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Role of the Board and Directors

The Board’s role in the governance of Zero Waste Scotland is to ensure that the organisation strives for excellent performance in accordance with board-approved performance standards, whilst appropriately balancing performance with responsible legal and other conformance obligations.

The Board is accountable to Scottish Ministers and works with the Executive Leadership Team of Zero Waste Scotland to provide strategic direction for the organisation and adhere to the principles of good corporate governance. It acts on a collective basis and must carry out its duties with independence and impartiality and in accordance with the Memorandum and Articles of Association and Standing Orders for Zero Waste Scotland. Its role is the provision of advice, challenge, support and assurance.

It has the following functions:

  • To represent the interests of the Minister and ensure that Zero Waste Scotland delivers its functions in accordance with the Ministers’ policies and priorities;
  • To ensure financial stewardship;
  • To provide active and strategic leadership of Zero Waste Scotland by:
    • Agreeing the organisation’s strategy;
    • Setting cost effective plans to implement the strategy;
    • Establishing a performance management framework which enables underperformance to be addressed quickly;
    • Establishing the values and standards of Zero Waste Scotland and ensuring that the organisation adopts and complies with codes of conduct for staff and Board directors
    • Ensuring that the highest standards of governance are complied with, that the organisation complies with all Ministerial guidance, its company memorandum, articles of association, grant award, legislation and that a framework of prudent and effective controls is in place to enable risks to be assessed and managed;
    • Focusing on the difference that the organisation is making in the outside world, i.e. effects on customers and citizens;
    • Ensuring that Zero Waste Scotland is a Best Value organisation;
  • To hold the Chief Executive (and senior staff) to account for the management of the organisation and the delivery of agreed plans on time and within budget;
  • To represent Zero Waste Scotland where required and to be an ambassador for Zero Waste Scotland and a champion of the environment.

Role of the Board Chair

The Zero Waste Scotland Chair has additional responsibilities over and above non-executive directors, particularly in relation to strategic leadership and the conduct of Board business.

These include the following;

  • Taking lead responsibility in representing the body in links with Ministers and the Scottish Parliament (other directors may also be involved from time to time);
  • Advising our sponsor Department (the Environment and Forestry Directorate) and Minister (Michael Matheson MSP – Cabinet Secretary for Net Zero, Energy and Transport) about Board appointments and the performance of individual members;
  • Taking the lead in building links, at Board level, with partner organisations and other stakeholders;
  • Ensuring that you have a proper knowledge and understanding of your corporate role and responsibilities;
  • Ensuring that the Board carries out its essential functions efficiently and effectively so that:
    • All planned business is dealt with, a conclusion is reached in respect of each item and you understand the conclusions reached;
    • The Board takes proper account of Departmental guidance etc. in reaching decisions
    • All decisions by the Board are clearly and accurately minuted;
    • The Board delegates sufficient authority to its committees and to the Chief Executive Directors are given the opportunity to express views before any important decision is taken;
    • The Board receives professional advice when needed;
  • Developing an effective working relationship with the Chief Executive:
    • Overseeing the way the Chief Executive, together with the other senior managers, implements Board decisions;
    • Agreeing the Chief Executive’s annual performance targets and undertaking the assessment of his performance - possibly gaining Board (or Board Committee) approval for both the targets and the performance assessment.

Role of the Chief Executive

The Chief Executive has accountability to the Board for the overall organisation, management and staffing of Zero Waste Scotland. He must devise and implement appropriate management structures and processes and ensure the organisation has the necessary people resource for it to achieve its mission.

The key roles of the Chief Executive are:

  • To assist the Board in developing the Strategy for Zero Waste Scotland. This will involve devising alternative strategies by which Zero Waste Scotland might achieve its purpose and assessing the strengths and weaknesses of each for the Board;
  • To devise and recommend a corporate plan which will allow for the full implementation of the Board’s adopted strategies within the resources available;
  • To devise and implement management structures and processes which will allow Zero Waste Scotland to implement agreed corporate plans;
  • To ensure that Zero Waste Scotland has managers and staff with the necessary skills, knowledge, qualifications and experience to be able to implement agreed corporate plans;
  • To lead and inspire the organisation to fully implement agreed corporate plans on time and within budget to achieve agreed objectives;
  • To monitor carefully the implementation of plans, adjusting them as needs be;
  • To ensure that the Board is kept adequately informed so as to be able to discharge its duty to monitor performance;
  • To develop and maintain positive relationships with officials of the Environment and Forestry Directorate to understand Ministerial aspirations and to ensure that the Department understands the challenges facing Zero Waste Scotland;
  • To develop and maintain an effective relationship with the Chair and to ensure an effective link between senior managers and the non- executive Board directors.
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