Understanding the governance and bylaws updates
ISACA is committed to providing members with clear, transparent information about the proposed governance updates before voting begins.
This page serves as your central resource for understanding the proposed updates, reviewing supporting materials, exploring frequently asked questions, and staying informed throughout the voting process.
Shape the future of ISACA
The proposed governance updates will help shape how ISACA operates in the years ahead. Understanding what is being proposed—and why—gives eligible members the context you need to make an informed decision and take an active role in ISACA’s future.
Learn why these proposed governance updates are important and how they support ISACA's future.
LEARN WHY
Understand why the proposed bylaws look different from the current version.
WHY THEY DIFFERWhy we’re voting
Member participation plays an important role in ISACA's governance. As the organization has grown into a global professional association serving nearly 200,000 members, its governance has evolved alongside it. The proposed governance updates are intended to support the organization as it continues to grow while preserving strong governance, member oversight and transparency.
This member vote gives eligible members a direct opportunity to participate in an important governance decision. By reviewing the proposed updates and casting an informed vote, you help ensure ISACA’s future reflects the voice and priorities of our global membership.
ISACA has grown significantly over the years, and its governance should continue to evolve to support our global membership.
The proposed updates are intended to help ensure ISACA's governance remains effective, consistent, and aligned with the needs of the organization today and in the future.
Members who hold a professional membership and are in good standing are eligible to vote. For a vote to be valid, 5% of the membership must vote, which is about 9,000 members, but an official number will be determined on the record date of 14 September.
ISACA is committed to providing clear information, resources, and supporting materials so you can make an informed decision.
Insights from ISACA’s Board Chair
Read Massimo Migliuolo’s perspective on the proposed bylaw updates and how they help modernize ISACA’s governance and strengthen member voice. He explains the key changes members will vote on and why they matter.
Three proposed updates
You will be asked to vote on three proposed governance updates. Understanding each proposal—and why it is being recommended—helps you make an informed decision about how ISACA should move forward.
Board terms: one year to three years
The proposal would move Board terms from one-year terms to three-year terms while maintaining the current maximum of nine years of service. This approach supports continuity for long-term initiatives—ensuring no more than one-third of the board can turn over in a given year—while enabling regular leadership renewal and accountability.
Quorum requirement: 5% to 4%
The proposal would update the quorum requirement from 5% to 4% to better reflect ISACA's rapidly growing global membership and facilitate members’ ability to make their voices heard. As membership has grown to nearly 200,000 and continues to increase rapidly, it has become more challenging for members to reach a quorum. The proposed change is intended to make it easier for members to participate in governance while continuing to ensure that important decisions reflect broad member participation.
Strengthening a modern global association
The proposal would change the jurisdiction where ISACA is legally incorporated to Washington DC, which is a hub for large professional associations and offers a legal and governance structure that are purpose-built for for large, international professional associations. Washington DC is a common home for large, global professional associations like ISACA and offers greater privacy protections for members and more agility to enable associations to serve their members efficiently. This change does not affect ISACA's physical headquarters. ISACA’s name, mission and commitment to members would remain exactly the same.
Read the full governance and bylaws update
Review the current and proposed bylaws to explore the proposed governance updates in greater detail.
Why the bylaws look different
Because the bylaws were comprehensively rewritten rather than selectively amended, you will notice substantial structural and formatting differences when comparing the current and proposed versions.
These broader changes reflect a deliberate effort to simplify the document, improve consistency, remove outdated or contradictory provisions, and relocate operational details to policies where appropriate.
While these modernization efforts are reflected throughout the rewritten bylaws, you are voting only on the three proposed governance updates outlined above.
Frequently asked questions
Have questions? We've compiled answers to the most common questions about the proposed Governance and Bylaws Updates to help you understand what's changing, why updates are being recommended, and how to make an informed decision when voting opens on 21 September.
General
Why is ISACA updating its governance and bylaws?
As ISACA has grown into a larger and more complex global professional association, its governance has evolved as well. Periodically reviewing governing documents is part of good organizational stewardship and helps ensure that we continue to support the organization's size, complexity and future needs.
The proposed governance and bylaws updates are intended to modernize and simplify our governing documents while preserving strong governance, member oversight and transparency. All eligible members—professional members in good standing—a have the opportunity to review the proposed updates and be part of deciding how we move forward.
What are the main goals of these changes?
The proposed governance and bylaws updates are designed to:
- Modernize ISACA's governance framework
- Improve clarity and consistency throughout the bylaws
- Better support us as a global professional association
- Preserve strong governance and member oversight
- Align with best practices for organizations of ISACA’s size
Overall, the goal is to ensure ISACA's governance continues to serve both the organization and our members well into the future.
What are you voting on?
Eligible members will vote on three proposed governance updates:
- Updating Board Director terms from a maximum of nine 1-year terms to a maximum of three 3-year terms (maximum of nine years of service remains the same)
- Updating the quorum requirement from 5% to 4% in line with ISACA’s rapidly growing size
- Changing ISACA's legal jurisdiction from California to Washington, D.C. (re-domestication)
While the bylaws have been comprehensively simplified and modernized, you are voting only on these three governance proposals.
What is not changing?
