It was on the eve of the 40th birthday of AUSTSWIM that the organisation opted to have its governance and structure reviewed. The CEO had departed in April 2018 and two of the organisation’s four board members had resigned and called for a special general meeting. AUSTSWIM chair John Rigby and the board agreed it was time for guidance, and with AUSTSWIM Council support, they enlisted the AICD to undertake a review.
Despite having a small board, the organisation’s governance structure was complicated and participants’ responsibilities unclear. AUSTSWIM is guided by a board elected from an advisory council comprising eight representatives from each state and territory, plus representatives of peak aquatic and water safety bodies. These include Royal Life Saving Society Australia (RLSSA) and Swimming Australia. With such a complex structure, the board realised it was time to review its constitution and, among other things, look at the number of board members, their skills, diversity and tenure.
Rigby, a former principal education officer at the Tasmanian Department of Education — who has been chair of AUSTSWIM since 2011 and on the board since 2005 — says the decision to have the organisation’s constitution reviewed was “the best thing we have ever done”.
“The review highlighted where we need to be more focused on strategy as an organisation and it highlighted the need to do things more formally, supported by robust policies and procedures,” says Rigby. “We have learned we have to change our governance structure and focus on the big picture. We’ve also learned we need to look at the skills of our directors to make sure we get the right mix and that they are fully inducted. In future, we will expand the board to six or seven members, including external directors who can bring different skills and experience.”
In October 2018, AICD presented AUSTSWIM with a 48-page report containing 22 recommendations. AICD was guided by its Governance Analysis Tool — an external self-assessment designed to help directors identify a board and its organisation’s strengths, and where there are opportunities for improvement.
AUSTSWIM is the Australasian Council for the Teaching of Swimming and Water Safety, and has industry representation in each state and territory of Australia.
The AUSTSWIM Council includes an independent chair, a member representative from each AUSTSWIM advisory committee and from Australian Leisure Facilities Alliance (ALFA); the National Council of the Young Men’s Christian Associations of Australia; (YMCA Australia), Royal Life Saving Society Australia (RLSSA), Swimming Australia Ltd (SAL), Surf Life Saving Australia (SLSA) and Water Safety New Zealand (WSNZ).
The AUSTSWIM board is elected by the council and is responsible for overseeing the organisational, financial and operational affairs of the organisation.
*The AICD has provided governance advisory services to a number of boards. For further information, go to our advisory page here.
Rigby says the full report remains confidential, except for the board members: Graeme Stephenson (Australian Leisure Facilities Association), Kath Thom AAICD, chair of the AUSTSWIM Advisory Committee Victoria, Jonty Mills, CEO of Water Safety New Zealand, and AUSTSWIM CEO Carl Partridge MAICD, who was appointed in July 2018.
A summary of the AICD report was also released to the AUSTSWIM Council.
“The board committed to implementing all 22 recommendations,” says Rigby. “However, one was kept confidential from persons outside the board due to its sensitive nature. Within a month, nine of the 22 had been implemented. By October 2019, 14 of the 22 had been completed and seven have commenced, pending changes to the constitution in order to facilitate their completion.”
One of the key things was to undertake a review of the constitution and to look at the size of the board and tenure of board members. Another was to establish a risk and audit committee, and a nominations committee, both of which now have completed terms of reference.
The board meets face-to-face at least four times a year and members talk by teleconference in between. The board also holds dedicated workshops on strategy and risk.
“Because of the review, our directors now have a clearer understanding of what they and the board can and cannot do, and where our focus should be,” says Rigby. “The review also recommended clarifying the responsibilities and obligations of directors. We were managing well most of the time and getting things done, but when a couple of major issues arose where there wasn’t a consensus, we found our shortcomings.”