As this Policy is about the Board itself it also contains Procedural elements to give effect to its execution.

A. CONSTITUTION OF THE BOARD

1        The “Board of Newlands College” is a phrase which, depending on the context, can refer to either the legal entity that is the school (a crown entity established under the Education and Training Act 2020 (“the Act”)), or to the group of people who, acting together as the Board, are each Board members at the time. In this policy, “Board” refers to the latter – unless the context requires otherwise, or it is stated to be otherwise.

2        The Act gives the Board broad powers to govern the school, on behalf of the community, as it sees fit (within the law and directions from the Ministry of Education). The Board acknowledges its role is limited to governance, with the Principal (supported by the College staff) solely responsible for management.

3        The Board is comprised of the following members:

1. five (5) board members elected every three years by the school community (parents and caregivers of students) – the Act requires this number be set at between three (3) and seven (7) and Newlands College moved from seven (7) to five (5) in 2022 in order to create more space for the Board to co-opt members;
   
   
2. one (1) staff board member elected by the staff of the College every three years;
   
   
3. one (1) student board member elected by the students of the College every year;
   
   
4. the Principal (ex-officio);
   
   
5. the Pou Rangatahi (Māori Student Leader) appointed each year to the Student Executive is also co-opted each year as a board member by the Board in order to broaden the voice of students, particularly for Māori, on the Board – this has been the Board’s practice since 2021;
   
   
6. additional board members co-opted by the Board from time to time to broaden the Board’s representation, diversity, expertise and/or experience (noting that the number of co-opted members is limited by the Act).

4        While each Board member is on the Board because they represent different stakeholder groups, their primary responsibility is to the College as a whole and its community – not just to the individual stakeholder group they represent.

5        The Board is required by the Act to appoint one of their members to be the Presiding Member. The Board member so appointed is not to be an employee or student of the College. The appointment is to be made at the Board’s first meeting each year – unless it is a tri-ennial school board election year, in which case the appointment is to be made at the first Board meeting after the election. The Board will usually refer to the “Presiding Member” as the “Chair” unless the context requires otherwise. The Chair’s role includes the following responsibilities:

1. leader of the board;
   
   
2. ensuring the work of the Board is completed;
   
   
3. acting within Board policy and delegations at all times and not independently of the Board;
   
   
4. presiding over Board meetings – including ensuring that each Board member has a full and fair opportunity to be heard and understood by the other members of the Board and that decisions that are in the best interest of the school, its students and staff are reached;
   
   
5. ensuring Board meetings are conducted in accordance with the Education & Training Act 2020, the Education (School Boards) Regulations 2020, the relevant sections of the Local Government Official Information and Meetings Act 1987 and any Board policies and protocols;
   
   
6. setting the Board's meeting agenda and ensuring that all Board members have the required information for informed discussion of the agenda items;
   
   
7. ensuring the meeting agenda content is only about those issues that, according to Board policy, clearly belong to the Board to discuss and/or decide;
   
   
8. working on behalf of the Board with the Principal on a day-to-day basis as the primary holder of the relationship between the Board and the Principal;
   
   
9. establishing and nurturing a positive, professional and “no surprises” working relationship between the Chair and the Principal, and between the Board and the Principal;
   
   
10. ensuring the Principal's performance agreement and review are completed on an annual basis;
11. ensuring the Board actively discusses, from time to time succession planning for board members and board leadership roles;
    
    
12. working with the Board to develop a cohesive and effective team;
    
    
13. welcoming new Board members and leading their induction to the Board;
    
    
14. assisting Board members' understanding of their role, responsibilities and accountability;
    
    
15. ensuring that the Code of Conduct for Board Members is understood by Board members;
    
    
16. ensuring that disclosure of any conflict of interest is made by the relevant Board member and that the conflict is managed by the Board;
    
    
17. representing the Board to the community and working in partnership with the Principal to safeguard the integrity of the Board and its processes;
    
    
18. promoting effective communication between the Board and its community, including communicating appropriate Board decisions;
    
    
19. representing the Board to the school and wider community and agencies such as the Ministry of Education and the Education Review Office;
    
    
20. ensuring concerns and complaints are dealt with at the appropriate level, according to the school's related policies and procedures;
    
    
21. ensures any potential or real risk to the school or its name is communicated to the Board;
    
    
22. official signatory for the Board, including for annual accounts.

6        While not required to by the Act, the Board will also appoint another of its members to be Deputy Chair each time it appoints a Chair. The Board member so appointed is not to be an employee or a student of the College. The Deputy Chair's primary responsibility is to chair Board meetings if the Chair is absent.

