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CLUB GOVERNANCE 

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CLUB GOVERNANCE

The MCC Chairman in his letter 23 May 2020 says “new governance proposals depend upon complex Rule changes and a complicated new procedure that depends upon a restructured Committee but please bear with us as this is a prize worth reaching.” What complete and utter tosh! Altering the structure of the MCC Committee will alone prove useless as the Chairman seems to think changing the structure of the MCC Committee will result “in a better run Club” . Well at least he admits the Club is not well run at present!

Having cancelled this scheduled Item 9) topic on the 2020 AGM Agenda we are now faced with even more confusion and complexity including a disastrous AGM Webinar.

   The Structure and Governance of MCC

 

Introduction

The previous Secretary MCC, Derek Brewer, submitted a Paper to the ISWP and the MCC Committee in February 2014 stating very clearly “it is difficult to run the MCC on a day to day basis. We have been in a state of ongoing crisis and an unsustainable working environment for the past few years. Whilst we can probably muddle on regardless, we do in my view need to take the enhancement of governance very seriously. The current structure is cumbersome and expensive to run”. His conclusion “It is tempting to carry out root and branch reform” has yet to be implemented as the Club continues to “muddle on” into 2020. Derek was in no doubt that an absence of good governance demanded a restructuring of the MCC through ISWP recommendations. 

 

Financial Reporting Council (FRC) Guidelines on UK Corporate Governance

The purpose of Corporate Governance is to facilitate effective entrepreneurial, prudent management that can deliver the long-term success of the Company (MCC).

 “Corporate governance is the structure by which Companies are directed and controlled by Boards of Directors (MCC Committee) are responsible for the governance of their Companies (the MCC). The Shareholders (MCC Members) role in governance is to appoint the Directors and the Auditors and to satisfy themselves that an appropriate governance structure is in place. The responsibilities of the Board (MCC Committee) include setting the Company’s (the Club) strategic aims providing the leadership to put them into effect, superimposing the management of the business and reporting to Shareholders (MCC Members) on their stewardship. The Board (MCC Committee) is subject to laws regulations and shareholders (MCC Members) in General Meeting”.

Corporate governance is therefore about what the Board of a Company does (MCC Committee) and how it sets the values of the Company (MCC).

It is to be distinguished from the day-to-day operational management of the Company by full time executives (presently the MCC Secretariat).

 

Structure and Governance of MCC

It is time for the MCC to introduce new Rules and Regulations at Lord’s that reflect the best interests and sovereignty of the Royal Charter Company Shareholders – the MCC Members themselves. A universally recognized code of practice (The Members Charter) designed to deliver peerless good corporate governance is long overdue.

The powers of the MCC Committee (Government) of the Club must be separated from those of the Executive and MCC Rule 13.1 has to be made redundant.

If the new MCC structure is right and a top class professional team of executives is in place the delivery of good governance will be a given.

 

Implementation

i) Restructuring of the MCC Committee (Board of Directors) as per ISWP Recommendations needs to take place without delay.

ii) Creating a Nomination Committee (NomCo) to appoint a new MCC Executive.

The MCC Committee approved a reduction in number of members in October 2014. The necessary delegation of powers to an Executive team of well qualified and experienced full time staff including Chairman MCC Committee (P/T non- executive), CEO, Financial Director (Registered ICAEW), Company Secretary (Solicitor), Chief Operating Officer, Membership Secretary and Curator (Museum and Heritage) remains to be executed.

A new MCC Executive will evolve from the existing Secretariat with the necessary experience and skills to replace the army of unelected quasi-executive amateur Members serving on 11 sub-committees (+140 Members in number).

The benefit of the vast amount of time and money spent on the contents of the ISWP Report should be exploited and the mess of pottage cooked up by unwelcome meddlers in Club affairs, must be placed in the trash-can. The ownership of MCC must be returned to the Shareholders – the MCC Members.

An elected Members’ Committee (ISWP and Scott Baker WP) should be responsible for introducing a Members Charter and look after the Membership best interests together with those of the recreational amateur game played by Clubs and Schools.

