Pete Greed

In all organisations the most parochial members/players can be your greatest strength but also your greatest weakness. I think the postings on this site support that assumption. Most of us resist change and long for the good old days of systems built around common sense, fellowship and a sense of doing the right thing.....no need for regulation or rule books because we all sing from the same song sheet. That pretty much describes a Club..........but not a multi-million dollar business operation. Time to put some of those preconceived notions away and direct that traditional passion and energy into reshaping RAAus. These are very exciting times if we can dispatch some of the baggage of the past. Pete

An AGM is specific in the business it is required to discuss/resolve. A general meeting is exactly that and offers members the opportunity to raise submitted agenda items or those received from the floor by the Chairman. Even the recording of a meeting (not live) is worthy of a trial in an attempt the improve communications to members. Pete

What might be a good starting point... a sub-committee to seek nominations for: Board, CEO and SMT An excellent board will recruit and retain an excellent chief executive officer; an excellent chief executive officer will recruit and retain an excellent senior management team....... Recruit for excellence, train for incremental change

Changing the culture of RAAus will require a re-look at our mission and governance and management structures, clearly defined strategic directions and a strategic plan, but, most importantly, cool heads. For many of us with experience in governance and management, (who have read most of the threads on this forum), we can achieve only a basic understanding of what the problems are - simple put, and IMHO, it is a culture of "club" thinking and acting, when something far more substantial was required. I played a bit of footy (Aussie rules) as a young bloke and a coach once said that "playing the man" was a negative way to go about things - far better and satisfying to win by using your skills and teamwork. But I guess both of us could be wrong! At this point in time we have an elected board that has the job of governing on behalf of the membership. The opportunity to change that will be at the next AGM. In the mean time this forum is very important as a voice that describes the future shape of RAAus as a vibrant and viable community business. I would much prefer to go down the path of acquired skills and teamwork as a means of achieving that goal.

Alfa, I agree: Sub-committees, even with a limited life and co-opted members (non-members), are a smart and less-expensive option when tackling a range of topics - from governance to operations. The cost, of course, is part of the necessary risk aversion strategies required to bring any incorporated organisation up to the speed. Clearly there are reserves enough to make those short term investments for the future of RAAus. Speaking of risk aversion, one National Board I was involved with in the past, operated its own (very successful) insurance business in partnership with a broker. Clients of the service were made up of member not-for-profit Associations, and Companies limited, from across Australia - just one example of thinking laterally. Of course one of the weaknesses of RAAus is its lack of formal connection with its community base - the regional recreational aviation groups located nation wide. If clubs and associations were engaged with RAAus at a national level, many of the problems of communications, and the testing of RAAus Board decisions, would be negated.

I have added an attachment on "not-for-profits" to the original posting

Powerin: "Just tell it like it is. A cursory glance through these many threads on the subject shows the amazing breadth of intelligence and experience that RAAus members have in areas such as aviation (both civil and military), law, accountancy, IT and vast experience on Boards both for-profit and not-for-profit. I bet most of this experience is yours for the asking. Eat some humble pie and ask. I, for one, would admire you and the other Board members for it". I guess the question is - how do we make that "intelligence and experience" available to the board? We have plenty of examples of naming the things that are wrong with our organisation, but less so describing practical solutions. The sort of exchange above is counter productive in the context of a way forward, after all the current board is solely responsible for resolving the significant and current problems associated with RAAus governance and management - yet many of the posts are about solving operational issues. Pete

I hope some of the Board are reading this Kaz :) Pete

Because of the pending special general meeting in Feb 2013, I have taken the liberty to attach to this post some notes relating to the trends and options available to community based/not -for-profit organisations. In particular I quote from the notes: "Boards will increasingly need to adopt a more robust leadership position and undertake even more robust: strategic discussions, strategic thinking, strategic decisions" The notes also say "Understand the emerging/future big picture of your NFP’s industry/sector - get out and about to: * build contacts and networks * gather new ideas and seek opportunities * collect business intelligence * strategically plan and develop * benchmark/compare * undertake applied research This forum provides us the opportunity to create strategic discussion - the first plank in building, with the board, the strategic thinking that will lead to robust strategic decisions. Lets have the debate and contribute to the future of our organisation by addressing, with the board, those six starred points above. Not for profit discussion paper Dec 2012 final(3).pdf Not for profit discussion paper Dec 2012 final(3).pdf Not for profit discussion paper Dec 2012 final(3).pdf

Is it still true that the general Manager's PD has not yet been drafted with the applications for the position closing on the 6th of Jan 2013? Has integrated data recording software for CASA audits been developed? - (we know the information collecting form sent out by RAAus for the past ten years is not up to scratch) Has the board governance training and induction programs suggested by CASA, been completed? Does anyone know? Pete

