I am writing to inform you of several important decisions that were taken at the Institute’s most recent Council meeting held in London on 5 and 6 October 2017.
I wrote to all members immediately following the Annual General Meeting held in London on 4 October 2017 to advise that the vast majority of members who had voted had approved all of the resolutions put forward. The result was a pleasing outcome as these changes now set the Institute on a new path that will be positive for the future.
The changes will now go before the Privy Council for its final consent which will allow us to begin to implement the new designation of Chartered Governance Professional and new category of member called Affiliated Member.
Again, I would like to thank members that voted and those who engaged with the Institute in face to face meetings, directly in writing or on social media. I and my colleagues on International Council very much appreciated your comments and feedback and will be discussing various ideas and issues arising from this engagement.
At earlier Council meetings, the Council resolved to introduce two qualifying programmes to replace the current one. They will be at the same professional level as the current qualifying programme, with one leading to the designation of Chartered Secretary and the other leading to the designation of Chartered Governance Professional. Some Divisions propose to examine students so that they can acquire the designations individually whilst other Divisions will examine students so that they acquire both designations concurrently.
The work to produce the new qualifying programmes for our examinations worldwide was largely complete before our October 2017 Council meeting, however policy decisions remained and these were dealt with at that meeting. I can say with confidence that the focus within all nine Divisions is now firmly on implementation. There is much to do but we envisage most Divisions will commence offering the new programmes from the beginning of 2019.
With the Affiliated Member category and Chartered Governance Professional initiatives now approved by members, the Council turned its attention to how best to raise awareness of the changes. During the lead up to the AGM, we received a number of queries as to how we would market the new initiatives, how we would explain the features of the two professional designations and so on.
The Council agreed that we would best be served by a developing a Marketing Plan centrally but delivered according to local circumstances through the Divisions. Centralised marketing has not been undertaken before, but in this case the Council was of the view that consistent messaging was critical and that smaller Divisions would need some assistance. Accordingly, the Director General has been asked to develop a marketing plan, with outside assistance, as a first priority.
During the lead up to the AGM, and in response to feedback from members, the Council agreed to extensions of the ‘grandfathering’ provisions into the Chartered Governance Professional designation. At the recent Council meeting further extensions were agreed and so the policy around ‘grandfathering’ will be as follows:
Over the last couple of years, and as part of the discussions around new designation and the new category of member, the Council has also discussed what steps it needs to take to broaden the scope of the Institute. The creation of the Chartered Governance Professional designation is a significant step toward this. Leading up to the AGM, either by email or at town hall meetings, a number of members raised the issue of a more appropriate name and brand for the Institute to signal this wider initiative.
Further work and consultation will be needed over the coming months before any decisions can be made and so all Divisional representatives were asked to consult within their Divisions to seek views. The Council will meet again before the end of this year to consider options for what a new name could be, to consider how it can communicate a change to its scope and brand, and to consider when and how to take the matter forward.
A significant portion of the Council meeting was devoted to longer term strategic issues, in particular how to create greater synergy within the nine Divisions, the need to develop a framework to expand into new territories, research to consider how technology will impact on our profession and the need to raise the profile of the profession in the eyes of regulators and international organisations.
A number of Divisions are working with emerging networks of company secretaries and governance professionals in countries where the Institute has little presence and so the Council will support these initiatives.
Finally, it was agreed that a formal structure for Divisions to work more closely together be implemented with an initial focus on collaboration on student support services but with a view to greater cooperation on a wide range of issues.
The upcoming introduction of the new qualifying programmes will have a significant impact on the work of the Professional Standards Committee (PSC) for two reasons. First, the new programmes do offer Divisions the ability to undertake some tailoring to suit their markets with approval by the PSC of any change made. The Council sees the ability to allow some flexibility as positive, as PSC oversight will maintain standards whilst allowing Divisions to better meet their own market needs.
The PSC will also fundamentally alter the way it assesses a Division’s capacity to deliver the qualifying programme. Over the next couple of years, the PSC will implement a Quality Assurance (QA) framework that will give greater guidance to Divisions, with commensurate expectations. This will give Divisions that are deemed to meet the QA standards more autonomy and will ultimately free up some time for the PSC to devote to other quality enhancing initiatives.
