Proposed Rule Changes

Internal governance

I have proposed a small number of amendments to our rules to try to ensure we learn from some of the difficult issues over the previous year.  I consulted current and previous Officers.

Proposed amendment numbered 9 (b) on the AGM Agenda will result in:-

10 Central Council

a)      The Central Council shall consist of the principal Honorary Officers (Chair, Vice-Chair, Treasurer and Secretary), twenty directly elected members, branch delegates (see below), and a representative from each nationally affiliated organisation.

The amendment defines the 4 Officers and introduces a Vice-Chair who is elected by the members.  The current provision for Central Council to elect up to 4 Vice-Chairs from the Council is deleted.

The split between the Principal Officers elected by the members and the Vice-Chairs elected by Central Council has caused confusion and arguments. All Officers who exercise authority between Central Council meetings should be elected by the membership.  This does not prevent Central Council from asking Council members to undertake roles on its behalf.

Proposed amendment numbered 9 (c) will result in:-

9 Governance

d) The Central Council should decide on the Association’s policy on new and other matters and review existing policies which may no longer be appropriate in between Annual and Special meetings.  Such decisions will be subject to ratification at the Annual Meeting.

This simply clarifies the role of Central Council in making and reviewing Policies.  It does not limit the ability of the Officers and Central Council to set up arrangements for discussing and agreeing policies in some structured manner; it simply reaffirms that Central Council has to give formal agreement to anything that will be reported as agreed by the Association.

Proposed amendment numbered 9 (d) deletes the following:-

d) The Central Council shall elect functional officers at the first meeting after the AGM. The Central Council may co-opt a maximum of 5 members in addition to elected members to fill functional positions.

Allowing Central Council to elect other officers (not the Principal Officers who actually exercise authority between Council Meetings) has caused confusion and arguments.  In reality Central Council has not elected “Officers” who carried out functional duties.

There has also been confusion over co-option which does not specify that anyone co-opted has to be an SHA member.  Nor is it clear if they have voting rights.  Given our basis of elections, cooption should be unnecessary.  This does not limit the ability of Central Council to invite speakers or visitors.

Proposed amendment numbered 9 (e) will result in:-

10 Central Council

f) The Officers together with any appropriate staff will be responsible for the administration of the affairs of the Association between Central Council meetings.  The Officers shall meet as required between Central Council meetings (including by teleconference) and invite such staff as required and decisions will be recorded.

Sadly there have been many disagreements about improper decision making and about who is entitled to decide what.  There has also been a lack of transparency over who made what decision.  This proposed amendment brings greater clarity.

It makes clear that the Officers (Chair, Vice-Chair, Treasurer and Secretary) are collectively responsible and that they must work with the staff, although staff will have delegated authority. At present the only “staff” is the Director.

Proposed amendment numbered 9 (f) will add:-

9 Governance

f): Any sub-committee or Special Interest Group must have Terms of Reference, Membership and Budget agreed by Central Council. At least one member must be an Officer. All decisions must be made in an open and transparent manner and reported to Central Council.

We have had major problems through misunderstandings about the roles and powers of sub groups.  The proposed amendment makes clear that any group has to have clear terms of reference and act appropriately.

It also makes clear that where a group makes decisions these must be properly recorded and reported on.