The political process is an option open to all members as citizens of this great country. Representation to politicians is a powerful tool in progressing change, so long as the case is reasoned and a collective view is being put forward. CASA is not the villain in this dispute, but rather it is our own ineptitude. Simply put, our structures and processes have failed, and need to be put right. A bit like going to the Doctor.......ignore the problem and suffer the consequences. Too many people in RAAus are trying to self-diagnosed and looking to alternative remedies. Get real folks what we have now a is large, and growing, community business that demands contemporary administrative structures equal to the corporate sector. We also need a strategic plan that reflects back what many on this forum are saying about the future of RAAus. Don't mix up the governance process with management/administration, and don't go to politicians unless you are sure as to what it is you want. Pete

Erik: "My point is that the current arrangement has failed the members and not only because of the deficits in those involved. This organisation is too big and the task too demanding for a footy club style mangement committee. These people likely have a very clear idea of what the members want, but they are not professional managers so they struggle to deliver it. Better they focussed on setting the agenda, hiring the best General Manager they can find, telling him/her what they want, hold them accountable and get rid of them if if they don't deliver". Pretty well sums it up Erik Pete

Is it my imagination or have things gone a bit quiet since the EGM date has been set. How do we find out which bits of RAAus governance/management are worn out and need replacing/fixing or will that come as the result of the EGM with an outpouring of collective board enlightenment and a plan for a new way forward? What have we got to measure past performance against? The annual report should be the document that we, the stakeholders/members and our contractual partners (the government via CASA) are able to review and assess what has been achieved, together with a snap shot of the way forward. The annual report is surely the single, most important tool, with regards to communications. Pete

I personally think the "second" organisation should be the old one revamped. After all when you strip down the old version and determine whats wrong and replace the bits that are buggered, or have worn out, the results can be as good as new. And you know what, it can be done in the same way many of us maintain our own aircraft - having basic mechanical training and call in the specialist for the bits that are too technical. The membership base will remain the same, the contract with CASA as well. Just need to bring the operation up to best practice in keeping with the size and scope of what is a growing community business. Pete

We could, if we chose, use legal argument to try and settle the current issues faced by the RAAus board and membership. The other option is is to use due process, as already set out under the constitution. The first could be problematic and would take a heavy toll on finances, reputations and egos while the other should identify the problems and if a process is strictly adhered to, resolve them to the satisfaction and benefit of both ordinary members and the elected board members. From the postings on this site very few of us have an in-depth understanding of the ACT Incorporations Act under which we are constituted, and conversely it would appear, from the mess RAAus is in, nor do some of the board members understand their fiduciary duties. Times have changed and just as we now embrace and employ the new technologies in our recreational flying, the time has come to adopt governance and management processes and procedures in line with a large and expanding, contemporary, community based business. I suspect that change may not come easily as we move from the old committee of management culture to one where we employ professional staff to do what is now specialised and technical work outside the scope of volunteers. (Not saying volunteers could not do the work just that it is no longer practical) On the question of volunteers, and I refer to our board members, that status does not resolve you of accepting responsibility, on behalf of RAAus, under the Incorporations Act. The argument "I am just a volunteer" holds no water in law. A famous case in Victoria, citing the National Safety Council and it's Chairman, ended in tears when the Chairman, a volunteer, was charged and sent bankrupt. Well worth a read. Board induction and training are part and parcel of accepting government contracts these days and RAAus is no different. It is serious business if we chose to operate at a National level of aircraft and pilot accreditation. But then again none of this is rocket science - just common sense

EMG Even from a distance most of us can appreciate that there are problems in the current RAAus governance/management relationship. While it is difficult on the outside to understand or apportion the current operational failings (because of a lack of member information), then surely the first question to the board is "do they recognise that there is a problem" and if the answer is yes "what is it, and how is it going to be fixed? Keep it simple and worthwhile information should flow. Make it complicated and the meeting will just bog down. Pete

