Governance Changes Promise a Stronger, More Transparent ATS: ATS 2024 Bylaws Amendments Forthcoming

As the ATS prepares to meet the challenges of the next 20 years and beyond, the Board of Directors is making some much-needed changes to strengthen our governance structure to align with best practices for associations. The changes approved by the Board last spring will require a member vote on the amendments to ATS bylaws to secure a stronger, more transparent Society.

During the BOD meeting in February, past presidents James Beck, MD, ATSF, and Lynn Schnapp, MD, ATSF, who led the Governance Implementation Taskforce, presented the recommendations for implementing a new Board structure. The restructuring includes renaming the Nominating Committee to the Board Nominating Committee and creation of an advisory group, the Council of the ATS (CATS).


Why Restructure?

“Our Board is very large – 26 members plus the CEO,” noted Dr. Beck. “The best practices for high functioning organizations are to have a smaller board that serves for a longer period of time and thus provides better continuity.”

To that end, the Taskforce recommended a smaller, more nimble Board of 15 members: 9 at-large members, 1 public member from the Public Advisory Roundtable (PAR), and the executive committee (EC). Both the CEO and the CATS chair will be non-voting members.

At-large directors will serve three-year terms, with an option for a one-term renewal. Rather than elections, the Board Nominating Committee will propose a slate for secretary, treasurer (in applicable years), and at-large Board positions which will be open to members for a vote. A petition process will allow members to share their objections to the slate. Objections may cite, for example, a lack of diversity or lack of competency in the nominees.

Competencies

The original Board of Directors Governance Taskforce shared compelling arguments for shifting the Board composition from a predominantly representative-based entity to a competency-based one. After long, careful. review of the literature - including from the American Society of Association Executives (ASAE) - and thoughtful discussions with a consultant – a recognized leader in this space – the Taskforce concluded moving to a new structure as soon as possible was warranted. The Board of Directors agreed. In addition to expertise among members, the Board Nominating Committee will consider each nominee’s expertise within the broader context of ATS-specific competencies. For example, would it be helpful to have a board member well-versed in AI applications in medicine? Whatever the composition of the Board, the aim is to gather a dedicated, diverse team of members with complementary expertise. Examples of competencies may include, but not limited to:

1. Group Skills: work in a team, organization over individuals;
2. Interpersonal Skills: communication, relationship building, influence;
3. Personal Leadership Skills: strategic and innovative thought;
4. Technical Skills: knowledge of field and organization, finance;
5. Personal Attributes: investment in organization, trust, time.

Source: Domains of Leadership Competency (Engle and Brown, ASAE)

The ATS will continue to do an annual evaluation of its Board.


Enhanced Transparency

While the Board Nominating Committee will prioritize competencies among nominees, the Taskforce and Board recognized that the input of our assembly and committee chairs is invaluable. Therefore, a a new advisory Council of leaders at the ATS - comprised of the aforementioned groups as well as the chair of the Public Advisory Roundtable, chair of the Council of Chapter Representatives, chair of sections with more than 2,500 members, and the Secretary (ex-officio, non-voting) to ensure two-way communication with the Board of Directors.

“The Council of ATS is meant to be that central place that will be a liaison with the Board of Directors as well as the hub for members to share information among assembly and committee chairs and other leaders,” said Dr. Schnapp.

The new structure will lend itself to greater transparency, as the Council of ATS will be charged with not only advising the Board but also communicating strategic directions to members. Unlike the current process, members will have an opportunity to weigh in on the Board Nominating Committee members in 2025.

Watch an explainer video here with Drs. Beck and Schnapp for more insight into the taskforce’s recommendations regarding implementation of the governance changes.


OVERVIEW OF EXISTING vs. NEW PROCESS

Sincerely,

M. Patricia Rivera, MD, ATSF
President