The Wettimuny papers an inner look at a better cricket constitution
View(s):This was the Concept Paper developed and presented by then P.C. Prasanna Jayawardena, in consultation with the Interim Committee headed by Sidath Wettimuny at that time, to Prime Minister Ranil Wickremesinghe, Sports Minister Dayasiri Jayasekera and the International Cricket Council (ICC), prior to the last Cricket Board elections in January.
Prasanna Jayawardena P.C. was also a member of the then interim committee.
In principle, even present Sri Lanka Cricket (SLC) President Thilanga Sumathipala accepts there should be changes in SLC’s constitution. However, nothing or very little has been done in this direction, 6 months down the line.
This is the CP in full.
PURPOSE OF THIS CONCEPT PAPER:
This Concept Paper (CP) is written to briefly set out:
(i) Why Sri Lanka Cricket [SLC] should be reformed
(ii) The present structure of SLC
(iii)Recommend the manner of achieving the necessary reforms by:
(a) incorporating SLC [which is presently an Unincorporated Association];
(b) introducing a better electoral process; and
(c) improving the management structure of SLC.
WHY SLC SHOULD BE REFORMED:
After 1996 when Sri Lanka won the ICC World Cup, the entire character of Cricket in Sri Lanka changed immeasurably. There was not only a rapid improvement in the standard of Cricket in Sri Lanka but also a regular flow of very substantial funds into SLC by way of TV Sponsorships, Shares of Revenue from ICC Tournaments and other sources. This resulted in many businessmen, politicians and others seeking to hold Office in the SLC since they perceived these positions to be attractive and lucrative.
These ambitions caused many an unseemly scrabble at Elections to the Executive Committee of SLC which have been hotly contested by rival groups who campaign intensely for the 147 “votes” held by 85 member Clubs and Associations, some whom do not play serious Cricket. It is common knowledge that, many of these “votes” are sometimes the target of financial and other types of inducements. Further, Elections have often been subject to political influences.
This has resulted in a widespread perception that the outcome of SLC Elections are decided by factors which are not linked to the objective suitability of the candidates to hold Office for the benefit of Cricket in Sri Lanka. There have also been constant suspicions and, at times, accusations of the misuse of funds and corruption by elected Officials of SLC and detrimental interference by them in the management of SLC.
A combination of these factors and at times other political motivations, have resulted in the Minister of Sports repeatedly exercising the power vested in him by the Sports Law to dissolve the elected Executive Committees of SLC and appoint Interim Committees to run SLC. This has occurred 7 times from1999 onwards.
THE PRESENT STRUCTURE OF SLC:
The Membership and Voting Structure of SLC
At present, SLC is an Unincorporated Association constituted by member Clubs and Associations and governed by a revised Constitution which was adopted in 2003.
Under and in terms of this Constitution, there are 4 types of members – (i) Associate Members; (ii) Affiliated Members; (iii) Controlling Members; (iv) Cricket Associations.
Any “bona fide duly constituted Cricket Club” is eligible for membership in SLC and will cease to be a member only if it does not participate in any one of SLC’s 5 Tournaments for 3 consecutive years or fails to submit an Annual Return to SLC.
A Cricket Club commences membership with the status of an “Associate Member” and graduates to the status of “Affiliated Member” after a period of 5 years, provided that such Club has a minimum of 50 members. An “Affiliated Member” graduates to the status of a “Controlling Member” after a further period of 5 years and provided it has a minimum of 100 members and a “suitable ground of its own”. A “Cricket Association” can obtain membership if it conducts Tournaments with a minimum of 3 Clubs.
At present, there are 27 Associate Members (5 Provincial Associations and 22 District Associations, 23 Affiliated Members, 29 Controlling Members and 6 Cricket Associations which hold membership in SLC. All Controlling Members, Affiliated Members and Cricket Associations have votes at the AGM of SLC at which the Executive Committee is appointed. Each Controlling Member and Cricket Association has 2 votes. Each Affiliated Member has 1 vote.
The result of the above structure is that, virtually any group of persons who call themselves a “Cricket Club” and have fielded a team in any one of SLC’s 5 Tournaments at some time, can obtain “Associate Membership” in SLC and then ascend to the status of an “Affiliated Member” and be entitled to exercise a vote at the AGM in 5 years by the simple device of enrolling 50 Members. Similarly, any group of persons who call themselves a “Cricket Association” and claim to hold a Tournament with only 3 participant teams, can become a member of SLC and exercise 2 votes.
