Board Tuesday 20 August 2013 at 5.00pm Meeting to be held at YHN House, Benton Park Road, Newcastle upon Tyne. Contact: Joanne Noble-Nesbitt (telephone: 0191 278 8624 email: joanne.noble-nesbitt@yhn.org.uk)

SUPPLEMENTAL AGENDA

Items for approval Page No

Company Secretary

9 Appointment of Vice Chair

Exclusion of press and public

To exclude the press and public during discussion of agenda item 10 because of the likely disclosure of confidential information. The definitions of what is considered confidential are contained within Section 16 of the Company’s Standing Orders.

Items for approval

10 Acquisition and Leasing of Fairfield House, Grainger Road

Board 20 August 2013

Appointment of Vice Chair

Report by Company Secretary

For Decision

1. Introduction

1.1 Board Members will be aware that it is practice to seek nominations for the position of Vice Chair on an annual basis. At the last Board meeting on 9 July 2013, members were invited to self-nominate for the position of Vice Chair by submitting a written nomination by 9 August 2013.

2. Current position

2.1 At the last Board meeting, the Board received an update on the appointment of a new Chair. Members are reminded that the current Chair has agreed to remain in office until 31 December 2013.

2.2 Following the last Board meeting, a report was sent to the Chief Executive of Newcastle City Council (‘NCC’) outlining three options and related timelines concerning the appointment of a new Chair for YHN. The three options presented in the report were:

Option One: Appointment of one of two preferred candidate from interviews held on 5 June 2013;

Option Two: Commence a new recruitment exercise to find a new Chair with support from an external recruitment agency; and

Option Three: Interim promotion from the Board (i.e. promote the Vice Chair to Chair for an interim period).

2.3 Given NCC’s on-going review of YHN and uncertainty of the timelines for the appointment of a new Chair, it is proposed that it would be sensible to appoint two Vice Chairs at the AGM in September 2013.

2.4 Following discussions with NCC’s Chief Executive it has been agreed that the Chief Executive and Company Secretary of YHN should meet with a local executive search specialist to explore in further detail option two. A meeting

will be held on 19 August 2013 and a verbal update of discussions will be given at the Board meeting. The appointment of two Vice Chairs provides YHN with greater flexibility and would enable a Vice Chair to ‘step up’ into the role of Chair until the appointment of a new Chair was concluded. The second Vice Chair would then be in a position to support the interim Chair until a new Chair was appointed. Promoting from within would ensure that YHN was not left without a Chair when the current Chair retires at the end of the year.

2.5 Should the appointment of a new Chair continue to be delayed the appointment of two Vice Chairs in September 2013 helps to ensure that YHN and NCC have time to find a suitable replacement Chair. This potentially also offers a sensible interim solution in light of NCC’s on-going review of YHN.

2.6 Should a new recruitment exercise be undertaken current Board members would be eligible to apply for the position. Discussions will continue with NCC to satisfactorily resolve this matter.

3. Process

3.1 The responsibilities of the Vice Chair would be the same as outlined in the report presented to Board on 9 July 2013. The appointment of a second Vice Chair would have a cost implication of an additional £1,000 p.a.

3.2 In order to allow members the opportunity to self-nominate for the position of the second Vice Chair, the date for nominations has been extended to Tuesday 3 September 2013. When self-nominating members can also express whether or not they would be willing to step up into the role of Chair (if necessary) or whether they would prefer to apply for just the more ‘traditional’ Vice Chair role.

3.3 In the event that there are more than two nominations for the positions then a ballot will be held.

4. The Business Implications

4.1 Mission and Strategic Objectives: The work of the Board contributes to all of our strategic objectives.

4.2 Financial Implications: There will be an additional cost of £1k per annum for the second Vice Chair.

4.4 Resources (financial, property, technological or human): There is a budget allocation to meet Board member payments and the requirements for equipment, training and induction.

4.5 Impact on services/performance: If the decision is taken to promote from within this would ensure that YHN continued to have a Chair. An induction would be offered to any new appointment or promoted board member.

4.6 Outcomes for tenants/leaseholders: Board Members, the Chair and Vice Chair contribute to decision making to make sure that tenants and leaseholders receive the services they need.

4.7 Risk (reputation, relationship): The decision to delay the appointment of a new Chair shows that YHN has considered the implications of making the wrong decision instead preferring to await the decision of the NCC’s review before making an appointment.

4.8 Environmental: None.

4.9 Legal: The recruitment and appointment of Board Members, the Chair and Vice Chair are all conducted in accordance with the Articles of Association.

4.10 Equality and Diversity and Community Cohesion: All Board members have the opportunity to self-nominate for the position of Vice Chair.

4.11 Stakeholder Involvement/consultation: None. The requirements for appointing Board Members, the Chair and a Vice Chair are set out in the Articles of Association.

5. Conclusion and recommendations

5.1 The Board is asked to:

5.1.1 agree to the appointment of two Vice Chairs with effect from 24 September 2013;

5.1.2 note that nominations for the positions should be submitted in writing to the Company Secretary by Tuesday 3 September 2013; and

5.1.3 note the update on the Chair’s appointment as set out in clause 6 of the report.

6. Implementation

6.1 The appointment of Vice Chairs will take place at the Board meeting on 24 September 2013.

Background Papers

Articles of Association

Board report titled ‘Appointment of Vice Chair and Board Member and Chair appointments’ dated 9 July 2013

Contact Officer: If you have any questions about this report that you would like clarifying before the meeting, you can contact Joanne Noble-Nesbitt by telephone on 0191 278 8624 or email joanne.noble-nesbitt@yhn.org.uk