Board of Trustees, Governance

A Tale of Two Societies

Peter Harvey posts….

Not only am I am member of the BPS (at least for the time being), I am also an Associate of the Royal Photographic Society (RPS).  This latter organisation has been through something of a crisis in recent years, not dissimilar to that experienced by the BPS. What is striking, however, is the way in what each body has managed these, most particularly in terms of openness, transparency and honesty: regular readers of our blog will not be surprised that these words are not applicable to the BPS but they characterise the RPS’s approach. To illustrate this, I have (with permission) extracted parts of the recent address [I have a full copy which I will forward if you contact the blog] given by the President of the RPS, Simon Hill, Hon FRPS.

Early on, he says that he has something of great importance to discuss…

This is something that has plagued the RPS for many years yet is vital to the successful continuance and sustainability of the RPS … and that is its governance. 

Events that took place two years ago, in the run-up to our 2019 Trustee election, forced a re-evaluation of our model of governance. These events have, for the past two years, been the ‘elephant in the room’ at Board of Trustee meetings. I intend to use this, my first President’s Address, to finally set free the elephant so that the new Board can, unencumbered, deliver on its purposes. 

And so, to the elephant. At our AGM in September 2019 the RPS reached a low point in its delivery of effective governance with the conclusion of an election that, to many, appeared compromised and fundamentally flawed. A President Elect and a Treasurer were appointed, each from a field of only one candidate (not the best demonstration of democracy in action); three Trustees were appointed from what appeared, to many, to be a cohort of four candidates campaigning on a single ticket and utilising what was considered to be inappropriate use of RPS media channels.

Now, whilst there are differences in the detail, the broad summary rings familiar bells to those of us in the BPS. But what a difference in the open and upfront manner in which the problem is stated – no flannel, weasel words, bullshit or management-speak. How very different to the recent pronouncement from those at the top of the BPS.

He continues..

Such was member dissatisfaction with the 2019 election that an independent inquiry was commissioned to consider the election process and to ensure a more democratic process for future Trustee elections. The inquiry was undertaken by Michael King, a retired solicitor and former partner with our lawyers Stone King LLP. Michael has more than 40 years’ experience of charity law and was a founder member of the Charity Law Association. 

Michael published his report on 5 January 2020. This became the Society’s Ecclesiastes 8:6 moment and the Board of Trustees had to seize that moment. The King Report presented the Board with the time and the place to change the model of governance at the RPS and prevent a repeat of the shortcomings of the 2019 election by the crafting of a new set of by-laws which would establish a more relevant and transparent model of governance.

There are two important matters to note in these two short paragraphs. First, that the enquiry was set up quickly, reported back equally quickly and was made available to membership in full. Second, everything is out in the open – who was commissioned, their background and qualifications – as well the wide availability of the report. Although the BPS did commission a report from the NCVO, it was not completed and the NCVO withdrew prematurely, citing issues of psychological safety for it staff [see here]. And we had to find out about both the consultation itself as well as its demise from the media, not from the BPS directly. We are already seeing marked differences in how these two organisations responded. To give this some context, the RPS (although some 50 years older than the BPS) is much smaller (membership of around 10 700 as opposed to over 65 0000 and less asset-rich (£6.5m as opposed to over £21m) but it still managed to target resources, time and energy into the resolution of its problems. In addition, and like the BPS, it is dependent on volunteers to ensure that the organisation actually functions. So a smaller, less wealthy organisation than ours gets it right – why couldn’t we?

One of the major shortcomings of the BPS that we have identified is the total lack of independence of the Board of Trustees. Below is a somewhat lengthy extract from Simon’s Hill’s address – its length necessitated by the essential detail contained within it.

Our new model of governance ensures that a Nominations Committee will now and in future oversee the formation of our Board of Trustees. 

I will return briefly to morals and ethics before I finish this address but, before then, I would like to put some numbers to the process that we have followed. Not only are these numbers interesting in themselves but they serve to demonstrate the effectiveness of the Trustee recruitment process our Nominations Committee have designed. 

