County Durham and Darlington NHS Foundation Trust

Chair Candidate Recruitment Pack Job reference number: 439 – CHAIR14 County Durham and Darlington NHS Foundation Trust

Closing date for Friday 24th October 2014 (12 noon) Formal Interviews Friday 5th December 2014

Darlington Memorial Hospital Hollyhurst Road Darlington County Durham DL3 6HX Tel: 01325 380100 Dear Candidate

Thank you for showing an interest in the post of Chair and for taking the time to read this information pack. I hope this demanding, but very rewarding position catches your imagination and that you are encouraged to apply.

The Trust is looking to attract high calibre individuals who can bring their weight of experience, professional expertise and credibility to the Board.

In making this appointment, regard will be paid to the overall balance of the skills and experience of the non-executives as a group.

The Trust emphasises that, to make an effective contribution in this role, the successful candidate will need to be able to demonstrate substantial senior or board level experience within a large and complex organisation. They must also have a breadth of experience in a comparable organisation. They will need to have the credibility to constructively challenge and work collaboratively throughout the Trust to help develop and deliver our strategic plans. In order to achieve this they will need to have significant experience in Business Development, with a public sector focus desirable (see job description and person specification for further details). A commitment to the local community and the NHS is essential.

The selection and appointment process will be carried out by the Trust’s Council of Governors.

If you feel you are able to meet this challenge we look forward to receiving your application.

Yours faithfully

Dr Tony Waites (Outgoing Chair) Chairman

Chair Reference 439-CHAIR14 Chair

Help to influence, shape and drive the future of healthcare within your community

£55,000.00 p.a. for a minimum of 2.5 days per week (variable and significant time commitment)

County Durham and Darlington Foundation Trust serves 600,000 people living in County Durham and the surrounding areas. The Trust provides a comprehensive range of acute and community based services across 2 acute hospitals, community hospitals and 80 community bases. Already a high performing Trust, we are ambitious for the future development of our integrated services and are looking to strengthen our non-executive team with an exceptional candidate.

If you have substantial senior management and board level experience, gained within a large and complex organisation, we can offer an exceptional opportunity to use your talents to make a positive difference to the lives of people in your community. You will need to have the credibility to constructively challenge and work collaboratively throughout the Trust to help develop and deliver our strategic plans. In order to achieve this you will need to have significant experience in Business Development, a public sector focus is desirable.

We are currently under represented by females and people from ethic minority backgrounds and would welcome applications from these groups.

Closing date for applications: Friday 24th October 2014 12 noon

There will be the opportunity for shortlisted candidates to meet the outgoing Chair and the Chief Executive prior to the Formal interviews

Formal Interview: Friday 5th December 2014

For further information and details of how to apply contact Mike Dixon, Director, NRG Executive on 0191 2604435 or by email [email protected]

Trust website - http://www.cddft.nhs.uk/about-the-trust/recruitment-opportunity-trust-chair.aspx

Application Process

You are required to complete the enclosed Curriculum Vitae template, supporting information and equalities monitoring document.

For further information and details of how to apply contact Mike Dixon, Director, NRG Executive on 0191 2604435 or by email [email protected]. Completed applications need to be returned by 12 noon on 24th October 2014, marked confidential:

Mike Dixon Director NRG Executive 56 Grey Street Newcastle upon Tyne NE1 6AH

Or by email: [email protected]

Short-listed candidates will be notified and will have the opportunity to informally meet the outgoing Chair and Chief Executive prior to the formal interviews.

We intend to take up references prior to interview and would advise you to ensure you have notified your referees accordingly.

The interview process will be in two stages; Stage 1 will be an informal discussion with members of the Board and Council of Governors followed by the formal interview and the interview panel will be chaired by the current Chairman and consist of 3 Governors and an Independent Advisor.

Final ratification of the interview panel decision will be made by the Council of Governors at their meeting on 10th December 2014, after which a formal offer can be made to the successful candidate.

