British Orienteering AGM 2013

[Spookster]

It's not about allowing the board to have 2,3,4 or more independent directors, it's the fixed and cast in stone "must have 3" and the similar "must have 3 females" that I object to.

OK, I take your point about having things "fixed and cast in stone." Company Articles are, necessarily, rigid. But in the proposed Articles it's not "must have 3", it's "up to 3" independent directors. And it's not "must have 3 females", it's "at least 3 of each gender among the 9".

If the proposal is passed what happens if one year we can't find 3 independents and 3 females that want to be directors?

If we have fewer than 3 independents then the Board continues to operate with fewer than 9 total. No problem. However, there are people out there willing to do this role, and many of them have the skills the Board needs to bring in, so I don't see this as a problem.

If we have fewer than 3 of each gender then in seeking to fill a vacancy (whether by membership election or by selection of independents) the under-represented gender will be given priority.

But also note the transition arrangements that need to apply (which are complex, but fully described in the papers).

[Scott]

If I understand correctly, the Gender quota proposal will be dropped if the Independent director quota proposal is voted downs. WHY ~ if the board believe it to be necessary, why are you happy to see it dropped ?

As Martin has said, it was simply that we didn't want to overcomplicate the Gender Balance AGM proposal by having to two separate sets of wording for the Articles depending on the outcome of the Independent Director proposal.

Is the "2016" also a typo ?
or is this to allow all those who will be starting a 3-year term this year to complete their cycle before it applies ?

It's to allow us fully complete the transition to 3 IDs (which would happen in 2014) before having to worry about the transition to the minimum gender balance.

we are a male dominated sport

The membership is roughly 60% male-40% female, so male majority, but I wouldn't say "male dominated".

[Paul Frost]

So after commenting near the beginning of this thread that there wasn't anything worth bothering to vote for it seems there is. I hadn't given enough thought to the long term implications of having fixed quotas of independent and female directors.

The debate here and on the Independent Directors thread has raised some interesting points about the way that we are being forced to comply with dictates from Sport England or risk loosing funding.

Some people believe that we risk our sport being compromised by the bureaucratic demands of outside bodies that doesn't understand, or have any interest in, the wants and needs of existing orienteers.

I slept on my decision as to how I should cast my proxy vote. i was challenged by Paul who made the following comment

If the proposal is rejected and we loose all the Sport England money it might be the wake up call the sport needs.

We are being asked to accept quotas of both Independent and gender defined directors in the belief that this constitutes "Good Governance". In exchange for being compliant we secure Sports England funding. We are however building constraints into our articles which restrict flexibility over how our governing board is constituted.

To my mind "Good Governance" is assessed not by the way we define our articles but by how we actually run and administer our sport. And when I look back over the last few years I think we have regressed from representative to "we know best" governance. This is not the sport I recognise as the one that I joined all those years ago.

We have made ill thought out decisions over event structures which lead to a subsequent defeat of the board following an AGM vote. That resulted in nasty accusations of betrayal, an attempt to impose collective cabinet style responsibity, and the disbandment of hard working groups and sub-committees by edict rather than natural evolution. Was that "Good Governance" ? Is it really surprising that there are few volunteers coming forward to become directors ?

Alongside that, to my mind, the best developments that have occurred have arisen from the grass roots. For example:- Urban orienteering has really developed since the institution of the Nopesport Urban League.

I understand Australian Orienteering faced the same pressures of funding partners trying to dictate governance style. In true OZ style they told them what they could do ! They survived ~ Orienteers continue to run their sport

So I urge everyone to read the other comments in this thread and the other one about independent directors and make your own mind up as to if these are good ideas or bureaucratic interference/blackmail.

[Spookster]

Quick (unofficial) summary of the AGM:

Proposal 1 (Adoption of Accounts) - passed on a show of hands
Proposal 2 (Appointment of Auditors) - passed on a show of hands
Proposal 3 (Independent Directors) - vote, ~90% for, passed
Proposal 4 (Gender balance) - vote, ~68% for, not passed (75% required)

Bob Dredge was elected as a director (unopposed).

Awards:
Silva Award: John & Jenny Colyer

Club of the Year:
3rd Swansea Bay
2nd Cambridge Uni (also Uni Club of the Year)
1st South London

Clubmark achievement presentation: Suffolk

Mapping Awards:
Chichester Trophy (ISOM map): Rod Postelthwaite & Bruce Bryant
Walsh Trophy (ISSOM map): Paul Taylor
Bonington Trophy (contribution to mapping): Oli O'Brien

There were presentations to Lyn West and Neil Cameron, as retiring directors.

[Paul Frost]

I look forward to being proved wrong and that in a short space of time we will have a full complement of independent directors, all bringing with them a range of skills that we are currently lacking on the board.

[Midge]

Swansea Bay were 3rd club, not Suffolk.

[Spookster]

Swansea Bay were 3rd club, not Suffolk.

Thanks for spotting, now corrected. Suffolk got their Clubmark presentation.