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CIPS Connections  – April 4th 2008

by Stephen Ibaraki FCIPS, I.S.P.

There are changes to the CIPS by-laws that are being proposed for the implementation of a new CIPS governance model. These by-law changes are scheduled for final approval by the CIPS membership at the Annual General Meeting (AGM) on May 7, 2008 at 4:30 p.m. Eastern Daylight Time (EDT) at the Ottawa Congress Centre (55 Colonel By Drive, Ottawa, Ontario). This is a turning point for the association and impacts every part of CIPS.

It is important that CIPS members understand the impact of the new CIPS governance model and take an active role in the approval of the by-law changes that will give CIPS a framework for this new model. CIPS is encouraging all members (if they haven’t already) to visit the CIPS Governance web page to obtain more detailed information at: Governance. Members may contact any of the CIPS national office staff (toll free): 1-877-ASK-CIPS or GovernanceQuestion@cips.ca if they have any specific comments and/or questions.

How does the New CIPS Governance Model Affect CIPS Members?
The new CIPS governance model brings all parts of the association – national, provincial, and sections – into better alignment to ensure a more unified CIPS that is better able to meet the day-to-day needs of its members. The new CIPS governance model also gives CIPS the opportunity to convey a consistent brand and messaging.

It is important to note that although the CIPS Provincial Societies take on the responsibility of governing CIPS under the new model (through the Canadian Council of Information Technology Professionals – CCITP) they are responsible for the entire membership, which includes both certified and non-certified members.

All members are important to the association. CIPS believes that every member makes a valuable contribution to CIPS. Regardless of the new governance model changes, CIPS is committed to ensure that every member benefits from these changes.

Background
CIPS has operated under much the same governance structure for the 50 years of its existence. The introduction of the Provincial Societies starting in the 1990’s, and the subsequent transfer of responsibility for the I.S.P. designation to them, means the current model no longer serves us well.

In 2004, a committee was charged with developing a new model for governing the CIPS organization. In the fall of 2006, the document, A New CIPS Governance Model, was presented and approved by CIPS.

Key features of the New CIPS Governance Model By-Law Changes

  • Replacement of the current CIPS National Board of Directors with a smaller body called the “Canadian Council of Information Technology Professionals” with members held accountable to, and appointed by, the Provincial Societies.
  • All CIPS members become members of their respective Provincial Societies.
  • Responsibility for local CIPS Sections is transferred from the CIPS National Board of Directors to the CIPS Provincial Societies.
  • Establishment of the “Office of the Executive Council” to include CIPS volunteers and paid staff.

At a special CIPS meeting held last March 29, 2008, the CIPS National Board of Director’s unanimously approved the by-law changes for the new CIPS governance model. The final approval of the by-laws to implement the new CIPS governance model now rests with the remainder of the CIPS membership at the AGM on May 7, 2008.

CIPS members have the opportunity to lend their voice and cast their vote on the by-law changes for this new CIPS governance model. CIPS is currently exploring opportunities for members to participate not only in-person at the AGM, but also through satellite teleconferencing at locations across the country. CIPS is planning to send CIPS members e-mail notification with these details at a later date.

  • By-Law ChangesThe proposed by-law changes are organized in groups according to their function and will be presented through a series of motions. The details of the by-law changes are given in a separate document (By-Laws2008.pdf). The intent of this section is to summarize and explain the reason for the changes.
  • 1 By-Law Changes – Wording changes/clarityProvides clarity of wording which allows for Fellows to hold office (corrects an oversight in earlier changes made when the Fellow class was introduced).
  • 2 By-Law Changes – Electronic Meeting of MembersThe addition of this clause in the by-laws implicitly provides for member meetings and meetings of the National Board (CCITP) and Executive Committee (Council) to be held by teleconference or by other electronic means.
  • 3 By-Law Changes – Quorum at AGMQuorum at an AGM will be reduced from 50 to 15 including not less than three National Board (CCITP) members. Members will meet to consider the annual report, the audited financial statement, to appoint the Society’s auditors and to consider any proposed by-law changes brought before them.
  • 4 By-Law Changes – By-Law Changes (AGM & SGM)Provides clarity to allow for the consideration of by-law changes at either a duly called Annual General Meeting (AGM) or Special General Meeting (SGM) of the members. The proposed change also provides clarity on the role of the Minister of Consumer and Corporate affairs in approving by-law changes. Not all by-law changes require Ministerial approval.
  • 5 By-Law Changes – CertificationThe proposed changes allow for the flexibility of the Provincial Societies to award designations other than the Information Systems Professional (I.S.P.) designation.
  • 6 By-Law Changes – Sections/ProvincesMembers of the Society must be members of a Provincial Society. Sections will exist at the Provincial level based on the requirements as set out by each Province. Existing Members-at-Large will be required to become a member of a Provincial Society. The privilege of Member-at-Large will no longer be granted.
  • 7 By-Law Changes – Governance and Management of the SocietyThe Canadian Council of Information Technology Professionals (CCITP), a Council largely comprised of Provincial Society representatives will become the governing body of the Society. Provincial Societies will establish their own dues to fund activities and programs at the national, provincial and local levels. Provincial Societies will select their representatives to the CCITP and the CCITP will elect their own chair and appoint two Directors-at-Large. Proxy voting at the CCITP will be allowed with no one CCITP member or proxy holder holding more than two votes. The Executive Council will replace the existing Executive Committee and the Society has the flexibility to include paid or volunteer resources on the Executive Council. The Chief Staff officer will have voting rights on the Executive Council, but will be ex-officio on the CCITP.
  • 8 By-Law Changes – Changes to titleThe rewording of the titles National Board to CCITP, Executive Committee to Executive Council, President to Chair and Chief Operating Officer to Chief Staff Officer be applied in all applicable by-laws.
  • 9 By-Law Changes – TerminologyThe Terminology Section forms an integral part of the constitution and by-laws and serves to define all terms used in either the constitution or the by-laws.


Remember that the new CIPS structure greatly affects how the association is going to be governed and managed now and in the next 50 years. This is a historical moment for CIPS and we want all CIPS members to be an active part of it!