The above structure has resulted in 85 Clubs and Associations holding a total of 147 votes at the SLC AGM even though some of them do not play serious cricket. Further, as set out above, these 147 votes are the target of influence and inducements at SLC Elections and this has resulted in several instances where persons who have the deepest pockets or who are politically sponsored, holding Office instead of persons best qualified to develop cricket in Sri Lanka.
It is submitted that, there is an imperative need to reform this electoral process and to ensure that only members who participate in “serious” Cricket, are entitled to vote and that their voting strength is in line with their contribution to Cricket.
The Executive Committee of SLC:
The affairs of SLC are managed by an Executive Committee consisting of 7 elected Office Bearers and 15 Committee Members, which holds Office for a period of 2 years.
The elected Office Bearers are the President, two Vice Presidents, the Secretary and Assistant Secretary, the Treasurer and Assistant Treasurer, who are all elected at the AGM. 10 of the Committee Members represent the various categories of members of SLC and are elected, soon after the AGM, by their respective categories of members. 4 Committee Members are appointed – 1 by the Minister of Sports and 3 by the Executive Committee. The immediate Past President is also a Committee Member.
It is submitted that, the Executive Body should have a salutary mix of elected and appointed members with the appointed members required to be independent professionals of known integrity and high repute.
Management of SLC:
The Executive Committee appoints a Chief Executive who is the operational head of SLC reporting to the Executive Committee. The main Departments are, Cricket Operations, Finance, Tournaments, Marketing, Administration/Legal and IT, each of which has a Departmental Head, who reports to the Chief Executive.
In practice, the Office Bearers and Executive Committee Members have constantly influenced and interfered in the day-to-day operations of SLC. This has stripped away the independence of Management Staff who are compelled to cater to the wishes of succeeding Executive Committees which often have very different viewpoints and priorities. This has, in turn, resulted in a lack of long term planning, cohesiveness and proper management at SLC and continuing failure to achieve SLC’s true potential
It is submitted that, measures should be taken to ensure the independence of the Management Staff of SLC so as to enable them to manage SLC as professional executives guided by long term Corporate Plans and Budgets and free of undue interference by elected Office Bearers who hold Office for limited terms; to establish security of tenure notwithstanding changes in elected Office Bearers; and to enable SLC to attract high quality executive staff to some key positions and, thereby, maximize its potential.
Property:
Since SLC is an unincorporated Association, it cannot hold property in its own name and, all property of SLC is vested in the Trustees for the time being, who are the elected President, the Vice Presidents and the Secretary who hold Office at any point.
It is submitted that, ideally the property of SLC should be held by SLC itself.
RECOMMENDATIONS:
1] It is recommended that, SLC is incorporated by an Act of Parliament, as a Body Corporate, which has perpetual succession and can hold property in its own name and sue and be sued in its own name.
It is submitted that there is ample justification to differentiate SLC from other unincorporated Sports Associations since SLC has a Balance Sheet with Gross/Total Assets over Rs.6,186 Million and Gross Income (Turnover) of over Rs.3,233 Million [in the year 2014], is the Proprietor of the “most valuable Brand in Sri Lanka” and administers the Game of Cricket which has an unique place in the hearts and minds of the people of Sri Lanka.
It is relevant to mention that, the Pakistan Cricket Board [PCB] is a Body Corporate established by Statute in 2014. The ECB, Cricket South Africa NPC and the Irish Cricket Union Ltd are duly incorporated Companies. However, the BCCI and Cricket Australia remain as Unincorporated Associations;
2] It is recommended that, the Act of Incorporation provides for SLC to have a Constitution to govern membership rights and incorporates a suitably drafted Constitution in a Schedule. The Act and Constitution should be drafted by a specially appointed Committee and be, thereafter, submitted to the Legal Draftsman’s Department for any required amendments and finalization;
3] It is recommended that, SLC is taken outside the scope of the Sports Law and is governed by its Act of Incorporation, Constitution and any Rules that may be made by the Minister of Sports under and in terms of the Act of Incorporation;
4] It is recommended that, the Act of Incorporation/Constitution provides that all the Associate Members, Affiliated Members, Controlling Members and Cricket Associations which now hold Membership in SLC, continue as Members of SLC.
However, it is recommended that, following Incorporation, these Members are divided into two Categories – ie: Voting Members and Non-Voting Members.
