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Governance framework for York City
Governance framework for York City

Project Spirit

Citys Trust is helping to lead the way for how supporter-owned clubs should be operated.  The Trust has published the results of its review of the governance framework at York City.


Commenting on the results of the review, which was known as Project Spirit, Trust Board member Paul Rawnsley said: Over the past eighteen months, the governance review has helped us to introduce improvements to the way in which both the Trust and the Club are operated.  We hope that the publication of the review can also help improve other peoples understanding of how York City is managed.  The overall aim is to provide some firm foundations to help the York City business prosper and for the team to be successful.


Citys Managing Director Jason McGill added: Having inherited a club in crisis we have had to deal with a lot of issues over the past couple of years, but the focus can now be on the future to help develop a successful York City on and off-the-pitch.


The majority of UK football clubs are owned and controlled by an individual or small group of individuals.  An individual owner has the power to operate their club as they see fit.  In many cases that works fine, but in some cases, as unfortunately transpired at York City between 1999 and 2003, individuals may act to benefit themselves at the expense of the football club and its community.  In March 2003, the ownership of York City passed into the hands of the supporters, through the body of the Trust.  There was no off-the-shelf manual about how a mutually-owned club should be operated.  York City is now one of a small handful of clubs owned by its supporters and the Trust and Club Boards have had to develop new ways of doing things. 


Whilst York City is relatively small in business terms, the unique nature of football clubs (as community assets) and ownership on a mutual basis means that the governance framework is inevitably more complex than if York City was simply owned by one individual.  At the same time, the Trust has been keen to establish a framework that is not burdensome and also provides support and encouragement to the unpaid volunteers who run York City.


The Trusts governance review has drawn on input from a variety of sources, including the Club Board, the experience of other clubs, trust members, Supporters Direct and established business best practice.  The review has addressed various aspects of the governance framework under six key areas.  The six areas of the governance framework and the specific aspects addressed are summarised below:


1)      Make-up of the Trust Board including size, terms of appointment, election procedures and co-options.

2)      Running the Trusts operations including the Trusts overall role and strategic aims, the contributions of individual Board members, the principles of Trust Board membership, communication and the level of the Trusts ownership stake in the Club.

3)      Make-up of the Club Board including size, procedures for the appointment of Directors including from amongst Trust Board members.

4)      Running the Clubs operations including the overall role and strategic aims, the contributions of individual Directors, principles of Club Board membership and communication between the Directors.

5)      Decision-making framework, addressing the various levels of decision-making ability.  At the highest level, being the democratic power of Trust Members, then decisions reserved for the Trust as the majority shareholder, requirements for the Club Board to consult the Trust Board on certain matters, decisions reserved for Club Board meetings and the delegated power provided to individual Directors.

6)      Performance evaluation of both the Trust and the Club Boards.



A few of the aspects covered by the governance framework include:

l                    Democratic election of volunteers to the Trust Board, supplemented by co-opted recruitments;

l                    Each Trust Board member to fulfil an allocated role and associated responsibilities, with a quarterly review now being published on the Trusts work in each area;

l                    Trust Board members expected to adhere to a code of conduct, including the principle of collective responsibility;

l                    Communications between Trust and Club Boards effected through formal quarterly meetings, the dual role of Trust and Club responsibilities for some people (currently Steve Beck and Sophie McGill are appointed as both Trust and Club Board members), a series of relationships at a working level covering various aspects of the Clubs operations;

l                    For the future, the Trust will consider changing its present 85% ownership arrangements;

l                    A process for selecting new Club Directors has been formalised;

l                    The members resolution approved at the 2004 AGM in respect of Club Directors who are also Trust Board members is incorporated in the governance framework;

l                    Additional controls for the Trust to be included in the Clubs legal constitution;

l                    Each Club Director to fulfil allocated roles and responsibilities with periodic review by a Trust/Club panel;

l                    Greater formalisation of business planning for the Trust/Club.



The governance framework now comprises the review report itself, together with a series of supporting documents such as the Trusts Rules, the Clubs Articles of Association, policy documents, published roles and responsibilities for individuals, and the election rules.  The member resolutions passed at the 2004 AGM - in respect of the appointment of Club Directors who are also Trust Board members and the role of Club Chairman have also been incorporated into the governance framework.


For many supporters, the phrase corporate governance is unlikely to stir great passion and, in general, there is not a great depth of understanding about governance structures and processes.  By making available its full 30+ page report, the Trust hopes to be able to provide a better level of understanding amongst the supporter base, as well as provide assistance to other trust-owned clubs.  Copies of the Project Spirit review report will be available to download from the Trusts website at .


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