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What does the Council of Governors do?

The Council of Governors of the Foundation Trust form an important link between the organisation and its members. There are 25 Governor seats on our Council of Governors – all there to represent the views of members, members of the public and in the case of Nominated Governors their partner organisations.

The Council of Governors has a duty to hold the Non Executive Directors individually and collectively to account for the performance of the Board of Directors. The Council of Governors is not responsible for the day to day management of the Trust. The day to day management of the Trust is undertaken by the Board of Directors.

The role includes:

  • Hold the Non Executive Directors individually and collectively to account for the performance of the Board of Directors

  • Comment on the Trust’s services and shape plans for future developments 

  • Represent the interests of the members of the Trust as a whole and the interests of the public 

  • Approve significant transactions 

  • Approve an application by the Trust to enter into a merger, acquisition, separation or dissolution

  • Decide whether the Trust’s non NHS work would significantly interfere with its principal purpose, which is to provide goods and services for the health service in England, or performing its other functions

  • Appoint or remove (if appropriate) the Trust Chairman or the other Non Executive Directors (if appropriate) at a General Meeting

  • Agree the remuneration and allowances of the Non Executive Directors

  • Approve the appointment (by the Non Executive Directors) of the Chief Executive

  • Appoint or remove the Trust’s Auditor at a general meeting

  • Act as ‘ambassadors’ helping to raise awareness of service developments and improvements, as well as assisting in health promotion, fundraising and member recruitment and engagement

  • Receive at a public meeting the Annual Report, Annual Accounts and Auditor’s Report

  • Approve amendments to the Trust’s constitution

  • Some Governors also support delivery of the membership strategy through membership of our Membership and Communications Sub Committee, engage with our quality priorities through the Quality Sub Committee as well as ad hoc task and finish groups as the need arises.

Statutory duties of Governors are laid down in our Constitution and in the Health and Social Care Act 2012.

Monitor, the independent regulator, has published some useful information, including the ‘Your Statutory Duties: a Reference Guide for NHS Foundation Trust Governors’.  Further information can be found on NHS Improvement's website.

Are you interested in becoming a Governor?

Details of forthcoming public and staff Governor elections are published in advance on our website and in Members Matters newsletter.  If you would like any more information about the role or an information pack in advance of a Governor election please contact the Membership Office on 0151 600 1410 or by emailing