The first thing we did was to set up a Governance Committee (G.C.), which was subsequently approved at the Board meeting in February 2017, and three Directors were appointed to same. The G.C. decided that the best way to conduct the review in the first instance was by reviewing in great detail our Constitution and Governance Manual (which essentially is our Code of Conduct for the Board members). These were already fairly comprehensive documents but they had not been reviewed in detail in over two years.
The G.C. initially drew up a list of the recommendations (by way of a spreadsheet) for updating our Governance practices that had been received from the various sources outlined above. This was then shared with all the Board members who were asked for their opinions on same. In addition they were asked to review both the Constitution and Governance Manual and come back to the G.C. with changes that they would recommend in relation to these. In addition our Senior Management Team (SMT), who are responsible for services on the operational side, were also asked to review the Constitution and Governance Manual so as the G.C. would get a different perspective on things. However, the final decision on any changes to be made to either document or in Governance practices generally, would be left to the Board to approve.
In the course of 2017 the G.C. met four times and reviewed all responses received from both the Board members and SMT. The spreadsheet was being continually updated and shared. As part of this process the terms of reference of all the Committees (Audit, Property, Remuneration, Nomination, Sports and Governance) were also reviewed and updated.
For the Board meeting in February 2018 all the responses, ideas, opinions etc. were pulled together and a document presented to the members for approval. This was unanimously approved on the night. The changes involved amending the wording to both the Governance Manual (which the Board had the power to do itself) and the Constitution which was subsequently approved by our membership at our AGM in May 2018.