Council members should be aware that they are trustees of the institute, which is a registered charity. Council members have a number of legal responsibilities in their role and must:
- Act in the charity’s best interests;
- Manage the institute’s resources responsibly;
- Act with reasonable care and skill;
- Ensure the charity is carrying out its purposes for the public benefit;
- Ensure the institute complies with the Charter and Bye-Laws, with charity lawy and other regulations that apply to the institute, in particular ensuring the institute prepares and submits annual reports and financial statements as required by law; and
- Ensure that risk are identified and managed effectively.
Chatham House is governed by a Charter and Bye Laws which lay down the objects of the institute and the powers of council. The Charter and Bye Laws also lay down the responsibilities of council members, which include:
- agreeing, in conjunction with the director, the institute’s strategic plan;
- agreeing the annual business plan and budget;
- monitoring performance against the plan and budget;
- receiving the auditors’ report and holding the executive to account for acting on agreed recommendations; and
- agreeing the annual report and accounts.
Council members can contribute to achieving the institute’s objectives by:
- contributing management experience and other skills to improve the effectiveness of Council including by serving on committees of Council or specific advisory groups;
- develop an effective relationship with the director and her team, providing both support and feedback;
- using their own networks where relevant to raise the profile of the institute’s work with its key constituencies in government, the media, the private sector and civil society;
- working with the director on improving impact and broadening the institute’s appeal to diverse audiences;
- contributing to the institute’s members’ events and conferences;
- taking an active interest in the views and concerns of the institute’s staff, for example in respect of EDI;
- supporting the institute’s fundraising priorities by introducing or recruiting new corporate and individual members and connecting the institute to potential funders of its research and sponsors of its conferences;
- dvising the Director on the institute’s research agenda and helping deepen the institute’s academic links; and
- contributing personally as a sponsor of activities or via the Annual Fund.
Council members must act with integrity and have a legal duty to avoid a situation where they have, or could have, a direct or indirect interest that conflicts with the interest of the charity and must make a declaration of interest on appointment and update annually, or as changes to the declaration occur.
Council members should not disclose information or documents of a confidential nature which they have obtained through their position as a Council member without first speaking to the Chair.
Individual Council members must:
- Exercise reasonable care and skill in carrying out their role, using their personal knowledge and experience to ensure the charity is well run; and
- Fulfil their responsibilities by giving appropriate time and energy to the role and attending meeting regularly to contribute to decision making.
Council members are elected for three years and may stand for re-election at the end of their first term.
Council members are expected to attend council meetings, of which there are up to five each year, usually held from 4pm to 6.30pm on a mid-week evening, as well as the annual strategy away day in May and the annual general meeting. Additionally, Council members will usually serve on one or more committees of Council, each of which usually holds three to four meetings each year. It is also important that Council members regularly take part in Chatham House events and activities.
Council members are required to sign a confirmation that they have read the institute’s policy on related party transactions and will comply with the requirements to avoid any conflicts of interest.