Remuneration:           The role of committee chair is not remunerated although reasonable expenses for travel may be claimed

Location:                    SIS is based in Edinburgh however operates across Scotland and meetings regularly take place in other locations.

Time commitment:    quarterly meetings of the Risk Committee in line with the board reporting cycle

At least 4 board meetings per year, including an away day with ad hoc single item agenda meetings as required.

The committee chair will also expected to attend other committee/working group meetings on occasion and have regular

meetings with the CEO.

S/he will also represent the organisation at various events and meetings with key stakeholders.

Reporting to:             SIS Chair/Board of Trustees

Our values: the SIS Way

Purpose: We are purpose driven; we are committed, innovative and impactful;

Integrity: We do what we say; we are reliable, honest and consistent;

Unique: We embrace the power of difference; we are inclusive, open and ethical;

Partnership: We grow strong partnerships; we are collaborative, confident and respectful.

SIS background and objectives  

Social Investment Scotland’s (SIS) mission is to connect capital with communities, making investments that make a real, measurable and sustainable impact upon people’s lives. Since 2001, we’ve been doing this by making loans and other repayable investments into purposeful organisations that might find access to finance from mainstream providers difficult. Since 2001, SIS has made investments of almost £80m into approaching 400 organisations, primarily in Scotland but increasingly elsewhere in the UK through specific funds.

SIS’s vision is to build an impact economy:

• ·       Enterprises will be provided with the tools, support and inspiration to plan, create and scale their social impact;

• ·       Governments and their agencies can partner with social enterprises in a range of different ways, but particularly to enhance the delivery of social impact;

• ·       Social entrepreneurs can readily access mission-aligned investment and support;

• ·       Consumers and businesses can purchase products and services from social enterprises;

• ·       Investors of all kinds can make purposeful investments for a financial and a social return; and

• ·       Businesses of all kinds implement responsible business approaches as standard.

The SIS strategy has four segments that encompass a range of objectives that are intended to support progress towards the SIS vision. These segments are:

• Market Building: business support and scale up programmes that are designed to support organisations understand their social investment options and expand their operations and impact.

• Communities: encompassing all of SIS’s direct investment team, across a spectrum of amounts, products and business models.

• Access to finance: supporting the growing responsible finance sector across the UK;

• Innovation: exploring innovative ways in which social investment might be used to create greater social impact.

Objective

The Risk Committee (the ‘committee’) is a key part of the governance framework at Social Investment Scotland (SIS). Reporting to the SIS group board, the committee reviews strategic, operational and portfolio (investment) risk in line with defined risk registers and reporting frameworks. The committee will ensure that the organisation is operating in line with the risk appetite established by the board in line with its strategy and that, if not, acceptable mitigants and controls are in place to minimise risk as far as is possible. The committee will also have oversight of the risk frameworks in place for subsidiary fund boards.

As a key board member, the committee chair will also be expected to attend and contribute to meetings of the SIS board of trustees, as well as act as an ambassador for the organisation, in partnership with the board chair, other committee chairs and the CEO.

Principal responsibilities

Risk Management

The chair will ensure that, under delegated authority from the board, the committee effectively oversees the risk management framework of SIS. This framework has three key aspects:

• o   Strategic risk (monitored via a risk register)

  • Governance

  • Strategic/mission

  • Liquidity

• o   Operational risk (monitored via a risk register)

  • People

  • Operations

• o   Portfolio risk (monitored via a portfolio review report)

  • Credit risk, for all SIS debt investments in line with a risk ratings system; and

  • Investment risk, for all equity investments made by SIS Ventures.

In line with risk appetite, established and regularly reviewed by the SIS board, the committee will have oversight of the systems and controls in place to mitigate each risk.

Provide challenge and support to the executive as to the effectiveness of these controls.

Report emerging risks to the SIS Board.

Governance

Contribute to ensuring that the SIS governance arrangements are working in the most effective way;

Work alongside the executive and the chairs of other committees and fund boards to ensure that emerging risks are highlighted, mitigated as far as possible and reported to the board.

Ensure that the committee is regularly refreshed and incorporates the right balance of skills, knowledge and experience needed to oversee the risk management framework, working in partnership with the chair of the RemCom and the board chair;

Review the effectiveness of the committee and the performance of committee members, in line with the regular appraisal process.  

Address and resolve any conflicts within the committee;

Work within all agreed board and committee policies adopted by the organisation.  

External Relations

Act as an ambassador for SIS, social enterprise and social investment;

Represent SIS at external functions, meetings and events;

Alongside the CEO and the chair, address any potential conflict with external stakeholders.

Efficiency and effectiveness

Chair meetings of the risk committee effectively and efficiently, bringing impartiality and objectivity to the decision making process;

Ensure that committee members are fully engaged and that decisions are taken in the best, long-term interests of SIS and that the committee takes collective ownership;

Foster, maintain and ensure that constructive relationships exist with and between the members of the committee;

Work with the executive to ensure that the agenda for meetings covers all relevant issues.

Monitor that decisions taken at meetings are implemented.