Image: Istock
For-profit providers of social housing
Key considerations for effective governance
GOVERNANCE
Stephen Bull
Senior Consultant, Campbell Tickell
Stephen Bull
Senior Consultant, Campbell Tickell
Issue 81 | December 2025
Preparing for a recent panel discussion about For-profit Registered Provider (FPRP) governance, I reflected that there are a few key considerations on which effective governance turns in this sector.
My colleagues and I already know and understand the FPRP part of the sector well. We have recently written the bespoke British Property Federation’s Code of Governance for FPRPs of Social Housing and we have provided governance, regulatory and recruitment support to a range of sizes and types of FPRP.
But to help me pull my thoughts together, I also sought wise counsel from someone who had chaired both for-profit and not-for-profit registered provider boards. So what are my conclusions on key pointers for good FPRP governance?
Ask the expert
The expert I consulted highlighted some differences – especially in reporting lines – if the FPRP is part of a much bigger organisation, or in how it must demonstrate looking after investors’ money, for example. But there are also similarities. No registered housing provider can escape its legal and regulatory obligations, and key stakeholders are residents – of whatever tenure.
It is also a porous sector. Many housing associations have senior team and board members with a commercial background. Some FPRPs have board members who have a background in housing associations. There are even housing associations that are setting up one or more FPRP subsidiaries. The distinction between the two types of entity is arguably less important than the individual context for each registered provider, to which its governance arrangements must be appropriate.
Start with the basics
The starting point for any Registered Provider should be to get the basics in place. Ensure you have the right people around the table, be clear on your mission and purpose, be clear on what – for FPRPs especially – can be a complicated web of relationships and accountabilities.
Some FPRPs are subsidiaries of a much, much bigger organisation. The board needs clarity on this, where the money flows, how the governance of the FPRP links to the governance of the wider organisation and to be aware that, in some cases, the ways of working in these institutions may butt up against regulatory expectations.
For-Profit Registered Provider compliance checklist
This checklist follows the principles and themes set out in the code and allows users to present evidence and identify any key actions that are needed.
The key themes are:
- Leadership and strategy
- Culture and values
- Board composition and effectiveness
- Board roles and functions
- Delegation of delivery
- Integrity and probity
- Audit and risk
Download Campell Tickell's For-Profit Code of Governance Checklist
Regulatory expectations
And so to the regulator. Of course, any board must act in the Registered Provider’s best interests and that of its key stakeholders. But it is also critical to meet the expectations of the sector’s regulator.
What I have found on occasion, though, is that for some non-executive directors and executive team members, an active regulator such as the Regulator of Social Housing (RSH) is a new experience. Ensuring everybody involved understands regulatory expectations and requirements from the outset is critical. Baking this into ways of working from day one will make compliance ultimately feel less onerous and more business as usual.
For rapidly growing FPRPs, especially, it can be unhelpful to somehow assume that aspects of compliance can be put aside to tackle once the ‘large provider’ threshold (which triggers more proactive regulation) is passed.
Actions to consider
I’ve concluded that giving attention to the following will stand any FPRP in good stead:
- Ensure you have people around the board table who have senior experience and knowledge of the regulated social housing environment – what social housing is all about, and RSH expectations.
- Resource your company secretary/ governance function appropriately. For some, remember the company secretary may be stretched in providing a service to a number of other companies within the overall organisation. Also that the wider organisation may have different constitutions, cultures and general ‘ways of doing things’ to one that is providing affordable housing.
- Ensure clarity on the relationship with your investors and the wider organisation you are a part of and that any conflicts of interest are transparently addressed. Demonstrate how agreements to provide services deliver value for money, especially when provided by an organisation linked to the FPRP.
- Decision-making and compliance: If the FPRP is a subsidiary of a larger group (and for some this can be a number of FPRP subsidiaries), whether it’s a commercial entity or a large housing association, set out clearly how the FPRP is enabled to make its own decisions in its own best interests and ensure compliance with regulatory standards and appropriate legislation.
- Adopt an appropriate code of governance – we recommend the BPF Code!
- Pay attention to how the governance structure needs to evolve as you grow: Ensure it supports delivery of the business plan and provids the board with the right level of assurance. What committees may you need to put in place and what skills will be needed on them? Think ahead and get them established.
- Remember your responsibilities as a landlord and a Registered Provider, even if you outsource the housing management function.
- Ensure your governance documentation is tailored to your organisation. Don’t simply use off-the-shelf versions or ones from the larger organisation you may be a subsidiary of.
- Develop a positive relationship with the regulator. As you grow, or if significant things are happening to the organisation, inform them. No regulator likes surprises or learning about things from the front cover of the trade or national press.
And always remember, as my wise counsel told me ‘just do the day job well and tell the truth’.
