SFHA Covid-19 briefing series: practical governance advice

SFHA has produced a series of 10 briefings to help social landlords through the coronavirus emergency. This blog focuses on our practical governance advice briefing.  

This time last year, none of us could have predicted what this year was going to bring.  These have been unprecedented, challenging times – with the sector showing resilience, dedication and professionalism in its response to the coronavirus pandemic. Strong governance has made this possible as we now steadily move towards the next phase of recovery.    

SFHA has in place a suite of governance guidance for its members, but clearly the current crisis has meant that adjustments are necessary to ensure organisations can be effective during this time. 

The most recent update to our Practical Governance Advice briefing, published on 15 June, includes frequently asked questions relating to AGMs.  

Annual General Meetings

The practicalities of AGMs this year have, understandably, been one of the most common concerns highlighted to me by our members. The Corporate Insolvency and Governance Bill is working its way through the UK Parliament – with the bill reaching committee stage in the House of Lords on 17 June. It is expected that this will become law before the end of June. Most significantly, the legislation will:

• allow for virtual AGMs to take place up until 30 September 2020, even if not provided for in the constitution, offering a means for members to vote but not participate further in the meeting
• change the period by which an AGM must take place for all RSLs, regardless of when their financial year ended. All are required to take place by 30 September, which offers a means for those who were due to hold in June/July to delay the AGM without breaching their constitution the provisions in the legislation will override anything that is stated in the constitution of an RSL.
• there are also provisions giving the Secretary of State powers to pass further regulations to extend the period by which an AGM must take place beyond 30 September, although it is likely that this is a 'just in case' provision, should there be a further spike in the virus.

SFHA is developing further guidance around how virtual AGMs might work in practice this year as well as developing an optional amendment to the Model Rules for those organisations that wish to make a permanent change to allow for virtual attendance at general meetings. These will be made available once the legislation is finalised (by the end of June).

Self Assurance Toolkit

In late 2019, we carried out a survey regarding housing associations' experiences of using the Self-Assurance Guidance which was issued in July 2019. This followed the submission of the first Annual Assurance Statements in October 2019. We were pleased to see that overall members have found the guidance to be useful as part of their internal process. However, we recognise it will be important to issue further guidance to take account of the coronavirus pandemic this year.  

The Scottish Housing Regulator is currently considering how the Assurance Statement requirement will look this year, and SFHA will provide a further update on this once more information is available.

Existing SFHA Governance Guidance

SFHA will be providing members with some supplemental guidance, in the coming weeks, which looks at our current suite of guidance and elements that should be considered during the pandemic. This is separate to a more in-depth general review of all existing SFHA governance guidance, which had to be pushed back in the wake of the ongoing crisis. 

We hope to resume the review process later this summer. It will be conducted over the course of the next year, and we have commissioned Linda Ewart – who drafted much of the original material – to be an integral part of this process. The review will be divided into three blocks as outlined below:

Block one:

• Senior staff succession planning (including guidance on CEO appraisal)
• Governing body member succession planning and recruitment
• Role descriptions/scheme of delegation
• GB Annual Review Guidance
• Governing Body Members’ Guide

Block two

• Model Entitlements, Payments and Benefits Policy
• Code of Conduct for Staff
• Code of Conduct for GBMs
• Schedule of registers

Block three

• Internal Audit Guidance
• Further review of Self Assurance guidance following second submission of Annual Assurance Statements

These blocks will run consecutively over the course of 2020/21 – with block one set to begin later this summer.  It is anticipated that each block will take a minimum of three months to complete, with block two expected to take longer (up to six months).

SFHA is seeking volunteers to be part of small working groups reviewing each block – in order to provide a view on how the documents have worked in practice, comment on revised drafts, and offer good practice examples. If there is any block (or, indeed, individual document) that you would be particularly interested in being part of reviewing, please contact Alan Stokes astokes@sfha.co.uk