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Letters / Who took the decision?

In light of the recent media comments surrounding the governance of the Shetland Charitable Trust it is worth looking back at how much store has been given to the advice of the Institute of Directors (IoD) Scotland when consulted in the past.

I refer to the advice procured from the IoD in 2012 when the trust moved to appoint independent directors on its subsidiary companies. This report concluded that a move to independent remunerated directors would be advisable and recommended that “no councillor or independent trustee may apply to be a board member of any of the subsidiary companies of SCT”. It was also recommended these positions should be advertised in the local press.

The recommendations were subsequently approved by the full board on 13 September 2012 and independent directors were appointed to the subsidiary company boards.

Less than two years on in August 2014, due to resignations, three director vacancies were appointed. Two on Shetland Heat Energy and Power Ltd (SHEAP) and one on Shetland Leasing and Property Developments Ltd (SLAP).

These appointments were made on 13 and 18 August 2014, they were not advertised! This being the case I would also question if an appropriate selection panel was set up, including an “off-island selection professional”, which was also recommended by the IoD in 2012, “to provide absolute objectivity and ensure correct application of the process”.

Equally concerning, the two appointments made to SHEAP were current SCT trustees (although one subsequently resigned as a trustee). This was a material change to the 2012 recommendations from the IoD.

Checking the minutes, a report on these new appointments from the SCT chief executive was presented to the full board on 11 September 2014, almost a month after the appointments were made. This begs the question: who took the decision for this material change as it did not appear to come before the full board of trustees, despite the fact they hold responsibility for setting governance policy?

At the time I queried the process of these appointments with the SCT and received a response from the chair of its investments committee. This was unsatisfactory in my opinion, but his reply did provide a valuable insight into their process.

It is also interesting to note that one of the appointed trustee/directors to SHEAP is the chair of the SCT audit and governance advisory committee who has recently set out “the facts” in the local media of the proposed governance changes relating to trustees. I am not entirely sure I share his confidence in how the SCT affairs are currently being conducted.

It is my opinion that a move towards a majority of directly elected trustees, if not all, is necessary to maintain public accountability of this £230million trust dedicated to “improving the quality of life for people living in Shetland”.

SIC councillor Billy Fox