Modernising Governance of the New Organisation

Governance is a key consideration for any membership organisation; and particularly for any organisation which is both a Chartered body and a registered Charity.

The proposed Byelaws detail the role and composition of the Council, as the governing body of the new unified organisation; and make clear the role of General Meetings in the process of governance. The Byelaws also establish an Executive Committee and enable the Council to delegate authority to that Committee.

In addition, the Byelaws enable the Council to make regulations regarding a sub-structure of committees - and the possible nature of that sub-structure is the main purpose of this note.

First, though, it may be helpful to outline the main functions of the Council; and of the Executive Committee.

The Byelaws make it clear that the members of the Council are the Trustees of the new organisation; they have the rights and responsibilities, in law, of the Trustees of a Charity. It will be important, before holding elections to the new Council, to codify and publicise these rights and responsibilities.

The Council cannot itself give detailed consideration to every aspect of the business of an organisation as diverse and complex as the Chartered Institute of Library and Information Professionals. The main purpose of a sub-structure of committees and other bodies is to carry out that detailed work. However, the Council, as the body of Trustees, has the responsibility of scrutinising the work of its committees. The scrutiny role is a major element in discharging the responsibility of Trustees; and is the main reason why committee decisions cannot be enacted until they have been approved by the Council, except in cases where delegated authority has been authorised.

That said, the Council also has an important deliberative role and should have the opportunity to debate key issues of professional significance; as well as determining major matters of Institute policy and resourcing.

In discharging these responsibilities, the Council is assisted by the Executive Committee to which delegated authority can be given. The main functions of the Executive Committee are to consider issues related to Institute policy, resource management, and good governance; including taking executive action on behalf of the Council when there are urgent matters to address.

The question of a sub-structure of committees has been considered by the IWG Working Group on Committees (which met on 22 March) and by the IWG itself (at its meeting on 23 May). What follows summarises the views expressed at those meetings.

Beneath the over-arching structure of governance for the Institute as a whole (the Council and its Executive Committee) there are two main strands of activity which require more detailed processes of governance. These relate to the two main arms of the Institute's business: the work of the organisation as a professional body; and the work of the organisation as an income-generating portfolio of enterprises.

As a professional body, the Institute will need: a Professional Practice Committee to deal with issues of ethics and standards, and with matters pertaining to Branches and Groups; a Professional Development Committee with subordinate Boards dealing with accreditation, registration, and the proposed schemes for continuing professional development, and for the certification of Affiliate Members; a Disciplinary Committee to meet as and when required; and an Appeals Panel to convene as and when required to hear appeals against decisions relating to registration or to disciplinary matters.

A substantial percentage of the Institute's income (probably around 60 per cent) will come from the portfolio of income-generating enterprises, and an Enterprise Board will be needed to oversee this activity. One of these enterprises is the journal and website (and associated services like information on job vacancies) and it would seem sensible to have an Editorial Board to support the work of the Editor.

The composition of the various committees is yet to be considered but it would seem sensible for the Chairs of the three standing committees (Professional Practice Committee, Professional Development Committee, Enterprise Board) to sit on the Executive Committee.

In addition to this core structure of governance, a number of other factors need to be considered.

One is the area of policy development and professional networking, including the important issue of ensuring that sectoral interests are represented and considered. The Working Group took the view that policy development could be taken forward by a flexible structure of advisory panels involving relevant Special Interest Groups and feeding in to the decision-making structure through the Executive Committee; and that sectoral interests could also be covered similarly by advisory panels (reporting to the Executive Committee) as well as by SIGs (each of which is represented on the Council).

Also important are considerations of equal opportunities; and of the international dimension of the Institute's work. The IWG feels strongly that these are integral to all areas of the Institute's activity and should therefore be included, explicitly, in the work of all committees and panels; rather than having committees exclusively concerned with these topics.

Finally, the IWG is mindful of the opportunities of e-governance; using online debate to widen discussion on key topics of member interest and concern. A number of processes of deliberation and consultation - through Branches and SIGs, through Advisory Panels, through online discussion - will support and inform the processes of governance and decision-making.

The aims of the proposals in this note are: to establish a robust structure of governance for the new organisation; to avoid unnecessary bureaucracy and duplication of effort within that structure; to ensure that all interests have a voice in that structure; and to engage as many members as possible with that structure.

A key task for the Shadow Executive Committee, once it is established, will be to ensure that a structure of governance for the new organisation is in place from the vesting day, 1 April 2002. The views of the Council (IIS Council on 14 June and LA Council on 4 July) on the proposals in this note will be helpful in shaping that structure.

Bob McKee
June 2001

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