Review of the Registered Clubs Industry in NSW - Clubs NSW

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9 Improving corporate governance Recommendation 43 That a club’s board be permitted to appoint up to three directors if: – the club has board membership or voting eligibility restrictions in its constitution, and – the club’s members vote not to adopt the model constitution developed by ClubsNSW or apply the ‘core club features’ provision of the Registered Clubs Act once effective. Safeguards to manage the risk of this option being abused should include: – limited terms for board-appointed directors of between one and three years – a requirement that members vote to ratify the appointment of a director by the board and that director’s term at the next annual general meeting – a requirement that the board disclose its reasons for appointing a director in its annual report – a requirement that board-appointed directors should not comprise a majority of a club’s board. 9.3.3 Addressing difficulties in attracting directors by encouraging clubs to undertake succession planning and make better use of board vacancies and committees During the consultation process, ClubsNSW put the view that clubs needed to attract a wider range of members to board positions. 158 However, several stakeholders indicated that clubs have difficulty in attracting sufficient nominees for board positions, particularly candidates with appropriate skills. 159 Some clubs indicated that they are addressing the problem of attracting directors through succession planning. 160 Others are making use of casual board vacancies and committees to give people within the club experience in being a director and encouraging them to later stand for election to the board. 161 However, many clubs do not appear to be taking this kind of this pro-active approach to recruiting directors. For instance, the RSL & Services Clubs Association found that less than 20 per cent of the clubs it represented had a succession plan in place. 162 158 ClubsNSW, Wagga Wagga roundtable, 14 September 2007, p 47. 159 Campbelltown Catholic Club submission, p 11 and Cabarita Beach Bowls and Sports Club, Wagga Wagga roundtable, 21 September 2007, p 24. 160 Wagga RSL Club, Wagga Wagga roundtable, 14 September 2007, p 51, Leagues Clubs Association, Wagga Wagga roundtable, 14 September 2007, p 50, Wagga Wagga Country Club, Wagga Wagga roundtable, 14 September 2007, p 54 and Forbes Services Memorial Club, Dubbo roundtable, 12 October 2007, p 39. 161 Wagga RSL Club. 162 RSL & Services Clubs Association submission, 27 July 2007, p 33. 154 IPART Review of the Registered Clubs Industry in NSW
9 Improving corporate governance IPART considers that the above approaches are likely to be useful in helping to overcome the challenge of attracting people, particularly those with appropriate skills, to club boards. Therefore, it considers that club boards should be encouraged to have in place a formal succession policy. This policy should set out how the board intends to renew itself over time, to achieve a balance between keeping existing expertise and bringing in new ideas and skills. In addition, clubs should be encouraged to use casual board vacancies and committees to recruit and train future directors. To encourage succession planning, ClubsNSW should amend its Best Practice Guideline for Board Operations to include a best practice recommendation on this issue, consistent with Recommendation 50. IPART considers that this best practice recommendation should emphasise the need for succession planning to be an open and transparent process. Such an approach should be consistent with the current tone of the Best Practice Guideline, which encourages boards to ensure that their make-up is representative of a club’s membership. 163 Clubs that do not comply with the best practice recommendation should be required under a revised Code of Practice to disclose their reasons for non-compliance in their annual report (also see Recommendation 50). In addition, ClubsNSW should amend its Best Practice Guideline for Board Operations to encourage clubs to view casual board vacancies and committees as opportunities to attract and train people with appropriate skills for future board positions. Recommendations 44 That ClubsNSW encourage club boards to prepare a formal succession policy that sets out how they intend to renew their membership over time, to achieve a balance between keeping existing expertise and bringing in new ideas and skills, by revising its Best Practice Guideline for Board Operations and including a best practice recommendation on succession planning. 45 That ClubsNSW encourage clubs to better utilise the opportunities created by casual board vacancies and committees to attract and train people with appropriate skills for future board positions by revising its Best Practice Guideline for Board Operations. Some stakeholders also suggested that remuneration could be used to attract appropriate people to directors’ roles, but this option did not receive wide support among stakeholders. IPART is similarly wary of clubs remunerating only some of their directors. It considers it would lead to disharmony between remunerated and non-remunerated directors. 163 For example, the Guideline notes that clubs that have a large number of women as members should actively encourage appropriately qualified women to seek directorships: ClubsNSW, Best Practice Guidelines: Guideline for Board Operation, July 2005, p 26. Review of the Registered Clubs Industry in NSW IPART 155
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Independent Pricing and Regulatory
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© Independent Pricing and Regulato
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Contents 6 Strengthening the financ
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Executive Summary Executive Summary
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Executive Summary estimated the val
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Executive Summary Therefore, IPART
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Executive Summary However, IPART al
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Executive Summary List of Recommend
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Executive Summary 15 Once the stand
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Executive Summary 29 That ClubsNSW
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Executive Summary 46 That ClubsNSW
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Executive Summary 60 That OLGR deve
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1 Introduction 1 Introduction Over
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1 Introduction 1.1.2 Review’s foc
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1 Introduction 1.2 Other reviews an
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1 Introduction 1.3 The structure of
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2 The registered clubs industry in
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3 Understanding the social contribu
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4 Measuring and reporting on club c
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5 Refining the Community Developmen
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6 Strengthening the financial viabi
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12 Making it easier for new clubs t
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13 Removing unnecessary regulatory
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14 A framework for a management pla
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A Terms of reference A Terms of ref
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A Terms of reference The proc
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B Terms of reference checklist Term
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C List of submitters, roundtable pa
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D Gambling expenditure and problem
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E IPART’s methodology for recordi
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F ACG’s approach to measuring the
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G ClubsNSW - steps to establishing
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G ClubsNSW - steps to establishing
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Glossary and Abbreviations Glossary
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Review of the Registered Clubs Industry in NSW - Clubs NSW

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