The PRS Board is called the Members’ Council (Council) and currently comprises 27 directors; following recent governance changes, this will reduce over a transition period. In 2021 it will meet four times which will reduce to three times a year. The Council is focused on making sure that PRS is in close touch with the views, concerns and needs of its members.
Its other focuses are on strategic oversight, reviewing company performance and holding the Board to account. The Council considers the corporate strategy recommended by the Board, gives feedback and approval. It also approves the annual budget and accounts, and the appointment of PRS’ CEO and Board members.
The Council is made up of:
- 11 writer Council Members and 11 publisher Council Members
- four independent non-executive Council Members
- one executive director (the CEO).
The directors (now Council Members) on the Council are appointed by PRS members at a general meeting. The eligibility of writer and publisher candidates for appointment is determined in a ballot in which voting members are eligible to participate.
The PRSfM Board (now known as the “Board”) has traditionally met around eight times a year. The Board is the primary business board in which the authority to run the organisation has been vested by the Council (with the exception of certain reserved powers and those powers vested in the Council by the PRS Articles of Association). It is also responsible for ensuring that PRSfM is run in accordance with company law and its constitution, the PRS for Music Limited Articles of Association.
The Board provides entrepreneurial leadership within a risk management framework, and ensures alignment to the company’s purpose, vision and values. In addition to developing the company’s long-term strategy and presenting it for approval by the Council, it ensures that the necessary financial and human resources are in place for its delivery once approved. It oversees the performance of senior management, ensures that the company’s obligations to its members/shareholders and other stakeholders are understood and met, and is responsible for the commercial functions of PRS.
The Board’s current 13 members are appointed by the Council and comprise:
- four independent non-executive directors (one of whom chairs the Board) – all also sit on the Council as non-executive independent Council Members
- four writer member non-executive directors
- four publisher member non-executive directors
The PRS Chair has a standing invitation to attend Board meetings as an observer.