Discussion Paper: Supporter Director

This paper is designed to help move forward discussions on supporter representation on the board of Cardiff Blues Limited. It is predicated on a number of key principles:

• At most sports clubs, legal ownership is in the hands small number of investors, but supporters are the moral owners of clubs, with far greater connection, commitment and advocacy than people have with other businesses
• Successful supporter involvement bridges the gap between formal and moral ownership
• It harnesses the power of supporters, enabling a club to benefit from a commitment that most businesses would die for
• The traditional way of becoming a director in a sports club (as at CBL) is to purchase a significant shareholding, but current best practice requires a transition towards skill-based boards- one such ‘skill’ is representing supporter views
• The appointment of a Supporter Director can:
  
  - change the dynamic between club and supporters from ‘us and them’ to ‘we’re all in it together’ and provide insight into local fan culture and expectation
  - provide constructive and well informed checks and balances
  - help make sure that board actions are grounded, 360 degree decisions
  - make fans less likely to blame board for its adversities because of partnership ethos
  - improve two-way communication
  - create greater understanding among supporters of constraints under which board operates, leading to fewer demands to ‘buy’ success
  - facilitate access to a reservoir of expertise, goodwill and voluntary support
  - enable issues such as equal opportunities, disability rights and anti-racism to be highlighted more easily
  - pave way to additional revenue streams being accessed via voluntary fundraising
  - access specific support for history and heritage

The paper in three parts. The first provides a possible role specification. This is based on work carried out by Supporters Direct, the national body for supporters’ trusts, and then significantly augmented by ourselves. We have attempted to reflect the current direction of travel of the governance reforms at CAP and to ensure that such a position would both be congruent with a skill-based board and add value to that board. The second considers the issue of how confidentiality can be managed, and the third, potential processes for election. While the national consensus is that such appointments are best made through a democratic process, we appreciate that Cardiff Blues Limited may have different considerations in mind.

We have engaged fully with our friends with CBSC on the issue and, while they support the concept of a Supporter Director in principle, they feel it is not in their organisations current remit to actively pursue the concept.

1. Supporter Director Cardiff Blues Ltd: Role Specification

Role & Responsibilities

• Represent supporter bodies on Cardiff Blues Ltd Board (hereafter referred to as ‘the Board’)
• Participate fully, setting the values and standards for Cardiff Blues Ltd.
• Constructively challenge and help develop proposals on company strategy
• In conjunction with other board members, to contribute to the scrutiny of management and monitoring of performance
• Monitor and review the effectiveness of internal controls and risk management
• Build and sustain a credible and beneficial relationship between Cardiff Blues and the supporter base
• Ensure the views of supporter organisations at CAP and the wider fan base are fully taken into account in Board decision making
• Ensure as much information as possible is shared with formal supporter bodies and the wider fan base
• Discuss issues raised by the Board with formal supporter bodies and vice versa
• Act as a critical friend and ensure that Board decisions are fully informed by supporter concerns
• Assist Cardiff Blues to raise its profile within the community and throughout the region
• Assist Cardiff Blues to grow its supporter base
• Comply with the legal and regulatory duties and obligations of Directors
• Act with honesty and in good faith to promote the success of Cardiff Blues Ltd.
• Avoid situations where a direct or indirect conflict of interest arises
• Uphold high standards of integrity and probity
• Recognise and honour commitment to Board room confidentiality
• Unless otherwise agreed, not to undertake particular tasks concerning the day-to-day running of the Company

Person Specification

Essential:

• Time to commit to the role
• Be a full member of a recognised supporter organisation at CAP
• To be a current board member of said organisation and to have been so for at least 12 months
• Fit and proper person within the terms of the Companies Act
• An understanding of the history, heritage and spirit of Cardiff Blues
• Evidence of long-term commitment as a supporter of Cardiff rugby
• An understanding of the issues faced by supporters
• Commitment to regularly attend Board meetings and to routinely report back to supporter bodies
• Commitment to regularly meet and consult with the wider supporter base
• Commitment to remain routinely accessible to the wider supporter base through media such as email
• Commitment to the values, principles and objectives of these supporter organisations
• Attendance at matches both home and away where possible
• Excellent communication skills
• Sound independent judgement, common sense and diplomacy
• The capacity to grasp technical issues relating to the organisation
• Strong business acumen and understanding of financial statements
• Proven leadership skills as well as ability to influence without authority
• A knowledge of corporate governance and membership of a relevant board

Desirable:

• Welsh speaker
• Media skills

Responsible to:

• The Cardiff Blues Board
• Recognised supporter bodies as defined above

Term of Office

• Three Years

2. Managing Confidentiality
 

• How problematic confidentiality is as an issue is a direct function of how much board activity is considered to be such
• In general, confidentiality is best managed by a board philosophy that promotes openness and communication.
• This could be made manifest, for example, by publishing routine summaries of board meetings (rather than detailed minutes)
• Confidentiality can then be managed on an item by item basis as required
• Some items may remain confidential for a time-limited period and others in perpetuity
• Confidentiality may also be qualified. It may be agreed that some items can be shared further down the communication chain (e.g., supporter trust board level), but not made public.
• Where items are deemed confidential, this would be fully respected.
• Managing confidentiality by excluding the supporter representative from portions of meetings would constitute tokenism

3. Electoral Process

1. It is essential that Supporter Director comes through a democratic process.

2.There are three potential options for doing so:




3. The Director could be either nominated through the proposed regional supporter working group

4. If this does not materialise, it could occur through a combined decision by the boards of the existing recognised supporter organisations.

The legitimacy for this process is that both groups are member organisations with elected boards. The latter are empowered to make decisions on behalf of their membership.

5. A variation on this theme is that the members of these organisations elect the Director. To maximise the democratic nature of this process, a notice period could proceed the election (of say one month) to enable non-members to join.

6. Finally, nominations could be sought and subject to a voting procedure amongst a fuller stakeholder group (Cardiff Blues Season Members, shareholders, and members of the fan organisations).

The obvious complication here is that these groups are not mutually exclusive, and persons could therefore acquire multiple voting opportunities. This difficulty can however be managed by ensuring that a single list of eligible voters is compiled and with every voter being given a unique identifier (as long as GDPR allows)