[edgenet: the leading edge]
October 2010 SEG President's Page

The Case For Governance Reform: A Personal Perspective
 

If you have been reading recent issues of TLE and visiting the SEG Web site, you are probably aware of the upcoming proposal to change the way SEG operates. And you are probably wondering why, why now, and how? I had the same questions when I first heard about this more than three years ago and, because I am on the current Executive Committee and previously have served as a Council member, I thought that I would share my thoughts, and what I have found out.

First and foremost, there is a legal need for the change. Our Articles of Incorporation conflict in several places with our Constitution and Bylaws. The Articles name the Executive Committee as the governing body, while our Constitution and Bylaws name the Council as the ruling body. The Articles of Incorporation take legal precedence over the Constitution and Bylaws. In addition, changes in U.S. federal laws over the past few decades also affect the way we and other nonprofit organizations should operate. Thus we need to reform. Other professional societies face similar issues, and a number of them have gone through this exercise recently. The Seismological Society of America and the American Geophysical Union are just two recent examples. On this, I think we can all agree that we need to proceed.

Now the real question: How should we proceed? We can do the minimum, as some suggest, and just name either the Executive Committee (in the Constitution and Bylaws) or the Council (in the Articles of Incorporation) as the governing body of the Society, and that will satisfy the legal side of the equation. This, however, is equivalent to putting a Band-Aid on the much larger issue of the daily operation of the Society. For this reason, this and past Executive Committees have chosen to make a comprehensive review of how we should do our business to build a solid foundation from which we can grow and serve our increasing and global membership effectively.

One picture that emerges is that neither the Executive Committee nor the Council, as presently constituted, is suited to effectively operate and govern the Society. The Executive Committee is too small, with most members serving only one year, thus providing little continuity in strategic planning from year-to-year. I can personally attest to the workload facing the Executive Committee this past year. We are all volunteers, most with full-time jobs, and we cannot realistically do more without sacrificing something in our own careers. On the other hand, the Council is too large, and meets only once a year for approximately two hours, and its size prevents it from being actively involved in the actual operations and planning of the Society. We need to redesign the governing structure. The ad hoc Strategic Governance Review Subcommittee has addressed these challenges. This subcommittee, working with various constituents, has created a proposal for governance reform, and your current Executive Committee has endorsed the proposal, and it will be presented to the Council for a vote at the upcoming Annual Meeting. If the Council votes for the proposal, the entire Active Membership will then vote to determine if it is adopted. The entire proposal was published in the September issue of TLE, and also on the SEG Web site. In the same issue, President Steve Hill and President-elect Klaas Koster coauthored an article summarizing the proposed changes. I urge all members to read and discuss these articles with their Council representative.

What are the major changes? A primary change is the formation of a Board of Directors. As proposed, this will consist of seven Executive Committee members (slightly modified from the current seven), the SEG Executive Director (in a nonvoting role), and ten Directors-at-Large, one of whom is Chairman of the Council, elected by it, with the remainder elected by the entire Active Membership. Most of the Board of Directors will serve three-year terms. The Vice Presidents, Treasurer, and Editor will serve two-year terms. The Board of Directors will be the governing body of the SEG under the proposal.

The proposed Board of Directors addresses a number of issues:

1) Each Director serves at least two years, most of them three, thus providing continuity for strategic planning for the Society.

2) The number of persons on the Board expands to 18, and they will meet quarterly, thus spreading the workload over a larger number of Board Members.

3) The larger Board allows more direct and global representation of our membership in the operation of the Society.

Under the proposal, the Council will directly elect its representative on the Board of Directors, and it will be the focal point for the Society's relations with its associated and affiliated societies. The proposal will also address and clarify our legal status and comply with existing laws.

Is the proposal perfect? I don't think anyone pretends that it is. Each of us probably would like to see more of this and less of that in the proposal. However, I do conclude that the proposed framework, with the Board of Directors structure, is the proper framework for the future operations of the Society. The American Geophysical Union has just adopted a similar framework. Based on ongoing experience, we can fine-tune the details as we proceed in the future. However, we need the proper framework to work within, and we need to enact it as soon as possible. I believe that the proposed framework is the correct one, and the time is now.

Thank you for allowing me to share my view of this important matter. More information and opinions on the proposal can be found in this as well as the June and September issues of TLE, and on the SEG Web site.

 

— Arthur Cheng, Vice president

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