the Trust took the lead in bringing conservation bodies together by
giving them a voice in charting the organisation’s future. And because business
proceeded at a leisurely pace, largely by letter, it gathered large numbers of people in a
big meeting every so often to provide a steer on future direction.
In today’s internet age, decision-making has become much faster. Vast amounts of
information are circulated electronically instead of being delivered by post.
Structures inherited from another age mean that NTS has around 200 non-executives –
87 Trustees and a further 100 advisers on various committees and panels – engaged in
its business. The Review has been unable to find any other charity with such inflated
forms of governance.
The net result is that paid staff spend far too much time – and close to £500,000 in
expenditure – serving internal structures rather than doing the job for which they are
paid.
The clear view of the Steering Group is that NTS is over-governed.
There are differences among members, however, on how reform should be carried out.
The Board says that NTS is ‘gridlocked’ by its governance and that, in consequence, it
simply cannot get on with decision-making. Submissions from some Council members
argue, however, that they have a statutory duty to act as ‘guarantor’ of the organisation’s
‘integrity’ and point out that, in terms of legislation, they are the final authority on the
delivery of the Trust’s core purpose.
So there are uncertainties of where power of ultimate decision actually lies.
Lord Mackay of Clashfern attempted to create a clear division between an executive
role for the Board and a policy role for the Council in his review of 2003.
That is not quite how it has worked out. The sale of Wemyss House, without adequate
consultation, enraged a number of Council members. They wanted a say in the matter,
and so did many members.
As for the Council concentrating on policy development, the Review has seen little
evidence of this. The body is too large and diverse to concentrate on detail. Senior
management staff have a wide range of operational duties and are hard pressed to
provide a steady flow of papers to inform debate.
Given the policy void, some Council members have re-focused on control of a charity
which they feel is losing its way.
As one member, quoting Enoch Powell, puts it: “what is devolved, is retained”. In other
words, Board decisions should be subject to review and recall by what she terms ‘The
Upper House’.
That House – the Council – is itself a broad confederation of interests. The majority of
Council members clearly act only for the general good of the Trust but some
interventions are made from a sectional or personal standpoint.
Interviews with Council members indicate a general view that they are there to “guard
the guardians” – to keep an eye on the Board. Inevitably this leads to difficulties.
The Review team has been given examples of staff challenging decisions taken by their
Leadership Team, and providing information which allows issues to be raised again,
after they have been decided, through the Council or Committees.
This, in turn, has led to what one former Board member calls “a culture of secrecy” –
“nods and winks, nothing written down, and conversations in corners”.