RIAS Scotland News, Governance Review, Secretary and Treasurer, A New Chapter Scottish Architects
Royal Incorporation of Architects in Scotland News
Questions from Charity Regulator OSCR: Scottish Architecture Professional Body Review
11 Feb 2019
Royal Incorporation of Architects in Scotland External Review News
RIAS External Review
The RIAS has commissioned an external review into historic events and decisions made by the organisation around the time its Secretary and Treasurer Neil Baxter unexpectedly left in late 2017, report the AJ.
The incorporation confirmed it had instructed leading Scottish law firm Morton Fraser to carry out an independent review of the RIAS and shine a light on ‘what took place’ within the RIAS a year and a half ago.
The AJ understands the investigation will scrutinise its 2016 accounts plus a number of key decisions, including the details of an exit agreement with Baxter, whose departure has still never been fully explained.
His exit in November 2017 came after the organisation had been rocked by accusations about its governance, with a group of more than 100 Scottish architects, under the banner ‘a New Chapter’, calling for a major shake-up. The architects had claimed the RIAS was poorly run, secretive and lacked both proper financial accountability and transparency.
In October 2018 architect Robin Webster was elected as its new president, vowing to overhaul the organization.
We reported this issue first on one of our sister websites in 3 + 2 Feb 2018 – Governance Update for RIAS Membership – “members will have been concerned by articles in the press and may be aware that ‘a New Chapter’ has published it views on RIAS and its future direction”.
On 1 Aug 2018 we reported on the Royal Incorporation of Architects in Scotland Strategy:
“The RIAS Strategy Group (Chapter representatives) have agreed a timetable for adopting the new five-year strategy and as part of the drive to ensure that members are consulted as widely as possible- each Chapter is doing this in its own way. Some chapters are planning questionnaires to send to members and non members in their areas: others are holding workshops such as the Coarum series organised by the EAA.”
A New Chapter Position Statement – RIAS
Previously on e-architect
3 + 2 Feb 2018
Royal Incorporation of Architects in Scotland Future
Governance Update for RIAS Membership
Future Directions – February 2018 Update
Members will have been concerned by articles in the press and may be aware that ‘A New Chapter’ has published it views on RIAS and its future direction. RIAS has been silent on these matters until now as the staff and Council Members have been working hard to put in place mechanisms to ensure that governance issues and wider concerns are addressed, while at the same time ensuring the core business and Membership obligations of the RIAS continue. Below we provide background on work to date.
Strategy and Vision- In February 2017 work commenced on the review of the RIAS Five Year Strategy 2017-22. The then President Elect, Stewart Henderson and a number of other Members were interviewed initially. They highlighted that a review of governance should be a key priority. The first draft of the strategy was reported to RIAS Council in June 2017 and was subsequently considered by the Chapters and then the wider Membership during the consultation period, with an update of key themes and priorities for action reported to RIAS Council in December 2017. Governance was identified as a key priority.
A Mandate for a Governance Review- The President moved to set up a Governance Review Group in June 2017 to take forward the review of RIAS governance and undertook to prepare a health check of the constitution and policies that govern the RIAS. Turcan Connell, the leading charity lawyers, confirmed their support for the review in a letter to the RIAS and offered to assist. The Review Group consisted of Past Presidents who were able to provide details about the operation of the RIAS. The work of the group was assisted by the secretariat. Karen Anderson who, based on experience at Architecture and Design Scotland, was asked to provide the Group with specific support and advice on governance documents in place and required. An initial report of findings in this regard and new policies was presented to RIAS Council in September 2017. The Governance Review Group met formally on the 4th June 2017 and then 15 times up until December 2017.
Independent Inquiries and Investigation of Historical Issues- In May 2017, correspondence received from Kerr Robertson FRIAS (Trustee) raised concerns about the running of the secretariat by the Secretary and Treasurer. The RIAS Legal Adviser, Peter Anderson Hon FRIAS along with the RIAS secretariat staff were consulted. Some points were raised by staff, and to establish the facts, on the Legal Adviser’s suggestions, the President, in agreement with the Governance Review Group, determined that an independent investigation was required and agreed to instruct Grant Thornton (forensic investigation specialists) to undertake a forensic investigation into the RIAS accounts since 2010. It also became apparent that RIAS would need to have the advice of employment law specialists to consider the implications of issues apparently affecting the Secretary and Treasurer. A specialist employment partner of Brodies, Solicitors, Edinburgh was appointed to consider the findings of the Grant Thornton report and provide employment related advice and recommendations to the Trustees of the RIAS.