7        The Board can also, at its discretion, appoint a Board Secretary to support the Board, particularly the Chair, in administering the affairs of the Board. The Board Secretary role will usually be performed by the Personal Assistant to the Principal as part of their employment by the College. Unless the Chair decides otherwise for a particular matter (with an explanation to be given to the Board at the time), the Secretary can attend all Board meetings and have access to all Board papers.

8        The Board will follow best practice Conflict of Interest procedures – starting with Board members advising the Chair or a Board meeting of any potential conflict as soon as they become aware of it. The Chair will then lead a Board discussion to decide whether the potential conflict is an actual conflict that needs to be managed, and if so how. Standard options for managing actual conflicts include the Board simply recording the conflict through to the Board member being excluded from discussions on the matter on which they are conflicted. For a particularly significant conflict the most practical option might be for the affected Board member to take leave from the Board for the duration of the conflict, or to resign from the Board. The Board’s meeting minutes should record both the declaration and decision about the conflict.

B. BOARD MEETINGS

9        While the Board is required by the Act to meet at least every three months,

1. the Board will usually meet monthly, on the last Monday of the month, from February to November each year – but, the Board can agree a different cadence when setting the Board’s meeting dates each year.
   
   
2. The Board shall agree their meeting dates for the coming year at a Board meeting no later than October each year.
   
   
3. The Board can set a different meeting date if the last Monday of a month is a public holiday, a school holiday, or the date of a significant school or other event.
   
   
4. The Board shall ensure each meeting date will be less than three months after their prior meeting – it is noted that this is particularly relevant to the first meeting each year (which is usually held in February) as the Board does not usually meet in December or January.
   
   
5. As the year progresses, the Chair can move a Board meeting date, or cancel a Board meeting, if they need to due to arising circumstances – but, unless the circumstance is an emergency, they should only do so with the agreement of the Board (for example, at an earlier Board meeting).
   
   
6. The Board Secretary shall publish an up-to-date calendar of Board meeting dates on the College website.
7. 7. A Board meeting requires more than half of the total current board members to be present either in person or online.

10      Notices of the dates, times, places, and agenda of meetings shall be distributed to members in sufficient time to prepare for the meeting. By way of example, this means that for a meeting on a Monday, the papers should be distributed no later than the Thursday prior. However, late distribution of meeting papers is not in itself sufficient reason to invalidate a meeting.

11      The Agenda for each Board or Committee meeting is to be set by the Chair (or equivalent). Anyone who wants to have a matter discussed at a Board meeting should discuss this with the Chair well before the meeting. This will allow time for the Chair (or equivalent) to decide if the matter is within the scope of the Board or Committee (for example, for Board meetings, by asking “is it a governance matter?”) and to give time for relevant people (often the Principal) to prepare to speak to the matter. Matters should only be raised at a meeting without prior notice when they are genuinely urgent – and, it is expected this will be rare.

12      Board meetings are open to the public, including the media, but are not public meetings. The Chair shall decide if non-Board members have speaking rights at a Board meeting and to define the extent of those speaking rights. Non-Board members attending a meeting do not have voting rights.

13      Board business (including that at Committee meetings) is to be transacted in open meeting, except only for matters for which there is good reason to hold the discussion in closed meeting (also known as “public excluded” and/or “In-Committee). Valid reasons can be found in the Board’s responsibilities for privacy (the Privacy Act 1993) and meetings (Local Government Official Information and Meetings Act 1987).

14      If the Board or a Committee believes that a matter is sufficiently sensitive that some, or all, of its details should remain confidential to the parties, either for a specified period or permanently, the Board or Committee shall move ‘into committee’ for discussion and subsequent decision on the matter. The Board may decide, or a Committee may recommend to the Board, that a matter shall remain confidential to the parties and the minutes of that shall not be publicly available, either for a specified period or permanently.

15      Decisions by the Board (or a Committee) are to be moved (in the form of a proposed decision) by a Proposer and are also to be “seconded” by a Seconder before the formal decision is to be taken – although (by long-standing convention) a motion by the Chair does not need to also be seconded.

16      The Board and its Committees aim to make decisions by consensus. However, the Chair (or equivalent) can call a vote to decide a matter if it is unlikely a consensus will be achieved in a timely manner. We do not consider consensus to be unanimity (as that would effectively give any Board member a right of veto) – rather, consensus is achieved once all Board members, including those who disagree with a decision, clearly feel that they have had a chance to explain why, that they have been genuinely heard on that by those agreeing with the decision and they can acknowledge and accept the final decision of the Board. We consider consensus is best reached, and is likely to be more enduring, when it is achieved following a contest between contrasting ideas that have been robustly discussed. If a decision is not yet required, the Chair (or equivalent) can adjourn discussion on a matter so that Board members have time to think about it further before it is discussed again at a future meeting. The Chair (or equivalent) has a casting vote in the event of a tied vote (if there is a vote rather than a consensus), but (by long-standing convention) should cast that vote in favour of the status quo. Board members can ask for their vote on a decision to be recorded in the minutes of the meeting, particularly if they disagree with the decision.