Unsuccessful candidates will be notified of the outcome of the interview process after the Council of Governors Meeting on 10 December 2014.

It is anticipated that the successful candidate will attend Corporate Induction prior to formally commencing with the Trust on 1st March 2015, with additional introductory working and handover with our outgoing Chair during February (with mutual agreement). 6

Eligibility

A person may be appointed as a Chair only if they are a member of the Public Constituency (see below), or where any of the Trust’s hospitals includes a medical or dental school provided by a university, they exercise functions for the purposes of that university, and they are not disqualified by virtue of paragraph 26 of the Trust’s constitution outlined below in the criteria for disqualification.

The Public Constituency is divided into the following constituency areas, based upon current and former local authority areas:

Chester-le-Street, Darlington, Derwentside, Durham City, Easington, Gateshead, South Tyneside, Sunderland and beyond, Sedgefield, Hambleton, Richmondshire, Tees Valley and beyond, Wear Valley and Teesdale.

For further information on how to become a member please visit the following link to the Trust’s website: http://www.cddft.nhs.uk/About+Us/FoundationTrustStatus/Home.htm

Criteria for Disqualification

The following are the circumstances in which an individual may not become or continue as a member of the Board of Directors as outlined in paragraph 26 of the Trust’s Constitution:

 a person who has been adjudged bankrupt or whose estate has been sequestrated and (in either case) has not been discharged;  a person who has made a composition or arrangement with, or granted a trust deed for, his creditors and has not been discharged in respect of it;  a person who is disqualified under the Company Directors Disqualification Act 1986;  a person who within the preceding five years has been convicted in the British Isles of any offence if a sentence of imprisonment (whether suspended or not) for a period of not less than three months (without the option of a fine) was imposed on them;  a person who within the preceding two years has been dismissed other than for redundancy from paid employment with a health service body;  a person who is a medical practitioner and who has been removed from the register of medical practitioners held by the General Medical Council in accordance with the Medical

Act 1983, or has been suspended from that register, and not subsequently had their name returned to that register;  A person whose tenure of office as a Chairman or Member or Director of a health service body has been terminated on the grounds that their appointment is not in the interests of public service.

Job Description – Trust Chair

General

The Chair is responsible and accountable for:

 Promoting the highest standards of integrity, probity and corporate governance throughout the Trust and particularly at the level of the Board of Directors;

 Demonstrating visible and ethical personal leadership by modelling the highest standards of personal behaviour and ensuring that the Board of Directors follows this example;

 Leading the Board in establishing effective decision-making processes and acting as the guardian of due process;

 Ensuring that constructive relationships based on candour, trust and mutual respect exists between Executive and Non-Executive Directors, elected and appointed members of the Council of Governors and between the Board of Directors and the Council of Governors;

 Developing productive working relationships with all Executive Directors, the Chief Executive in particular, providing support, guidance and advice;

 Promoting an understanding of the role of the Unitary Board, the scheme of delegations, the role of the Non-Executive Directors and the role of Executive Directors;

 General leadership of the Board of Directors and the Council of Governors, ensuring that the Board of Directors and Council of Governors work together effectively.

Board Logistics

The Chair is responsible for:

 Managing meetings and ensuring compliance with the Board of Director’s approved procedures; 9

 Proposing a schedule of matters reserved to the Board of Directors, terms of reference for each Board of Directors’ committee and other Board policies and procedures;

 Regularly reviewing Board composition and considering succession planning for the Board;

 Appointing effective and suitable individuals to be members and chairs of the Board of Directors’ committees and chairing the Board Nominations and Remuneration Committees;

 Working with and supporting the Trust Secretary in their Board governance role;

 Chairing the Trust’s Investment Committee

The Chair and the Board of Directors

 Ensuring that the Board of Directors acts as a Unitary Board and as a whole plays a full part in the development and determination of the Trust’s vision, values, strategy and overall objectives, having regard to the view of the Council of Governors;

