Consultation on Changes to IFM Rules

Dear IFM Member, 

The Institute is proposing some important changes to its Rules.  As these affect you as a Member, and because it requires Members’ agreement to change the Rules, we are conducting this formal consultation.  You have been invited to an Extraordinary Meeting on 23 February, 10.30 – 12.30 to understand more about this.

We ask you to read the following carefully so that you:

  • Understand the changes being proposed and
  • Know how to make your views and vote count

The changes needing your vote

These are the key changes we are seeking your vote on:

  • Our constitution and charitable objects, as we become a charity
  • Our governance structure as we become a charity
  • Changes to membership categories
  • Our new rules

Please note that these changes have been formulated after much careful consideration by the Institute’s Executive Team and approved by the IFM Council.  They are commended to you as they have been designed to provide benefits to you as a member and to the Institute as an organisation. 


Consultation process and timing

The consultation process comprises the following:

  • Publication of this Consultation Pack by sending it direct to all members and publication on the IFM website
  • Invitation to an Extraordinary General Meeting, on 23 February 2021, with questions and answers
  • The ability to vote on-line, by email or post

Introduction

Background

The IFM has considered becoming a charity several times over many years.  Chairman Robin Templeton drafted a set of Memorandum & Articles in 1992 and subsequent Chairman John Gregory made an application to the Charities Commission (CC) in 1995 and there was approval given at the AGM in 1996 to proceed with charitable status. 

However, in 1997 the CC introduced policy changes which made it unlikely that IFM would be granted charitable status.  Information at that time indicated that some charities may lose their status on the basis that professional type bodies were not charitable in law.  At the AGM in 1997 a resolution was agreed that IFM discontinue their application to CC.

Changes in legislation since have made becoming a charity more accessible and therefore more attractive to us.  Consequently, consideration and proposals have led to:

  • The 2019 Annual General Meeting agreed that the IFM become a charity
  • The 2020 Annual General Meeting agreed that, of the options available, we become a ‘Charitable Incorporated Organisation (CIO).

The following is a reminder of the benefits of taking this route:-

The benefits and disadvantages of becoming a Charity

Benefits

  • Public recognition and trust
  • Assets of a charity can never be used for private benefit
  • Tax relief – exception from corporation tax on trading profits
  • Gift aid on member subs and donations
  • Funding – grants available from grant making trusts
  • Legacies
  • The gift aid element can be beneficial to a member for offsetting income tax and inheritances.

Disadvantages

  • Political activities are restricted
  • Trustees of the Charity Board must not be paid (although there can be an exemption for professional services providing it is in the constitution e.g. legal advice)
  • No equity investment 
  • Some restrictions on VAT claims (however we are not registered for VAT)

Important changes for the Institute, requiring Members’ agreement

The Institute has until now operated under a set of Rules that can be changed at General Meetings. Becoming a registered charity would mean that we would operate under the charity laws and would need an approved constitution that can only be changed with the approval of the Charity Commission.  A particular requirement of being a charity is that the objectives of the Institute are recognised as charitable and are for the public benefit.

A new governance structure is also required.  Decisions that are strategic or have major implications for the Institute need to be made in accordance with charity rules.  In particular, a Board of Trustees is required to ensure that the activities of the Institute are compliant with its charitable objects. The form proposed is a two-tier governance structure whereby a Board of Trustees takes on these responsibilities, but is accountable to members. The Board of Trustees are advised in turn by the Executive and Advisory Council.

Becoming a charity brings the requirement and opportunity to make other improvements for the Institute and to you as a member.  These are:

  • Installing a new constitution with charitable objects 
  • Changes to our governance
  • Changes to membership categories
  • Changes to our rules

These are the changes on which we are consulting, and are bringing them to you altogether in one occasion to vote on.


Summaries

This is a collection of the summaries for each item that we are consulting on – for those who don’t wish to navigate or digest the full details

Links to the full details for each are provided at the bottom of each

1. New Constitution

In November 2020, we started the application to the Charity Commission for a Charitable Incorporated Organisation (CIO) to be registered in the name ‘Institute of Fisheries Management’.

Below are the ‘Charitable Objects’ in the constitution. They are worded to reflect the Institute’s aims and to be compatible with the requirements of charities.

