The roles and responsibilities of a Cheltenham BID board director

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Business leaders in Cheltenham have been asked to become members of the BID board. This article explains what the role entails and what the responsibilities are. However, directors will be governed by the Companies Act 2006 and further information will be included in the Company’s Articles of Association.

Cheltenham BID Limited is incorporated as a Company Limited by Guarantee and is governed by a Board of 15 volunteer Directors chosen from levy paying businesses in the BID area. The make-up of the Board will be proportionate to and representative of the types and numbers of businesses paying the BID levy. Directors take account of the interests of all levy payers and not just those of their own business sector or geographical area.

The majority of the Board come from private-sector organisations and the Board is chaired by a private-sector member. Board members have no financial gain from their membership.

Purpose of the BID Board

The BID board’s purpose is to oversee the strategic direction of the Business Improvement District, ensuring projects as outlined in the Business Plan are delivered within budget to meet the needs of the BID levy paying businesses and the Town Centre and making certain the BID performs its role effectively and fairly.

Responsibilities of the BID Board

• To ensure the BID company meets all its financial, legal and employment responsibilities
• To ensure that BID levies are collected as set out in the Business Plan
• To ensure that the projects in Cheltenham BID Business Plan are delivered effectively
• To monitor progress and report regularly to levy payers, voluntary contributors and other stakeholders
• To seek additional funding from stakeholders outside the BID area, those within the BID area but under the BID levy threshold and from other grant-making and/or sponsorship providers to enable the BID to fulfil its funding promises
• To elect a Chairperson and other officers from among their number
• To manage the renewal ballot at the end of each term

Meeting arrangements and frequency

Directors will meet between six and 12 times per annum spread evenly throughout the year, usually during normal day-time working hours. It is expected that, by committing to being a Director, each person will endeavour to attend every Board meeting in order to allow key decisions to be made efficiently and quickly. Should a Director miss three consecutive Board Meetings or attend fewer than 75% of Board Meetings in any one year, he/she will be removed from the Board.

Directors may also lead one of a number of subgroups set up to deliver specific projects, usually in an area where they have particular interest or expertise (e.g. marketing; group purchasing) and will keep the main board well-informed on progress. Any projects which fall outside the scope of the Business Plan must be discussed and agreed by the Board before decisions are made.

Directors should be able to offer a minimum of one day per month to the BID on average, the time typically being used for reviewing information, carrying out investigation, overseeing projects and attending meetings. Some months may be busier than others, especially in the event that the Board decides to go to a re-ballot at the end of the current term and therefore some flexibility is required.

Meetings will normally be held in the town centre during the day at times to be agreed by the Board.

Term

It is envisaged that the initial term of each Directorship will be two years to enable the BID company to become fully established. Thereafter a third of Directors will be required to retire each year. Volunteers will be sought first but if this does not produce the required number of vacancies the Board will select others to stand down using a fair and impartial process. Directors may stand for re-election if they wish. Elections will be publicised in advance on the BID website and in the event that there are more individuals standing for election than seats available in each category of Director, a ballot of BID levy paying businesses in the appropriate category will be held, one vote
per hereditament. Should the result of any ballot be tied, the Chairperson will have the casting vote.

Accountability

All Board Directors are required to satisfy the criteria as laid out in Part 10 of the Companies Act 2006, particularly, sections 154 to 180. These can be found at www.opsi.gov.uk/acts/acts2006/ukpga_
20060046_en_13

Preferred Attributes of a BID Director

A BID Director will be a positive influence at Board meetings, communicating well with fellow Directors and acting as an ambassador for the company and the BID area when any such opportunities arise.

Directors will need to make decisions based on the evidence presented to them to benefit all the levy payers and be prepared and able to defend their actions if challenged by BID levy paying businesses, the public or the media.

Experience of working in partnership is desirable but not essential as is a knowledge of the Cheltenham BID area and the businesses and issues within it

An ability to listen to opposing views of fellow Directors, BID levy payers and the public,
to discuss matters and make decisions having considered all of the evidence presented to them is encouraged.

Directors need to be contactable and in a position to make decisions outside meetings as required from time to time and have the ability to read and understand sometimes complex subject matter, make deductions and comment appropriately.

Whilst most meetings will be held during the day, Directors should ideally be able to attend some evening meetings if required

BID Board Skills Mix

Between them, the directors on the board should bring a good mix of skills, including,
but not limited to:

• Financial and commercial
• Project management
• Marketing and PR
• Management of the public realm
• Knowledge/experience of one or more of the business sectors in the BID area

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