Instrument of Government and governing board reconstitution rationale and process

This guidance provides an overview of the Instrument of Government (IoG) and the Hackney process for making variations or undertaking a full governing board reconstitution. It is recommended that boards review their IoG to ensure compliance and fitness for purpose every 3 years.

The Instrument of Government (IoG)

The Instrument of Government is the legal document that sets out the name of the school and the constitution of its governing board for maintained schools.

Statutory requirement: The IoG is statutory for maintained schools (including community and foundation schools)
Responsibility: The governing board prepares and approves the draft instrument. The Local Authority (LA) is responsible for 'making' (formally approving) it to ensure it complies with legal requirements
Review: The IoG should be reviewed periodically. We recommend every 3 years

Key questions for governing boards

When undertaking their review, or before proposing any changes, the governing board should consider these key questions:

Is the board fit for purpose? Does the current structure, size, and composition of the board enable it to effectively deliver its three core functions: ensuring clarity of vision, ethos, and strategic direction; holding the headteacher to account; and overseeing the school's financial performance?
Is the IoG compliant with legislation? Does the document comply with The School Governance (Constitution) (England) Regulations 2012 (and The School Governance (Federations) (England) Regulations 2012, where relevant)? Is the number of governors per category correct? Please compare your current IoG with our templates below, which are legally compliant
Does the board have the right skills? Does the board collectively possess the necessary skills, experience, and expertise to meet the school's current and future strategic needs, and does the IoG's composition allow for the recruitment of governors who can fill any identified skills gaps?

Making a variation or amendment: a joint process

Changing an IoG, whether a minor variation or a major reconstitution, follows a formal approval process.

Board steps

Draft: Your governing board drafts the varied instrument, including the rationale for the change (e.g. to strengthen governance), and agrees it
Approval: Foundation governors, trustees, or appropriate religious bodies (Diocese) approve it (where relevant)
Submission: The draft IoG, accompanied by your rationale, is submitted to Hackney Local Authority by email to governorservices@hackney.gov.uk

Local Authority steps

LA Review: The LA's Governance Services Team and/or Legal team will review the proposal for compliance with legal requirements. We will be in touch if there are any queries or issues. This usually takes a maximum of 15 working days (indicative timing)
Making the Instrument: If compliant, the Hackney Director of Education and Inclusion reviews and approves the variance. The LA then formally 'makes' the instrument. Compliance review typically takes up to 15 working days; Director approval takes up to 5 working days. The IoG is only valid from the date of the Director of Education and Inclusion’s signature

If the LA does not agree (and you do not have foundation governors), the LA must inform the board with reasons and give an opportunity to agree on a revised draft. If no agreement is reached, the LA will produce a final draft and 'make' the instrument.

Full board reconstitution

When to reconstitute a board

A full reconstitution is a significant reorganisation of the board’s structure and membership. This is typically prompted by internal or external changes, such as:

A proactive move to ensure the board is fit for purpose (e.g. joining or leaving a federation, gaining or removing foundation status)
Underperformance (e.g. a poor Ofsted inspection)
A recommendation from an external review of governance

The 7-step reconstitution process

Decide structure: Determine a board structure that is fit for purpose, ensuring you meet the minimum statutory requirements for maintained schools
Determine skills needed: Create a "governance dream team" based on the skills required for the new structure (imagine you are building the board from scratch)
Draft provisional IoG: Use our model IoG and checklist to draft the new instrument. It must be approved by the full governing board, with changes recorded in the meeting minutes
Set a date: Set a date for reconstitution. This can take up to 6 months, depending on the extent of change and recruitment needs
Complete a skills audit: Audit the skills of your current board to determine what expertise you already have
Manage surplus governors: Following the audit and new structure, you may have governors in excess of the new requirements. The DfE advises sensitive, honest negotiations to determine who is best placed to contribute
Elect a new chair and vice chair: Hold a new election after the reconstitution is complete

Terms of office following reconstitution

Same role: Governors who remain in the same role (e.g. staff governor remains a staff governor) continue to serve out their original term of office
Different category: Governors appointed to a different category (e.g. staff governor becomes a co-opted governor) begin a new term of office