Annual Report and Accounts 2012/13 - Royal Devon & Exeter Hospital

68 4. Our Governance
Royal Devon and Exeter NHS Foundation Trust
Annual Report and Accounts 2012/13
Our Governance
The role of the Board
of Directors
The RD&E is a NHS Foundation
Trust that is constituted as a public
benefit corporation. Its governance
structure is founded on a constitution
that is approved by the regulator,
Monitor. The constitution sets out
how the organisation will operate
from a governance perspective and
what arrangements it has in place,
including its committee structures
and procedures, to enable the Trust
to be governed effectively and within
the legislative framework. The Trust’s
constitution incorporates the legal and
statutory requirements necessary to
govern the Trust. In addition, Monitor
has developed a Code of Governance
which all Foundation Trusts must
comply with (or explain if they
choose not to comply). This details
the necessary governance structures
and processes that Foundation Trusts
should have in place.
Essentially, there are three basic
components of the Trust’s governance
structure:
• The Membership
• The Council of Governors
• The Board of Directors.
Members of the RD&E consist of
members of the general public who
choose to apply for membership,
and Trust staff (unless they opt out).
Members are located in a defined
number of constituencies that are
set out in the Trust’s constitution.
Members elect Governors and can also
stand for election themselves.
The Council of Governors consists
of elected public Governors, staff
Governors and appointed individuals
from key stakeholder organisations (as
defined in the constitution). Governors
help bind the Trust to its patients,
service users, staff and stakeholders.
Governors are unpaid and volunteer
part-time on behalf of the Trust. They
are not Directors and therefore do not
act in a directorial capacity as their role
is very different. The Trust Chairman is
chair of both the Council of Governors
and the Board of Directors.
Governors are the direct representatives
of local communities. They collectively
challenge the Board of Directors and
hold them to account for the Trust’s
performance, as well as representing
the interests of Foundation Trust
Members and the public and providing
them with information on the Trust’s
performance and forward plan.
Governors have a range of statutory
powers as well a significant influence
over the Trust.
The Board of Directors of the RD&E is
ultimately and collectively responsible
for all aspects of the performance of
the Trust. The Board of Directors’ role
is to:
• Provide effective and proactive
leadership of the Trust within a
framework of processes
• Develop procedures and controls
which enable risk to be assessed
and managed
• Take responsibility for making sure
the Trust complies with its terms
of authorisation, its constitution,
mandatory guidance issued
by Monitor, relevant statutory
requirements and contractual
obligations
• Set the Trust’s strategic aims
at least annually, taking into
consideration the views of the
Council of Governors
• Be responsible for ensuring the
quality and safety of healthcare
services, education, training and
research delivered by the Trust
• Ensure that the Trust exercises its
functions effectively, efficiently and
economically
• Set the Trust’s vision, values and
standards of conduct and ensure
the Trust meets its obligations to
its members, patients and other
stakeholders and communicates
them to these people clearly
• Take decisions objectively in the
interests of the Trust
• Take joint responsibility for every
decision of the Board, regardless of
their individual skills or status
• Share accountability as a unitary
Board
• Constructively challenge the
decisions of the Board and help
develop proposals on priorities, risk
mitigation, values, standards and
strategy.