Sample Policy on Board Only meetings

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Our Board and Senior Leadership Team are fully committed to the continual improvement of governance and boardroom leadership.  Together, we have developed this policy to seek to optimise the benefits of Board Only meetings and manage the inherent risks, seeking to continue to build trust among all Board members and staff.

Purpose and Issues

The purpose of Board Only meetings is to provide a safe space for Board members to develop their thinking on confidential or sensitive issues, to include:

  1. Board effectiveness, behaviours, team dynamics, succession planning
  2. Chief Executive recruitment, pay, performance, succession planning
  3. Complaints, or other sensitive issues, at Board or Chief Executive level
  4. Reports from auditors.


Board Only meetings will be held at least twice per year, scheduled in the annual Governance Calendar, and more often as required.  


The Chair will prepare for Board Only meetings and will inform that Board and the Chief Executive of the agenda to be addressed.  A minute taker will be appointed.

Follow Up

The Chair will brief the Chief Executive within 24 hours after the meeting, being as open as possible about the discussion and outcomes.  The Chair will ensure that draft minutes are circulated within 2 weeks, that those minutes are approved or amended at the next Board meeting, and that they are stored appropriately to provide the required paper trail.

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