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Terms of Reference for the EPAfrica

Board of Advisors
Purpose
The Board of Advisors will provide independent assurance and expert advice to the EPAfrica
Board of Trustees and Management Committee, with its members holding the appropriate
balance of skills, experience, independence and knowledge to fulfil the objectives of the
organisation.
The Board of Advisors will contain a small number of individuals selected for relevant
significant and longstanding expertise in a number of areas and may be composed of
existing EPAfrica members, as well as a minimum of three externals.
Terms of Reference
Board Composition
The Board of Advisors will be made up of six to eight members
Board of Advisor members will be required to fulfil one or more of the skillsets
outlined under Objectives and Responsibilities below
A minimum of three members of the Board of Advisors will be external in order to
secure independence of character and judgement

Meeting Frequency
The Board of Advisors should meet with the Board of Trustees and Managemnt
Committee sufficiently regularly to discharge its duties
Informal meetings between individual Board of Advisor members and Board of Trustee
or Management Committee members are advised, with the purpose of reviewing
items pertaining to their respective areas of expertise, or in the case of Board of
Trustee members their portfolio of accountability
The Board of Advisors shall formally meet with such frequency and at such times as it
determines necessary, and it is expected that the Board of Trustees should attend at
least some of these meetings

Objectives and Responsibilities
NB. See Role Descriptions for further details
The three primary objectives of the Board of Advisors are:
1. Risk mitigation
2. Strategic insight
3. Independent challenge

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The Board of Advisors will achieve these objectives through one or more of the
following skillsets relevant to the work of EPAfrica:
- Legal
- Medical
- International operations
- International development
- Research and evaluation
- Corporate governance
Members of the Board of Advisors will draw on their relevant subject matter expertise
to provide challenge, insight and advice to support the Board of Trustees in fulfilling
their duties
Powers of the Board
The Board of Advisors will have no decision-making authority. Members are appointed
in an advisory capacity only
Matters for the Board
The following items may be considered and reviewed by the Board of Advisors:
- Organisational strategy
- Risk assessment
- Organisational policies and procedures
- Contingency plans
- Financial controls
- Operational plans
- Theory of change
- Fundraising strategy
Matters for the Board of Advisors may evolve over time and include other items (with
the agreement of its members), as the advisory requirements of the Board of Trustees
and Management Committee will be continually reviewed
Items presented to the Board of Advisors for consideration will have been sufficiently
progressed and suitably presented as to facilitate effective feedback, insight and
discussion from its members






Role Descriptions


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Primary objectives

1. Risk mitigation
Within the context of EPAfricas annual programme the charity is exposed to a high level of
risk from a number of sources, including political, medical, legal and reputational risks
The Board of Advisors is composed of members with skillsets, experience and knowledge
relevant to the risk context in which EPAfrica operates
A core requirement of the Board of Advisors is to support the Board of Trustees and
Management Committee with identification of charity risks and to provide advice, guidance
and challenge on mitigating actions
2. Strategic insight
EPAfricas Theory of Change is far reaching and covers a wide-range of subject matters,
incorporating content relating to East African politics, East African education, international
development, etc.
The Board of Advisors is composed of members with skillsets, experience and knowledge
relevant to these subject matters
A core requirement of the Board of Advisors is to provide strategic insight and advice to
support the Board of Trustees in strategic decision-making, particularly in relation to this
Theory of Change
3. Independent challenge
EPAfrica is continually striving to improve its annual programme and a transformation
programme is currently underway to enable the charity to achieve its vision both in the UK
and East Africa
A core requirement of the Board of Advisors is to provide independent challenge in the
context of Board-level decision-making. This independent challenge will be delivered both
through external representation and a perspective removed from the day-to-day running of
the organisation
Members of the Board of Advisors will monitor and encourage progress on the non-
urgent but important (nice to have) goals of EPAfrica



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Skillsets
Each member of the Board of Advisors should offer one (or more) of the following skillsets, and its
membership will be selected to cover all of them collectively



Context
Experience of charity law and
volunteer law
Expected Support
Risk management and decision-
making
Review charity / volunteer policy
Legal
Context
Knowledge of tropical disease /
East African medicine
Expected Support
Advise on health policy and
training
Health risk management and
decision-making
Medical
Context
Knowledge and experience in the
Education sector in East Africa,
including fundraising
Expected Support
Review and advise on EPAfrica
Theory of Change
Advise on fundraising
International development
Context
Experience of insight and M&E in
Education / Third sector
Expected Support
Review and advise on research
priorities and ethics
Review and advise on of M&E
framework
Research and evaluation
Context
Experience of running travel /
volunteer operations in East Africa
Expected Support
Advise on risk mitigation
Review and advise on operational
processes and controls
International operations
Context
Experience of running an
organisation in third sector
Expected Support
Advise on risk mitigation
Review and advise on governance
processes and controls
Corporate governance