The Board ensures Engineers Australia continues to be a well-run organisation to serve the engineering profession and deliver on our purpose ‘to advance society through great engineering’.
While Engineers Australia has been around for more than a century, our current governance model has only been in operation for seven years. As the membership grew, and with it the number of staff, Engineers Australia’s members made the decision to modernise from being governed by a large, representative National Council to having a professional, skills-based board.
The Board is made up of six directors from Engineers Australia’s membership who are elected by Engineers Australia's National Congress. A further two directors can be appointed directly by the board and do not need to be engineers. Any member of Engineers Australia who has the required skills can nominate to be considered for the Board.
We have benefited from attracting high calibre candidates and the election by National Congress of a collegiate board of non-executive directors with a broad range of complementary skillsets and experience.
Engineering News sat down with National President and Board Chair Dr Nick Fleming, and Director Lucia Cade to talk about the Board’s function.
What is the purpose of the Board?
Ms Cade says boards generally have two main functions. One is to ensure the organisation is doing the right things for the membership and the profession, the other is to make certain those initiatives are being delivered in the right way to manage risks and build on opportunities.
“The Board is constantly looking at our purpose to determine if we have the right strategy and plans in place so our people can deliver on that strategy,” she says.
Engineers Australia operates in accordance with our constitution – the Royal Charter and By Laws - which guides the Board in its decision making.
“Engineers Australia is also a registered charity, so the Board ensures the organisation is in compliance with the Australian charities and not-for-profit legislation as well as all the other legislative requirements companies face.”
How are decisions made?
All decisions made at a board level occur in a collegiate manner.
Dr Fleming says the Board’s strength comes from the background and experiences of its directors.
“We work by pulling apart a particular issue and working towards a level of collegiate agreement. Once a decision is made it is a decision of the Board and all the directors will stand by this," he says.
“Board resolutions are always informed by the Engineers Australia executive team. They run the organisation day to day, so the Board deliberates on advice and recommendations from the management team. With that information we decide whether to support a proposal, not support a proposal, or to support with amendments.”
Choosing Board Directors
In addition to being a director, Ms Cade heads up Engineers Australia’s Board Nominations Committee. She says when electing new directors, the Board evaluates the skills already around the table and looks at emerging matters of strategic importance to develop a board skills matrix to inform the election process.
“There are now two or three Board positions open every second year. In addition to the attributes needed to be a director we look at what specific engineering and industry leadership skills we think will be important to add to the Board,” she says.
“As well as being professional directors, our elected Board members are experienced engineers as required under the Engineers Australia constitution. Engineers are everywhere in society, leading government and business, so it is not difficult to find directors with the right skills who are also engineers.”
The Board Nominations Committee oversees the process to seek nominations and interview director candidates. They then develop a short list to present to the National Congress who vote in new board members.
In addition to the elected directors, the Board can appoint a further two directors with complementary skills and experience.
Engineers Australia’s National Congress is made up of around 30 members who are senior office bearers representing disciplinary colleges, divisions, technical societies, special interest groups and National Committees. The group has expertise across many engineering fields and sectors.
National Congress members are well connected to the Engineers Australia membership and bring ideas from the membership directly to the Board in the longer-term interest of Engineers Australia.
Dr Fleming says the role of National Congress is primarily advisory, so representatives of Congress can engage directly with the Board to advise them in decision making and strategic priorities. This is an important contribution to decision making at Engineers Australia and its good governance for and on behalf of Engineers Australia's members.
“National Congress have specific authority in a couple of areas. They vote on the election of the six Board Directors. They can also recommend changes to our Royal Charter and they oversee the remuneration of the Board,” he says.
To see more about the specific, reoccurring decisions made by the Board, read the corporate governance information on our website where you can also learn more about each of our board directors.
Keep an eye out in Engineering News for the second part of this article next month, outlining opportunities for members to interact with the Board.