Charitable Objects:

To promote for the public benefit, the advancement of the science and practice of sustainable fisheries and aquatic ecosystem protection, conservation and management, by: 

  • advancement of education, training, study and research about fisheries and aquatic ecosystem management; 
  • promotion of high standards and best practices throughout the fisheries management profession. 

These charitable objects are commended to you because they will allow us to continue our current aims and objectives, whilst being compatible with the requirements of being a charity.  There are no substantial changes to our existing aims and objectives.

2. New Governance

The following summarises the proposals:

  1.  Six Trustees be appointed immediately to enable the application to become a charity.  Note – this started in November 2020. Those trustees are drawn from volunteers on the IFM Council.  We will seek further Trustees to provide complementary expertise and numbers to ensure a quorum of four.
  2. The Chair of the Board of Trustees to be elected by the Trustees. 
  3. Strategic and major decisions will be made by the Board of Trustees, but in a manner accountable to Members. The Board of Trustees will be advised by the Executive Team and the Advisory Council
  4. We adopt the new structure after agreement by the Membership from approximately 1 April 2021. 
  5. The Trustees to have the authority to make appointments to the Executive Team as it sees fit – i.e. Director roles as required and possibly a Chief Executive role.
  6. The Trustees to have the authority to set up working groups to (1) review remuneration of roles and (2) to prepare other documentation to support the running of the Charity, eg. job roles and responsibilities, meeting roles and responsibilities, corporate policies and procedures.  The target to complete that within 3 months of the Membership approving the changes.

We commend this new governance structure to you as we believe it will lead to the Institute being more dynamic and business-like, whilst being compatible with the requirements of being a charity.

3. Membership Categories

At present there are seven membership categories which is excessive and over-complicated for a relatively small membership organisation. A new system of 4 grades is recommended based on adaptation of the 7 existing grades and re-definition of the requirements for entry into each grade.

  • Professional grades:         FULL and ASSOCIATE
  • Affiliate grades:                SUBSCRIBER and STUDENT

The new grades will accommodate all existing members and will enable any person working in fisheries to join the Institute with a clear pathway to becoming a Full member. 

Two additional changes are recommended in relation to raising the age requirement for concessionary subscription rates, and the removal of charges for new member applications.

We commend these changes to you as these revised membership categories provide a more logical and inclusive structure than the current system of 7 membership categories.

4. New Rules

Rules are aspects of governance that are not covered in the Constitution so can be changed by the Institute at a General Meeting, usually without reference to the Charity Commission.

This summary draws attention to the main changes to the Rules.  They are:

  • The objects have been removed as these are stated in the Constitution.
  • Membership categories have been changed.  
  • The clause relating to the Council has been removed as this will be replaced by the Board of Trustees and is covered in the Constitution.
  • General Meetings contains just the elements of detail required as most of this is covered in the Constitution.
  • The Board is a new item and will comprise the Trustees.
  • Officers are referenced in the Rules – job descriptions etc. will be documented separately.
  • Subscriptions have changed to enable members to pay their subscriptions on an annual anniversary basis rather than 1st January in each year.
  • The Branch Rules have been dispensed with as a separate document and incorporated as a shorted version within the Rules.
  • As it will not be necessary to have a formal audit of the accounts the section has been amended to Independent Examiner.
  • diversity clause has been included.
  • Insurance has been included.
  • The Code of Professional Conduct has not been changed.

The proposed new rules make a series of improvements and updates to make them relevant to professional standards in the 2020s, and also formalise the changes for each in our new constitution, governance and membership categories described in this pack.


How to vote

Please do not vote yet.

We will let you know when voting is open.  The voting form is provided only to help you to know at this stage how the voting will be conducted.

These are important changes for the Institute that affect you as a member, so you are strongly encouraged to consider these proposals and make your vote count.

These changes have been considered carefully by the IFM’s Executive Committee and Council and are presented to you with their recommendation.

  • You will be able to vote on-line  (preferred) or by post.

To see the questions that will be asked in voting please download this voting form.  Please do not complete or submit it yet.

There are 4 Items to vote on:

  1. New Constitution, as we become a Charity
  2. New Governance structure
  3. New Membership categories
  4. Updated Rules

Full Consultation Pack

You can download the whole consultation pack below if needed

Frequently Asked Questions

We have put together a few FAQ’s that you may find useful after reading the documents