 Setting a Board agenda that is focused on strategy and risk, performance, quality and accountability;

 Ensuring that agendas take full account of the important strategic issues and key risks facing the Trust and that key issues are reserved for Board decision;

 Ensuring that the Board of Directors identifies the key risks the Trust faces in implementing its strategy; determines its approach and attitude to providing effective oversight of those risks and ensures that prudent controls are in place to assist in managing risk;

 Ensuring that the Board of Directors receives accurate, high quality, timely and clear information;

 Ensuring the Board collectively, and Directors severally, apply sufficient challenge, ensuring that no significant decisions are taken until they have been sufficiently tested and ensuring that such decisions are made in fulfilment of the responsibilities of the Unitary Board;

 Facilitating the effective contribution of all members of the Board of Directors, drawing on their individual skills, experience and knowledge and in the case of Non-Executive Directors, their independence;

 Liaising and consulting with the Senior Independent Director on Board matters;

 Leading on Director development, including through induction programmes for new Directors and conducting periodic reviews with each Director in respect of their development needs;

 Taking account of their own development needs particularly in respect of the effective operation of the Board;

 Ensuring annual evaluation of the collective and individual performance of Directors and Board committees and acting on the result of the evaluations;

 Where necessary lead in seeking the removal of Executive and Non-Executive Directors;

 Ensuring effective communication with Governors, members and other key stakeholders, ensuring that all Directors are aware of the views of those who commission or choose to use the Trust’s services;

 Arranging informal meetings of the Directors to ensure that sufficient time and consideration are given to complex, contentious or sensitive issues;

 Facilitating the appointment of a Senior Independent Director by the Board.

The Chair and the Council of Governors

 Chairing the Council of Governors;

 Facilitating the work of the Council of Governors on member engagement such that the Governors can carry out their statutory duty to represent the interests of the Trust’s members and the general public to the Trust;

 Ensuring that the Governors have the information and dialogue with Directors they need to hold the Non-executive Directors, including the Chair, individually and collectively to account for the performance of the Board. In practice, the Trust has to date invited the Council of Governors to hold the whole Board to account, including asking Executive Directors to report to the Council in line with their portfolios;

 Facilitating the work of the Council of Governors in meeting its duties in respect of appointments, remuneration, audit, quality accounts, annual reporting, planning and statutory decision making;

 Managing meetings of the Council of Governors and ensuring compliance with approved procedures;

 Setting an agenda for the Council of Governors that is focused on strategy, quality, Trust and Board performance set out in such a way that it facilitates the Council’s contribution to strategy and to holding the Non-executive Directors, including the Chair, to account for the performance of the Board;

 Facilitating the effective contribution of the Council of Governors individually and collectively;

 Ensuring that the Council of Governors receives accurate, timely, high quality and clear information that is tailored to their needs;

 Ensuring that the Council of Governors receive training and development, collectively and individually, to enable them to effectively carry out their role;

 Ensuring a good flow of information between the Board of Directors, committees, Council of Governors and members of both and between senior management and Non-Executive Directors, individual members of the Council of Governors and senior management.

Person Specification

Essential Criteria

We are looking for exceptional candidates who can use their energy and experience gained in board level leadership roles in complex organisations, to drive the delivery of sustainable services that meet the standards expected by patients. Candidates will have:

 The ability to take on a strong, visionary, leadership role supported by hands-on experience of leading organisational and cultural changes to achieve performance and quality improvement  Astute political understanding and able to use their strong people management and communication skills to build and maintain strong relationships with, in particular, a range of external stakeholders  Proven strong governance, organisational and financial skills, including strengths in strategic planning, risk management and organisational performance management  An understanding of the challenges facing NHS healthcare providers in the delivery of high quality, safe services to patients which are clinically and financially sustainable

Experience of chairing a large and complex service provider will be an advantage.