Just a couple of comments before I go and pull the Jab out of the Hangar for our weekly sojourn interstate. (Mildura to Wentworth, about 10 minutes over the Murray) Will most likely be required to mix it with Virgin, QANTAS, REX the Yankee Tangos (training) from Parafield, the Air Ambo and of course our mates at the glider field 2 nm's to the south west. It is testament to our RAA training that we co-exist in a usually safe and professional environment. I hope most other RAAus members are also involved today in their passion to fly and will perhaps pause for a moment to think about how we got to this point in history. I say think because it is the strategic thinking of all members that will ultimately shape the future of the organisation. The collective thoughts of members, distilled by an elected Board, into the directives that guide management. I note that RAAus (our association) has advertised for a General Manager. I also note that the GM will be accountable to the Board via the Executive. In my long experience in both Management and now Governance (as a Board Director) it is the separation of power and responsibilities of Board (governance) and the GM/CEO management, that is the key to a successful operation. The GM should report to the Board and be held accountable for his/her performance. The GM or CEO is the hinge between governance and management (operations), not the Chairperson. The role of an executive committee is essentially for house-keeping duties between board meetings and for the development of board agendas - a clearing house for member initiatives/comments/concerns, communications and financial monitoring. When the board (or part of the board) crosses the line into management it is almost impossible to hold anyone responsible when things go pear shaped. Lets hope the new GM is carefully selected and the culture that appears to occupy the Executive Committee, can be excised. Our little flying Club operates with a committee of management, as do most. Its not appropriate for an organisation with 12,000+ and growing. Think out sideways, (as many postings on this forum are doing), use the technology and tap the resource base of members across Australia. And be democratic - accommodate the thinking of others. Well I'm off and expect some spirited debate in the hangar after flying........there is no lack of interest in RAAus over our way. Pete

Thank you for your post Gavin and keep up the good work. I guess as a member I would be keen to know what the "time bomb" is and how it is being defused. From a distance, and with limited knowledge, I would suspect that some structural changes to our governance/management systems may correct some of the perceived failings around decision making and communications. This forum is important for that reason and I, for one, appreciate your comments

Hi Turbz: Yup had looked at the constitution and its seems enabling enough. However I still think the incorporations act is a bit light-weight as a basis for a national organisation with the responsibilities and legal liability associated with the risk and task. I'm not trying to guess the current governance/management arrangements of RAAus just trying to establish exactly what has gone wrong and why. Just a couple of comments - when community based organisations, whether they be Incorporated under the Act, or as a Company Limited by Guarantee, take on large government contracts, almost without exception the role of a board takes second place. Contracts come with agreed and measurable performance expectations and strict compliance obligations subject to audit. These contracts are by necessity administered by professional staff who are answerable to the board but who are also required to deal direct with the bureaucracy. The problems start to appear when changes/additional components are added to the contract. These changes/additions are usually negotiated by professional staff directly with the government bureaucracy. Under these circumstances the pressure for staff to comply is intense and often they feel the pressure when a board enters the fray with perhaps a contrary view at a political or governance level. From my experience this requires a high level of confidence and trust between both board and staff - otherwise the board becomes a rubber stamp and staff, simply servants of the government. When community based organistations agree to work with and for the government it is often the case that their original agenda and community focus becomes corrupted and professionalised. Small amounts of money can move their strategic thinking from their main game to some convenient political fix for whatever government is in power at the time. The budgets for these programs previously conducted by government via the public service runs into billions of dollars - the systems of compliance (including legal backup and support for government) are now well established and tested. With regard to the constitution it seems to me that the section dealing with affiliation of like organisations e.g. recreational flying clubs, is totally underutilised both as a resource (source of recreational aviation intelligence) and as a means of board communication. Cheers Pete

Still trying to get a handle on our current governance and management arrangements.......From what I am hearing there has been a "management committee" (not a board) of elected members that are expected to also provide operational contributions as well as governance. To assist this process an "Executive Committee" of office bearers (Chair, Secretary and Treasurer - and other selected members?) work alongside the CEO and paid staff to deliver member services. One of those services is the government contract with CASA - a contract that is specific in its deliverables, regulation and compliance. A legal, binding contract that allows the RAAus to self-regulate and which has been signed off by the Chairperson, on behalf of RAAus. Under normal arrangements the servicing of the contract would be the responsibility of the CEO and staff. However because of the "Executive Committee" member/staff composition, the line of authority has the Chair also taking some management and operational responsibility i.e under the "committee of management" model/structure. I do not have a grip on that arrangement. I would be pleased if some of the ex committee of management members could respond to the above. If we can better understand the current governance/management structure, it will be easier for members with experience and expertise, to provide their comments. Pete

Fix the board governance /CEO relationship first. Then there are people who are available and who can provide the sort of independent, technical operational advice once the extent of the problems in RAAus management are known. As an ex CEO and a current board member (Director) of a community based organisation, the issues of termination/redundancies are beyond the experience of most board members. It is a highly specialised area and like it or not the province of lawyers and H R consultants. Currently we have little knowledge of what the state of play is with regard to RAAus' liability to current and past employees, or what the cost of defending potential claims might be. On the other front my understanding is that CASA initially approached RAAus with an invitation to self-regulate. From recent events we have failed the paperwork and that also needs to be addressed and proper systems and a working relationship re-established.......that should be no big deal. Pete

