PIMFA Board Governance

PIMFA Board Terms of Reference

  • Agree PIMFA mission, strategic objectives, and provide support and guidance to enable the Executive to deliver those objectives
  • Direct the approach to be taken by the organisation in relation to its lobbying and external relations
  • Consider main areas of concern from the key policy committees of the organisation and receive presentations from the chairs of these committees on a revolving basis – agreeing any action required
  • One Board member to attend policy committees on a rotating basis as part of providing oversight of all such committees in the governance of the organization
  • Create and participate as necessary sub-committees of the Board to address specific governance issues in detail and report to the Board, such as on finance
  • Direct the SAG to provide oversight of topics as required
  • Consider recommendations on strategy from the SAG for approval or amendment
  • Attend meetings with main stakeholders as required to put forward views of the sector
  • Request ad-hoc working parties to consider specific topics
  • Agree the annual budget and fees for the organization
  • Sign off the annual audited accounts
  • Provide views to the Chair on the recruitment of the CEO
  • Declare conflicts of interest
  • Aim to attend 3 out of 5 of the Board meetings each year plus the strategy day
  • Pro-bono appointments apart from the Chair and CEO
  • Rotation on the Board is essential to ensure freshness of ideas

Meetings of the Board

  • February – half day strategy meeting
  • March
  • May
  • June
  • September
  • November
  • Meeting for 2 hours
  • EGMs as required
  • AGM – December

Constitution

  • Number of people – maximum 18 plus Chair and Executive Director
  • To comprise senior individuals from the membership, reflecting its diversity and representing the different types, sizes, and regional distribution of firms, including large, medium and small wealth managers, large national advisors/networks, medium and small IFAs, private banking, retail banking, regional stockbroking, execution only, and digital firms
  • 5 places to be held for the largest firms in the sector which represent the greatest numbers of clients and people aligning the organisation closely to its mission regarding promoting a culture of savings and investments; PIMFA mem and arts specifically state that we work on behalf of our members and their clients
  • PIMFA should aim for 1 each of the type of firm on the Board
  • A Board member to be either a Chairman, CEO, MD, or Head of Wealth of a full member firm. These individuals should be active participants in the management of their business. Job titles may be different depending on the type of business but the individuals should be at the top of their organization or part of the organization in group structures
  • When a Board member resigns or comes to the end of their period of office, s/he should be replaced from the same type of firm, but not necessarily the same firm
  • The Board should include 2 co-opted people who are not employed by the membership but have relevant skills
  • Diversity of thinking should be aided by the range of skills and experiences represented on the Board
  • Gender diversity should be supported in practice

 

Terms of office

  • CEO is an Executive Director on a permanent contract
  • 3 year term for non-executive Directors including the Chair
  • Can continue for up to another 3 year term, or part thereof, if so voted by other Board members
  • In exceptional circumstances may be asked for a further term of up to 3 years to a maximum of 9 years
  • At any point in time, if the organization finds that it has several people who have been on the Board for the same time and are likely to come off the Board at the same time, or they have been on the Board for longer than 9 years, a nominations committee should consider the managed rotation of Board members to ensure a smooth transition. This may involve terms of co-option of up to 2 years at a time
  • At any point in time, if the organization finds it has several people leaving the Board at the same time as their due date for re-election into a 2nd or 3rd term, then the individuals should indicate their willingness to stay or depart. Discussions about likely tenure with the CEO and Chairman are helpful in order to stagger turnover

Nomination process

  • When a vacancy arises, calls for nominations for types of firms to fill the post should be put to the members
  • A nominee must submit his/her CV together with a nomination form countersigned by two other full member firms using the current form
  • Interview/briefing of nominees by a nominations committee with the Chair and CEO in attendance
  • Recommendations to be subsequently considered by the Board for acceptance or rejection
  • All Board members’ elections by the above process to be subject to ratification at the AGM via voting forms or proxy forms (existing system).
  • New Board members can join at any time of the year

Timelines for nominations for those we know are leaving at the end of the year

  • June: seek any nominations for vacancies
  • September: interview process
  • November: agreement by Board
  • December: AGM to ratify

Timelines for nominations for those who depart unexpectedly 

  • Seek nominations
  • interview process
  • agreement by Board
  • December: AGM to ratify

Voting on the Board

  • Each Board member has an equal voting right with others on the Board, should the need to vote arise
  • Where the Board is split, the Chairman has the deciding vote
  • The number of Board members required for a quorum is 9