Board Level Competencies

If you are invited to interview, you will also need to demonstrate the range of competencies required to contribute effectively in this board level role, including:

 Patient and Community Focus – a strong commitment to the provision of high quality and safe care, engaging with patients, carers and the community, and to tackling health inequalities in disadvantaged group  Strategic direction – the ability to think and plan ahead, to develop a clear vision and enthuse others, balancing needs and constraints  Holding to Account – the ability to accept accountability for board performance, and probe and challenge constructively, and the ability to hold the Chief Executive and non-executives to account  Effective Influencing and Communication – a high level of ability to gain support and influence, political acumen  Team Working – be committed to working as a team member and the ability to take on a personal leadership role and build an effective team

 Self-Belief and Drive- the motivation to improve NHS performance and confidence to take on challenges  Intellectual Flexibility – the ability to think clearly and creatively, make sense of complexity and clarify it for other people

 Application Of Standards of Public Life – uphold the highest standards of conduct set out in “The Seven Principles of Public Life”

The Seven Principles of Public Life

Those with public appointments are expected to demonstrate a commitment to, and an understanding of, the value and importance of the principles of public service. The Seven Principles of Public Life are:

Selflessness Holders of public office should act solely in terms of the public interest. They should not do so in order to gain financial or other benefits for themselves, their family or their friends.

Integrity Holders of public office should not place themselves under any financial obligation to outside Individuals or organisations that might seek to influence them in the performance of their official duties.

Objectivity In carrying out public business, including making public appointments, awarding contracts, or recommending individuals for rewards and benefits, holders of public office should make choices on merit.

Accountability Holders of public office are accountable for their decisions and actions to the public and must submit themselves to whatever scrutiny is appropriate to their office.

Openness Holders of public office should be as open as possible about all the decisions and actions that they take. They should give reasons for their decisions and restrict information only when the wider public interest clearly demands it.

Honesty

Holders of public office have a duty to declare any private interests relating to their public duties and to take steps to resolve any conflicts arising in a way that protects the public interest.

Leadership Holders of public office should promote and support these principles by leadership and example

Chair Terms and Conditions

1. Basis for Appointment

Your appointment gives rise to a contract for services between you and County Durham and Darlington NHS Foundation Trust (the “Trust”). You will hold office under the terms of this contract and the Trust’s constitution (as may be varied from time to time) (the “Constitution”). In the event of any conflict between the terms of this contract and the Constitution, the Constitution shall take precedence. The Constitution complies with the Health and Social Care Act 2012.

2. Employment Law

The appointment does not create a contract of employment and is not within the jurisdiction of the Employment Tribunal. Neither is there any entitlement to compensation for loss of office.

3. Appraisal

Your appointment is subject to an annual appraisal following a process approved by the Trust’s Council of Governors (the “Council”).

4. Term of Appointment

Your appointment is for a period of [To be Determined but no more than Three] (-) years commencing on 1 March 2015, which is the date of the appointment.

5. Reappointments

5.1 Subject to clause 5.2, whilst you are eligible to be considered for reappointment at the end of your initial term of office, you have no right to be reappointed. In reaching a decision on reappointment, in addition to having regard to your performance (as discussed and reviewed at your annual appraisals and any development reviews following on from any appraisal), the Council will also consider the performance of 15

the Trust, the make-up of the Trust’s Board of Directors (the “Board”) in terms of its skills, diversity and geographical representation, as well as the dynamics and effectiveness of its team working.

5.2 A second and any subsequent reappointment must be subject to external competition. A Chair may exceptionally serve longer than nine (9) years in total subject to annual reappointment and any regulatory approval that is required.

6. Termination of appointment

6.1 Paragraph 26 of the Constitution sets out the circumstances that disqualify an individual from being a member of the Board. Should any of those circumstances become applicable to you, your appointment will terminate with immediate effect and nothing in this clause 6 should be taken as amending either paragraph 26 or any other provision of the Constitution.