If a special general meeting is called by RAAus as a result of membership action, a board commitment to change needs to be at the top of the agenda. From what I am hearing from people on this thread who are clearly passionate, concerned and long-time supporters of the organisation, this is not likely to happen by osmosis. There is really no excuse for the board not to meet monthly if the new technologies are applied (an organisation of which I am a director uses teleconferencing on a regular basis). If this could be achieved, the role of the Board/Chairperson and the CEO, would move back to a more defined, and constructive, relationship with membership; with the so called current"Executive Committee" being made redundant. I would be interested to see how much, in real dollars, it currently costs to maintain the "Executive". Of course with 13,000+ members, the critics will say that there is no way we will get consensus, and I guess there are many just in it for the service (flying certificates and aircraft registration) they get by belonging. However even with a membership that is now so varied and diverse, all who wish to, should have the opportunity to contribute. It is a right, that some will choose to take up, while others probably could not give a a tinkers curse. That is the reality of operating under a community based structure as opposed to a government department - the ability to self regulate or be regulated. Pete

When due process is not followed, for whatever reason, someone still needs to take responsibility. It would appear that a mixture of ignorance of certain legal responsibilities under the "Incorporations Act", and the interpretation of what constitutes a 'Committee of Management" has combined, and contributed, to a less than professional approach to both governance and management. We should however be careful in our condemnation of board members, who in good faith, put themselves forward only to find they were operating in a broken system that was dominated by apparently assumed "executive" powers that stifled good governance and managements practice - an organisational culture that can be well meaning and well intentioned, but a disaster when required to operate at a level, that will not only satisfy the laws of the land and formal contracts with government, but more importantly its responsibility to fee paying members who should, via their elected representatives, be able to have some say in the shape the organisation that represents them. The coming months will be subject to some difficult processes as the board, by necessity, reclaims its position of leadership and governance and management is given clear directions as to its role in the now diverse operations of RAAus. What ever legal structure we operate under, the above, applies to all. It does however offer the exciting opportunity to reshape the organisation to better serve all stakeholders. Its now up to the members, nobody else! Pete

David: "A strange maneuver in my opinion to go from a sound corporate structure with higher corporate accountability requirements to one of a 'club' nature. I wonder on whose advice that position was taken and whether that was done properly by support from the members. I was a director of such a company for many years and prefer the structure under the Corporations Act to the sloppy Incorporated Association Act in the ACT" Thank you for that information David........indeed a strange, and somewhat regressive, decision to take (but somehow perhaps, not surprising). Given some of the comments of this and other threads, I feel that work should commence immediately on the structure of a general meeting. The last thing we want is a talk fest and no productive, worthwhile conclusions reached. If we as members are to make the effort and get to a meeting, the agenda needs to be rock solid and unambiguous. Over a two day session, with a skilled facilitator, we should finish up with a much better informed Board/Committee, members who would see value in standing for board/committee nomination and the framework for a strategic plan. A strategic plan which would be assembled by management and staff, in consultation with the board/committee. If the Board and Membership do not take ownership of this process, then they are abrogating their responsibilities and the talk will go on. Pete

David: As a comparative new-comer to posting on this excellent site, I note your very pertinent points. Especially "If we continue doing what we always have ... we will continue to get what we have. We need a major constitutional shake up to ensure proper governance, but that will require the membership to get off their collective asses and get involved ... stand up and be counted. The next step forward will be a hard one ... do we the members have the collective guts to do it ?" And Turbs: "If you step out and form a limited liability Company, with a Board of Directors AND a paid management structure AND the managers employ staff to do the work, you have a model which costs considerably more to run, so which needs a constant income to cover overheads. The primary source of this income is usually Members' pockets, so I would expect members to be interested in what you seem to be promoting - a limited liability Company". From my experience of both Incorporated Associations and Company's Limited by Guarantee (a common option to incorporation, but under company law) there should be no significant increases in cost to members but perhaps more accommodating protection for boards that comply under the act. The Committee of management model is rarely (if ever) used in multi-million dollar operations and "Executive" powers are usually subject to very serious scrutiny by boards. At the financial level RAAus operates, what you described is the minimum of what happens now "with a Board of Directors AND a paid management structure AND the managers employ staff to do the work" I am not really promoting either model as both will work if proper governance structures and planning are in place. By the way the difference between a Company Limited by Guarantee and a Company Limited is that basically the profits of the Company Limited by Guarantee are turned back into/retained by the organisation where as profits from a Company Ltd. are distributed to shareholders. The corporate model of governance/management with paid (executive directors) answerable to shareholders, is not, I believe, appropriate to the community based sector. Under increasing pressure to redefine/restructure, the board may decide to bring in professional assistance. It will be at this time that we as members (as David so politely put it) will need to get off our collective asses and get involved. I hope time is allowed for that engagement to take place. The opportunity may be available....sooner than later. Pete