New College Constitution
The College has recognised the need to revise our governance structures to ensure they can support the College effectively through its next decade. Over the past three years, an expert legal group has worked with the Board to conduct a major review of the governance architecture against contemporary good governance practice. The new conceptual model was presented and discussed with members at the 2013 AGM. Based on members’ support for this concept, the College developed a new constitution to give effect to this structure. The Board recommended the new constitution to members for adoption at the 2014 AGM and it was accepted by the membership.
Under old arrangements, membership of the ACRRM Board entailed two distinct roles. The first was representing members and speaking for their issues, often from particular perspectives as states and territories directors or as directors with special interest portfolios. The second is as a company director with a duty to govern the organisation as a whole, exercise care and diligence in corporate affairs and to avoid conflicts of interest.
In keeping with contemporary approaches to good corporate governance, the College has separated these functions by establishing a broader representative body while vesting corporate governance responsibilities in a smaller board of directors.
Specifically, changes were proposed (and duly adopted on November 2, 2014) that:
The College retain and increase the size of its large member-elected body (currently known as the ‘College Board’) and name this body the ‘College Council’. The Council will be a strategic and policy advisory body elected from the membership. It will allow more members the opportunity to engage in discussion on issues and advocacy, without them having to take on the legal, fiduciary and administration roles of directors of the company.
A smaller skills-based Board would also be established. This group is currently known as the ‘College Executive’ but in future would be known as the ‘Board’. The Board would be elected by the members of the Council and would be accountable to the members, through the Council, for the governance of ACRRM.