RA-Aus organisational restructure

[dodo]

Separate the first two from the last three.

 

1 Set out that the first two be adopted now; and

 

2 that the last three be addressed by such and such a date, by someone, with an outcome of plan presented, constitutional change presented for a vote (deliverable, person responsible, date.)

 

I think getting the first two set as an operating model is critical, but it might be vulnerable to sabotage by the board (or elements of the board, or just board infighting). Maybe you could set out explicitly that the current executive model (Prez, Sec, Treasurer) are only oversight, not daily administration? Or would this contravene the intent of the existing constitution?

 

dodo

 

 

[Dafydd Llewellyn]

DRAFTNotice of Motion

 

RAAus Annual General Meeting

 

“That the Board/Committee of RAAus immediately restructures and adopts a contemporary Corporate Governance model to oversee the operation of the organisation.

 

In doing so, the Board/Committee of RAAus will accept that:

 

• The elected Board, via its appointed Chairperson, governs the organisation;
   
   
  

 

 

 

 

• The Board appointed CEO/General Manager, reporting to the Board, manages staff and administers all aspects of the RAAus operation;
   
   
  

 

 

 

 

• The RAAus Board, in consultation with its operational staff/team and regional membership, publishes a three year strategic plan for presentation to its membership and strategic partners;
   
   
  

 

 

 

 

• The Constitution is reviewed and adjustments made to the Rules so as to accommodate any structural change;
   
   
  

 

 

 

 

• Professional support is engaged to carry out specialist aspects of the restructure.”
   
   
  

 

 

Any comments folks?

 

Pete

Pardon my ignorance: "If Governance" is "the act of governing", how does adopting a contemporary Corporate Governance model ensure "good governance" of a body such as RAAus - particularly in ensuring that the governing body, i.e. the elected Board, has the essential knowledge of aviation matters (which range from knowledge of the applicable regulations, knowledge of how to work with CASA, down to the practical necessities of educating the membership in what it needs to know?

 

The Board of RAAus has never, so far as I can see, exhibited much in the way of professionalism in regard to such matters; what is there in this proposed motion to correct that? Merely electing the members will not do it; it produces a board based on popularity, not excellence; the two things are not necessarily related. Aviation is a highly technical business; and I do not see that a selection process based simply on election will result in any improvement whatsoever. Any improvement will come as a result of the quality of the candidates, which may or may not be correctly reflected by their popularity. There has been no real evidence that I can see, that any RAA Board in the last decade was competent to deal with matters more complex than the location of the next Natfly. Therefore, such a Board should be confined to broad desiderata only; it needs something like the WW2 Joint Chiefs of Staff that played such a part in keeping Churchill within bounds of reality. I do not see where your proposal brings in people having the necessary expertise to provide guidance and advice to the Board.

 

This is the fundamental weakness of all the recreational aviation bodies; and it has been the undoing of RAAus. As I pointed out previously, RAAus will not be able to attract the calibre of professional staff it so desperately needs, under this form of structure, because such people will not tolerate those working conditions.

 

There has to be an appropriate balance of power between the professional staff and the elected Board, or it will not work. In "real" aviation, that is achieved by the fact that the professional staff hold real authority from CASA, and cannot be coerced in the exercise of that authority. Unless you set up something that has such a genuine balance of authority, it won't work. Sorry, but thems is the facts. Go look at Qantas etc, and you will find that this is how it is set up.

 

 

[turboplanner]

DRAFTNotice of Motion

 

RAAus Annual General Meeting

 

“That the Board/Committee of RAAus immediately restructures and adopts a contemporary Corporate Governance model to oversee the operation of the organisation.

 

In doing so, the Board/Committee of RAAus will accept that:

 

• The elected Board, via its appointed Chairperson, governs the organisation;
   
   
  

 

 

 

 

• The Board appointed CEO/General Manager, reporting to the Board, manages staff and administers all aspects of the RAAus operation;
   
   
  

 

 

 

 

• The RAAus Board, in consultation with its operational staff/team and regional membership, publishes a three year strategic plan for presentation to its membership and strategic partners;
   
   
  

 

 

 

 

• The Constitution is reviewed and adjustments made to the Rules so as to accommodate any structural change;
   
   
  

 

 

 

 

• Professional support is engaged to carry out specialist aspects of the restructure.”
   
   
  

 

 

Any comments folks?

 

Pete

 

Doesn't meet the CASA requirement, more research guys.

