Board Governance and Code of Conduct

The role of the Board of DARA is to ensure that the vision and mission and values of the organisation are upheld, realised and communicated in its constitutional documents. The members of the Board serve on a voluntary basis and understand and identify with the mission and values of Dara. All Board Directors and specifically officers of the Board which includes chairperson and vice chairperson are provided with written guidelines on their specific roles and responsibilities on induction to the Board and transfer of officership. These are outlined below.

 Key principles of good governance

Board Leadership

The Role of the Board – The Directors have and accept ultimate responsibility for directing the affairs of the organisation, ensuring it is solvent, well-run, and delivering the outcomes for which it has been set up.

Strategic Role of The Board

The Board focus on the strategic direction of the organisation, and avoid becoming involved in day to day operational decisions and matters. This is delegated to the C.E.O., managers and staff. The strategic plan of the organisation is discussed, agreed and the Board have oversight of the implementation, monitoring and review of the progress of the plan.

 The Board in Control

Compliance – The Board ensures that the organisation complies with its own governing document, relevant laws, and the requirements of any regulatory bodies.
Internal controls – The Board maintains and regularly reviews the organisation’s system of internal controls, performance reporting, policies and procedures.
Managing risk – The Board act prudently to protect the assets and property of the organisation, and ensure that they are used to deliver the organisation’s objectives. They undertake an annual review of the risks to which the organisation is subject and take action to mitigate risks identified.
Equality and diversity – The Board ensures that it upholds and applies the principles of equality and diversity, and that the organisation is fair and open to all sections of the community in all of its activities.

The High Performance Board

Directors duties and responsibilities – The Directors understand their duties and responsibilities and should have a statement defining them.
The effective Board – The Board organises its work to ensure that it makes the most effective use of the time, skills and knowledge of its Directors.
Information and advice – Directors ensure that they receive the advice and information they need in order to make good decisions.
Skills and experience – The Directors have a diverse range of skills, experience and knowledge needed to run the organisation effectively. The Directors have a variety of experience including  finance, legal, HR, training, business and sectorial as well as three parent representatives of people with an intellectual disability.
Development and support – The Board ensure that they receive the necessary induction, training and ongoing support needed to discharge their duties.
The Chief Executive Officer – The Board make proper arrangements for the supervision, support, appraisal and remuneration of its CEO.

Board Review and Renewal

Performance appraisal – The Board annually review and assess its own performance, that of individual Directors and of sub-committees. This was completed in 2023.
Renewal and recruitment – The Board has a strategy for its own renewal. Recruitment of new Directors should be open, and focused on creating a diverse and effective Board.
Review – The Board periodically carries out strategic reviews of all aspects of the organisation’s work, and use the results to inform positive change and innovation.

Board Delegation

Clarity of roles – The Board defines the roles and responsibilities of the Chairperson and other honorary officers, in writing.
Effective delegation – The Board ensures that staff, volunteers and agents have sufficient delegated authority to discharge their duties. All delegated authorities must have clear limits relating to budgetary and other matters.
Terms of reference – The Board sets out clear terms of reference for any sub-committees.
Monitoring – All delegated authorities are subject to regular monitoring by the Board.

Board Integrity

No personal benefit – The Board does not benefit from their position beyond what is allowed by the law and is in the interests of the organisation.
Conflicts of interest – The Board identifies and promptly declares any actual or potential conflicts of interest affecting them.

The Open Board

Communication and consultation – The Board ensure that there is a strategy for regular and effective communication with them about the organisation’s achievements and work.
Openness and accountability – The Board is open and accountable to stakeholders about its own work, and the governance of the organisation.
Stakeholder involvement – The Board encourages and enables the engagement of key stakeholders, such as service users and beneficiaries, in the organisation’s planning and decision-making.

Health and Safety

DARA is committed to ensuring the health and safety of people supported, their families, staff and members of the public. The organisation takes account of legislative obligations under the Safety, Health and Welfare at Work Act 2005; General Applications Regulations 2007 and all associated legislation; the organisation’s Safety Statement describes the management system and details of its structure and how it is resourced. In addition, it provides a framework for the development of site-specific safety arrangements in all centres. The organisation’s Safety Statement details the responsibilities that staff at all levels have in relation to safety matters. The organisation’s bi -annual Health and Safety Audit Programme monitors compliance with safety standards across the organisation.

Quality Assurance

Services provided by DARA are developed, planned and delivered based on the needs and goals of people with intellectual disabilities and their families. The life choices and wishes of each person supported is at the core of service delivery and development. Providing services in this way ensures that the organisation is focused on delivering services to best international standards. The Health Information and Quality Authority (HIQA) is responsible for the registration and inspection of all residential services for children and adults with disabilities, including respite services, run by the HSE and private and voluntary services. As of the 31st of December 2023, the organisation had nine registered designated centres.

Board of Directors & Sub-Committees 

Board of Directors

DARA is governed by a voluntary Board of Directors three of whom are parents of a person with an intellectual disability. Board members work on a voluntary basis and do not receive any remuneration.

Board Members (2024)

Chair Brian Gallagher, Vice Chair/ Secretary, Lynda McElherron, Ursula Galvin, Catherine Slattery, Adrian Watson, Mary Lavin, Paul Pearson, John Gorman, Hugh Fitzgibbon.

The Board would like to express its sincere appreciation of the commitment and dedication of management and staff to maintaining the quality of existing services and for developing new services for people with an intellectual disability and their families. The Directors are satisfied with the operational performance of the organisation in what is a very challenging economic climate with increasing demands and constrained funding.

There are four sub committees of the Board:

Finance Audit and Renumeration Sub Committee

The function of this committee is that it serves as a focal point for communication between other directors, the external auditors, and management as their duties relate to financial reporting, internal controls, and the external audit.  The Committee is to assist the Board in fulfilling its responsibilities by providing an independent review of financial reporting, by satisfying themselves as to the effectiveness of the Company’s internal controls and as to the sufficiency of the external audit.

Committee Members: Adrian Watson (Chair of Committee), Brian Gallagher (Chair of the Board) in attendance:  Carol O’Donnell, CEO Carol O’Rourke, Director of Finance, Kate Fortune Finance Administrator and minute taker

Quality, Risk and Safety Committee

The function of this committee is to oversee the management of risk, quality and safety in the organisation and to provide a level of assurance to the Board that there are appropriate and effective systems in place that cover all aspects of risk management and quality improvement.

Committee Members: Paul Pearson (Chair), Catherine Slattery (Director) in attendance Carol O’Donnell CEO, Joan Brady, Quality Risk and Compliance Manager.

 Governance Committee

A Governance Committee of the Board oversees the governance and compliance obligations of the organisation.

The members of this subcommittee would usually comprise Chair of Board, a Board member with sectorial experience and or one other Board member and the Chief Executive Officer.

Committee Members: John Gorman (Chair), Brian Gallagher (Chair of the Board). Hugh Fitzgibbon

(Director) in attendance Carol O’Donnell CEO

Policy Committee

The Policy Committee has the role of insuring the Board policies and procedures in place the to guide the operation of the organisation in a legal and ethical manner.

Committee Members: Ursula Galvin (Chair), Lynda McElherron (Director).  In attendance Mary McMahon Director of Operations


Click here to view Dara Community Living’s Strategic Plan

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