Corporate governance has been a topical subject in the commercial world for many years. Now the association world is catching up. One that has seized it with enthusiasm is the International Marine Contractors Association (IMCA) with the result that from New Year’s Day 2017 IMCA will have in place a new legal structure, a new operational structure, and new governance arrangements for running its committee structure. The new legal structure sees the formation of a new holding company limited by guarantee, the board of which becomes the governing body of the association, replacing the Council and Overall Management Committee.
“Effective governance of a trade association can help it deliver maximum benefit to its Members,” explains Allen Leatt, IMCA’s CEO. “That was certainly incentive enough to make us grasp the corporate governance nettle on behalf of members, who are spread across all time zones of the globe and demand transparency in the way we work.
“Our governance review program was started in April 2015, and has developed into a sound set of principles and structures which brings the association into the modern era of corporate governance. The program was brought to a conclusion at the EGM held in November when the resolutions for change were overwhelmingly approved by the membership.
Organization structure simplified
The board of IMCA Holdings Ltd comprises 10-12 directors and replaces the IMCA Council; and a new Operations Committee comprising the Chairmen of all IMCA committees and IMCA’s Technical Director replaces the existing Overall Management Committee (OMC).
“We have expanded our regional governance, with each of our five regions being able to elect its own regional committee to promote IMCA’s work locally, and nominate members onto technical committees,” explains Allen Leatt.
“The Safety, Environmental & Legal (SEL) committee has been renamed the Health, Safety, Security & Environment (HSSE) committee with the legislative part of SEL moved to a new committee called Marine Policy & Regulatory Affairs. The existing Contracts & Insurance Workgroup has been elevated to committee status. In addition, we now have the flexibility to form Technology Committees when needed, to investigate technologies of interest to members as and when the need arises.”
All of the changes are captured in new constitution documents - the Articles of Association and the Bye-laws. And a Governance handbook provides a quick and easy-to-read synopsis of the key points.
The changes in corporate structure will be implemented on January 1, 2017, whereas many of the committee changes will take place during the year ahead.
“A transition plan will be carried out in a progressive way so as to cause as little disruption as possible,” says Allen Leatt.