The RIAS Council held a Special Meeting on 22nd November 2017 at which they were presented with the recommendations whereby the Incorporation agreed to the resignation of the Secretary and Treasurer and to a Settlement Agreement. The Council nominated Brodies to act along with the RIAS Hon. Legal Adviser, Peter Anderson on their behalf to agree the terms and arrangements for the Secretary and Treasurer’s departure. As a result of these terms, both the Grant Thornton Forensic Report and the Settlement Agreement agreed with the Secretary and Treasurer were legally protected and subject to a non- disclosure agreement. Confirmation of the agreed Settlement Agreement was reported to RIAS Council at its meeting in December 2017.
At the June Council Kerr Robertson raised queries regarding the validity of the Accounts as submitted to OSCR. Advice from Springfords, the RIAS Auditors, and Grant Thornton have confirmed the validity of the RIAS accounts. Council has approved them retrospectively, and took the recommendation to revise the procedure for approving the accounts at December Council.
OSCR and Police Inquiries- Prior to the conclusions of RIAS Council, Kerr Robertson raised concerns with OSCR, the charities regulator, and with others outside Council. OSCR subsequently requested details about the accounts, constitution and operating practices of the RIAS, under their Inquiry Policy procedures in order that they may determine of an investigation is required. The Council asked specialist charity law solicitors, Turcan Connell, to prepare the response on their behalf, which was sent to OSCR on the 12th January 2018 with supporting reports and details including the Grant Thornton forensic report which although confidential, can and is expressly made available where there is a requirement of law to do so. The Incorporation has received notification of receipt of the submission, and the offer the RIAS has made to assist with any further information that OSCR may require. The RIAS has not received notification of an investigation.
Following a complaint to Police Scotland by Kerr Robertson, the RIAS was advised in December 2017 that Grant Thornton was asked for a copy of their Forensic Report by Police Scotland and that was made available. No direct communication has been made with the RIAS by the Police.
Future Operations, Conduct and Governance- These events and findings have established that the RIAS requires to consider its future Governance in its widest sense. We had a successful celebration of the Incorporation’s 100th year anniversary in 2016, but now we need to reflect, learn, look ahead and use 2018 to put in place change and improvements to ensure RIAS is best-placed to serve the profession into the future.
UPDATE ON PROGRESS
Since December 2017 the following has happened:
A Finance and Audit Committee is being constituted and its remit developed. Proposed members of this Committee are, Martin McKay FRIAS RIBA (Chair), Jocelyn Cunliffe FRIAS RIBA, Jude Barber RIAS RIBA, Gordon Gibb FRIAS RIBA, and Donald Canavan FRIAS RIBA.
A Governance Committee has been identified and its remit developed. Proposed members of this Group are Karen Anderson FRIAS RIBA (Chair), Richard Atkins FRIAS RIBA, Allan Murray FRIAS, Kerr Robertson FRIAS RIBA and Stephen Miles RIAS RIBA.
A Strategy Working Group is proposed. Following discussions with some Chapter representatives it is proposed that a key sub-group is set up to consider strategy and communications. The Strategy Working Group will have representation from each Chapter and will assist with the review and consult with the Membership on the new strategy and communications priorities.
Proposed Consultation and Reporting
The Governance and Strategy consultation process is intended to be wide-ranging and inclusive; carried out in a way that engages all those who care for and want to see the Incorporation grow and be stronger. A key aspect of the work will be learning from past issues, considering other organisations and best practice, and enlisting the support and skill of the profession’s greatest assets- our Membership of all ages and categories, with their diverse experience and views. The views of younger Members, as they are the future, are particularly important.
The Committees consist of volunteers from the wider Membership and Council and bring relevant experience of Charity/Board/Practice working. A core requirement will be to work transparently and with a positive attitude to the task going forward.
The Committees will present recommendations and report to RIAS Council. The Governance Committee’s work will be supported by others (Members and non-Members as required) with specialist experience and will report in the first instance to Chapters who will liaise with Members to provide feedback on proposals. These will form a key part of the final reports and recommendations presented to Council. To be clear all Members will be able to access all reports.
The Committees and working group will remain in place whilst review and change is on-going. The time required to undertake the reviews is anticipated as being at least 9 months -1 year, but flexibility is required.
GOVERNANCE/ FINANCE AND AUDIT COMMITTEES
Committees- Key Tasks
The specific remits of each Committee will be developed by them and will be published following agreement by Council. In summary they will together:
• Put in Place Best Practice Policies- Initial work by the Governance Review Group identified policy and guidance gaps. New policies require to be agreed and put in place.