When the advertisement was posted for potential Trustee candidates we received more than 50 expressions of interest. However, some of those expressions came from members who, while having in mind the very best interests of the RPS, had perhaps not fully grasped the personal challenges, the political complexities, and the onerous responsibilities of a Trustee role. At an online candidate briefing held on 24 July 2021, I gave an overview of the challenges facing the Board of Trustees and the RPS as a whole. I also outlined how I would like the Board to function during the period of my presidency. 

Over the past two years the Board has experienced seven resignations – two Presidents, two Elected Trustees, two Co-opted Trustees and, most recently, our Treasurer John Miskelly, to whom we owe a great debt of thanks for the work he has done on taking control of the financial health of the RPS. To find ways in which we can improve our Trustee experience, we completed a ‘reflective review’ of our processes, achievements and shortcomings. This was very ably led by our CEO, Evan Dawson, with whom I have a rewarding and enjoyable working relationship. The turbulence experienced by the Board and, albeit to a lesser extent, by the RPS between September 2019 and September 2021 is, I suggest, a direct consequence of the flawed election of 2019 and for that reason I shared the insights from this reflective review with our Trustee candidates. Following that candidate briefing, 16 of the original 50 expressions of interest translated into formal applications submitted to the Nominations Committee. This committee operates completely independently of the Board of Trustees. It carried out a skills and experience review of the 16 candidates, evaluating their applications against a matrix of requirements deemed essential to the effective performance of a Board of Trustees and, thus, to the provision of good governance. 

Nine of the 16 candidates were recommended by the Nominations Committee and seven others were invited to stand as independent candidates. It is important to note that the recommendation of the Nominations Committee is not an indication of the personal ability or suitability of one candidate over another, it is simply an indication to the electorate – the members – that, in the opinion of the Nominations Committee, “those recommended candidates possess the skill, experience, independence, knowledge and diversity necessary to provide appropriate governance to the RPS”. All nine recommended candidates (including five existing Trustees, four of whom were on short term co-option) and one ‘independent’ candidate confirmed their intention to stand for election. This gave members a field of ten candidates from which to elect six Trustees. Each of the ten candidates stood on an ‘individual’ ticket and their only promotion was a personal statement published online and in the Candidate Prospectus. 

In 2019, slightly more than 900 Members (representing 8% of the membership) voted in the election. This year, almost 1,700 members (representing 16% of our slightly lower total membership) voted in the election. I believe this doubling of member engagement is a direct consequence of a more ethical and transparent Trustee recruitment and election process, together with the more effective communication that the RPS is now having with its members. 

I have not come across such a thorough process anywhere else, and, as far as I am concerned, it represents a model that all charities should follow. I need hardly add that the BPS’s processes bear absolutely no resemblance to this.

The last extract is more contemplative but equally relevant:

Earlier in this address, I said I would return to the subject of morals and ethics so, to conclude, I invite you to contemplate how a model of ethical governance may be distilled down to four essential moral principles: 

  • beneficence (do good)
  • nonmaleficence (do not harm)
  • autonomy (control by the individual)  
  • justice (fairness) 

Good governance is fundamental to the long-term success of all organisations. Charities, like the RPS, are no exception to this rule. Good governance promotes a culture where all efforts are channelled to fulfilling the charity’s ‘mission’ and the Good Governance Steering Group (a collaboration ofUK charity organisations) publishes the Charity Governance Code which has six ‘pillars’ that support an organisational mission. These pillars are: 

  • leadership
  • board effectiveness
  • integrity
  • openness and accountability
  • decision-making, risk and control
  • equality, diversity and inclusion.

That seems to be a good place to end, with a plea to those charged at the top levels of the BPS with the responsibilities of good governance to read, mark, learn and inwardly digest what I have described. Following the model outlined here would surely address the many and profound challenges that the BPS currently faces.

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