6.2 If the Council is of the opinion that it is no longer in the interests of either the Trust and/or the National Health Service that you continue to hold office then, subject to the necessary approval being obtained pursuant to paragraph 21 of the Constitution (Board of Directors – appointment and removal of Chairman and other Non- Executive Directors), your appointment may be terminated.

6.3 The following is a non-exhaustive list of examples of matters which may indicate to the Council that it is no longer in the interests of the Trust and/or the National Health Service that you continue in office:-

6.3.1 if an annual appraisal concludes that your performance has been unsatisfactory and development reviews following on from that appraisal continue to reach the same conclusion, whether due to a failure to deliver against pre-agreed targets or otherwise;

6.3.2 if you no longer enjoy the confidence of the Council;

6.3.3 if you substantially lose the confidence of the public or local community;

6.3.4 if you fail to ensure that the Council monitors the performance of the Trust effectively;

6.3.5 if there is a terminal breakdown in essential relationships, for example between you and the Board as a whole;

6.3.6 if you materially fail to honour your time commitment to the Trust as specified at clause 11 of this contract;

6.3.7 if you do not attend three (3) consecutive meetings of the Board unless the Council is satisfied that:-

6.3.7.1your absence was due to a reasonable cause; and

6.3.7.2you will be able to attend Board meetings within such time as the Council considers reasonable; and/or

6.3.8 if you do not comply with the requirements of the Standing Orders of the Trust (the “Standing Orders”) with regard to pecuniary interests in matters under discussion at meetings of the Trust.

7. Your role as the Chair of the Trust

Your role and responsibilities as the Chair are set out in the Constitution. As Chair you have the same general legal responsibilities to the Trust as any other Director. The Board is collectively responsible for promoting the success of the Trust and supervising the Trust’s affairs.

8. Remuneration

You are entitled to be remunerated by the Trust for so long as you continue to hold office as Chair at the rate set by the Council. You are entitled to receive remuneration only in relation to the period for which you hold office. There is no entitlement to compensation for loss of office. The current rate fixed for your remuneration is £55,000 pa. Remuneration is reviewed annually as at 1 April at the discretion of the Council and is subject to a triennial review which is undertaken with the benefit of expert external advice.

9. Tax and National Insurance

Remuneration is taxable under Schedule E and is subject to Class I National Insurance contributions, if applicable. Any queries in relation to these arrangements should be taken up with the Inspector of Taxes or the Contributions Agency respectively.

10. Allowances

You are eligible to claim allowances at rates set by the Council (based upon scales adopted by the Trust in accordance with National Health Service and Monitor guidelines) for travel and subsistence costs necessarily incurred on Trust business.

11. Time commitment

You will make yourself available for not less than 102 working days (a working day consisting of 7 hours) per calendar year at an average of 2.5 days per week. This indicative figure has been calculated as follows:-

 Number of working days per annum (based on there being 52 working weeks – 52 x 2.5 = 130 working days;

 Less 8 weeks holiday – 8 x 2.5 = 20 days per year;

 Less 8 statutory holidays per year = 102 days per year.

This commitment may be made during the day or in the evening according to the requirements of the Trust. You will also be expected to represent the Trust in a variety of forums which may require you to be away from home overnight as required by the Trust. The Trust Secretary may review the actual hours worked at the request of the Nominations and Remuneration Committees of the Council.

12. Location

You will be primarily based at Darlington Memorial Hospital, Hollyhurst Road, Darlington. However, it may from time to time be necessary for you to work from any of the Trust’s sites as may be required.

13. Declaration of Other Interests

The Standing Orders require members of the Board to declare on appointment any business interests, any position of authority in a charity or voluntary body in the field of health and social care and any connection with bodies contracting for NHS services. In addition, any material interests (defined in the Constitution) must be notified to the Trust Secretary. These must be entered into a register which is available to the public.

