Every NHS trust and foundation trust in England must follow a set of governance rules set out by NHS England. ‘Governance’ simply means how an organisation is run and who is responsible for what. These rules help make sure that boards are making good decisions, managing risks, and ultimately putting patients first.
1. Being Clear About Purpose and Values
The board needs to agree on why the organisation exists, what it stands for, and where it is heading. This is not just a statement on a wall. The board must actively check that staff behaviour, day-to-day decisions, and organisational culture actually match those values.
The board must also show what it is doing to reduce health inequalities, track patient outcomes broken down by ethnicity and deprivation, and engage with patients, staff, and local communities.
2. Being Clear About Who is Responsible For What
There must always be two different people in the roles of chair and chief executive. The board must publish a clear description of what each person and each committee is responsible for.
The annual report must show how often the board and its committees met, and whether each director actually attended. At least half of the board (not counting the chair) must be independent non-executive directors, meaning people with no financial or personal ties to the organisation.
3. Recruiting the Right People and Reviewing Performance
Decisions about who joins the board must be fair, open, and based on merit. Boards must also actively work towards reflecting the diversity of their local community and workforce, particularly around ethnicity.
Every year, the board must formally review how it is performing as a whole, and how each director is performing individually. Every three to five years, an external reviewer should carry out a more in-depth assessment. The results and the actions taken must be written up and published.
No chair or non-executive director can stay in post for more than nine years. Any term beyond six years needs to be formally justified and approved by NHS England.
4. Managing Money and Risk Properly
Every board must have an audit committee made up of independent directors. This committee’s job is to check that the organisation’s finances are being reported accurately, that risks are being managed properly, and that external auditors are doing their job independently.
The board must carry out a formal review of the organisation’s main risks every year and publish the results. The audit committee must also explain in the annual report how it assessed the independence of the external auditor and when that firm was last changed (external audit firms must be changed at least every 20 years).
5. Paying Directors Fairly and Transparently
A separate remuneration committee, made up of independent directors, is responsible for setting pay for senior leaders. No director should be involved in deciding their own pay.
If a senior director leaves the organisation early, any settlement must be discussed with NHS England before it is agreed.
The Annual Report is Where Compliance is Evidenced
All of the above must be documented in the trust’s annual report. This is not simply a formality. The annual report is the main way a board demonstrates to regulators, patients, and the public that it is genuinely well run. Boards that treat it as a real account of their governance, rather than a box-ticking exercise, are far better placed if their practices are ever scrutinised.
How the Right Tools Help
Keeping on top of these requirements takes real administrative effort. A board portal built for NHS governance can make this easier, by maintaining accurate records of attendance, giving directors timely access to the right information, and providing a clear, auditable trail for decisions and conflicts of interest.
For NHS boards, good technology is not just a convenience. It is part of what good governance looks like in practice. To see how Convene can help your board, book a demo today!
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