INFORMATION PACK FOR NON-EXECUTIVE DIRECTORS - The Strange Undoing of Prudencia Hart Peter Dibdin - Peridot ...
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INFORMATION PACK
FOR NON-EXECUTIVE
DIRECTORS
The Strange Undoing of Prudencia Hart ©Peter Dibdin
CONTENTS
Dear Candidate 1
About National Theatre of Scotland 2
Summary of Governance Structure 5
Role description 7
Terms of Reference 11
Thank You Very Much ©Hugo Glendinning
Dear Candidate,
Thank you for your interest in joining the Board of the National Theatre of Scotland.
In just 15 years, the National Theatre of Scotland has established a worldwide
reputation for outstanding work. Our Theatre Without Walls model demonstrates a
commitment to having a presence in every part of Scotland, to perform at all scales
and reach all its people. This has continued to be true during the Covid-19 crisis, with
the Company pivoting its model to digital in order to continue to connect with millions
of people online and offer paid work to theatre makers during this difficult time.
National Theatre of Scotland has become an expert in fostering collaborations with innovative
artists and companies from Scotland, the UK and around the world, creating unique work of true
global resonance, deepening and broadening the outlook both of Scottish artists and audiences.
The organisation’s ambitions to be a theatre for everyone, a creative catalyst for the sector and
an international innovator have been greatly assisted by the company’s move into a new purpose
built engine room for Scottish Theatre, in the Speirs Lock Regeneration Zone of Glasgow in 2016.
For the next stage of our journey, we would like to recruit a Non-Executive Director to join
the Board to, amongst other things, contribute to the good governance of the organisation,
oversee the development and delivery of its vision, and act in an ambassadorial role. We
are ideally looking for somebody with entrepreneurial and enterprise experience preferably
but not necessarily in the tech and digital media sectors. This pack is designed to give
you more information about the National Theatre of Scotland and its governance.
We particularly welcome applications from candidates from ethnic minority
communities as we want to reflect the diversity of Scottish society on our board.
Sincerely,
Dame Seona Reid CBE – Chair Jackie Wylie – Artistic Director and CEO
Updated June 2021 My Left/Right Foot:The Musical ©Mihaela Bodlovic 1
GROUND-BREAKING,
AWARD-WINNING
THEATRE FOR ALL
OF SCOTLAND
Established in 2006 the National Theatre of Scotland has pioneered the ‘Theatre
Without Walls’ model, demonstrating a commitment to having a presence in
every part of Scotland, to perform at all scales and reach all its people.
Notable productions to date include:
• Black Watch by Gregory Burke which won a multitude of awards including four Olivier Awards.
• Rona Munro’s award-winning historical trilogy The James Plays, setting
a landmark in ambition and scale for touring Scottish theatre.
• A radical reimagining of Macbeth starring Alan Cumming, presented in Glasgow
and the New York Lincoln Center Festival and subsequently, Broadway.
• The Strange Undoing of Prudencia Hart by David Greig and Wils Wilson, which has
become one of the Company’s most adaptable, beloved, and widely toured productions.
• Adam, the emotive true story of a young trans man’s journey from Egypt to
Glasgow, which won multiple awards on its debut at the Edinburgh Festival
Fringe before touring widely and being adapted for the BBC.
• Pioneering participatory arts projects including Granite in Aberdeen and Home
Away, an international festival of participatory theatre at Tramway and beyond and
Futureproof, radical new theatre co-created with young people across Scotland.
Updated June 2021 Adam ©Tommy Ga Ken-Wan 2
Rockvilla ©Eoin Carey
WHO WE ARE
OUR MISSION
to make exceptional, audacious, collaborative theatre that represents the complexity
of modern Scotland, and to take that theatre to our communities and to the world.
OUR VALUES
inclusive – diverse - forward-thinking - ambitious - enquiring - generous
OUR VISION
to be a 21st century theatre without walls for everyone, that puts
Scotland on the world stage and places culture at the heart of society.
• We tell the stories that need to be told and take our
work to wherever audiences are to be found.
• We are a theatre for everyone, we want to break down the walls that prevent
people from engaging with our work, whether economic, cultural or physical.
• We showcase Scottish culture at home and around the
world, presenting bold theatrical works in new ways
• We are a creative catalyst for the theatre sector in Scotland, driving joined up
talent development plans with partners across Scotland, to nurture theatre makers
at all stages of their careers and reflect the diversity of contemporary Scotland.
