I don’t know if anyone is keeping track of all the unpredicted consequences of COVID-19 but the list will be long.
Whichever sphere we operate in, we are noticing our own idiosyncratic effects of this pandemic across our work and our operations, the good and the bad. Some of those more positive aspects we are hoping to retain as we manoeuvre into our changed working lives.
For our very own little niche of things we’ve noticed is governing documents…stop that, I can hear you groaning…. Like them or ignore them, they are your organisation’s handbook for how your governance operates and if it is lacking, ambiguous or outright prevents you from doing something, then you and your Board need to have a look at reviewing it.
As the pandemic hit, an immense cloud ball appeared as charities blew the dust of their governing documents and thumbed their way to the section on members’ meetings. As such the story emerging from the pandemic is that most governing documents don’t have the mechanisms to allow for AGM/EGMS (members meetings) to take place remotely via video conferencing and instead require ‘in person’ attendance to form a quorum.
Many also don’t have provisions to allow for board meetings to take place using this format (hands up who was doing it anyway!). However, those charities that have formed in the last decade or so are more likely to be able to do this; as standard SCIO constitutions will have it automatically included, and like-wise charitable companies have statutory provisions under the Companies Act of 2013 to allow Directors to meet virtually.
Thankfully OSCR have been proportionate and understanding to charities and have provided guidance on flexibilities to allow members’ and Board meetings to take place , but their recommendation is still at some point to review and update where you can and future proof as best you can.
We’ve long since advocated reviewing governing documents from time to time to make sure that it’s still relevant and provides you with the flexibilities to adapt to change, but we know that it can feel like a laborious process. This can feel especially protracted if you are a larger membership organisation and as such you have to consider how you prepare to inform and encourage participation from your members (as the ones who hold the power to pass the changes). So, our call to you is this:
Please do consider reviewing and amending your governing document, not just in response to the lessons learned but as a means to check that you have what you need to cover eventualities (as best you can).
EVOC is here to support you throughout, whether that’s guiding on changes, producing the papers and if necessary even sit-in and facilitate the process at a meeting.
Please do ask, you know where we are.
Referrals for assistance can be submitted to the EVOC team here.