In October 2016, the Association remodelled its corporate governance structure, creating a regulated Board and a Members’ Representative Committee (the MRC). The Board consults with the MRC on key strategic matters, but retains overall responsibility and decision making authority for regulatory matters.
The MRC consists of shipowner representatives from Members and two or three independent representatives (the chair and one or two industry experts). The shipowner representatives are selected based on candidates proposed by Members of the Association. Those candidates are then assessed by the MRC’s Election sub-committee with reference to their CV, individual skill and information on the Members (e.g. entry, geographical base, type of ship) and, in turn, voted on by the MRC. The aim is to have the MRC as representative as possible of the Association’s membership, i.e. geographical spread, type of ship, size of fleet, as well to ensure a broad spread of individuals’ skills.
Representation on the MRC allows for greater knowledge of the Association, including its operations, finances and strategy. That participation allows for enhanced challenge and oversight. In addition, as noted, the MRC retains a fundamental role in the proper functioning of the Association, having an involvement in maintaining standards while ensuring industry leading loss prevention activities for the membership (through its Standards sub-committee).
The Board consists of the same chair and industry experts as sit on the MRC, two directors from the executive Managers of the Association (the CEO and CFO) and up to 10 ship owner directors. All directors (except for the Managers directors) sit on the MRC.
Representation on the Board is subject to review by its Nomination sub-committee (and then voted on by the Board). Again, that sub-committee assesses candidates based on their cv, skills matrix and Members’ details. Again, the aim is to ensure as broad a spread of skills and to enable a fair reflection of the membership (underlining the mutual nature of the Association); although the latter is harder given the smaller size of the Board. Efforts are also taken to ensure diversity across all areas. In addition, when considering candidates for the Board, the role of the MRC is also recognised, with it being accepted as a natural pool of talent for possible directors as MRC representatives are already familiar with the Association.
Invariably, it is not always possible to achieve absolute diversity or representation of the membership, not least all as it is in part dependent on Members putting forward candidates for election. Nevertheless, the aim remains that of ensuring a diverse Board which is capable of the requisite oversight of the Association and challenge of the Managers.