ECF AGM 17/10/20

[Angus French]

https://www.englishchess.org.uk/about/e ... and-board/

Latest updates and agenda points

I see for the first time in several years there is a Non-executive Directors' report. I'm pleased to see this because I think a separate NED report should be provided to each AGM (to get the NED perspective on Board performance and so that it's known what work the NEDs have done). Anyhow, I think the report is important because if flags up some conflict within the Board.

[Roger de Coverly]

Latest updates and agenda points

I see there's a retrograde proposal to reinstate the rule that it isn't allowed for a direct member representative to represent another class of membership. As I recall it, that rule had been rolled over from a previous structure where categories of member were things like family membership. It had the serious disadvantage in the Gold/Silver/Bronze structure that no-one would stand, in particular for Bronze representative, because they could then be precluded from playing in Congresses and FIDE rated events.

[Kevin Thurlow]

"I see for the first time in several years there is a Non-executive Directors' report. I'm pleased to see this because I think a separate NED report should be provided to each AGM (to get the NED perspective on Board performance and so that it's known what work the NEDs have done). Anyhow, I think the report is important because if flags up some conflict within the Board."

Yes. You would expect some conflict in a Board - not a problem if it's expressed properly. It is refreshing that we are actually being told about it. Surely the desired gender balance does rely on enough women and others to seek election alongside the men?

[Angus French]

It had the serious disadvantage in the Gold/Silver/Bronze structure that no-one would stand, in particular for Bronze representative, because they could then be precluded from playing in Congresses and FIDE rated events.

Taking the case of candidate Bronze reps, should this have been an issue? There have always, I think, been a decent number of Bronze members from which to source candidate reps - and probably more Bronze members than members of any other category. Further, if I recall, there was nothing in the old rules to prohibit a members' rep, once elected, from upgrading his/her membership.

[Nick Grey]

A good report. As for code of conduct with Directors it ought to apply to those that represent us at AGMs. As for players conduct...there needs to be some work too.

[Paul Cooksey]

I am not sure how relevant the ECF code of conduct is to people not directly working for the ECF.

I am not sure why the various Director's reports are split and combined in the way they are. But agree is useful to have a NED view. I don't think they are reporting anything not in the public domain, particularly after the CEO choose to put his position on the record at the previous meeting. I imagine Tim Wall will be asked if he can work collegiately with the rest of the board.

I suppose it is natural to focus on the contested elections, but notable Adam Ashton standing as FD in the most difficult circumstances imaginable. I hope he is successful. Curious that the regulations on financial candidates are being amended at this time, when it seems unnecessary for this candidate.

Rob WIllmoth's statement is a bit confusing to me. Game fee issues? Really? But as I posted regarding his members rep candidacy, he seems to want to be involved in executive matters, so this seems a good role for him.

For NEDs, the candidates CV probably more important than their agenda, Natasha Regan and Stephen Greep seem excellent to me.

I don't really care about the rules on the number of terms a Director serves in a post. It seems to me that having new Directors in roles is desirable but not essential, so not very suitable for detailed regulation. I thought the way Dave Thomas handled his succession showed good judgement.

[John Swain]

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For NEDs, the candidates CV probably more important than their agenda, Natasha Regan and Stephen Greep seem excellent to me.

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Natasha Regan is the sole candidate for the NED vacancy. Dr Stephen Greep is one of two candidates for the Governance Committee, which has no fixed size; the other candidate is Michael Farthing.

[Roger de Coverly]

Rob WIllmoth's statement is a bit confusing to me. Game fee issues? Really?

I believe what he may be getting at is that if running an event primarily directed at new players, it's work for the organisers in arranging and checking memberships in order to get the event graded or rated. Alternatively he hasn't done his research into recent BCF and ECF history.
Before the general shutdown, the ECF Directors had been presented with ideas that would grade or rate mass junior events based on a single fee from the organiser. ECF membership or at least a per head payment has been made compulsory for participation in the ECF's and 4NCL's online activities.

[Mike Gunn]

I am not sure why the various Director's reports are split and combined in the way they are.

Since the board adopted the recommendations of the Pearce Report there has been a combined board report rather than reports from the individual executive directors. The existence of a separate report on women's chess could indicate a split/ lack of agreement on the contents of reports, or it could be an administrative issue (e.g. the women's chess report was too late to be incorporated into the general report).

[Paul Cooksey]

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For NEDs, the candidates CV probably more important than their agenda, Natasha Regan and Stephen Greep seem excellent to me.

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Natasha Regan is the sole candidate for the NED vacancy. Dr Stephen Greep is one of two candidates for the Governance Committee, which has no fixed size; the other candidate is Michael Farthing.