• Consider Constitutional Change and Organisational Structure- To best ensure support for the Membership; improve the work of the Incorporation; help it carry out its responsibilities; communicate best with Members and respond to the rapidly changing demands on, and opportunities for, our profession.
• Senior Staff/ Chief Executive Role- Consider the future needs of the RIAS for senior/executive staff and develop roles and responsibilities that best fit changing organisational needs will be explored and agreed.
• Finance and Audit procedures- To ensure that all finance and audit procedures are updated and ensure that mechanisms are put in place to closely monitor financial responsibilities.
Future Strategy and Communications
The Chapters will lead and build on developing last year’s work on Strategy to identify Membership priorities, obtain the views of stakeholders and agree organisational values. We are particularly grateful for the contribution members have made to date by attending workshops and responding on the Strategy.
Member contributions and good communication will be at the heart of all this work and it is hoped that we can learn and benefit from the web based platforms like Basecamp that Members are already using, and build on the workshop-working carried out by others. In this way we will explore and pilot how RIAS can imbed better Member and public outreach and communication in all its work.
In the future, subject to the governance review, it is likely that communications and strategy will be taken forward by separate committees or sub-committees.
21 Dec 2017
Royal Incorporation of Architects in Scotland Future Direction
Future Direction : Governance Update for RIAS Membership
from the RIAS:
Our announcement to you on the 14th December provided an outline of how the RIAS was intending to proceed with its governance review. The following provides further details -December Update-about the programme we are working to, the arrangements that will be put in place and the areas of business that will be the focus. Further updates and details will be circulated as they emerge in the New Year.
RIAS Governance Update – December 2017
Prepared by Karen Stevenson (Acting Secretary) and Karen Anderson (Governance Committee Chair).
This update outlines the plan of action for establishing the proposed new committees. All other committees will continue to operate and report to RIAS Council and the President’s Practice Committee (PPC) (practice, conservation, contracts, education and planning).
Establish the Governance Committee
The committee has a chair (Karen Anderson) and we are seeking 4 committee members drawn from Council and the Membership. We are looking for applications (accompanied by a short statement of skills and experience) by 12th January 2018 for those with current experience of good practice in governance (send to firstname.lastname@example.org)
Agree the Remit of the Governance Committee
A draft remit will be sent to all members for information. Any substantive comments received will be taken account. Council will be asked to consider and approve the remit. The remit will include continuing the Review of Governance documents and ensuring clear and understood governance processes are in place in future. The committee will finalise the job description and set out the delegated responsibility for a new executive officer post at the RIAS for Council to approve.
Finance and Audit Committee
A key and critical first action of the Governance Committee will be ensuring the establishment of a robust and experienced Finance and Audit Committee. A Chair and members are being sought by 12th January for those with current experience of audit and finance practice (send to email@example.com).
Strategic Review and Consultation
The Governance Committee will also be tasked with considering and consulting on the structure and forward strategy for the RIAS. It is proposed that this will be developed by a cross membership ‘sounding group’. It is hoped that this will be diverse and representative of RIAS and will include individuals from Council and the wider Membership, including A New Chapter. This will take account of the recent strategy work carried out but will have a wider agreed remit and will consult the membership and key stakeholders.
Governance CommitteeFinance and Audit Committee12th Issue draft remit for commentReceive and review applications Receive and review nominations/applications
15th -18th Consider Applications (Recommendation to Council from Karen Anderson FRIAS, Stewart Henderson PRIAS and Karen Stevenson Acting Secretary)Appoint Chair and Members
Appoint Members and review draft remit 22nd -26th Draft remit29th (w/b)
First meeting to agree remit for Council approval, establish and take forward action plan and confirm timetable
First meeting to agree remit for Council approval
Strategic Review and Consultation
Desktop review and briefing re strategyInitial consultation with Chapters and Members re sounding group 22nd Establish sounding group w/b 29th First meeting to agree consultation strategy for Council approval, establish and take forward action plan and confirm timetable
16 Dec 2017
Royal Incorporation of Architects in Scotland News
Royal Incorporation of Architects in Scotland (RIAS) Announcement and Update
At their meeting last week, RIAS Council discussed the findings of the review of the RIAS governance, the vacancy resulting from the Secretary and Treasurer’s departure last month, the election of the President and the next steps toward establishing a new RIAS Strategy (2018-23).
