Directors’ Terms of Reference

  1. To work in the best interests of the LINX, monitoring and reviewing information provided to them, and steering the overall direction of the LINX in the best interests of its members (see LINX Memorandum & Articles of Association).
  2. To attend LINX Board meetings, submit items for the agenda, occasionally submit papers for consideration, read reports prepared by the staff and otherwise prepare in order to be able to participate in meetings.
  3. To attend LINX meetings, especially the formally constituted parts of these meetings.
  4. To give freely of their expertise and experience, and – where appropriate – to get involved in specific activities in support of (or perhaps mentoring) the LINX staff.
  5. To scrutinise LINX financial affairs, and to act as a guide to the staff in the preparation and execution of the annual budget. To act as additional authority on large items of expenditure or long-term financial commitment, in line with the LINX authority limits policy.
  6. Note: meeting attendance is on a ‘best efforts’ basis, it is not expected that Board members attend every meeting – but that they should try to do so.

Code of conduct, contract and censure

LINX non-executive Directors have undertaken to adhere to a code of conduct, and have all signed a contract with LINX. They have also adopted a policy on censure.

Expenses

Non-executive Directors are able to claim for expenses reasonably incurred in the execution of their duties including travel, accommodation and subsistence expenses. These expenses are deemed reasonable or otherwise, and authorised by, the CEO. The following specifics will apply:

1. Expenses for all Board members be capped at £250 each per meeting for board members domiciled in Europe (£500 outside Europe)
2. Expenses for attending LINX member meetings are not allowable
3. Expenses policy will be in line with policies applicable to LINX staff, although first-class rail travel is acceptable
4. All expense claims should, where practical, be accompanied by receipts
5. For budgeting and cost control purposes, any Director that intends to make claims should identify this in advance, as far as is reasonably practical.
6. Expenses can only be claimed for matters which relate specifically to Board meetings or a specific Board activity
7. Expenses may not be claimed if it would be reasonable to assume that they would be met by another organisation in accordance with the board member’s duties for that organisation
8. Vehicle mileage rates are set at the permitted rates from HMRC