14. Indemnity

You will not have to meet out of your own personal resources any personal civil liability which is incurred in the execution or purported execution of your role as Chair of the Trust so long as you have acted honestly and in good faith and have not acted recklessly. Any costs arising in connection with such a matter will also be met by the Trust.

15. Criminal Matters

You are required to declare immediately to the Trust Secretary if you are ever arrested or have any pending prosecutions or if you have any convictions (including driving offences) or cautions recorded against you. Failure to disclose the fact of an arrest, caution, pending prosecution or conviction may result in the termination of your appointment by the Council (if such an event has not already resulted in the immediate termination of your appointment pursuant to paragraph 26 of the Constitution).

16. Confidentiality

All information, including patient and staff records, and any details of contract prices and terms, acquired during your appointment is confidential to the Trust and should not be released, either during your appointment or following termination (by whatever means) to any unauthorised person or persons. On matters affecting the work of the Trust, Chairs and Non-Executive Directors should not normally make political speeches or engage in other political activities. In cases of doubt, the guidance of the Trust Secretary should be sought.

17. No Smoking Policy

The Trust operates a No Smoking Policy under which smoking is not permitted whilst representing the Trust. Smoking is also not permitted anywhere on the Trust’s premises.

18. Equal Opportunities

The Trust is committed to providing equal opportunities regardless of sex, marital status, colour, race, religion, age, sexual orientation, nationality or national origins. A copy of the Trust’s Equal Opportunities Policy may be obtained from the Trust Secretary. You should be familiar with, and at all times comply with, the terms of this policy.

19. Health and Safety at Work Act

You are reminded that, in accordance with the Health and Safety at Work Act 1974 you have a duty to take reasonable care to avoid injury to yourself and others. A copy of the Trust’s Health and Safety Policy may be obtained from the Trust Secretary. You should be familiar with, and at all times comply with, the terms of this policy.

20. Infection Control Policies

The Trust is committed to ensuring so far as possible that no patient under its care is placed at risk of acquiring an avoidable infection. A copy of the Trust’s Infection Control Manual may be obtained from the Trust Secretary. You should be familiar with, and at all times comply with, the terms of these policies.

21. Loss of Personal Effects

The Trust will not accept liability for loss of or damage to personal property on Trust premises by burglary, fire, theft or otherwise. You should make arrangements to provide your own insurance cover.

22. Removal of Trust Property

You must not remove any material or goods which belong to the Trust from Trust premises unless it is in the normal course of your office and the necessary authorisation has been obtained in advance from the Trust Secretary.

Acceptance Statement

I have read and accept this contract for services in respect of the office of Chair of the Trust outlined in this document and have retained a copy.

Signed………………………………………………..

Date…………………………………………

Further Information

Information on our Trust and Board can be found at: http://www.cddft.nhs.uk/about-us/trust-board

“A Short Guide to NHS Foundation Trusts” published by the Department of Health can be found at: http://www.wwl.nhs.uk/Library/Foundation_Trust/Foundation_Trust_Guide.pdf

Monitor is the Independent Regulator of NHS Foundation Trusts and information about the “Code of Governance” can be found at: http://www.monitor.gov.uk/FTcode

The Department of Health has information at: https://www.gov.uk/government/organisations/department-of-health

The Department of Health has information specifically relating to the latest policy initiatives at: https://www.gov.uk/government/policies

The Department of Health has information specifically relating to Public Appointments at: https://www.gov.uk/government/publications/public-appointments-order-in-council

The Healthcare Financial Management Association (HFMA) has more information about NHS financial management at: http://www.hfma.org.uk/

The Commissioner for Public Appointments website has many useful publications and information about Public Appointments at: http://publicappointmentscommissioner.independent.gov.uk/publications/

Documents Supplied with Recruitment Paperwork

Annual Report & Annual Accounts 1st April 2013 to 31st march 2014

County Durham & Darlington Foundation Trust Operational Plan for 2014 to 2016

County Durham & Darlington Foundation Trust Strategic Plan Document for 2014 to 2019