Member clubs approve Governance proposal – SGM 2022

Member clubs approve Governance proposal – SGM 2022

​The Members of Scottish Rugby Union passed a Motion at the 2022 Special General Meeting last night (Monday 6 June) which proposed a fundamental change to the Union’s governance structure.

The detailed proposal, brought before the Special General Meeting by the Scottish Rugby Council’s Standing Committee on Governance (SCOG), received a clear majority vote from the 118 members joining the meeting.

This endorsement in favour of SCOG’s proposal is the first constitutional step in building a different model of governance for Scottish Rugby, which includes the creation of two new entities.

The main changes put forward by SCOG and supported by the Union’s members would see Scottish Rugby Union, (the Union) an unincorporated association, being replaced through the creation of a new company limited by guarantee (CLG).

Member clubs and associations would retain their membership and rights within the newly formed CLG.

The Union’s assets previously held by Trustees, would be transferred to the CLG.

To deliver its oversight responsibilities, a new CLG Board consisting of eight ‘Custodian Directors’ would be appointed. It will have an Independent Chair, and include Scottish Rugby’s President, Vice-President and immediate former Past President, alongside two individuals voted by the members and independent two non-executive directors selected through a recruitment process overseen initially by the Council and then by the CLG.

As part of the new approach, the CLG will delegate and authorise the day to day running of Scottish rugby to Scottish Rugby Union Limited (SRUL), specifically the whole of its commercial affairs and interests, including the management of assets and the administration of professional rugby, with the two bodies working together through a Relationship Management Agreement.

The second major change supported at the SGM will see a specific focus on how the domestic game in Scotland is delivered, with the Council replaced by a Club Rugby Board (CRB) which will work directly with the current Rugby Development department of Scottish Rugby. The Club Rugby Board will be chaired by the Vice- President.

The CRB will work in collaboration with the Rugby Development Department to develop and oversee the implementation of a strategy for the domestic game, as part of an annual and /or longer-term strategy formulated bySRUL and then approved by the CLG.

The activities falling under the remit of the CRB are proposed to be resourced with an annual budget – a sum being equivalent to not less than 15% of the average of SRUL’s annual turnover as per its audited statutory accounts in the preceding four financial years – the allocation of which will be determined by the Rugby Development Department, in conjunction with CRB.

A Relationship Management Agreement will be entered into between CLG and SRUL which sets out the responsibilities to be delegated to the CRB for undertaking the oversight, management and development of the domestic game on behalf of members.

Following the passing of the Motion at last night’s SGM a series of next steps will follow including drawing up the respective Relationship Management Agreement and other constitutional documents , proceeding with the recruitment framework to make up the CLG and CRB bodies and agreeing an ‘effective date’ when the agreed structural changes will be implemented, and governance responsibilities move to the new representative bodies.

Speaking after the SGM Scottish Rugby President Ian Barr said: “The change, in layman’s terms, that we’re proposing is actually to have Scottish rugby working as one, have everybody working together for the same end, with clearly defined roles and responsibilities.”

“Enabling our executive team, led by Mark Dodson to have the full autonomy to run the business to the best of their ability, and at the same time have from the clubs’ perspective that oversight and scrutiny, transparency all the key values that you have in modern governance structures.

“So, I think a new era of all working together for the same end, basically and I think there will be accountability in every aspect of the new structure.”

Work will now begin to generate the necessary governance framework documentation which will then be brought back before the membership for the AGM on 13 August and a second SGM for further discussion and opportunity for approval.

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