Royal Charter Article 14 and Club Rule 26 require determination to define what constitutes the “Proprietary rights” of the MCC Members.

 

Nigel J Knott (Dr.)

Elected Playing Members 1966

Appointed by MCC Committee to 6 WP’s

1) Lord Griffiths. Administration of English Cricket

2) Staging Agreement (Lord’s Cricket Ground)

3) Membership

4) Broadcasting and TV rights at Lord’s

5) CEO Member Liability

6) ISWP

 

CV

MCC Match Manager

Retired private dental practice and laboratory owner

Advisor to Secretary of State for NHS and Social Services Patrick Jenkin 1980/81

Consultant GlaxoSmithKline (GSK), Renishaw Plc. and Western Provident Association (WPA), Trustee WPA.

 

4 July 2020

  

The ISWP

This WP appointed by the MCC Committee, had as members the previous Club Chairman Oliver Stocken, who understood business big time and had an intimate understanding of the MCC  culture at Lord’s, together with the previous Secretary Derek Brewer who had an intimate understanding of the everyday management of Club affairs, who wrote a coruscating Report for the ISWP that stated unequivocally “the MCC is not fit for purpose”. Period.

The ISWP was clear in recommending 1) Incorporation was a necessary first step to take (1 July 2013) followed by 2) Restructuring the Club itself.

If the structure is right good governance follows. All great Companies have simple structures and talented people running them on a daily basis. Our proposals were clear, the Committee must govern as a Board of Directors and the team of professional staff forming the executive would carry out their orders (Committee Business Plans). There would be a clear separation of powers.

The previous Chairman and Secretary knew what was wrong with the MCC and signed up to change the Club structure into one that would deliver better governance in the form of transparency and accountability. The Committee and Club Officers should in future be “hands off” and delegate executive powers to a properly qualified executive team of professional staff. An expensive Team of a Secretary, 5 Deputy Secretaries, 11 sub-Committees of 140+ unelected quasi-executive MCC Members as is the case today is a guaranteed recipe for failure. 

 

 

The MCC 2015 AGM Committee Report

“ The initial ISWP recommendations which were reviewed by the Committee in December 2014 do not require Rule changes aimed at improving openness, transparency and accountability of those charged with running the Club.” No such changes have ever been made and meanwhile a chaotic form of government rules Lord’s. Those charged with running the Club (the Committee) remain remote, unaccountable and immunised from charges of incompetence and even negligence.

Are chaos and failure surprising when the arcane Rules and Regulations from a bygone era of 1867 governance which endowed the Committee with executive powers for “the entire management of all Club affairs” are still in place today? It is blindingly obvious that a schoolboy would notice a new non-executive Chairman has taken charge and turned everything upside down and made the situation far worse “but bear with us as the prize of complex new Rule changes will solve the problem and is worth having”. So far the complex Rule changes have proved a complete and utter failure even at the drafting stage and cannot be presented at the AGM for determination – but don’t worry chaps the prize is worth having". This will spirit away all of the Club’s financial problems  (no proper insurance for loss of business and Big Match income at Lord's, a huge Pension Fund hit, property losses, unknown future liabilities arising from C-19, etc. etc.). Perhaps the most glaring failure is the inability of the Committee to indict any single person or people for sheer incompetence or even negligence for the litany of financial losses that continue to occur with monotonous regularity. There is a dogmatic belief within the Committee, their decision making process should be one of "collective responsibility" which makes the covering up of expensive failures very easy.

Enough is enough and the time has come for every MCC Member to recognise the imminent danger of financial ruin at Lord's. Even the status and future of Lord's Cricket Ground itself is uncertain - the Title Deeds of Lord's have been lost and the Ground itself at NW8 8QN remains without an unconditional ownership title at the Land Registry Office in Westminster 7 years after MCC Incorporation. The 2020 Rule Book still includes provision for a Custodian Trustee! Government of the few, by the few and for the few must end at Lord's - and soon,

 

 

 

 

 

 

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