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What does it mean to be a director of Bicycle Network?

The Bicycle Network Board elections will be held in October. Nominations open on Monday 7 August and close on Wednesday 5 September, at 5pm.

Bicycle Network members are eligible to stand for election to the board if they have been financial members for nine consecutive months prior to the opening of nominations.

Election timeline

Monday 7 August – nominations open

Wednesday 6 September – nominations close at 5pm

Thursday 14 September – candidate statements and photographs published

Monday 2 October – voting ballot opens

Wednesday  18 October – voting ballot closes

Wednesday 1 November – AGM and new Board members announced.

Our board is diverse, thoughtful, committed and above all hard-working and we are always looking for people who want to make a contribution to the growth of everyday riding across Australia.

In the Loop interviewed our Board President, James Garriock, about what it means to be a director of Bicycle Network. Garriock was elected to the board in 2019 and re-elected in 2022.

What’s the first piece of advice you would give to anyone considering running for the board?

JG: “Well, I’d say being a director isn’t a Sunday social ride, and the sad fact is that being on the board generally causes a reduction in riding. I can honestly say that I’ve never been more nervous about being able to finish my wave leader duties on time next March at Falls Creek. It’s a commitment without monetary compensation, it demands a significant amount of work, but it’s an experience that’s immensely rewarding.   

What are the top three tasks of the board – in plain language?

JG: “In essence, the board's role is to chart the course of the organisation, agree on the strategy and vision, identify the right person to lead the organisation and bring that vision to life, and then monitor to ensure they’re on track. This is often referred to as governance and oversight.”

What are some common myths about the role that you’d like to debunk?

  1. I championed xyz before getting elected, so now Bicycle Network has to implement xyz.

JG: “Hold on there! You’ve been elected to be part of a collective, and the board must deal with a wide range of issues from across the whole organisation and its membership. You'll need to wait for the right moment and persuade others that your priority is a priority for Bicycle Network as a whole.”

  1. I want to secure a job/free stuff/payment.

JG: “I’m afraid that’s a no. Board positions are entirely voluntary. Getting elected doesn’t translate into a paid job. And don’t anticipate any freebies. I was a volunteer ride leader before joining the board, and so I received some kit for that role.”

  1. I want to direct the people in the team.

JG: “As a director, you’re not part of the management and don’t have the authority to instruct anyone. You do have a role in ensuring the strategy is being achieved, but that’s by providing oversight, not by providing direction.”

  1. I disagree with Bicycle Network’s stance on something, and I want to voice it publicly.

JG: “Once again, that’s a no. You’ll need to be on board if you’re on the board. All our directors have differing views on various positions, as do our members. However, as a director, you need to act in good faith in the best interests of Bicycle Network and to criticise the organisation publicly may be inconsistent with that.”

Is there any legal stuff that people should know?  

JG: “Now, let’s talk about the legal stuff – and in this task I’ve called on the assistance of my fellow director Sam Butcher. Sam reviews boards for a living, is a lawyer, a Chartered Company Secretary and a Fellow of the Governance Institute of Australia. He confirms that in Australia, the duties and responsibilities of a company director are primarily defined by the Corporations Act 2001 (Cth).” The Act outlines several key duties, such as: 

- Duty of Care and Diligence (Section 180): Directors must act with the same care and diligence that a reasonable person would if they were in the same position. 

- Duty of Good Faith (Section 181): Directors must act in the best interests of the corporation as a whole and for a proper purpose. 

- Duty to Not Improperly Use Position (Section 182) and Information (Section 183): Directors can't misuse their position or information to gain an advantage for themselves or someone else, or to harm the corporation. 

- Duty to Prevent Insolvent Trading (Section 588G): Directors have a duty to prevent the company from trading if it's insolvent. This is crucial for protecting creditors. 

- Duty to Disclose Interests (Section 191): Directors must disclose any personal interests in matters relating to the company's affairs. 

What happens if anyone on the board, or the board collectively neglects these duties?

JG: “If this happens there can be serious consequences, including fines, disqualification from being a director, and in some cases, imprisonment. These duties are enforced by the Australian Securities and Investments Commission (ASIC). 

“So, it's serious...and it’s fun, and it’s definitely a team sport.”

More information

We have provided some resources for prospective directors, so if you’re at all interested, dedicate some hours to reading materials from the Australian Institute of Company Directors, the Institute of Community Directors Australia, and of course Bicycle Network’s own Constitution and Charter.  

www.aicd.com.au 

www.communitydirectors.com.au 

www.bicyclenetwork.com.au/about-us/governance/  

Garriock says members who are interested in joining the board and would like to discuss what’s involved are welcome to contact him via email: president@bicyclenetwork.com.au 

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