C. BOARD COMMITTEES

17      The Board can form Committees (sometimes called Sub-Committees) to which it can delegate parts of its work.

18      The composition, purpose, powers and duration of a Committee are to be defined by the Board when it forms the Committee. A Committee can comprise all, or some (but not all) Board members. The Board can also appoint non-Board members to a Committee. The Board’s meeting minutes forming the Committee should record these matters.

19      Unless the Board decides differently when forming a Committee, each Committee is hereby delegated full Board powers to decide on the matters for which it is formed. The delegated powers revert back to the full Board once the Committee has concluded the work for which it was formed.

20      Committees are to regularly report to the Board their progress, reasoning, decisions and any recommendations for further action or decision by the Board. In doing so they must ensure the privacy rights of all involved are maintained.

21      Each Board member remains responsible for any decision or action by a Committee in the same way as they would be if that decision or action had been taken by the Board itself. No Board member can delegate their responsibility on any issue to a Committee.

22      The Board has the following standing Committees:

1. The Strategy and Policy Committee (previously, the Charter Committee) is a working committee comprising all Board members. The Committee meets to review and update the Board’s strategy, goals and policies. The Committee makes no decisions; but recommends changes to policy, goals or strategy to the Board at its next meeting. The Committee is to meet as often as required depending on its work programme. This has usually meant meeting in the odd months two weeks prior to that month's Board meeting. Meeting dates for the year are to be set by the Board Chair and the Convenor of the Committee, who is to be appointed by the Committee each year. The Convenor is to schedule the review of each policy over a five (5) year cycle or more often if a particular policy so requires.
   
   
2. The Principal Performance Agreement Committee is formed under the Board’s Principal Performance Agreement Policy. It comprises the Chair and Deputy Chair. Its role is to agree on the Board’s annual performance agreement with the Principal, to monitor progress against the agreement, to work with the Board to ensure the Principal is enabled to succeed and to report back to the full Board on these matters – but only in summary (for privacy reasons). The committee can engage consultants to assist it in its work – historically this has been done every third year.
   
   
3. The Personnel Committee meets as and when required. Committee membership when the Committee meets is to be suited to the matter at hand – which is usually for recruitment. Unless it is urgent (in which case the Chair is empowered to choose the Committee membership) the Committee membership is to be agreed by the Board. In its annual delegations to the Principal, the Board usually chooses to only be directly responsible for recruitment for senior positions (Heads of Faculty, Assistant Principals, Deputy Principals and the Principal) with recruitment for all other positions usually delegated to the Principal.
   
   
4. The Student Suspension Committee meets as and when required. Committee membership when the Committee meets is to be suited to the student suspension for which it is meeting. The Chair is empowered to appoint the Committee members when a student is suspended. The Board’s usual practice (subject to Board member availability at the time) is for the Committee to comprise the Chair, the Deputy Chair, the staff elected board member, a student board member (unless there is a safety issue) and at least one other parent elected or co-opted Board member. The aim is to have an odd number of Committee members so that there cannot be a tied vote. The Principal cannot be a member of this committee as they present to the Committee on why the student was suspended.

RATIONALE

• The College is committed to protecting the privacy of all individuals associated with the school, i.e. students, staff, parents, whānau, guardians, and any other person who submits or from whom we collect personal information.

• The College follows the principles of the Privacy Act 2020 (the Act), which describe how we may collect, use, store, and dispose of personal information.

• In applying the principles of the Act there may be other legislation that needs to be considered. Such legislation may need to be followed first if it requires the school to handle personal information in a particular way. Other legislation to be considered when dealing with privacy issues could include the Education and Training Act, the Official Information Act, the Human Rights Act, the Summary Proceedings Act, the Children, Young Persons and their Families Act, and the New Zealand Bill of Rights Act. However, this is not an exhaustive list of other relevant legislation.

• The Office of the Privacy Commissioner administers the Act and encourages best practice.
  
  

GUIDELINES

1. The Principal will appoint a Privacy Officer.

• The Privacy Officer shall undergo training/professional development to maintain skills, and to keep up to date with legal changes and educational developments in privacy administration.

2. Personal information will only be collected and used for the purposes connected with the functions of the College.

• Information should be collected directly from the person concerned or, if a student, their parent, whānau or guardian, unless it is publicly available from elsewhere or the person's interests are not prejudiced when that information is collected from elsewhere.

3. Individuals will be informed of the purposes for which the information is being collected and held.

4. Reasonable safeguards are in place to protect information from loss, unauthorised access, improper use or improper disclosure.

