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Our Constitution

Updated January 2017

Every NHS Foundation Trust has the freedom to design what is called a "constitution" within the rules included in the legislation that creates NHS Foundation Trusts as Public Benefit Corporations.

The constitution gives the detail of how the NHS Foundation Trust governors and Board of Directors will work together. It also sets out how the Trust will be accountable to local people, who is eligible to be a member or governor and how governors and the Board of Directors will be appointed.

You can download our pdf icon Constitution (April 2016) here.

Contents
1. Interpretation and definitions
2. Name
3. Principal purpose
4. Powers
5. Membership and constituencies
6. Application for membership
7. Public Constituency
8. Staff Constituency
9. Restriction on membership
10. Annual Members' Meeting
11. Council of Governors - Composition
12. Council of Governors - Election of Governors
13. Elected Governors - Arrangements to fill casual vacancies
14. Council of Governors - Tenure
15. Council of Governors - Disqualification and removal
16. Council of Governors - Duties of Governors
17. Council of Governors - Meetings of Governors
18. Council of Governors - Standing Orders
19. Council of Governors - Referral to the Panel
20. Council of Governors - Conflicts of Interest of Governors
21. Council of Governors - Travel Expenses
22. Board of Directors - Composition
23. Board of Directors - General Duty
24. Board of Directors - Qualification for Appointment as a Non-Executive Director
25. Board of Directors - Appointment and removal of Chair and other Non-Executive Directors
26. Board of Directors - Appointment of Deputy Chair
27. Board of Directors - Appointment and Removal of the Chief Executive and other Executive Directors
28. Board of Directors - Disqualification
29. Board of Directors - Meetings
30. Board of Directors - Standing Orders
31. Board of Directors - Conflicts of Interest of Directors
32. Board of Directors - Remuneration and Terms of Office
33. Registers
34. Admission to and removal from the Register of Members
35. Registers - Inspection and Copies
36. Documents available for Public Inspection
37. Accounts and records
38. Auditor
39. Audit and Risk Assurance Committee
40. Annual Report, Annual Plans and non-NHS work
41. Presentation of the Annual Accounts and reports to the Governors and Members
42. Instruments
43. Mergers etc. and Significant Transactions
44. Amendment of the Constitution

Annex 1 - the Public constituency (Paragraph 7)
Annex 2 - The Staff constituency (Paragraph 8)
Annex 3 - Composition of Council of Governors (Paragraphs 11.2 and 11.3)
Annex 4 - The Model Rules For Elections (Paragraph 12.2)
Annex 5 - Standing orders for the practice and procedure of the Council of Governors (Paragraph 18)
Annex 6 - Standing orders for the practice and procedure of the Board of Directors (Paragraph 30)