A letter to Governance

[Martin Regan]

Many years ago, when I first stood for election I was concerned about the role of the Governance Committee in any election. My concern was that the GC was perhaps the element of the ECF most trusted by Council and therefore the most influential. I wanted to ensure its even-handedness during an election which was bound to be ill-tempered.

I met the then chairman, who has since passed away. He told me disliked what I stood for and indeed hated the way I was campaigning and that furthermore he was close friends with many of those I was seeking to replace.

But he added that as long as he was in charge the GC would treat all candidates equally during the election process. The committee was there to serve Council and the board, and not its own members.

He kept his word scrupulously, indeed during the campaign when one of his members made his views on the election widely known he instructed him to desist. During my time as CEO I came to regard him and his committee as the scrupulously independent voice of the ECF.

This afternoon that legacy has been trashed. The chairman Mr Majer has undermined the GC's independence and hence it legitimacy.

Mr Majer had previously nominated one of the feuding directors for post - an action which he acknowledged as an error in his report to council. What he did not tell council in the same report was that he was intent upon compounding that error and would to seek to intervine directly in a board election.

Mr Majer instructed council that should they choose one candidate over another or he would resign. Setting aside the fact that the move clearly shatters the unwritten rule that the GC should remain apolitical, it clearly disadvantaged a candidate in a board election.

Mr Majer will have his own reasons for acting as he did, but it was a huge misjudgement and as long as he remains as chairman, his committee can not have legitimacy.

[Michael Farthing]

When, in the view of Governance, a CEO is in breach of the trust given to him by Council it is the duty of Governance to bring that to the attention of Council: that is its function. Should the Council not concur then clearly Governance has lost the trust of Council and should resign. The issue here was not a conflcit between Progress and Tradition: it was a question of the ethical behaviour of the CEO. Governance found it wanting. Council agreed.

[Martin Regan]

When, in the view of Governance, a CEO is in breach of the trust given to him by Council it is the duty of Governance to bring that to the attention of Council:

Not during an election.

And even if you were right which you are not. He could have made the point in his report.

Do you not grasp the important point - it is not about who has won and lost -even without this the CEO would have lost.

[David Pardoe]

Well said, Martin...
Maybe there should be a rerun of the contest....with additional candidates encouraged to come forward..?
All those `neither of these candidate` votes, does suggest that the voters changed horses late in proceedings...
Although I do recall one thread talking openly about there negative views on PE.....with some quarters bragging about how they might vote..

Maybe we need some kind of pre screening process for key posts, to try to avoid this fiasco of `non of the candidates` winning..
OMOV might have helped.... I`ve outlined a proportionate scheme that I think could work.. ironically on another thread where Phil Ehr features...
I`m also puzzled that the Commercial Director didn't get re-elected... but maybe that's politics.... and good reasons pertain..?

That Malcolm Pein narrowly failed to get re-elected surprised me, but the judgement of those voting stands... how many of those `block votes` came into play... another dodgy feature in the back room power games.. again OMOV in a proportionate implementation, could help moderate some of this..
One other point that concerns me...namely the general workings and conduct of the Directorate re board meetings, reporting, etc..
More transparency and timely reporting of events is needed..
The appointment of a strong chairman, possibly not from the top three post holders, who can keep good order at meetings, and ensure relatively orderly proceedings, hopefully without too much animosity...
Can we encourage a wider range of candidates to come forward...

[JustinHorton]

That Malcolm Pein narrowly failed to get re-elected surprised me

Uh huh

[Michael Farthing]

When, in the view of Governance, a CEO is in breach of the trust given to him by Council it is the duty of Governance to bring that to the attention of Council:

Not during an election.

And even if you were right which you are not. He could have made the point in his report.

Do you not grasp the important point - it is not about who has won and lost -even without this the CEO would have lost.

I've never been a great believer in proof by reiterative assertion.

[Andrew Zigmond]

Well said, Martin...
Maybe there should be a rerun of the contest....with additional candidates encouraged to come forward..?
All those `neither of these candidate` votes, does suggest that the voters changed horses late in proceedings...
Although I do recall one thread talking openly about there negative views on PE.....with some quarters bragging about how they might vote..

Maybe we need some kind of pre screening process for key posts, to try to avoid this fiasco of `non of the candidates` winning..
OMOV might have helped.... I`ve outlined a proportionate scheme that I think could work.. ironically on another thread where Phil Ehr features...
I`m also puzzled that the Commercial Director didn't get re-elected... but maybe that's politics.... and good reasons pertain..?

That Malcolm Pein narrowly failed to get re-elected surprised me, but the judgement of those voting stands... how many of those `block votes` came into play... another dodgy feature in the back room power games.. again OMOV in a proportionate implementation, could help moderate some of this..
One other point that concerns me...namely the general workings and conduct of the Directorate re board meetings, reporting, etc..
More transparency and timely reporting of events is needed..
The appointment of a strong chairman, possibly not from the top three post holders, who can keep good order at meetings, and ensure relatively orderly proceedings, hopefully without too much animosity...
Can we encourage a wider range of candidates to come forward...

