USA Canoe/Kayak Undertakes Sweeping Governance Reform

Feb. 02, 2009, 5:11 p.m. (ET)

At the USA Canoe/Kayak Annual Meeting held in Charlotte on January 31, the Board of USA Canoe/Kayak approved new By-laws that will result in the selection of a new Board of Directors and a new structure of overall governance of the organization. After several years of discussions about how to better position USA Canoe/Kayak for success in the coming years, the Board had established an independent Task Force in the fall of 2008 to review its structure and make recommendations.

The Task Force was charged with making sure that the governance structure and policies of USA Canoe/Kayak were consistent with the best available practices for non-profits and national governing bodies and that they were in full compliance with all applicable laws and with the governance requirements for NGBs of the US Olympic Committee.
The Task Force reported its initial findings to the Board of USA Canoe/Kayak last December. A proposed re-statement of the By-laws was made available for review and comment to all USA Canoe/Kayak members and many constructive suggestions were considered.

The new By-laws provide for a different approach to selecting our Board of Directors. Four Independent Directors will be appointed by an independent Nominating and Governance Committee. This committee is already hard at work under the leadership of its Chair, Bill Endicott, and is expected to announce its slate of new Directors by the end of February.

The other five Director positions will be filled through elections by the members of USA Canoe/Kayak. There will be an athlete director and a sport director from each of the two Olympic Sports and a sport director elected by the members who participate in the other sports governed by USA Canoe/Kayak. The process of collecting nominations for these elected director positions is now underway.

A fundamental tenet of the new structure will be to have a visionary board that will govern and a professional staff that will manage the affairs of USA Canoe/Kayak.
At the same time that the Board adopted the new By-laws, it also approved a new Code of Ethics and Conflicts of Interest Policy. Under this code, each director and employee of USA Canoe/Kayak will certify his compliance with the policy each year.

Under the implementation provisions of the new By-laws, the existing Board will remain in office until the Nominating and Governance Committee announces the new Board as duly selected under the By-laws. This must, in any case, happen no later than March 31, 2009. Current Committees of USA Canoe/Kayak will also remain in place until the new Board reconstitutes them pursuant to the new By-laws.

Appreciation should be expressed for the great contributions of many of our members and other volunteers. This would certainly include our current directors whose courage and foresight initiated this effort and to the members of the Governance Review Task Force and the Initial Nominating and Governance Committee whose hard work and long hours will provide a new structure and new leadership to propel our sports forward.

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