April’s Trustee Board and Council elections offer an opportunity to exercise the Member’s right to elect the future President, Trustees and Council Members: are the nominees the people you want to lead your Institution, and on what basis could they be judged?
The results of the Special Meeting revealed member disquiet which has not yet been fully addressed. Whether you were there or not, whatever your views, the elections are your chance to select the future leadership, and your vote counts the same as everybody else’s.
Just one week away from the nominations closing for the next Trustee Board and Council elections (20 March IMechE Ordinary Meeting), with the elections to be held in April, it’s a good time to reflect a little and consider the state of affairs in IMechE.
Three reviews in process
We now have three separate reviews under way, each of which is very important in understanding how we got to having a Special Meeting in May 2018:
- Governance
- Finance
- Code of Conduct
Each of the review panels is independent, and the Terms of Reference can be found digitally. The Finance Review Panel produced the Interim Findings a little before Christmas, and didn’t they make interesting reading!
The state of the finances was altogether closer to the Requisitioners’ assessment than any of the statements made by the people who had direct access to the full financial information in the run-up to the Special Meeting, at the meeting itself, or subsequently. The phrase ‘catastrophic financial performance’ that the interim report uses is certainly a marked contrast to the Trustees’ assurances at the time of the Special Meeting. The very detailed work continues.
The Governance Review has not yet produced any findings, but has requested Member input. Regrettably, it seems that the distribution of the questionnaire was inadequate for some reason, as some Members didn’t receive the invitation to respond via their Regional Chair.
The performance of two key committees, both chaired by Trustees has to come under close scrutiny: the Audit and Risk Committee and the Commercial and Investments Board. Each of these two committees should have been in a prime position to understand what risks the Institution was taking with the acquisitions it was making, and what condition the subsidiaries were in, over the time since their acquisition. Their chairs should also have been providing clear, thorough reports to Trustee Board.
“Audit and Risk Committee … As well as auditing all of our internal processes and being the main detailed scrutiny of our accounts, it holds the top level risk register for our entire organisation”.
Colin Brown, IMechE CEO (interim), 4 Dec 2018
The Code of Conduct Review is a spin-off from the Governance Review, and kicked off in January, chaired by former President, John Wood. The Code of Conduct sets out the elements of professional standards and ethical behaviour which the Institution mandatorily requires from all members.
The Review will examine the current code of conduct and disciplinary regulations and associated procedures of the Institution, compare these with best practice, identify the opportunity for any revision of practices/processes and recommend what changes may be necessary to meet current standards.
The Terms of Reference require that an interim report should be targeted for completion by the end of February 2019. The final report, which will need to be integrated with the emerging conclusions of the Governance Review, should be targeted for end of March 2019.
Transparency and implementation
What we have seen of the Reviews so far is very encouraging, and the hard work and diligence of the panel members needs the thanks and appreciation of us all. Their findings so far reveal a difficult situation that will take a considerable recovery effort.
Therefore it is essential for real progress that the findings continue to be fully available to Council, Trustees, and key committees subject only to essential editing on sensitive commercial and people issues. We rely heavily on the independence and integrity of the panel members, particularly the Panel Chairs to ensure that the process maintains the integrity of any recommendations and for their continuing involvement until the implementation phase is well established.
There has been no public response by the Trustees to any output from the Review panels, so we are none the wiser about their views, agreement or disagreement with what has been delivered so far in the interim reports.
Appropriate candidates for senior posts
While the reviews may well deal with the Institution’s management processes, we, the membership have a say in the people who take office through the elections. It is clear that we may not have been paying enough attention and have got what we deserve: Member participation in the election is low, and has been getting lower year-on-year. Your direct participation is important, especially at present.
The announcement of Trustee Board nominations for election is in the current issue of Professional Engineering, (page 34), and online.
There are some good names on the list, so it is reasonable to suggest that Members could apply three tests to their voting in this important year: fitness, proven performance and community endorsement.
Fitness - Has the candidate demonstrated or explained through their role in 2018 that they are fit for office?
Being part of the small, unconstitutional group which misled Members on the state of the finances and publicised confidential issues to the membership regarding last year’s elected President should be an automatic red card for any office in 2018/19.
Candidate statements from those Trustees who were on the Board during the 2017/18 presidential year would be expected to mention their role in these events straightforwardly if their nomination is to be supported. Those in position in March 2018 through to June saw communications go out to Members that they should have known were misleading and still failed to stop the process being repeated. This requirement does not apply to those seeking election who were co-opted on to the Trustee Board in late 2018.
Proven performance - Has the candidate proven performance in key posts relating to finance and governance?
The work necessary to put the Institution on a sound basis in finance and governance is far from complete and will make extra demands on those elected. Candidate statements should make it clear how their personal achievements in the last five years in Institution or professional affairs are directly relevant to this task ahead, particularly for the position of President. Their commitment to change and the ability to spend time on helping an important Institution emerge from a period of difficulty must be evidenced. Members voting this year, above all others, should not be over reliant on Trustee Board nominations, but make their choice on who provides the best opportunity for a significantly improved culture and performance within the Institution, which clearly needs a step change in approach.
Community endorsement - Is the candidacy overtly supported by their natural constituency in the Institution? (not Trustee Board)
Candidates should have a clear endorsement from the part of the Institution which is closest to their career and experience. Chairs of Divisions, Groups, and Regional membership organisations have a significant role in this regard, to endorse those candidates whose whole IMechE career withstands peer scrutiny in connection with the role sought.
President
As I write it seems likely that there will be an election for President as the President-Elect has stood down. This was done in time to make the election possible, but in other bodies in a similar situation has been managed by the incumbent serving for another six months, and the incoming President-Elect taking over early for an 18-month term. Continuity in the completion and implementation of the reviews make this idea worthy of consideration by the Institution that is you and me, the membership. Getting the future right is far more important than the emergence of a President from the past.
So what can I do?
Members have a number of routes open to them:
- Stand for election
- Support somebody who intends to stand for election
- Vote, applying the three tests to all candidates
- Make your views known.
Only Corporate Members may stand for election to Trustee Board or Council; nominations need to be supported by at least eleven other Corporate Members. The profile of a Trustee and the role can be found online, and for a member of Council here. The Terms of Reference can also be found using these links. Your nomination must be proposed by 20 March.
Voting is either online or by post, depending on the options you specified on your membership renewal. The process used is the single transferable vote, which will be explained in the voting papers: essentially you can express a preference for as many or as few candidates as you wish, until you choose to stop; you can vote for a single candidate, or even none of the above by leaving it blank.
You can provide your feedback directly: IMechE has a LinkedIn group open to all Members; there is also a “Disqus” feedback tool at the bottom of the “From Birdcage Walk” feature on the IMechE homepage. Each of these will be visible to other members. Private communication is possible by email to governance@imeche.org. However you choose to communicate, please communicate.
It is your Institution, so shape its future.
Thank you,
Louise Shaw
FIMechE
The views expressed by the author do not necessarily represent the views of the Institution of Mechanical Engineers. The Institution assumes no responsibility or liability for any errors or omissions in the content of this article.