• We creatively respond to Scotland’s unique landscape by performing on
ferries, in pubs, forests, tower blocks and swimming pools and digitally
as well as on the biggest stages and in the smallest community halls.
• We have an inherently flexible model and we create work with
an array of theatrical, cultural and civic partners.
Updated June 2021 3
We are committed to broadening the lived experience in our staff and board
teams, particularly in leadership positions, of priority groups such as:
• People of Colour
• Disabled people
• People from socio-economically disadvantaged backgrounds
• People from rural and remote areas
• Gender and sexually diverse people
• Neuro-diverse people
• People using Gaelic, Scots languages and BSL
We recognise and actively promote the benefits of a diverse workforce and we
are committed to treating all employees with dignity and respect regardless
of race, gender, disability, age, sexual orientation, religion or belief.
We welcome applications from all sections of the community
Updated June 2021 Ghost Light ©Peter Dibdin 4
SUMMARY OF
GOVERNANCE STRUCTURE
The National Theatre of Scotland is a company limited by guarantee and a registered
Scottish charity. The company is governed by a Board of Directors.
The Executive leadership of the National Theatre of Scotland is headed by the Artistic Director
and Chief Executive who forms the Executive Leadership Team with the Executive Director.
They are supported by the Senior Management Team, who have responsibility for all operational
matters and decisions. All major policy decisions are ratified by the Board of Directors.
The Board has overall responsibility for the organisation’s good governance
including overseeing its strategic direction, policy setting, resources, safeguarding
its reputation and values, and ensuring its financial wellbeing.
New directors are appointed by the Board and may serve for a period of up to four years,
after which period there is the possibility of re-appointment for a further period of up to
four years. All new appointments must be approved by the members of the company at
General Meeting. The Board elects the Chair and the Deputy Chair of the Board.
BOARD MEETING SCHEDULE
The Board meets four times a year: in March, June, September and December.
The Board is supported by three sub-committees.
The Risk and Audit Committee meets twice a year and exists to:
• Oversee the external audit process and the internal audit function.
• Review the internal financial and non-financial control environment.
• Review company procedures and systems for risk management.
The Finance Committee meets four times a year and exists to:
• Review the ongoing financial performance of the organisation, through consideration
of all budgets, forecasts, management accounts and the annual financial statements.
• Ensure the regular review of all financial policies, procedures, protocols and systems.
The People and Performance Committee meets twice a year. The Committee exists to:
• Establish the remuneration principles of the company.
• Consider Board membership and composition and
establish a proper framework for recruitment.
• Maintain an overview of the Company’s human resource and
staff development policies and procedures.
Updated June 2021 5
In addition to the above stated meetings, a joint Finance and Audit Committee
also meets once a year to review the year-end financial accounts.
All Committees review and approve their respective terms of reference on an
annual basis, which is then formally approved at the Board meeting.
The company follows best practice in terms of corporate governance, embraces the virtues
of diversity and equal opportunities in all its business dealings, and acknowledges the
need and right of everyone connected with the organisation to be treated with respect and
dignity in an environment in which a diversity of backgrounds and experience is valued.
Rapunzel ©Kirsty Anderson
Updated June 2021 6ROLE:
NON-EXECUTIVE DIRECTOR BOARD MEMBER
Remuneration: The role of Non-Executive Director Board member is not accompanied by
any financial remuneration, although expenses for travel may be claimed
Location: Glasgow
Time commitment: Four Board meetings per year and up to three Committee
meetings – depending on the membership of the Committee.
Board members are also expected to attend company’s own events
and productions and occasionally represent the company at an event
Reporting to Chair of the Board
ROLE DESCRIPTION
The role of a Non-Executive Director Board member is to ensure that
The National Theatre of Scotland, as a registered Charity fulfils its duty to
its beneficiaries and delivers on the vision, mission and values.