The Council also received a report on the work of the Thought Leadership Committee. The Committee was set up in 2016 to provide a forum for the Institute to develop ideas and thinking on governance issues of global importance. It is made up of members from most Divisions and is already progressing with developing international guidance on minute taking, board evaluation and will, in the near future, look at reform of the AGM and board diversity. Work is also underway on a research project in conjunction with the OECD on the impact of Stewardship Codes in ten jurisdictions.
At the AGM, there was a report on some of the activities of our 9 Divisions who together represent some 30,000 members and 11,000 students.
In Australia, there has been the introduction of a new on-line Sports Governance training programme and a new training course for directors. The Division has also participated in various confidential consultations on regulatory and governance projects at the request of the Australian Government and Regulators.
Both Canada and New Zealand face challenges with falling membership although New Zealand is experiencing an increase in student numbers, albeit from a low base. In Canada, it is anticipated that the imminent launch of the new CSQS programme, with fresh syllabi for law and finance, will help to attract new students.
In contrast, Hong Kong/China continues to grow its numbers of students and members year on year. Its Beijing office has now been open for 20 years and the role and importance of the company secretary is becoming increasingly recognised in Mainland China. The first Postgraduate Programme in Corporate Governance in China has been launched by the Open University of Hong Kong held at East China University of Science and Technology Shanghai, with successful students being eligible to apply for full exemption from the IQS examinations of that Division. In June this year the Annual Corporate and Regulatory Update in Hong Kong attracted 1800 participants.
Malaysia has also grown its membership over the last year. It has successfully carried out collaborative training with the Malaysian Stock Exchange to enhance the skills of over 350 Plc company secretaries.
Singapore’s membership grows steadily. Recent initiatives include engagement with employers on governance challenges and a new Not for Profit network to build rapport with charities and other non-profit organisations. They also held a workshop on compliance management in the digital economy attended by 530 delegates.
Southern Africa has had a busy year assisting with the launch of King lV but there are challenges with the downturn in the economy, with many students and members facing unemployment. As a consequence, numbers have fallen. A new curriculum and new relationships with universities are seen as opportunities.
In UKRIAT, the standing of the Institute in Government and among regulators has not been higher for many years. Their views are respected and they are regularly asked to contribute to or write position papers and guidance notes on governance and compliance issues; the latest was the publication in September of guidance on the role of the stakeholder in decision making by boards, following an invitation by the Department for Business, Energy and Industrial Strategy as a consequence of feedback on its Green Paper consultation.
The annual conferences in both Dublin and London attracted record numbers and were both judged major successes.
Membership in UKRIAT has fallen for a further year, but there is real cause for optimism with an increase in student numbers.
Zimbabwe continues to face the greatest challenges of all our 9 divisions, with a deteriorating economy and cash and foreign exchange shortages. Despite this, the Division continues to enjoy a vibrant and engaged membership, as evidenced by a successful and well attended annual conference in September.
I would like to thank all my colleagues on Council for their hard work and time freely given on behalf of our membership during the last year and in particular to my Vice Presidents Edith Shih (HK/China) and Peter Turnbull (Australia), to Jill Parratt (Southern Africa) and Frank Bush (Chair of PSC) who serve on our Executive Committee. We are also very grateful to all those members who serve on Divisional Councils or sit on branch committees throughout the world. We are also grateful to the Director General, Tim Sheehy, for his expertise and hard work and to all of the staff in our nine Divisions that worked so closely with their members to generate support for these recent new initiatives.
It has been a busy year for the Institute internationally but much has been achieved with enthusiasm and approval by members for the changes proposed.
The aim of the global body must be to sustain and accelerate the progress we have made, by encouraging the sharing of best practice by the Divisions, by increasing the reputation of the Institute, and by continuing the facilitation of best governance practice throughout the world. I am confident we are moving forward on this. In addition, the changes now agreed to qualifying programmes and new designations will go a long way to ensure that the International Council is educating and supporting our students and members to equip them with the skills and abilities demanded by the 21st century job market.
David Venus FCIS