It is recommended that, the Voting Members at any General Meeting of SLC be restricted to the following Categories of Members – (i) a maximum of 14 Clubs who, as at the date of that General Meeting, play in the then current Premier Tournament, which should be restricted to 14 Clubs (as at present); (ii) A maximum of 10 Clubs who, as at the date of that General Meeting of SLC, playing in the then current Emerging Tournament, which should be restricted to 10 Clubs (as at present); (iii) Recognized Cricket Associations who conduct Tournaments (there are 6 at present); (iv) Provincial Cricket Associations (ie: 9, at most) who will represent all the District Cricket Associations within that Province [The Constitution should set out a Model for this arrangement]
The current voting system results in SLC having about 147 Voting members at any time, based on the present structure. [PCB has approximately 17 voting members, the ECB has approximately 18 members, BCCI has approximately 42 members and Cricket Australia has approximately 22 members];
5] It is recommended that, Members who are Premier Clubs and Provincial Cricket Associations will be entitled to 2 votes each at a General Meeting of SLC and that members who are Emerging Clubs and Recognized Cricket Associations will be entitled to 1 vote each. All votes to be exercised by delegates to the Meeting.
6] It is recommended that, the Act of Incorporation and the Constitution provides for SLC to be governed and managed by a Board of Directors of 15 persons which will hold Office for a period of two years and are appointed at an AGM of SLC;
7] It is recommended that, the members of SLC elect 9 members of the Board of Directors from among candidates who are duly nominated by any Voting member and are members of the nominating Club or Association; that, the Immediate Past Chairman also be a member ex officio; and that, the Minister of Sports, in consultation with the National Sports Council, appoints 5 members of the Board of Directors, who shall be independent Professionals of known integrity and high repute with 2 being qualified practicing Chartered Accountants with more than 20 years experience, 1 being a senior lawyer who has been in practice for more than 20 years and 2 being Directors of Public Quoted Companies;
8] It is recommended that, the Board of Directors appoints a Chairman from among the elected members and a Deputy Chairman who is an appointed member;
9] It is recommended that, no person shall hold the Office of Chairman or Deputy Chairman for more than two terms and that, no person shall be a member of the Board of Directors for more than two consecutive terms;
10] It is recommended that, the Act/Constitution clearly specifies: the Duties and Obligations of the Directors including the fact that they hold Office in a fiduciary capacity; a Code of Conduct for Directors; the usual grounds specified in similar Acts of Incorporation for disqualification of a Director and also disqualifies any persons who holds elected political Office; suitable provisions for Board Procedure; the Procedure for the removal of Directors; makes it mandatory for SLC to appoint the Auditor General as its Auditor; makes it mandatory for SLC to be appoint a recognized Firm of Chartered Accountant to carry out Quarterly Management Audits and Internal Audits in line with accepted Corporate Practices; requires SLC to have an Audit Committee chaired by an appointed Director who is a Chartered Accountant and one other appointed Director and 2 elected Directors; and other Provisions which will ensure good governance and efficient management on a long term basis.
11] It is recommended that, there shall be a Board of Governors of SLC consisting of 5 persons, 2 of whom shall be past Test Captains of Sri Lanka who have ceased to play First Class Cricket at least 15 years prior to their appointment to the Board of Governors, 2 of whom shall be independent and eminent Professionals of known integrity and high repute and with a seniority of not less than 25 years in their Profession and 1 of whom shall be a previous Chairman of SLC;
12] It is recommended that, the Board of Governors shall be appointed by the Minister of Sports, in consultation with the National Sports Council, and hold Office for a period of 3 years;
13] It is recommended that, the Board of Directors of SLC shall obtain and consider the views of the Board of Governors with regard to decisions of the Board of Directors on financial transactions over a value of Rs.10 million; the acquisition, disposal or other dealing in property of SLC which is over a value of Rs.10 million and the hiring, termination, remuneration and disciplinary control of the Chief Executive and Departmental Heads of SLC; before the implementation of such decisions;
14] It is recommended that, Provisions be made in the Act/Constitution for SLC to have a Chief Executive who is appointed by the Board of Directors, in consultation with the Board of Governors. The Chief Executive will function as the operational head of SLC and will report to the Board of Directors and be entitled to attend Meetings of the Board of Directors.
It recommended that, Provisions be made in the Act/Constitution for SLC to have Departmental Heads responsible for Cricket Operations, Finance, Tournaments, Marketing, Administration/Legal and IT, each of whom reports to the Chief Executive.
15] It is recommended that, the Act requires that, the Quarterly Balance Sheet and Accounts of SLC shall be published.