West Somerset Railway

Director Profiles

Director: Vice Chairman

ACCOUNTABLE TO: PLC BOARD VIA THE CHAIRMAN

ROLE AND RESPONSIBILITIES SUMMARY

The Vice Chairman will be responsible to the PLC Board via the Chairman. Working closely with the management team, the individual concerned will take particular Board level leadership and responsibility for the policy and strategic direction of the commercial, remuneration and procedural aspects of the organization. The Vice Chairman will chair the Board in the absence of the Chairman and represent the Company both internally and externally as required. The person appointed must work with the Chairman to ensure that all the responsibilities, requirements, and obligations of PLC are identified and delivered through the Board and the management team.

This is a voluntary role undertaken initially in a hybrid management role and then subsequently in a non-executive capacity within the new corporate structure being designed and implemented across the PLC and is in addition to the corporate board responsibilities of a PLC Director.

SPECIFIC RESPONSIBILITIES
  1. Commercial
    1. To be responsible at Board level for supporting the management team in the development of a commercial strategy and plan to deliver the objectives of the PLC Corporate Plan. This includes policies to sustain and improve the commercial integrity of the Company across all relevant business units within the organization.
    2. As a member of the Operational Executive Committee, to particularly support the management team in the development and delivery of the commercial requirements of the organization.
    3. To be a member of the Forward Planning Group with particular remit to secure the strategic objectives of the organization around commercial development.
    4. To be part of [and where required lead] the core team identified by the Board responsible for negotiating and concluding commercial agreements with external bodies including the organizations that make up the wider WSR railway family.
  2. Remuneration and Staff Events
    1. To chair the Remuneration Committee. To ensure that all agendas and papers are probably prepared, decisions taken and clearly recorded and actions communicated and delivered.
    2. To develop a remuneration policy for the PLC in conjunction with the Finance Director and with support from Human Resources. To ensure that such a policy reflects good and current business and employment practice. To consult staff and other interests as appropriate and to bring it to the Board for consideration and approval. To be responsible for coordinating implementation in conjunction with the Finance Director and with support from the Human Resources Department.
  3. Policies and Procedures
    1. To take overall responsibility for the coordination and leadership of the work across the organization for review, development and implementation of PLC policies and procedures. This aspect of the role requires the ability to work with a number of other PLC Board Directors in the execution of their responsibilities.
    2. To chair the Policies and Procedures Committee. To ensure that agendas and papers are produced in accordance with normal company practice and that decisions and actions agreed are communicated and delivered.
Corporate Responsibilities

As a member of the Board, the Chairman will be expected to fulfil the statutory duties of a PLC Director which include:

  1. To ensure that WSR PLC complies with its governing document, company law and any other relevant legislation or regulations.
  2. To ensure that WSR PLC pursues its objects as defined in its governing document.
  3. To ensure WSR PLC uses its resources exclusively in pursuance of its objects: the company must not spend money on activities, which are not included in its own objects or corporate plan, no matter how worthwhile those activities are.
  4. To contribute actively to the Board's role in giving firm strategic direction to WSR PLC, setting overall policy, defining goals, setting targets, and evaluating performance against agreed targets.
  5. To safeguard the good name and values of WSR PLC.
  6. To ensure the effective and efficient administration of WSR PLC.
  7. To ensure the financial stability of WSR PLC.
  8. To protect and manage the property of the company and to ensure the proper investment of the company's funds.
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