 

 

[Dafydd Llewellyn]

Further to my last post - here is a copy of a typical Instrument of Appointment. I had something similar whilst I was employed by CSIRO; and professional engineers employed by the likes of QANTAS etc have similar Is of A. This means that, in performing the functions specified in the I of A, I was responsible solely to CASA, not to my employer - i.e. my employer could not direct me to approve something against my judgement. The RAA Tech Manager needs to have a form of authority, in relation to his duties under the Regulations, equivalent to this. The Board needs to consult with him if it wants to do something that impinges on his area of responsibility.

 

 

 

 

[turboplanner]

I wonder if something like that could be negotiated for the current board member duties? Then the model starts to work.

 

 

[Dafydd Llewellyn]

I wonder if something like that could be negotiated for the current board member duties? Then the model starts to work.

Nope - you have to find people who have such authority, and employ one.

 

 

[turboplanner]

Will have a look.

 

 

[Yenn]

This all seems to me to be awaste of time and jousting at windmills. we have several people here who know what to do, but they are not board members. If they are so expert, why do they sit on the sidelines sniping and not get themselves proposed for the board. Are they going to stand at the next elections?

 

 

[Dafydd Llewellyn]

This all seems to me to be awaste of time and jousting at windmills. we have several people here who know what to do, but they are not board members. If they are so expert, why do they sit on the sidelines sniping and not get themselves proposed for the board. Are they going to stand at the next elections?

If that's to my address, I've retired from that sort of work, and am in the "grey wanderer" stage of life. Find somebody at least 30 years younger.

 

 

[Dafydd Llewellyn]

Will have a look.

I suggest you have a chat with Lee Ungermann on this general subject. Such Instrument of Appointment are only issued where the words "or an Authorised person" appear in the regulations. This sort of thing is possible for issuing Certificates of Airworthiness, approval of repairs & modifications, and such matters that come under the Tech. Manager's ambit. The problem with the existing RAAus structure is that it is not under the regulations, it is under exemption - and for that there is no provision for such Is of A. So to set up the sort of balance of authority I have outlined, RAA would have to start operating under the regulations, not under exemption. In other words, it is fundamentally impossible to set this sort of thing up for CAO 95.55 - tho GFA have exactly this under CAO 95.4. There's a message here . . .

 

 

[turboplanner]

Nothing is ever simple with CASA is it.

 

 

[terryc]

Why can't something like an I of A be a contract between the operational side of Raa and the board as a means of stopping the board from sticking their nose into operational matters, hence they could do I dunno board things maybe. [ my first and last attempt at humour ]

 

 

[damkia]

Nothing is ever simple with CASA is it.

But everything is CLEAR with them. Meeting their very specific requirements probably should not be viewed in the negative, given that we have seen what a "flimsy" set of rules looks like...

 

 

[kaz3g]

Any future board member who has already been elected (unopposed) should be requesting "observer" status for all current board meetings (conference calls) until Sept, so they have a good grasp of the issues at hand and the sticking points, that way come Sept they can all hit the ground running and have a functional board from day one after the AGM.

I'm not sure they deserve that :-)

 

Kaz

 

 

[Dafydd Llewellyn]

Nothing is ever simple with CASA is it.

Well, maybe not as complex as you may imagine.

 

Let's look at an example:

 

21.176 Issue of certain certificates of airworthiness

 

(1) CASA or an authorised person must issue a certificate of airworthiness to an applicant for the certificate if the applicant:

 

(a) is eligible, under regulation 21.173, to apply for the certificate;

 

and

 

(b) applies for the certificate in accordance with this Subpart; and

 

© is entitled, under this Subpart, to the certificate; and

 

(d) otherwise complies with this Part.

 

(2) CASA or an authorised person may issue a certificate of airworthiness for an aircraft subject to any conditions that CASA or the authorised person considers necessary in the interests of aviation safety.

 

So there is provision in the CASRs for the appointment of Authorised Persons for the purpose of issuing Certificates of Airworthiness. CASA used to run training courses for people to obtain this authorisation - may still do so for all I know. So the RAAus tech Manager could do what is necessary and obtain such an appointment (if, indeed, he does not already have it - CAO 95.55.1.8 requires a special C of A for LSA aircraft).

 

Now, how could RAAus utilise this?

