Eligibility for Re-Election of ECF Directors
A proposal from the NCCU on this matter was put to the October 2020 ECF AGM, but the Board asked to “take it away” for the Governance Committee to come up with something more robustly worded. The resultant proposal is being put to the imminent 2021 April Council Meeting. The official explanatory note can be found at https://www.englishchess.org.uk/wp-content/uploads/2021/03/C34.10-12-Governance-Committee-Commentary-on-the-Special-Resolutions.pdf.
Some years ago, as an outcome of the Pearce Report, the decision was made to move from one-year tenure of directorships, to three-year tenure, so that, once elected at an AGM (not the same as appointed by the Board to fill a vacancy), an incumbent in the normal way had the job for three years. A staggered rota system was set up, specifying when each directorship fell due for election/re-election. The vague principle was also established along the lines that an incumbent should not be eligible for re-election after two three-year stints. That was in part based on the idea that a turnover of incumbents was desirable to allow new ideas and so on. There was also the subtler idea that worthy new candidates for posts might be inhibited from putting themselves forward for election since to do so might seem to be a hostile attempt to unseat the present incumbent as an end in itself. There is thus a conflict between the danger of ejecting the best candidate on the one hand, and the danger of preventing a better candidate taking over.
However, the vague principle was not properly incorporated into the “rules” (in this case “Articles of Association”), being instead embedded in “Regulations” which thereby became inconsistent with, and so over-ruled by, the unaltered Articles, hence the above-mentioned NCCU proposal. The consequent proposed change to Article 60, put forward by the Governance Committee – there are three alternative versions – formally incorporates the guiding principle of the Regulations into the Articles.
The three alternatives, A, B and C, differ mainly only with regard to the parts in bold below, apart from things like a space preceding a full stop and so on. The initial “Without prejudice . . . 57” is omitted from A, presumably to allow a new Director appointed by the Board as per Article 57 to fill a vacancy, to stand for election at the next AGM (as permitted by Article 57), and so potentially stay in post that way.
The proposals, with the alternative choices relating to A, B and C in bold, are:
The reference to Article 57 provides the mechanism for a Director forced to retire by Article 60 (or somebody else) to be reappointed by the Board should a vacancy be so created due, for instance, to nobody else being elected.
Option B best suits the NCCU’s intentions, and is the one I (Steve Mann), as YCA delegate to the ECF, intend to support unless directed otherwise by the YCA membership.