It is now a year since the British Computer Society (BCS) - which is a registered charity, a membership body, and has royal charter to "promote the study and practice of computing and to advance knowledge and education therein for the benefit of the public" - held an extraordinary general meeting (EGM) to consider its direction, writes Amit Bhagwat.
This article by Amit Bhagwat (pictured below) marks the first anniversary of the EGM with a review of how BCS has evolved, why the EGM came about and gave the results that it did, what has followed since and, most importantly, how BCS might consider its future from here.
From boffins' club beginnings
Most large and successful organisations of today, including most charities, have had humble beginnings, when a small group of individuals envisioned, planned and did everything. Everyone could talk to everyone else, see everyone else's work, and a separate governance function was neither affordable nor considered essential.
Yet, as these organisations grew, most recognised the value of independent oversight. The concept is especially relevant to organisations with a clear social goal and particularly those where there is no shareholder accountability. Among charities therefore, it is considered good practice to start establishing independent governance as the enterprise begins to progress towards "medium" size.
Most well-run charities achieve a clear separation between those who provide functional leadership and those who govern the organisation by the time the organisation has reached a strength of around 50 staff or volunteers and £2m turnover. These thresholds typically represent a level of complexity and financial responsibility where oversight, separated from functional leadership, greatly reduces risks, and where the cost of governance is well below the possible cost of risk.
The history of the BCS goes back to the 1950s when computing was still considered exotic. The field, and the organisation, were made up of small groups of scientists and gentleman amateurs.
The BCS has grown with the growth of computing. It has become a large chartered charity with more than 250 staff and annual income consistently over £20m. Yet it has retained many early characteristics, and in many ways continues to function like a 1950s club.
Unlike a typical large charity, a significant proportion of its trustees, the group responsible for governing the BCS, also hold quasi-executive "presidential" positions. Many of these individuals, especially those designated vice-presidents of individual portfolios, end up making decisions pertaining to structure and day-to-day operations of the BCS. These decisions, so long as they are within individual portfolios, are not scrutinised by other trustees.
Combining the presidential and trustee roles in this way rules those trustees out as independent overseers. The best practices of trusteeship of large charities - a separation between trustees, functional leadership and pomp - are compromised by the presence of the presidential roles on BCS's trustee board.
Although the BCS has an advisory council - a structure specific to BCS - the council has neither governing powers, nor complete independence. As a result, the BCS lacks an independent body of governors to oversee the conduct of BCS officers and to hold them to account.
This lack of independent scrutiny and governance over actions of individual presidential trustees, who report to themselves in their capacity as the trustee board, is inherently unsafe. It has also been a continued cause of frustration in the advisory council and beyond.
The BCS also comes with a byzantine structure of central functions and hierarchy of boards and committees, many of which appear to be of no real consequence to the frontline professional, or to effective functioning of the organisation as a whole. The structure lacks transparent democratic processes of appointment. The chairs of many central bodies owe their positions to those above them in the structure and not to their peers on the body. The appointments system is thus based on a system of patronage. This means that those who run the BCS can take a prescriptive, rather than listening and consensus-building approach. Professional peers, who are the real source of capability of a professional membership body, are thus marginalised.
These have been some of the long-standing grievances, among active members, about the way BCS was and is run. This also explains why relatively few able members offer to serve on the advisory council and within BCS central functions generally.
Path to the extraordinary general meeting
The BCS had a confederate structure of a wide variety of constituent groups, some of international repute, and many with their own effective mechanisms and funds accrued over several years. Then BCS centralised, taking away individuality and significant financial assets of many of the successful groups.
Put simply, the centralisation drive was perceived, with some justification, as slowing down the excellent to the mediocre and punishing transparent, well-run, collegiate groups with bureaucracy. This had been building pressure in BCS before the £5m transformation programme, which aimed to bring the organisation up to date, was announced in early 2009.
The BCS needs modernising. For a body that awards chartered status in technology, the BCS is embarrassingly backward. The transformation programme, however, was poorly planned.
Its drive to change the BCS corporate colour scheme, from blue to green, when there was no strong support or opposition to either colour, was a wasteful distraction. Members also felt bitter about the rebranding which, like BP, led BCS to drop the word "British" from its brand, instead promoting itself as "The Chartered Institute for IT".
Dropping "British" to reflect world aspiration feels almost comical, when you consider that even today it is not possible for more than 120 participants (those physically present) to participate live in BCS events organised at its London facilities. It is not the pre-eminent membership body in most other large countries. And the BCS still lists the Duke of Kent, a very British inherited title, as its patron, putting it at odds with the international image.
All of this strengthens the view that the transformation was poorly thought through. It needed greater rigour and transparency on decisions, direction, prioritisation and use of funds entrusted for charitable purposes and chartered objectives.
The EGM results
So, if there was a strong case to steady the BCS and bring accountability, and if independent governance, short of calling the entire membership to vote, was impossible, then why did the EGM fail to change the situation?
The answer to this lies in the timing and mechanics of the EGM. To begin with, less than a third of the professional members cared to vote. This suggests that many BCS members had a superficial interest in the BCS as an organisation and were indifferent to the way it was run, or that they desired to dissociate from the EGM exercise - not being satisfied with how BCS was run nor with how that was challenged.
