Elected Supporter-Directors and the Football Club
Code of Conduct
The following document has been developed by staff from Supporters Direct, the Football Governance Research Centre and Cobbetts Solicitors, following consultation with a number of supporter-elected directors and Football Club directors.
It is intended that the code be considered and adopted by meetings of both the Trust and the Club’s Boards of Directors.
It is not intended that the provisions of this code have the binding force of law, but that it will serve as a framework for the working relationship between the elected Supporter Director, the Club and the Trust.
The Code is intended as a framework that can be amended according to the particular circumstances in consultation with Supporters Direct.
It is acknowledged that the elected Supporter Director owes his/her ultimate responsibility to the Cub as a director under company law and that his/her adherence to this code takes effect subject to that responsibility.
1. That trust will ensure that the person nominated by it to serve on the board of directors of the football club (‘the Supporter Director’) will :
Be a paid up member of the trust
Be an elected member of the Trust board nominated by its members or directly elected by the members of the Trust in accordance with the electoral procedure adopted by the Trust
2. The Supporter Director will :
Devote sufficient time and attention to the Club to fulfil his/duties as a director
Attend meetings of the Club Board regularly
Attend trust board meetings regularly and report back to the trust the decisions of the Club’s board, subject always to paragraph 4 below and to his/her overriding duties of confidentiality to the club.
Abide by the majority vote of the trust board [or trust membership] so far as his/her duties to the Club allow.
Submit to re-election/re-appointment every [ ] years in accordance with the policy of the Trust.
Abide by the Club’s memorandum and articles of association and to any regulatory code adopted by the Club.
If required to do so by the Trust, represent the Trust in association with the Club Board in their dealings with football authorities, local and central government.
3. The directors and secretary of the Club will :
Give adequate notice of all Board meetings and ensure that the Supporter Director is provided with sufficient information to enable him/her to participate on an equal footing with other directors and to fulfil his/her duties as a director and all such information as is provided to other directors.
Ensure that the Supporter Director is entitled to the benefit of any indemnity and/or directors liability insurance enjoyed by other directors.
Not unreasonably restrict the Supporter Director in reporting back to the Trust the deliberations and decisions of the Board of Directors and the matters to be discussed at forthcoming meetings of the Board to enable the Supporter Director to canvass the views of the Trust Board.
4. The Supporter Director may request that he/she be allowed to report back to the Trust the deliberations and decisions of the Board of Directors and to share with them notices of Board meetings and the matters to be discussed at those meetings. The Supporter Director shall not without the prior authority of the Board of Directors disclose any confidential information to any other person.
5. The supporter-elected director will not be obliged to disclose the following information to club directors or officials without the express permission of the trust board :
The trust’s financial position including individual members’ contributions, assets and levels of income.
Matters deemed confidential by the trust board.
6. The supporter-elected director shall not receive remuneration from the club except re-imbursement of reasonable expenses, including travelling expenses, while conducting business for the benefit of the club.