5. The College takes reasonable steps to make sure personal information is correct, up-to-date, relevant and not misleading.

• Whilst parents, parents, whānau, or guardians have no automatic right to request corrections of information held about their child, pursuant to the Act, the College is to endeavour to keep information about a person up-to-date and correct. If a parent points out that information is incorrect, the College should correct it.

6. Individuals have the right to access to information held about themselves, and may request correction of information held, or when not corrected, may require that there be attached to the information a statement of the correction requested.

• Staff and students will be allowed to access only their own personal files with the proviso that some personal information may be withheld in accordance with Part 4 of the Act.

• Personal information will not be released to another person unless prior permission has been given by individuals concerned.

• Children and young people have the same rights as everyone else, there is no age limit. This means that parents have no automatic right to access all of the information the College may hold about their child. In considering a request from a parent, the College must consider the following:
  1. Is it information that the parent has a right to, for instance, about their child's academic progress, or is it information the child has a right to keep private?
  2. Is the parent acting as the student's representative, or acting without the student's consent?
  3. Is the student of an age or maturity that allows them to decide to give consent or not?
  4. Is disclosure of the information a breach of the student's confidentiality?
  5. Is it in the student's best interest?
  6. Does other legislation affect the decision? For example, the Education and Training Act 2020, requires principals to tell parents about matters which are preventing or slowing a student's progress at school, or harming the student's relationships with teachers or other students.

[Note: In practice there are very few occasions when the College would be justified in withholding any information from a parent. One example of such a situation might be a student who confides in a counsellor. A counsellor is required to respect and consider the wishes of the child.]

• Counselling services will follow NZAC (New Zealand Association of Counsellors) Code of Ethics to protect client confidentiality.
  
  
• In the case of separated parents, each parent is entitled to educational information about their child. This should be provided unless there is a Court Order preventing it. It is the responsibility of the custodial parent to alert the College of any such Order.

7. As a general rule, information about any person is not given to a third party without the person's knowledge, unless:
   1. the information is already publicly available;
   2. it is being passed on in connection with a purpose for which it was obtained, for example, to the student's new school;
   3. the right to privacy is overridden by other legislation;
   4. it is necessary for the protection of individual or public health and safety.

8. Information will only be kept for as long as it is needed, and for the purposes for which it was obtained. Information is disposed of in accordance with the General Disposal Authority (GDA) under the Public Records Act.

9. The College will only disclose personal information outside of New Zealand if:
   1. a parent or guardian authorises the disclosure, and understands that we cannot guarantee the security of the information once it is sent outside New Zealand (for example, sending a report to an international student's parents), or
   2. the College reasonably believes the country where the information is sent has comparable privacy safeguards.

10. The College will act with as much sensitivity to the perceived cultural expectations of a student's whānau as it can within the limits of the law.

11. The Principal will institute Procedures to effect this Policy.

RATIONALE:

1. Only the school’s Board has the power to close the school, but sometimes circumstances move so quickly, or communication becomes difficult because of the circumstances, that it becomes impractical or even impossible to bring the Board together to make a timely and informed decision.
   
   
   
2. The legal obligation for the Principal to ensure the safety of staff and students under health and safety law will at times necessitate closure of the school, and the Principal will likely be best placed to make this decision in the short timeframe that is available.  

GUIDELINES:

1. The Board of Newlands College delegates authority to the Principal to close the school for a period of up to 10 days, at their sole discretion in an emergency, provided that it is undertaken in accordance with the criteria and responsibilities listed below.
    

1. Emergency closure criteria (not an exhaustive list):any natural disaster;   
2. threat that when in consultation with police and other relevant authorities is considered serious risk;  
3. chemical spills / gas leaks where life / wellbeing could be threatened;  
4. when a state of emergency has been declared (local or national);  
5. when unforeseen events (weather, socio-cultural, plant and equipment malfunction) escalate at such a pace that life and/or property are in imminent danger.   
6. in circumstances outside the Principal's control which mean it would be impractical or unsafe to keep the school open
7. when directed to do so by Ministry of Education or the Secretary for Education

2. The principal's responsibilities:   

1. prior to making a decision, consult as appropriate with the school senior leadership team, local/regional/national authorities, service agencies (MetService, Waka Kotahi, etc);  
2. notify the Board Chair as soon as possible of a decision to close;  
3. monitor and evaluate the situation and make a recommendation to the Board for the school's extended closure (if needed);  
4. establish clear communication for notifying parents, staff, students, the Ministry of Education and other stakeholders of an emergency school closure.  

3. Once activities have returned to normal, undertake a review of the closure process followed and report to the Board.  

4. The Principal shall institute Procedures pursuant to this Policy.