The Dover Harbour (Constitution) Revision Order 2016

Citation and commencement

1.—(1) This Order may be cited as the Dover Harbour (Constitution) Revision Order 2016 and will come into force on 25th March 2016.

(2) The Dover Harbour Acts and Orders 1954 to 2014 and this Order may together be cited as the Dover Harbour Acts and Orders 1954 to 2016.

Interpretation

2.  In this Order—

“the Board” means the Dover Harbour Board;

“director” means member of the Board;

“the Dover Port Users Group” means the body referred to in article 9(2)(b);

“harbour” means Dover Harbour and has the meaning given by section 4 of the Dover Harbour Consolidation Act 1954(1);

“the new constitution date” means 1st May 2016; and

“the Port & Community Forum” means the body referred to in article 9(2)(a).

New constitution

3.—(1) On and after the new constitution date, the Board shall consist of—

(a) one person appointed by the Secretary of State as the chair.

(b) two further persons appointed by the Secretary of State;

(c) four persons appointed by the Board;

(d) the chief executive of the Board; and

(e) one other senior officer employed by the Board as specified by the directors appointed under subparagraphs (a) to (d).

(2) No employee of the Board may be appointed a director under paragraph (1)(a), (b) or (c).

(3) Subject to article 4—

(a) no person is to be appointed by the Secretary of State as a director under paragraph (1)(a) unless he or she is recommended for appointment by a panel comprising the Board’s deputy chair, such other director as may be determined by the Board, an official of the Department for Transport and an independent member to be agreed from time to time between the Board and the Secretary of State, and

(b) no person is to be appointed by the Secretary of State as a director under paragraph (1)(b) unless he or she is recommended for appointment by a panel comprising the Board’s chair, the Board’s deputy chair, an official of the Department for Transport and an independent member to be agreed from time to time between the Board and the Secretary of State.

(4) A recommendation by the panel under paragraph (3) must identify a candidate who satisfies the pre-determined and advertised criteria for the role and shall be made by a majority of the persons on the panel.

(5) Two of the directors appointed under paragraph (1)(c) must be persons who appear to the Board to have special knowledge or experience of the position of the harbour within the local community and local economy.

(6) Before any person is appointed as a director in accordance with paragraph (5) he or she must be interviewed by, and the Board must consult with, a panel comprising the Board’s chair and three members of a committee of the Board to be known as the Nomination Committee, the chair of the Dover Port Users Group, the chair of the Port & Community Forum, one elected member of the Dover District Council, one elected member of Dover Town Council, the Member of Parliament for Dover and the chair of the South East Local Enterprise Partnership.

(7) If the office of chair of the Dover Port Users Group, the Port & Community Forum or the South East Local Enterprise Partnership falls vacant or the chair is unable to attend a meeting of the panel mentioned in paragraph (6), the body in question may nominate another member of the body to be the acting chair for the purposes of that paragraph; and the proceedings of the panel will not be affected by any vacancy among the members of the panel or any failure of a member to participate in the proceedings.

(8) If the Board’s deputy chair is unable to attend a meeting of the panel mentioned in paragraph (3)(a) or (3)(b) his or her place shall be taken by such other director as the Board may determine; and if the Board’s chair is unable to attend a meeting of the panel mentioned in paragraph (3)(b) or (6) his or her place shall be taken by the Board’s deputy chair or (in his or her absence) such other director as the Board may determine.

(9) If a body mentioned in paragraph (6) ceases to exist, the requirements for a person to be interviewed by, and the Board to consult with, the body shall be inapplicable as respects that body but those requirements shall apply as respects any body that the Board consider to be a successor to that former body.

(10) A director appointed under paragraph (1)(a) or (b) must be a person who appears to the Secretary of State, and a director appointed under paragraph (1)(c) (but without prejudice to the foregoing paragraphs) must be a person who appears to the Board, to have special knowledge, experience or ability appropriate to discharge the fiduciary duties of directors and contribute to the efficient, effective and economic discharge by the Board of their functions including in particular (but without prejudice to the generality of the foregoing) special knowledge or experience of, or ability in, one or more of the following matters—

(a) the ports industry;

(b) shipping or other forms of transport;

(c) navigation or marine operations;

(d) industrial, commercial or financial management;

(e) administration;

(f) safety and personnel management;

(g) environmental matters affecting harbours;

(h) strategic planning; or

(i) any other skills and abilities considered from time to time by the Secretary of State or, as the case may be, the Board to be relevant to the discharge of the Board’s functions.

(11) Without prejudice to paragraphs (2) to (10), appointments under paragraph (1) or article 6 must be made in accordance with any guidance issued by the Secretary of State from time to time with respect to the appointment of Board members.

Appointment and terms of office of the first directors

4.—(1) Subject to paragraphs (2) and (3), the first appointments under article 3(1)(a), (b) and (c) must be made to take effect on, or as soon as reasonably practicable after, the new constitution date.

(2) The Secretary of State must appoint as the first chair of the Board as required by article 3(1)(a) the person who is the last Chairman of the Board before the new constitution date.

(3) The Secretary of State must appoint as first members of the Board under article 3(1)(b) the persons who are the two directors appointed before the new constitution date to hold office until 12 June 2018.

(4) The Board must appoint as first members of the Board under article 3(1)(c) the persons who are before the new constitution date respectively—

(a) the director appointed to hold office until 23 May 2016; and

(b) the director appointed to hold office until 30 September 2016.

