Role Description: MAC Members (Trustees)

What does being a MAC member (trustee) mean?

If you are currently a PCC member, you are already a trustee and your responsibilities remain the same.

MAC Members (Trustees) have a Duty of Prudence:

• to ensure that the Ministry Area is well run and will remain solvent
• to use funds and assets reasonably - funds should only be used for the furtherance of Ministry Area’s objectives
• to avoid activities that might place Ministry Area’s funds, assets or reputation at undue risk
• to take special care when investing the funds of the Ministry Area (or borrowing funds for the Ministry Area to use)
• 
  

Other important issues / requirements include:

• MAC members must be ‘disinterested’ and are responsible for safeguarding the public benefit
• Some of the functions of the MAC members may be delegated, subject to standing orders (rules and regulations), but overall responsibilities cannot be delegated
• MAC (Trustee Board) members may find themselves personally liable for any debt arising under any contractual obligation that they have agreed to if the Ministry Area finances cannot cover that debt.
• Inept or imprudent MAC members can be personally liable for losses
• There is no liability unless ‘recklessly negligent’

The main duties of a MAC Member (Trustee):

1. Ensure your Ministry Area is carrying out its aims for the people who live and worship within the Ministry Area. You and your co-trustees must make sure that the Ministry Area is carrying out the purposes for which it is set up, and no other purpose. This means you should:
   1. ensure you understand the aims of the Ministry Area as set out in the Constitution
   2. plan what the Ministry Area will do, and what you want it to achieve
   3. be able to explain how all of the Ministry Area activities are intended to meet the aims of the Constitution
2. Comply with the Church in Wales Constitution and the law. You should take reasonable steps to find out about legal requirements, for example, by reading relevant guidance or taking appropriate advice when you need to, in order to:
   1. make sure that the Ministry Area complies with the Constitution
   2. that the Ministry Area complies with Charity Law requirements and other laws that apply (for example, Registered charities must keep their details on the register up to date and ensure they send the right financial and other information to the Charity Commission in their annual return.)
3. Act in the Ministry Area’s best interests. This includes making sure that:
   1. You do what you and your co-MAC members (and no one else, not even the Church Committees) decide will best enable the Ministry Area to carry out its purposes
   2. with your co-MAC members, you make balanced and adequately informed decisions, thinking about the long term as well as the short term
   3. you avoid putting yourself in a position where your duty to the Ministry Area conflicts with your personal interests or loyalty to any other person or body
   4. you do not receive any benefit from the Ministry Area unless it’s properly authorised and is clearly in the Ministry Area’s interests; this also includes anyone who is financially connected to you, such as a partner, dependent child or business partner
4. Manage your Ministry Area’s resources responsibly. You and your co-MAC members should put appropriate procedures and safeguards in place and take reasonable steps to ensure that these are followed. Otherwise you risk making the Ministry Area vulnerable to fraud or theft, or other kinds of abuse, and being in breach of your duty. You must act responsibly, reasonably and honestly. This is sometimes called the duty of prudence (see ‘What does being a MAC member mean’ above also). Prudence is about exercising sound judgement. Practically, you and your co-MAC members must:
   1. make sure the Ministry Area’s assets are only used to support or carry out its purposes
   2. not take inappropriate risks with the Ministry Area’s assets or reputation
   3. not over-commit the Ministry Area
   4. take special care when investing or borrowing
   5. comply with any restrictions on spending funds
5. Act with reasonable care and skill. As someone responsible for governing a Ministry Area, you:
   1. must use reasonable care and skill, making use of your skills and experience and taking appropriate advice when necessary
   2. should give enough time, thought and energy to your role, for example by preparing for, attending and actively participating in all MAC meetings
6. Ensure your Ministry Area is accountable. You and your co-MAC members must comply with statutory accounting and reporting requirements. You should also:
   1. be able to demonstrate that your Ministry Area is complying with the law, well run and effective
   2. ensure appropriate accountability to members, if your Ministry Area has a membership separate from the MAC members
   3. ensure accountability within the Ministry Area, particularly where you delegate responsibility for particular tasks or decisions to staff or volunteers

The Ministry Area Council (MAC) (Trustee Board)

What is the MAC?