As a matter of priority for the Incorporation, RIAS Council has agreed to advertise for a new Chief Executive and has appointed Karen Stevenson, current Director of Policy and Development, in an acting role. Neil Baxter is working his notice period and has agreed the terms of his departure at the end of January. He no longer has any involvement in the day to day running of the Incorporation.
Stewart Henderson PRIAS has been re-elected to stand for a further year to ensure we retain continuity during this period of change.
RIAS Council acknowledges that a system of decision making has developed that is not supported by a robust policy framework. The findings of the review has identified a lack of structured governance and accountability. The Governance Review Group (David Dunbar PPRIAS, Sholto Humphries PPRIAS, Iain Connelly PPRIAS, Iain Dickson PPRIAS and Willie Watt PPRIAS) was established by the current President, Stewart Henderson, when he took office, before any questions were raised about the role of the Secretary and Treasurer.
Very recently, the Charity Regulator, OSCR, wrote to RIAS with a series of questions. All of those questions can and will be answered. The RIAS President and Council will work fully and openly with OSCR to ensure full compliance with their requests and the obligations of RIAS as a Charitable Body.
Governance reviews of this kind are entirely commonplace in organisations such as ours, particularly Royal Charter bodies. Given the context to RIAS structure – a one-hundred-year-old Charter, an historic constitution with a number of committees – this review will take time to complete.
To proceed, RIAS Council has established interim committees to consider the ‘Future Direction’ of the Incorporation and to work towards an update of governance. These committees will have responsibility for ensuring there are the right checks and balances in place in relation to RIAS accounting and will be responsible for co-ordinating the arrangements for appointing a new CEO, updating policy and developing new structures to actively involve members.
RIAS is also considering its future strategy. Consultation with the membership will take place in the New Year that will help shape the new RIAS five-year Strategy. We look forward to engaging with our members in 2018 on agendas facing the architecture profession.
Royal Incorporation of Architects in Scotland, 15 Rutland Square, Edinburgh, EH1 2BE United Kingdom
A New Chapter – Scottish Architects – excerpts below
18 + 17 Nov 2017
RIAS Secretary News
Royal Incorporation of Architects in Scotland (RIAS) – Special Notice
The Royal Incorporation has agreed to the request from our Secretary, Neil Baxter Hon FRIAS Hon FRIBA, to leave the organisation after ten years of service.
10 Nov 2017
A New Chapter – Scottish Architects
Open letter, from A New Chapter to President Stewart Henderson of the RIAS,
7 November 2017
(RIAS response below)
A New Chapter is a loose (and growing) association of over 150 Scottish architects: many RIAS members, but all concerned at what they see as a lack of effectiveness, poor governance and insufficient financial accountability in Scottish architecture’s professional body.
RIAS Review information received Nov 2017
10 November 2017
As a member-led organisation, member interest and involvement in the issues facing the profession can only strengthen the Incorporation.
Architecture in Scotland
Contemporary Scottish Architecture
Scottish Architecture Designs – chronological list
RIAS Awards Winners in 2017
• City of Glasgow College by Reiach and Hall Architects and Michael Laird Architects – Cathedral Street, Glasgow, Scotland – Further education college
City of Glasgow College Building + City of Glasgow College – City Campus
Dunfermline Carnegie Library & Galleries, Dunfermline (contract value: £9.1m)
Richard Murphy Architects
image courtesy of architects
Dunfermline Carnegie Library & Galleries Building
RIAS Awards 2016 Winners
RIAS Special Category Awards
photograph from architect
Murphy House, Hart Street
RIAS Scottish Shortlist for RIAS/RIBA Awards 2016
The shortlist for Scotland included these selected buildings:
The Pyramid Viewpoint, Dunbartonshire
photo @ Andrew Lee
The Pyramid Viewpoint on Loch Lomond
The British Golf Museum and Café, St Andrews
Richard Murphy Architects
image from architect
British Golf Museum and Café
City of Glasgow College, Riverside Campus, Glasgow
Michael Laird Architects / Reiach and Hall Architects
image from architect
New Glasgow City College
Tigh-Na-Cladach (House by the Shore) Innellan, Dunoon
Gokay Deveci, Chartered Architect
photo © Andrew Lee
White House, Griffipol, Isle of Coll
W T Architecture
photo : Ross Evans
RIAS Andrew Doolan Best Building in Scotland Award Winner
West Burn Lane, St Andrews
Design: Sutherland Hussey Harris
photo © Keith Hunter
West Burn Lane
Scottish Buildings – Selection
Comments / photos for the Royal Incorporation of Architects in Scotland News page welcome