The statutory duties of a Non-Executive Director Board member are:
• To ensure that the company complies with its governing
documents - Memorandum and Articles of Association
• To ensure that the company pursues its objectives as defined in its governing document
• To ensure that the company applies its resources exclusively in pursuance of its
objectives - the company must not spend money on activities which are not included
in its own objectives, no matter how ‘charitable’ and ‘worthwhile’ those activities are
• To contribute actively to the Board’s role in giving firm strategic direction
to the company, setting overall policy, defining goals and setting targets and
evaluating performance against agreed targets
• To safeguard the reputation and values of the company
• To ensure the effective and efficient operation and administration of the company
• To ensure the financial stability of the company
• To protect and manage the property of the company and to ensure the proper
investment of the company’s funds
• To appoint the Chief Executive Officer and monitor their performance
Updated June 2021 7Together with other Board members to hold the National Theatre of Scotland,
as a registered Charity, “in trust” for current and future beneficiaries by:
• Ensuring that the Charity has a clear vision, mission and
strategic direction and is focused on achieving these
• Being responsible for the performance of the Charity and for its “corporate” behaviour;
ensuring that the Charity complies with all legal and regulatory requirements
• Acting as guardians of the Charity’s assets, both tangible and intangible, taking
all due care over their security, deployment and proper application
• Ensuring that the Charity’s governance is of the highest possible standard
As well as the various statutory duties, any Non-Executive Director Board member should make
full use of any specific skills, knowledge or experience to help the Board make good decisions.
PERSON SPECIFICATION
Individuals are sought who have strong empathy with National Theatre of Scotland, with an
understanding of our work and ambitions combined with a portfolio of skills, experience and
expertise to complement the talents of the existing Board members, which are detailed in the
sections below. At this time, we are ideally looking for somebody with entrepreneurial and
enterprise experience preferably but not necessarily in the tech and digital media sectors.
National Theatre of Scotland believes that in order to make the best possible theatre, it is
vital to work with the broadest and most representative range of artists and arts workers
and to play to a diverse cross-section of Scottish society, whether that be live or via digital
platforms. We are also committed to ensuring that our staff and Board reflect the diversity
of Scottish society. We therefore particularly welcome applications from candidates
from ethnic minority communities with an interest in the arts, particularly theatre.
All Board members are jointly and severally responsible for the overall governance and strategic
direction of the company, its financial health, the probity of its activities and developing the
company’s aims, objectives and goals in accordance with the governing document, legal
and regulatory guidelines. All Board members, should also be aware of, and understand,
their individual and collective responsibilities, and should not be overly reliant on one or more
individual Board member in any particular aspect of the governance of the company.
Updated June 2021 8Skills and Experience:
• Ability to contribute effectively to strategic business
planning, priority setting and decision making.
• Sound analytical and problem-solving skills
• A detailed understanding of and direct involvement in
entrepreneurial/enterprise issues.
• Ability to command respect from, and communicate effectively
with, a diverse range of colleagues and stakeholders
• A detailed understanding of access, inclusion,
diversity and equal opportunities issues
• Experience of working effectively as part of
a team, project group or committee
• Good, independent Judgement
• An ability to think creatively
• Risk averse
Knowledge:
• Well developed knowledge or involvement in new
media/digital technologies/broadcast
• Well developed knowledge of, and involvement in fundraising
and networks of benefit to National Theatre of Scotland
• Well developed knowledge of, or involvement in community
partnership and creative learning
Updated June 2021 9As Non-Executive Director Board member of a prominent national organisation
with charitable status, all Board members should abide by the seven principles
of public life, as recommended by the Nolan Committee’s report, “Standards
in Public Life”, when carrying out their roles and responsibilities.
These are:
• Selflessness – Holders of public office should
act solely in terms of the public interest.
• Integrity – Holders of public office must avoid placing themselves under any
obligation to people or organisations that might try inappropriately to influence
them in their work. They should not act or take decisions in order to gain financial
or other material benefits for themselves, their family, or their friends.
They must declare and resolve any interests and relationships.
• Objectivity – Holders of public office must act and take decisions impartially,
fairly and on merit, using the best evidence and without discrimination or bias.
• Accountability – Holders of public office are
accountable to the public for their decisions and actions and
must submit themselves to the scrutiny necessary to ensure this.
• Openness – Holders of public office should act and take decisions in an open
and transparent manner. Information should not be withheld from
the public unless there are clear and lawful reasons for so doing.
• Honesty – Holders of public office should be truthful.
• Leadership – Holders of public office should exhibit these principles in their
own behaviour. They should actively promote and robustly support the
principles and be willing to challenge poor behaviour wherever it occurs.
Updated June 2021 How The Earth Must See Itself ©Beth Chalmers 10You can also read