With respect David, what was it you said about Phil Ehr two years ago? `Gold, frankenstein and Ehr` among many other things.

[Roger de Coverly]

This afternoon that legacy has been trashed. The chairman Mr Majer has undermined the GC's independence and hence it legitimacy.

Chess tournaments and matches will continue and some of us will play in them. The legitimacy or otherwise of the ECF's Governance Committee is not of great concern.

[David Pardoe]

Well said, Martin...
Maybe there should be a rerun of the contest....with additional candidates encouraged to come forward..?
All those `neither of these candidate` votes, does suggest that the voters changed horses late in proceedings...
Although I do recall one thread talking openly about there negative views on PE.....with some quarters bragging about how they might vote..

Maybe we need some kind of pre screening process for key posts, to try to avoid this fiasco of `non of the candidates` winning..
OMOV might have helped.... I`ve outlined a proportionate scheme that I think could work.. ironically on another thread where Phil Ehr features...
I`m also puzzled that the Commercial Director didn't get re-elected... but maybe that's politics.... and good reasons pertain..?

That Malcolm Pein narrowly failed to get re-elected surprised me, but the judgement of those voting stands... how many of those `block votes` came into play... another dodgy feature in the back room power games.. again OMOV in a proportionate implementation, could help moderate some of this..
One other point that concerns me...namely the general workings and conduct of the Directorate re board meetings, reporting, etc..
More transparency and timely reporting of events is needed..
The appointment of a strong chairman, possibly not from the top three post holders, who can keep good order at meetings, and ensure relatively orderly proceedings, hopefully without too much animosity...
Can we encourage a wider range of candidates to come forward...

With respect David, what was it you said about Phil Ehr two years ago? `Gold, frankenstein and Ehr` among many other things.

I did indeed Andrew...but he got elected.... I`m certainly not a great fan.
You might also remember that I argued that when AP was ousted, it might be a good idea to accept Roger Edwards offer to be re-instated as President. (That may or may not have been a good plan...Roger had had enough agro from certain quarters).
But he might have been able to play a holding role, whilst things at the ECF were sorted out).
But PE definitely didn't want him getting in the way of his own mission....and I`m sure Roger would have stood no nonsense from the likes of PE... and kept good order, certainly til the next AGM, when a new CEO could have been elected.
Lets try to do things better..

[Mike Truran]

David, you don't half talk a load of old rubbish.

[John McKenna]

This afternoon that legacy has been trashed. The chairman Mr Majer has undermined the GC's independence and hence it legitimacy.

Chess tournaments and matches will continue and some of us will play in them. The legitimacy or otherwise of the ECF's Governance Committee is not of great concern.

Although that first sentence has the ring of truth, your second is unsound "the legitimacy or otherwise of the ECF's Governance Committee" SHOULD be of great concern to anyone and everyone who wishes to be sure of fair and square dealing at and by the ECF.

Today's deck looks as if it could have been marked as well as stacked. And, it was as if the chief croupier took a hand when he should have been watching to ensure fair play.

A house I'd not like to risk playing in.

[Roger Lancaster]

Martin, I apologise if I’m being obtuse but your suggestion doesn’t appear to me to make obviously good sense. The terms of reference of a Governance Committee (GC) can and do vary from one organization to another but broadly speaking it reports to the Board on governance issues including developing and recommending to that Board corporate government principles, policies, standards and practices.

I entirely agree with you on the general principle that a GC should not be factional. However, the question I should like to ask you (as a general proposition rather than specifically in relation to ECF) is, “What should a GC do if a Board, or a dominant director, chooses to act in a manner entirely inconsistent with the GC’s recommendations?”.

If the GC believes it is right and the Board or director wrong, then to do nothing would in my view be a dereliction of its fiduciary duty. The main alternative, it seems to me, is for the GC to indicate its displeasure by resigning. Moving to the ECF case, one could argue that this is not what Chris Majer did – instead he threatened to resign – but the effect would, I think, have been similar.

Whether such resignation, or threat to resign, should have been made during or ahead of the AGM is a moot point. It could be argued that to do so during the AGM was less effective as many votes would by then have been irretrievably cast. But, if I read you rightly, your issue seems prima facie to be less with timing than with taking action at all.

[Christopher Kreuzer]

That Malcolm Pein narrowly failed to get re-elected surprised me, but the judgement of those voting stands...

That result surprised me too. But a minor correction. Malcolm Pein remains on the ECF Board, as FIDE delegate. He was re-elected to that post. It was the additional post of Director of International Chess that he failed to get elected to.

The meeting was, ah, interesting. I may say more later.

[John Philpott]

Christopher Kreuzer wrote

But a minor correction. Malcolm Pein remains on the ECF Board, as FIDE delegate. He was re-elected to that post.

Malcolm remains an elected ECF Officer, but the FIDE Delegate is not a member of the Board.

[Andrew Zigmond]

And of course he couldn't have been re-elected as International Director as he wasn't the incumbent.