 

Simple; by requiring that all new factory-built aircraft, not just those under CAO 95.55.1.8, must have a C of A, issued under 21.176. That can be done unilaterally by RAAus in its procedures manual (I should hardly expect any argument from CASA).

 

So this step hardly requires any Earth-shattering effort - and it would immediately achieve the I of A mechanism for that part of the Tech Manager's function. If it were decided to extend this to newly-built kit aircraft, that could likewise be done. It can therefore be introduced progressively to whatever extent is seen as appropriate. If desired, it could in time be extended to all RAAus aircraft, which would allow the introduction of a GFA-style maintenance system, which involves the issue of a maintenance release.

 

So, there ARE pathways in the regulations - the problem is that RAAus people have traditionally tried to ignore the regulations, on the basis that they are largely exempt from them (which is not actually correct - the exemptions are far from complete) and therefore have never learned how to read them. I admit, they are a pretty good cure for insomnia, but it's not actually all that difficult . . .

 

 

[Pete Greed]

Doesn't meet the CASA requirement, more research guys.

Turbs:

 

Are you suggesting that CASA considers RAAus an illegal organisation or are you referring to the Deed of Agreement.

 

 

[turboplanner]

Neither, your motion didn't address the board member functions laid down by CASA.

 

I always thought the "board member" classification within Recreational Aviation Australia Inc. was an ego boosting thing, inserted into the Constitution, like some other crude inserts, to get control into the hands of an executive clique.

 

From memory, there is mention somewhere of a board of management, so I assumed that's what it was all about.

 

However CASA refers to board members, and gives them specific job functions, which under your model would be done be the GM's team.

 

 

[dodo]

Turbs,

 

a board of management is feature of incorporated associations, which is the legal basis for RA-Aus. It is not a construct of RA-Aus.

 

Note that RA-Aus exists under and because of ACT legislation, not CASA fiat.

 

Having said that, Dafydd's comments regarding the utility or function of RA-Aus is to meet CASA requirements to let us fly, we will need to comply with both the Act, and CASA's requirements in the Deed of Agreement, whatever that says (unfortunately, that is not a public document).

 

dodo

 

 

[Oscar]

CASA's requirements in the Deed of Agreement, whatever that says (unfortunately, that is not a public document).

Hang on a minute, there - do you say (and I assume you're correct here) that RAA operates under the terms of a form of contract (even if it isn't a contract in the correct legal sense) with CASA that is unknown to and undiscoverable by the members? That by being a member of RAA one signs up - effectively - to adhering to a set of conditions etc. that we not only don't know but can't find out about even if we are motivated to so do?

 

Assuming that is so, I personally think there is something seriously wrong here; it's not as if National Security depends on us not knowing what is contained in the Deed of Agreement. I find this news to be extremely disturbing and I'm at a loss to think of any sensible reason for the formation of RAA and its subsequent operation to have even considered allowing that situation to continue. If it is indeed correct, then members have been 'mushroomed' to a frankly alarming degree and I feel we are owed some serious explanation of why this was allowed to happen - and that explanation will have to be amazingly convincing.

 

 

[Pete Greed]

The draft "Notice of Motion" was posted to deal with the here and now. It is an attempt to re-orient the current and incoming board of RAAus to commence a journey of change. Those changes could of course incorporate some of the constructive suggestions made by members of this forum such as time-lines, the size and make-up of the board, the nomination and appointment processes, and board skill sets. While we as members can make these proposals, it will be the Board that is required to approve and implement.

 

There is plenty of material now available, and individuals and institutions with the specific governance skills, to bring board members up to date with examples of good practice.

 

What I do find concerning however is the total confusion, in the minds of some, about the relationship between CASA and RAAus. CASA has no control over RAAus apart from its contractual Deed of Agreement which spells out what the Government, via CASA, expects of RAAus. A Deed of Agreement which has been buggered up by applying a naive, committee of management approach to its delivery and operation.

 

The Deed of Agreement is a technical document that requires specialised knowledge and staff to implement it. But it is not RAAus, just part of its operation and one of a number of programs that RAAus could take up in the future.

 

Board members, be they from the corporate business sector or from our community based not-for-profits, are required to understand the business they are in. But not necessarily be practitioners in the field. Boards govern and Managers manage .....the concept is not that difficult - both are accountable but for different reasons.

