Checklist: Trustee-only meetings

Governance expert Ruth Lesirge advises on whether some board meetings should take place without the chief executive present

Ruth Lesirge says trustees must manage meetings in a way that maintains trust and confidence
Ruth Lesirge says trustees must manage meetings in a way that maintains trust and confidence

Some trustees and chief executives are adamant that board meetings without the chief executive should never take place because they are not needed.

But there are other trustees who say that such meetings give them space to carry out tasks such as filling gaps in their understanding or knowledge, which they prefer to do in the company of their peers.

There is also the view that trustee-only meetings might be needed when decisions are being made about the chief executive's remuneration. But this argument is countered by suggesting that boards should delegate this task to a sub-committee, with the final decision being signed off in confidence by the full board.

Board meetings without the chief executive in attendance can be disconcerting for all concerned, even if a rational explanation is offered. A lack of advance notice, as well as the absence of a written record of the meeting, can exacerbate this feeling.

Whether your trustees choose to meet alone or not, be honest about your reasons and manage it in a way that maintains trust and confidence. Failure to do this will negatively affect your beneficiaries and your cause.

Governance Advice

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