Extract Articles

  • The Management of BSAC's affairs shall be vested in a Council comprising not fewer than fourteen and not more than twenty persons elected together with any persons appointed or coopted in accordance with the provisions of these Articles.
  • The appointment of a President, Vice-Presidents, Life Vice -Presidents and a Patron as provided for in Article 7(A)(6) shall be by a 2:1 majority of the voting Members of Council.
  • The appointment shall be for a term of not more than three years.
  • The Patron and the President shall be voting members of the Council and shall be eligible for reappointment.
  • Vice-Presidents shall be non-voting members of Council and shall be eligible for re-appointment. Life Vice-Presidents shall be non-voting members of Council.

Number – Vice Presidents (VPs)

  • VPs and Life VPs to be not more than 25% of max voting Directors. This is so their “voice” is balanced within the overall Board.
  • The term of appointment is for one year after which they can be re-appointed after each AGM, there is no maximum number of terms as outlined in the articles. Re-appointment is at the discretion of Council.
  • Life VPs are appointed in perpetuity and are an exceptional award.

Role

  • To act as a resource to Council of Club history and actively inform current thinking and strategy so mistakes can be avoided and “learning” embedded in decision making.
  • To take on roles, contribute to working groups as and when needed that require a different skill set to the Council members.
  • To sit on the Audit Committee and act as “last resort” governance balance through direct dialogue with the Auditors to raise “extreme behaviours” of a Council – if the VPs, as a group consider Council are not acting in the interests of the members and society at large.
  • All VP meetings including the Audit Committee will be minuted to form part of the Council records.
  • Life VP is an extremely unusual honour and reserved for exceptional contribution the Club.

Who

  • The role requires a deep understanding of the governance of the club and how it has handled challenges in the past.
  • Therefore, the expected candidates would usually be former Chairs who have played a material role in dealing with such matters. If the person is not a former Chair then there should be a clear rationale as to why they fulfil that role and have the governance/Board capability required.
  • Other contributions to BSAC, not just technical advancement can be rewarded through; Club awards, Jubilee Trust awards and Honorary Life Membership.

Nomination

  • Nomination and re-nomination process is managed by the Chair, NDO and CEO.
  • Suggestions with a clear rationale of why a new person is needed and how that the nominee fulfils the role is required for voting.
  • Life VPs can only be nominated by current Council members to the Chair, NDO and CEO (because they are the only ones who see the VPs ”at work”).

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