British Triathlon Federation proposal

What is proposed?

Rather than repeat here what is described in the documents post on the BTA website, what follows is my interpretation of the proposed organisation and a diagram which tries to show the relationship and key point of each body.

A new federation to replace the current Association. I would assume that the new federation will use the trading name British Triathlon so there will be no need for a new branding campaign, logo, stationary etc.

 The new BTF has three main bodies:

I          The CEO -  is an employee of and runs the business of the British Triathlon Federation.

II       The BTF Board – A board of directors that is the legal body that is responsible for the BTF and its business, policies, accounts, trading etc. The board consists of three key positions, CEO, Finance and Legal directors along with a President. The President would normally chair the meetings of the board. The Directors are both appointed from general membership and from the BTF Council. There must be a minimum of one member from each of Triathlon England, Scotland and Welsh Triathlon. 

III     The BTF Council – The councils purpose is to run the sport of triathlon, duathlon etc. and is made up of appointed members from Triathlon England, Scotland and Welsh Triathlon as well as some number of “patrons” who have a non-voting roll. The BTF CEO, Finance and Legal directors are non-voting members of the Council.

The following diagram attempts to show the structure and relationships.

British Triathlon Federation structure
It should be noted that the committees shown below, and any others required by the BTF, MUST have at least one participant from each of the National Governing bodies. It might be reasonable to ask for example, can Welsh Triathlon provide at a minimum one BTF Board member, two BTF Council members and four BTF committee members as well as support its own organisation?

BTF Committee structure and positionsThe powers of the BTF are all encompassing; they are generally contained in the BTF “Memorandum of Association” pages four and five. While the memorandum reads fairly innocuously as a set of objectives, the powers specified combined with the definitions used such as “United Kingdom” give it at least the scope to effect change in any area covered which includes Scotland and Wales.

The memorandum (Page-2) also codifies the federation as a race organiser for any event they chose run under their auspices. Do we really want the federation to be organising events? Surely it would be more desirable to have them contract event organisation out in all cases.

Page-3 grants the BTF the “exclusive jurisdiction” over all matters relating to elite athletes representing the federation. It is not clear how or even if this relates to selection.

Page-3 also grants the BTF exclusive rights to commercial sponsorship “any other activities administered by the Federation”. It is not stated how monies received by a National Federation, or a TE regional Committee would be handled where those monies were solicited and received by that organisation in pursuit to their own activities. For example, if a TE Region was successful in getting a large financial contribution for a local or national company to support their regional championship, could/would the BTF assert control of the money either directly or by reducing the funds/budget available to that region?

The term “present” is not defined for either the BTF Board or committee. This then would infer that members MUST be physically present at meetings in order to participate and cannot call-in by telephone, and meetings cannot be running by conference call. This is somewhat disappointing and will place onerous travel requirements on those Regional Chairs seconded to the BTF Committee and to the BTF Board from the regions and National Associations furthest from the meetings.

Interestingly, in the articles of association, Page-2, the Federation will be a private company incorporated in England and Wales in 1994. Not being an aficionado of Company Law, I assume this is through some formal name change process to the existing company.

If the Federation is new, I assume a new contract of employment will have to be put in place for all employees including the CEO. Now may be a good time for the board to consider performance objectives as part of the new contracts, if indeed it is a new company.

Article-6 expressly forbid ordinary members from attending Council meetings, which would appear to include the AGM as defined in article-20. In fact, ordinary members are not even required to be told when the AGM is. Company law may override this article in relation to the AGM, but it needs to be explicitly corrected to state if they are or are not allowed to be present at the AGM and their rights in relation to voting and requirements.

In relation to meetings, article-23 seems confusing. Article-21 requires “at least three council meetings” including the AGM per year. Yet, article-23 says that “All council meetings” except the AGM are extraordinary. My understanding of the term extraordinary in relation to meetings empowers an entirely different process with “extraordinary” powers that normal meetings would not have.

Article-40 defines the composition of the board, and as do the documents in general specify the positions and not why or what the positions are, nor which positions are “employed” positions. For example, what is the non-Olympic Performance Director?

The President of the Federation can attend board meetings but not Vote. Article-55. 

Article-56 should be amended to say that a non-confidential minute will be published on the association web site.

Article-69 includes a reasonable “Conflict of Interest” (COI) policy on board members, it is not clear if this also applies to BTF Council meetings since the Article-69 directly refers to “Directors”.

Article-79 Expressly forbids ordinary members from accessing the accounts of the federation. This restriction must be removed.

When I have previously discussed access to the accounts of the association I have been told “just ask”. However, this Article makes it a breach of conduct for any Director or Council Member from supplying a copy of the accounts to an ordinary member. It also stops a TE Regional Committee member who wants to understand the background to budget decisions directly affecting their region from examining the accounts.  Accounts are required to be presented at the AGM. However, since ordinary members are restricted from attending that doesn’t help.