Trustee governance

Article: The importance of healthy governance

Author
Charles Cooper

Date
October 2025

Trustees have a collective duty to consider and weigh up all available options and all information relevant to a decision, to disregard irrelevant factors including personal feelings or prejudices, and to regularly review decisions as circumstances change and new information becomes available. Individually they are required to exercise independent judgment, to feel able to express views, raise concerns and challenge.

Ultimately they have joint responsibility for decisions that are made even if they do not attend the meeting, take part in the decision, or agree.

Where trustees are unable to reach agreement, unable to work together to settle any differences, or unable to exclude the influence of personal interests or interests of people or organisations connected to them (whether financial or by way of loyalty) they may need to seek independent professional advice – disputes are unlikely to be in the trust’s best interests, and it remains the responsibility of trustees to try to resolve them.

Preferable to a dispute is to instil a culture of healthy governance in the Board. An external review and assessment of the trustees’ decision-making and monitoring framework can identify aspects of risk before issues arise. Clear, written policies and procedures, authorities and terms of reference can provide the Board with the structure necessary to ensure it is well-led and effective in achieving its objectives. Attending regular training together can ensure trustees feel safe to address, rather than avoid, difficult subjects.

Decisions should be made in the best interests of the trust, and it is in the trust’s best interests that the Board has a culture of healthy governance.