Purpose
The purpose of the Interim Knowledge Solutions and Membership Board is:
(a) to be responsible to the Board of Trustees for working with staff colleagues to ensure all IET products and services deliver the charitable objectives of the IET, are attractive to our members and customer sand support financial sustainability;
(b) to provide assurance to the Board of Trustees concerning the effective and efficient delivery of the IET’s products and services; and
(c) to monitor and challenge performance of IET’s products and services as delegated by the Board of Trustees.
Terms of reference
The Board shall:
Strategic advice and support
(a) oversee the execution of the IET Strategy in respect of product development, delivery and contribution.
(b) recommend changes alongside the IET staff team to the IET’s product portfolio strategic direction, including advising the Board of Trustees regarding the setting of subscription fees.
(c) support the development and enhancement of the IET’s strategy.
(d) look beyond the period of the current year and provide advice that will enable the IET to maintain its position as a world class provider of membership, professional development and knowledge solutions.
(e) ensure the work of the Knowledge Services and Solutions Directorate is aligned and working collaboratively with other areas of the IET.
Stewardship, assurance and risk management
(f) ensure that supporting governance and other groups are co-ordinated, guided, monitored and well-motivated to deliver the IET Plan.
(g) monitor performance of strategic programmes as delegated by the Board of Trustees.
(h) provide advice on longer range issues that might impact the effective and efficient delivery of the IET Plan and identify mitigations.
(i) ensure that the IET meets any regulatory requirements for the award of professional registration qualifications or assurance programmes.
(j) ensure that effective risk management plans are in place for those risks the management of which has been delegated to the Board, in accordance with the IET’s risk management process, and identify and respond to other significant major and material risks to the IET’s ‘licence to operatre’ and its capability to deliver its long-term objectives.
Stakeholder management
(k) oversee a process to identify and manage all key stakeholders.
(l) identify key issues and create an action plan to engage members and other stakeholders both pro-actively and in response to their needs and expectations.
(m) liaise with other Main Boards as required.
Reporting
(n) provide periodic written and/or oral progress reports and assurances to the Board of Trustees;
(o) notify the Board of Trustees immediately of emerging risks or issues that might adversely impact on the delivery of the strategy or IET Plan are identified.
Constitution
Subject to the remainder of this paragraph 3, the Interim Knowledge Solutions and Membership Board shall be made up as follows:
Two Co-Chairs – appointed by the Board of Trustees from the elected Trustees
Senior staff member – a member of the Executive Team
Chairs of Committees reporting to the Board
Fourteen Ordinary Members, who are Ordinary Members of Council, appointed to the Interim Knowledge Solutions and Membership Board by the Board of Trustees, on the recommendation of the Nominations and Succession Committee
A Deputy President
The Honorary Treasurer
One registered member from each level of the Engineering Council register, appointed by the Board of Trustees
One of the IET’s two representatives on the Engineering Council Board of Trustees (where not already represented in the above)
The Board may request the Board of Trustees to appoint additional members to ensure the Board has the right balance of skills and knowledge to achieve its task.
Casual vacancies will be filled in accordance with clause 17 of the Council Regulations.
Quorum
The quorum necessary for the transaction of business by the Interim Knowledge Solutions and Membership Board shall be eleven members.
Meetings
The Interim Knowledge Solutions and Membership Board shall meet at least twice per year and otherwise as required.
Members of the Interim Knowledge Solutions and Membership Board participate in a meeting of the Interim Knowledge Solutions and Membership Board when:
(a) the meeting has been called in accordance with paragraph (c) below; and
(b) they can each communicate to the others any information or opinions they have on any particular item of the business of the meeting.
(c) In determining whether members of the Interim Knowledge Solutions and Membership Board are participating in a meeting of the Interim Knowledge Solutions and Membership Board, it is irrelevant where any such member is or how they communicate with each other. If all the members of the Interim Knowledge Solutions and Membership Board participating in a meeting of the Interim Knowledge Solutions and Membership Board are not in the same place, they may decide that the meeting is to be treated as taking place wherever any of them is.
(d) Meetings of the Interim Knowledge Solutions and Membership Board shall be called by the Chair.
(e) Unless otherwise agreed, notice of each meeting of the Interim Knowledge Solutions and Membership Board confirming the venue, time and date, together with an agenda of items to be discussed, shall be forwarded to each member of the Interim Knowledge Solutions and Membership Board and any other person required to attend, no later than 5 working days before the date of the meeting. Where available, supporting papers shall be sent to Interim Knowledge Solutions and Membership Board members and to other attendees as appropriate, at the same time.
(f) The Interim Knowledge Solutions and Membership Board shall keep minutes of the proceedings and resolutions of all Interim Knowledge Solutions and Membership Board meetings, including the names of those present and in attendance.
(g) Draft minutes of Interim Knowledge Solutions and Membership Board meetings shall be circulated promptly to all members of the Interim Knowledge Solutions and Membership Board. Once approved, minutes should be circulated to all members of the Board of Trustees unless in the opinion of the Chair (acting reasonably) it would be inappropriate to do so.
Other matters
The Interim Knowledge Solutions and Membership Board shall:
(a) have access to sufficient resources to carry out its duties, including the access to the Governance Team for assistance as required;
(b) be provided with appropriate and timely training, both in the form of an induction programme for new members and on an ongoing basis for all members;
(c) give due consideration to laws and regulations and any applicable rules as appropriate; and
(d) arrange for periodic reviews of its own performance and, at least annually, review its constitution and terms of reference to ensure it is operating at maximum effectiveness and recommend any changes it considers necessary to the Board of Trustees for approval.