Planned changes to Chartered IIA governance

Voting members will be asked to vote on these matters as part of this year’s Chartered IIA Annual General Meeting process.

The below sets out the key changes that the Chartered IIA’ s Board of Directors (Council) is proposing in relation to the Chartered IIA’s governance, designed to increase transparency and accountability. 

In order to implement these governance changes, members will be asked to vote on specific amendments to the Chartered IIA’s constitutional documents at its annual general meeting (AGM) on 29 September 2026.

These changes are intended to provide greater clarity on how Council members are appointed and succession decisions are made, and to increase the mix of skills on Council and ultimately the ability of members to hold Council to account.

Members will be able to vote on these plans and amendments either on the day of the AGM in person, or electronically in the lead up to the AGM - once voting goes live on 1 September 2026.

The below changes follow a review by the National Council of Voluntary Organisations (NCVO), which was asked to carry out an independent review of the Chartered IIA’s governance structure and make recommendations that would improve practice.



Proposed make-up of Chartered IIA’s Council:

  • There will be five elected directors who are appointed by means of self-nomination and put to the membership in an open vote.

  • There will be five ‘ring-fenced’ elected directors - these directors will be sought from the membership by the Chartered IIA on the basis of criterion set by the Nominations & Remuneration Committee.

  • The ring-fenced directors are designed to give representation to specific subject matters, geographical locations or specific groups where there is a lack of representation.

  • There will be up to four directors who are co-opted - these will be non-members who are recruited for specific skills or experience.

  • The Chartered IIA’s chief executive makes up the last director role on the Council.

What do these changes entail?

  • The Chartered IIA’s Council will move from 8 to 10 elected members.

  • There will no longer be any ‘Directors At Large’ - these were members where the process of identification of candidates was informal.

  • The tenure for board directors will change as follows:
    • from two three-year terms - with a requirement for re-election to Council for the second term by the membership, to;
    • two three-year terms with the second term discussed and agreed by the Chartered IIA’s Nominations & Remuneration Committee and the President, before being appointed for a second term.
    • The second term will then be put to the AGM for voting members to flag any objections to the re-appointment.

  • Anyone elected President in their sixth year on Council may be offered a further three-year term to allow them to complete a full three-year presidential period, helping to preserve orderly succession plans and continuity of leadership. In such a case, this would bring the total maximum period for any director where this occurs to nine years in office. The final year of any such extension shall be served in the role of Immediate Past President.

  • The Chair of the Nominations & Remuneration Committee will be added to the list of categories of elected chairs.

  • The list of elected chairs will therefore include: the President; Deputy President; Chair of the Audit, Finance & Risk Committee, and Chair of the Nominations & Remuneration Committee.