I stand corrected. My mistake was in the number of open NED positions. I had no intention above to shade Michael by praising only Stephen.

I consider Stephen an excellent candidate for the Governance committee.

[David Gilbert]

Whoa! I suspect not everyone has studied the AGM papers, especially changes to the Articles of Association (yawn), but this time perhaps we should take more interest in what looks like a fundamental change proposed by the NCCU to amend the terms served by individual Board members.

The NCCU resolution turns out to be quite radical. It would have the effect, if successful, of ousting both Mike Truran and Dominic Lawson as Chief Executive and Chairman in 2021. Chris Fegan, Director of Women’s Chess, and Robert Stern, Chair of Governance, would have to go too. That can’t be good can it? The Pearce Commission recommended that Board members should stand for no more than two terms of three years. Back in 2016 Board appointments were for an initial one, two or three years to get everyone on to a rota so that elections were spaced out. My understanding then, and now, is that the two three-year terms would start after that initial appointment on the rota.

I don't know the rationale for the NCCU’s proposal but the effect is clear. It back tracks that first term to 2017, so a one year and a three year term counts as two terms. Indeed an unlikely one week term (stepping in for a bereaved Board member) followed by a three year term counts as two terms. Now I don’t know if Mike, Dominic and others intend to stand again for another three years but this resolution would put a stop to that. I think the majority of Council members like the stability that's been achieved under their stewardship, and would not want to see them removed prematurely.

The Gold reps are seeking views, but their current position is to vote in favour of the resolution. Perhaps there needs to be a wider debate on elections before Council makes a decision. If you're a Gold member let your reps know what you think.

[Nick Grey]

If you're a Gold member let your reps know what you think. I have.

No mention of NCCU’s proposal. Shall I resurrect my Kill Bill stance as Paul points out no players conduct..?.

[Ian Thompson]

The Gold reps are seeking views, but their current position is to vote in favour of the resolution. Perhaps there needs to be a wider debate on elections before Council makes a decision. If you're a Gold member let your reps know what you think.

See https://www.englishchess.org.uk/wp-cont ... ents-1.pdf for the Governance Committee's thoughts on the proposal. Their conclusion is:

The question of how long a Director should be able to stay in office is an important one; there is a very tenable view that the current position of having an unenforceable presumption as the only “limit” is lacking in clarity and not satisfactory. As for reform, the solution set out in the proposed resolution specifies two terms of office in the same post as the limit; this can amount in aggregate to a period of only four years in office (or possibly even shorter). This would appear to the Governance Committee to be too stringent a limit and unduly to favour board renewal as against retaining able incumbents. The Governance Committee would favour returning to its plan of considering the possible options with the Chair of Council, consulting with Members and putting a proposal to Finance Council next April.

[John Reyes]

Whoa! I suspect not everyone has studied the AGM papers, especially changes to the Articles of Association (yawn), but this time perhaps we should take more interest in what looks like a fundamental change proposed by the NCCU to amend the terms served by individual Board members.

The NCCU resolution turns out to be quite radical. It would have the effect, if successful, of ousting both Mike Truran and Dominic Lawson as Chief Executive and Chairman in 2021. Chris Fegan, Director of Women’s Chess, and Robert Stern, Chair of Governance, would have to go too. That can’t be good can it? The Pearce Commission recommended that Board members should stand for no more than two terms of three years. Back in 2016 Board appointments were for an initial one, two or three years to get everyone on to a rota so that elections were spaced out. My understanding then, and now, is that the two three-year terms would start after that initial appointment on the rota.

I don't know the rationale for the NCCU’s proposal but the effect is clear. It back tracks that first term to 2017, so a one year and a three year term counts as two terms. Indeed an unlikely one week term (stepping in for a bereaved Board member) followed by a three year term counts as two terms. Now I don’t know if Mike, Dominic and others intend to stand again for another three years but this resolution would put a stop to that. I think the majority of Council members like the stability that's been achieved under their stewardship, and would not want to see them removed prematurely.

The Gold reps are seeking views, but their current position is to vote in favour of the resolution. Perhaps there needs to be a wider debate on elections before Council makes a decision. If you're a Gold member let your reps know what you think.

i know the Silver Members are going to get a email and to asked for chats

also will Juilan not be on the list as well as NED as well in 2021?

[David Gilbert]

Well done John. Julian Clissold won his election in 2019 and his reappointment as non-executive Chairman would come up in 2022. If the NCCU proposal is passed that will be his last year. By 2022 we could have a wholesale change. Do you think Council has an appetite for that?