The wasteful rebranding, which was announced in early 2009 and applied in September, was nearly a year old by the time the members voted to consider whether it should be brought to a halt. The waste had already happened and pausing the programme then would have delayed modernisation without saving money already wasted.
The timing of the EGM thus suggested that the EGM-callers, some of them serving within the byzantine BCS central structure, had got it wrong too. The EGM resolutions amounted to removing the trustee board and chief executive, rather than making them answerable. With the EGM supporters lacking the ability of the BCS to communicate with voters, the EGM could be portrayed as a destabilising exercise by the discontent, that did not, in itself, show a better way forward.
So while the voting result showed that the vote was used by about a quarter of the voters to register their strong protest against BCS leadership, the EGM did not change the BCS.
A way forward
Last year, as the EGM drama was unfolding, I considered learning first-hand the merits and challenges of the inner workings of BCS by serving within what I have described as the central byzantine structure. I tried to make my appointment as democratic as I could by writing down - along the lines of a manifesto - what I wanted to achieve, sharing it with colleagues who would nominate me and asking them if it made sense and could be used as my nomination mandate. I shared this "contract" with BCS central officials, as part of the nomination paperwork.
As I was invited and began my work, the lack of transparency in central structures was confirmed to me almost immediately. I observed that a few influential individuals were blocking reforms, or even discussion and dissemination of ideas that would have led to greater transparency and democratic reforms.
One trustee went a step further, using his role as a vice-president to manoeuvre bodies under his command and appointments in his gift to suppress discussion on proposals that would make BCS more accountable and democratic to its members. As a result, BCS members had no input into what was discussed on their behalf within the central committee structure, were not consulted when the decisions were being made and were usually kept in the dark about decisions BCS central committees made on their behalf.
I made a full written report of my observations to the trustees. Yet, while none disputed the observations, they seemed reluctant to probe them, to act to bring one of their own to account or at least establish a mechanism to prevent repetition. I was met with stalling and then sweeping of inconvenient facts and ideas under the carpet.
So the distrust the EGM-callers expressed in BCS trustees appears well-founded. Yet, when I look at ineffectualness and preservative instincts of BCS trustees, I do not see evil geniuses but rather average humans who have failed to rise above the ordinary. Tickle their vanity with the prospect of two honorary roles, rather than one, and the near-absolute power that comes with holding both roles, and they will happily grab and hold on to both, regardless of the risks to the institution. Question the effectiveness of their role and they will use stalling tactics to stay in the position. Try to expose their errors and they will create diversions.
In all this, they are no different from other ordinary humans. So, going back to the EGM, my view remains that the way of achieving reforms is not to simply get rid of one set of ordinary people without a guarantee that a better set will take their place, but rather to change the system where those in roles needing above-ordinary abilities can be made to rise above the ordinary. This article is a step in that direction.
So long as BCS is a charity and a chartered body, it can not operate like a secret society. If those who have led "the study and practice of computing and advancement of knowledge and education therein" - BCS's chartered objectives - have examples of BCS's approach limiting their effectiveness, write to the Privy Council - it will need to take notice and hold the chartered institute to account.
If those who are dissatisfied with the overall lack of transparency, accountability and good governance over charity resources write to the Charity Commission, it will need to take notice and hold the charity to account. Most importantly, ordinary members can propose simple actionable items that appear at the AGM and bring democratic accountability and simplicity of structure where all officials are, and feel, accountable to the membership.
The most responsible and honourable course will be for the BCS trustees to start this in a constructive self-critical spirit. They can formulate concrete plans to have presidential positions directly elected by, and accountable to, the membership, while a separate trustee board ensures that BCS meets or exceeds its charitable objectives, including in using/expending its resources.
Such a trustee board can benefit through inclusion, even majority, of lay trustees, who can be appointed following best practices of public appointments. They will be free to focus on good governance and charitable value to the wider society, removed from professional self-indulgence (this has begun elsewhere, e.g. in the medical profession).
They can also start a process of promoting and rewarding excellence in BCS member groups. Groups that stay financially sound and above a threshold of quality initiatives towards BCS's chartered objectives can gain greater control over their affairs (like NHS Foundation Trusts), allowing semi-autonomous operation and lower bureaucratic drag.
Finally, they can abolish unaccountable structures, deep make-believe hierarchy and appointment through patronage, making chairs of various bodies chosen by, and working through consensus within, the membership of those bodies.
They can agree to this direction now, finalise their reforms within three months and recommend them to the membership as business of the 2012 AGM. Once agreed by the membership, they can assume caretaker role and transition to the new simpler, accountable and transparent structure within six months.
About the author
Amit Bhagwat has been involved in running three British Computer Society specialist groups. He serves on a charity board and three national advisory bodies, and is the author of a forthcoming book on enterprise architecture. He has keen interest in promoting good governance and has contributed to simple effective approaches to social accounting and verifiable impact reporting by charities and social enterprises, and to making charity governance cost-effective through prudent use of technology. His educational background includes technology graduation and education in management, accountancy, languages and technology specialisms. Over the past 10 years he has served in a number of architecture and engineering leadership, mentorship and appraisal roles. More recently, he has directed initiatives of social value in the health sector.