As we have seen, individual MAC members (Trustees) are the people who lead the Ministry Area and decide how it is run, and they do this primarily through their work on the Ministry Area Council (Trustee Board). The primary focus for the MAC (Trustee Board) is the overall management of the Ministry Area, which is the Charity. The members of the MAC are therefore the Charity Trustees. This is because the property within the Ministry Area, together with the money and other assets, are held by the MAC (Trustee Board) ON TRUST for the Ministry Area.

Whilst members of the MAC are mainly drawn from the churches within the Ministry Area, their role is not to represent that church but to manage the Ministry Area for the benefit of all who worship and live in the communities within the Ministry Area.

Being eligible to join the MAC

You must be 18 years or over to be on the MAC (Trustee Board) and you will have been asked to make the following declaration:

I, [full name], declare that I am a Communicant over eighteen years of age and that my name

is properly entered on the electoral roll of this Ministry Area, that I will faithfully and diligently perform my duties as a Trustee during my year of office, and that I agree to accept and be bound by the Constitution of the Church in Wales.

What are the main areas of focus for the work of the MAC?

The following is a list of the main areas of focus for the MAC.

The MAC can delegate powers to the sub-committees to work on these different areas, but the ultimate responsibility always remains with the MAC and it’s members.

1. Managing and raising Ministry Area finance (usually delegated powers to the Finance Sub-committee)
2. Property and buildings (usually delegated powers to the Property Sub-committee)
3. Strategic planning for church growth, worship and pastoral care in the Ministry Area (delegated to the Ministry Area Team)
4. Personnel (usually remains with the MAC)
5. Consideration and discussion of matters concerning the Church in Wales or otherwise of religious or public interest (usually remains with the MAC)
6. Production of necessary annual reports and accounts for the Charity Commission (usually remains with the MAC). (Registered charities must keep their details on the register up to date and ensure they send the right financial and other information to the Charity Commission in their annual return)
7. Annual review of the Electoral Roll and production of a new Electoral Roll every five years (in years ending with 2 or 7)
8. Ministry Area Policies - Every MAC is expected to have discussed and adopted policies which set out how the charity will run. These policies protect both the MAC members and the people working, volunteering and using the services of a charity. The Charity Commission requires charities to have some policies in place, and many grant-making organisations will require them too.

Making decisions as a MAC

MAC members (Charity trustees) make decisions about their charity together, working as a team. Decisions don’t usually need to be unanimous as long as the majority of MAC members agree. In the event of a split decision, the Chair has the casting vote.

Decisions are usually made at MAC meetings, either in person or online. Some decisions can be delegated, though the responsibility for decisions remain with the MAC members.

When you and your co-MAC members make decisions about your charity, you must:

• act within your powers
• act in good faith, and only in the interests of your Ministry Area
• make sure you are sufficiently informed, taking any advice you need
• take account of all relevant factors you are aware of
• ignore any irrelevant factors
• deal with conflicts of interest – there are two types of conflict of interest – financial and loyalty
• make decisions that are within the range of decisions that a reasonable trustee body could make in the circumstances

You should record how you made more significant decisions in case you need to review or explain them in the future.

How the MAC operates

Terms of Reference of the MAC (Trustee Board - from the Church in Wales Constitution)

1. The MAC MUST meet at least four times a year.
2. It is a DUTY of the Ministry Area Team (MAT) and MAC (Trustee Board) to consult together and co-operate in all matters of concern and importance to the Ministry Area.
3. If the information is not laid out in the Constitution of the Church in Wales, the MAC is responsible for deciding how it will operate. Things the MAC may wish to determine could include:

• The number of sub-committees
• The powers delegated to those sub-committees
• The expected outcomes from those sub-committees
• Limits on spending put on those sub-committees
• How spending above those limits should properly be referred to the MAC

1. The MAC is the normal channel of communication between parishioners and the Bishop. In the exercise of its functions the MAC shall:

• Take into consideration any expression of opinion by any properly constituted church meeting
• Consider collaborating with other MACs in order to make better use of resources or avoid duplication
• Have regard for the environmental impact of the Ministry Area’s activities
• Identify any potential risks where the Ministry Area’s strategic aims, objectives and direction may cause problems
• Employment policies. If the MAC is responsible for employing staff – e.g. youth worker, organist or verger - the MAC must adhere to employment law