 

Pete

 

 

[Dafydd Llewellyn]

The draft "Notice of Motion" was posted to deal with the here and now. It is an attempt to re-orient the current and incoming board of RAAus to commence a journey of change. Those changes could of course incorporate some of the constructive suggestions made by members of this forum such as time-lines, the size and make-up of the board, the nomination and appointment processes, and board skill sets. While we as members can make these proposals, it will be the Board that is required to approve and implement.There is plenty of material now available, and individuals and institutions with the specific governance skills, to bring board members up to date with examples of good practice.

 

What I do find concerning however is the total confusion, in the minds of some, about the relationship between CASA and RAAus. CASA has no control over RAAus apart from its contractual Deed of Agreement which spells out what the Government, via CASA, expects of RAAus. A Deed of Agreement which has been buggered up by applying a naive, committee of management approach to its delivery and operation.

 

The Deed of Agreement is a technical document that requires specialised knowledge and staff to implement it. But it is not RAAus, just part of its operation and one of a number of programs that RAAus could take up in the future.

 

Board members, be they from the corporate business sector or from our community based not-for-profits, are required to understand the business they are in. But not necessarily be practitioners in the field. Boards govern and Managers manage .....the concept is not that difficult - both are accountable but for different reasons.

 

Pete

Indeed. Fine, as far as it goes. Problem is, it does not go far enough: Do not lose sight of the fact that the current problem of the overweight aircraft is almost certainly the consequence of the board/exec/CEO directing the Tech Manager to do something that he should not have done. He must have the ability to resist such coercion. The whole "Authorised Person" mechanism was originally set up by DCA to prevent exactly that type of coercion from management, in regard to the activity of the AP to comply with the regulations. The reality is that the level of exemption under CAO 95.55 short-circuits that protection mechanism, because it by-passes the necessity for an AP. This means, in effect, that the current set-up is fundamentally disfunctional. This IS amenable to correction without needing to destroy RAAus and start again, but only if the Board recognises the necessity, and understands the mechanism I have described.

 

 

[Pete Greed]

Indeed. Fine, as far as it goes. Problem is, it does not go far enough: Do not lose sight of the fact that the current problem of the overweight aircraft is almost certainly the consequence of the board/exec/CEO directing the Tech Manager to do something that he should not have done. He must have the ability to resist such coercion. The whole "Authorised Person" mechanism was originally set up by DCA to prevent exactly that type of coercion from management, in regard to the activity of the AP to comply with the regulations. The reality is that the level of exemption under CAO 95.55 short-circuits that protection mechanism, because it by-passes the necessity for an AP. This means, in effect, that the current set-up is fundamentally disfunctional. This IS amenable to correction without needing to destroy RAAus and start again, but only if the Board recognises the necessity, and understands the mechanism I have described.

My point also Dafydd. However at some stage the democratic process has to kick in and and the elected reps need to act. If the process is not owned by the board taking the directions as set by interested members, then the risk of a take over is real, and from experience, inevitable.

 

Pete

 

 

[turboplanner]

Pete, you need to do the research fully. I understand what your intention is, but a deed of agreement does not require a lawyer to read and whether you like it or whether it doesn't conform to your concept of a board member, the board member structure has to be as laid down by CASA unless and until CASA agreed to change it.

 

 

[Dafydd Llewellyn]

My point also Dafydd. However at some stage the democratic process has to kick in and and the elected reps need to act. If the process is not owned by the board taking the directions as set by interested members, then the risk of a take over is real, and from experience, inevitable.Pete

No argument. It's simply a case of banging heads together until they understand, and pick it up. I think it's over to whatever Board members are watching this thread; I cannot make it any clearer.

 

 

[Pete Greed]

Pete, you need to do the research fully. I understand what your intention is, but a deed of agreement does not require a lawyer to read and whether you like it or whether it doesn't conform to your concept of a board member, the board member structure has to be as laid down by CASA unless and until CASA agreed to change it.

I need some professional assistance here. If the RAAus structure (as an incorporated association) is conditional on the approval of CASA, then Ive been laboring under a mis-conception. My understanding is that RAAus is an independent association which has been invited, and accepted by CASA, as the organisation set up to self regulate, via a deed of Agreement, Recreational Aviation in Australia. A task that CASA would prefer not to do and one which has been articulated in a Deed of Agreement. The mess we are in is about non-compliance, because our systems have not been adequate due to poor governance and management. We could bang on forever about the personalities involved in this saga but if structural change is not forthcoming soon, history will just repeat itself, if not already.

 

Pete