Good governance guide for exhibitors

The last year hasn’t been easy for anyone, and has raised existential questions for all film organisations. It’s at challenging times like these that your board and governance model should be working hardest and being most useful. However, if this isn’t the case for your organisation (and you can read about symptoms of inadequate and failing governance below), 2021 may be the ideal time for you to rethink things.

The ICO will be producing some cinema-specific materials based on a series of best practice workshops later in the year, but in the meantime, we wanted to address the value of governance for those inspired to look into it now. The good news is that there is already some great advice available that we’ve linked to below.

What do we mean by governance?

By governance, we mean ensuring a well-run, legally compliant, financially robust, transparent, healthy, happy organisation; one that has the confidence of those who work for and on behalf of it, as well as those it aims to reach with its work. Good governance ensures smooth running in good times and resilience in difficult times, as well as a robust sense of how to navigate between the two.

‘Governance’ sounds like a very dry subject, and the mention of the word manages to make the brightest minds glaze over. Congratulations on showing the initiative to read this short piece of guidance and fighting that urge! Because good governance – approached proactively and with a sense of ambition – is the engine room of healthy, high-achieving organisations. Similarly, there are no failing organisations that aren’t also failing at governance.

Fundamentally, governance refers to the structures your organisation uses to steer itself towards its goals, to set ambitions and to avoid or recover from crisis. On a literal level, this covers everything from how your organisation is formulated (e.g. charity, commercial organisation etc.) to how its internal structures help it move towards its ends (e.g. are your board members supporting your development?), to how your internal policies influence your work.

Given how broad a topic this is, we thought it was worth looking at the symptoms of poor or inadequate governance, as it’s often something that’s felt, even when it’s not clear where the issue is.

Here’s a few indicators that poor governance may be holding you back…

• Do you dread dealing with your board rather than seeing them as collaborators?
• Has your board seen very little turnover or extremely high turnover?
• Do all your staff members understand the role of the board in your work and feel they can approach board members where appropriate?
• Are there areas you wish you could make use of board members for, but for which they lack expertise or availability?
• Have your board members had any training in how to be board members? Do they understand all that is legally entailed in board membership?
• Have you done a skills audit of staff and board members to assess where gaps exist?
• Does your board only meet for essential meetings, with no other informal/one-to-one meetings or smaller working groups?
• Do you feel there are areas of your work that you need to hide from your board?
• Are you regularly having to explain your aims and the work you do to your board on a basic level?
• Are your board or senior management team a homogeneous group of people? Do they reflect the backgrounds of all the types of people your organisation aspires to attract and engage with?
• Do you have a strategic planning process in place with agreed aims and strategy for the organisation?
• Do you worry about getting feedback from your stakeholders?
• Are your policies and procedures outdated and rarely looked at? Do you feel confident your board and senior management team can effectively abide by them (or even know what they are)?

Why is good governance important?

The absolute bare minimum of why governance is important is that it is a legal requirement. That it is enshrined in law is a reflection of its central importance to healthy and successful organisations, rather than an arbitrary boundary. But it’s also important because: 

• Governance acts as a necessary balance to your senior management team and probes them on behalf of the public and your more junior staff members.
  
• It allows your team to draw on a wide range of skills, knowledge and connections that would otherwise be hard or expensive to attract.  
• It helps broaden your organisation’s vision of what it can do and who it is for. The board helps answer existential questions that may not be apparent to those absorbed in the work of the organisation’s day-to-day business.

Some other, more mercenary reasons why governance is important:

• Organisations must demonstrate a baseline of governance to be eligible for most funding opportunities. 
• There are legal requirements for governance that can harm your business’s viability, including accessing charitable rates. 

Good places to start thinking about governance

• If your organisation is new or facing serious challenges in governance, there really is no better guide available than the Cultural Governance Alliance’s practical guide. If you’re planning to convert to a new governance model (e.g. becoming a charity), it’s invaluable in laying out the different ways to structure the organisation, the different responsibilities for different roles, how to manage finances and risk and how to recruit the right people into trustee positions. They also run an (excellent) annual conference and year-round events to support good governance. 
• The National Council for Voluntary Organisations is another great, wide-ranging resource for looking at governance. Their tools and resources are terrific. There’s no replacement for specific policies that speak to your organisation’s needs, but it’s worth paying the membership fee to access their templates on HR policies. These are a great starting point for understanding your legal requirements and drilling down to find policies that work for your staff and organisation. They cover everything from paternity leave to grievance procedures. If you work in an organisation without dedicated HR professionals, this can help you serve your staff’s interest in a cost-effective, thoughtful way.  
• If you are facing issues personally in the workplace, the Film and TV Charity have a great anti-bullying resource to help you take steps to combat these situations and a 24 hour helpline for free and confidential advice and support, accessible by phone (call 0800 054 0000), email or online chat.
• The BFI has published guidelines to help you work towards stamping out bullying and harassment in the workplace. Read them here and take action to follow through.  
• One of the key things to think about when looking closely at governance is who is on your board and whether it reflects your goals and community. Three organisations that can help you with this are GettingOnBoard (focused on addressing exclusions and gaps in representation on boards), Rising (whose OnBoard programme helps young people join and remain on boards) and Action for Trustee Racial Diversity UK (who are aimed at increasing the level of Black and Asian representation in trustee positions). Their guidance can help you find new people and support them to make a real contribution to your organisation.
• Following a series of webinars led by the NCVO, we published a blog where we reflected on the hallmarks of good governance and offered some advice to those who want to begin making changes in their organisations.

How the ICO can help

In the next few months, we will be addressing governance in a number of ways, including: 

• Running policy writing workshops that will result in templates for independent cinemas to develop their own bespoke policies.  
• Governance workshops with successful organisations to produce a best practice guide.  
• Guidance on diversifying boards. 
• Interviewing organisations with non-traditional structures (e.g. non-hierarchical) to understand how they function and create best practice guidelines for organisations that could benefit from these approaches.
• Safeguarding guidance for festival environments and volunteer-run cinemas.  

We are keen to learn what additional assistance in governance would help you. Please get in touch with duncan.carson@independentcinemaoffice.org.uk with suggestions.