(5) A director appointed under paragraph (2), (3) or (4) shall hold office until the date on which his previous period of office would have expired but for the making of this Order.

(6) The first two directors referred to in article 3(5) appointed by the Board under article 3(1)(c) shall hold office for a period of three years following their appointment.

(7) In the case of the first two directors mentioned in paragraph (6), consultation carried out by the Board as described in article 3(6) before the coming into force of this Order is to be taken to have been carried out under that provision.

(8) The senior officer appointed under article 3(1)(e) shall hold office as a director for such period as the Board may specify.

Terms of office of subsequent directors

5.  A director appointed under article 3(1)(a), (b) or (c) (other than a director mentioned in article 4) shall, unless appointed to fill a casual vacancy, hold office for a period of three years following his or her appointment or for such lesser period as the Secretary of State or the Board (as the case may be) may specify.

Casual vacancies

6.—(1) A casual vacancy arising in the office of -

(a) a chair appointed by the Secretary of State under article 3(1)(a),

(b) a director appointed by the Secretary of State under article 3(1)(b), or

(c) a director appointed by the Board under article 3(1)(c),

(2) must, unless it is not reasonably practicable to do so, be filled by the appointment of a director by the Secretary of State or, as the case may be, the Board in accordance with article 3(2) to (11).

(3) The Secretary of State may fill a casual vacancy in the office of the chair by appointing as the chair a person who is already a director of the Board appointed under article 3(1)(b) or (c) and, if the Secretary of State does so, the appointment shall be deemed to create a casual vacancy in the office of the director who is appointed as the chair.

(4) A director appointed to fill a casual vacancy under this article shall, subject to paragraph 4 of the Schedule to this Order, hold office during the remainder of the term for which the director whom he or she replaces was appointed or such other period (not exceeding three years) as the appointing person or body may specify.

Appointment of a chief executive

7.  For and incidental to the performance of their functions, the Board must appoint a chief executive.

Undertaking and declaration by directors

8.  A director appointed by the Secretary of State or the Board must, before his or her appointment takes effect, sign an undertaking as to the discharge of the duties of a director and a declaration of interests in a form to be determined by the Board from time to time.

Advisory bodies

9.—(1) The Board must consult the advisory bodies specified in paragraph (2) on all matters which in the Board’s reasonable opinion could substantially affect the management, improvement, conservation, protection or regulation of the harbour or navigation within it; but the Board is not required to consult on matters which in the Board’s reasonable opinion are confidential or commercially sensitive or where it is not reasonably practicable to do so having regard to the urgency of the matter.

(2) The bodies referred to in paragraph (1) are—

(a) an advisory body established by the Board before the coming into force of this Order known as the Port & Community Forum (“the PCF”) consisting of persons who are representative of persons having an interest in the functioning of the harbour in the context of the local community and local economy; and

(b) an advisory body established by the Board before the coming into force of this Order known as the Dover Port Users Group (“the Dover PUG”) consisting of persons who are representative of port users, borders agencies, the Board’s operational tenants, and other persons having an interest in the commercial and operational functioning of the harbour.

(3) The initial appointments to the advisory bodies having been made by the Board in accordance with a scheme prepared by the Board for each advisory body, on and after the new constitution date subsequent appointments to the PCF and the Dover PUG must be made by each advisory body and must be made in accordance with those schemes.

(4) The Board must take into consideration any matter, recommendation or representation which may from time to time be referred or made to them by each advisory body whether or not that advisory body has been consulted by the Board on that matter, recommendation or representation.

(5) The Board must facilitate the arrangements for each advisory body to meet regularly as required by the chair of the advisory body; and for that purpose must provide reasonable accommodation for the meeting and provide it with reasonable secretarial services.

(6) An advisory body may determine its own quorum and procedure and must appoint a chair.

(7) A member of an advisory body may resign his or her office at any time by notice in writing given to the chair of that body who must send a copy to the chair of the Board.

(8) The Board must use all reasonable endeavours to facilitate the continued existence of the PCF and the Dover PUG but if either body ceases to exist on a resolution of its members paragraph (9) or, as the case may be, paragraph (10) shall have effect.

(9) If the PCF ceases to exist, the Board must appoint and maintain a replacement advisory body comprising persons who in the Board’s reasonable opinion are representative of persons having an interest in the functioning of the harbour in the context of the local community and local economy and the relevant provisions of this article shall apply to that body.

(10) If the Dover PUG ceases to exist, the Board must appoint and maintain a replacement advisory body comprising persons who in the Board’s reasonable opinion are representative of port users, border agencies, the Board’s operational tenants and other persons having an interest in the commercial and operational functioning of the harbour and the relevant provisions of this article shall apply to that body.

(11) Initial appointments to an advisory body appointed under paragraph (9) or (10) must be made in accordance with a scheme prepared by the Board for that purpose and subsequent appointments must be made by the advisory body in the manner provided for by that scheme as agreed by the advisory body.

(12) In this article “advisory body” means the PCF or the Dover PUG or, as the case may be, a replacement body appointed under paragraph (9) or (10).

Incidental provisions relating to Board

10.  On and after the new constitution date the provisions of the Schedule to this Order have effect with respect to the Board.

Revocation

11.  On the new constitution date the Dover Harbour Revision Order 1975(2) is revoked.

Signed by authority of the Marine Management Organisation

J F Tuckett

Chief Executive Officer

An authorised employee of the Marine Management Organisation

26th February 2016