The proposed updates do not change:
- ISACA's mission or purpose
- ISACA's commitment to serving members and chapters worldwide
- ISACA's headquarters or physical office locations
- The maximum Board service limit of nine years
- Members' ability to nominate Board candidates through the petition process
- ISACA's commitment to transparency and strong governance
Understanding the Proposed Updates
Why are Board terms changing from one year to three years?
The proposal would move Board Director terms from one year to three-year terms while keeping the current maximum of nine years of total service.
Longer terms help provide continuity for long-term initiatives while still creating regular opportunities for new leadership and fresh perspectives. This approach reflects governance best practices used by many global nonprofit organizations and helps ensure important work can continue without unnecessary disruption.
A one-year board term could lead to 100% board turnover in a given year, leading to disruption and lack of knowledge transfer. Staggering three-year terms reduces that risk and enables only one-third of the board to turn over in a given year, ensuring a level of consistency.
Why is the quorum requirement changing from 5% to 4%?
A quorum is the minimum number of member votes required for an election or vote to be valid or to bring items to the floor at the annual general meeting.
As ISACA has grown to nearly 200,000 members around the world, achieving the current quorum has become increasingly difficult. The proposed update is intended to better reflect today's global membership and voting environment while continuing to encourage broad member participation. A 4% quorum in 2026, for example, represents a higher number of members than a 5% quorum in 2015, which is the last time a bylaws vote occurred.
Reducing the quorum to 4% helps ensure member votes can continue to guide important governance decisions without impacting the value of participation. Every eligible member's vote continues to carry equal weight.
Why is ISACA changing its legal jurisdiction to Washington, D.C.?
This proposal would change the jurisdiction where ISACA is legally incorporated from California to Washington, D.C. This is known as re-domestication, and it is accomplished through a statutory merger, in which a Washington DC entity is formed, the California and Washington DC entities merge, and the Washington DC entity is the only one that emerges. You will see this language and the terms of the merger on the ballot.
Washington, D.C. has a legal framework specifically designed for large, international nonprofit and professional membership organizations. Moving ISACA's legal home there would better align our governance structure with organizations of similar size and scope, while supporting long-term operational flexibility.
This change is legal in nature and does not affect ISACA's name, mission, or location of our physical headquarters location and other regional offices.
Will ISACA move its offices?
No.
This proposal changes only ISACA's legal jurisdiction. It does not relocate ISACA's headquarters or change where staff work. Members will continue to receive the same services and support you do today.
Why do the proposed bylaws look so different from the current bylaws?
The proposed bylaws were comprehensively rewritten rather than selectively amended. As a result, when comparing the two documents you will notice significant structural and formatting differences.
These broader changes reflect a deliberate effort to simplify the document, improve consistency, remove outdated or contradictory provisions, and move operational details into Board policies where appropriate.
While these modernization efforts appear throughout the rewritten document, you are voting only on the three proposed governance updates described on this page.
Member Participation
Who is eligible to vote?
Eligible voting members will receive information directly from ISACA before voting opens, including voting instructions and important dates.
Members who are in the professional membership category (e.g., not student or recent graduate members) and who are in good standing as of the established record date of 14 September 2026 are eligible to vote.
If you're unsure whether you're eligible, additional information will be provided via email before the voting period begins.
How do these changes benefit members?
The proposed governance and bylaws updates are intended to benefit members by supporting a governance framework that is easier to understand, more consistent and better suited for a global professional association.
Members benefit from:
- Clearer governance documents
- Modern governance practices
- Better continuity in Board leadership
- A governance framework designed to support ISACA's future growth
- Easier access to information needed to make informed decisions
Will member voice be reduced?
No.
These proposals are intended to support—not reduce—member participation.
Eligible members continue to vote on important governance matters such as these proposed updates. The proposed quorum change is intended to help ensure member participation remains meaningful as ISACA's membership continues to grow globally.
Member participation remains an essential part of ISACA's governance.
Why is my participation important?
ISACA is a member-driven association, and member participation is an important part of strong governance.
This vote gives you the opportunity to help shape ISACA's future by reviewing the proposed updates and making an informed decision. Broad participation helps ensure governance decisions reflect the voice of ISACA's global membership.
Your voice matters, and your participation helps strengthen ISACA.
When will voting take place?
Voting is expected to open on 21 September and remain open for approximately six weeks through 30 October ISACA will communicate the official voting dates and reminders throughout the campaign.
How do I vote?
When voting opens, eligible members will receive instructions by email explaining how to securely cast their vote online.
Before voting begins, members are encouraged to review the proposed governance updates, explore the available resources, and read the current and proposed bylaws so you can make an informed decision.
When will the votes be shared?
Results are audited by an independent third party and will be provided via email approximately a week after the vote closes.
Additional Resources
Where can I view the current and proposed bylaws?
View the current bylaws and the proposed bylaws.
Members are encouraged to review both documents before voting to better understand the proposed governance updates.
Your voice matters
The upcoming Governance & Bylaws Update is an opportunity for eligible members to participate in an important governance decision.
Before voting opens, take time to explore the proposed updates, review the available resources, and understand what members will be asked to vote on. If you have questions, we encourage you to contact us—we are here to help.
Voting is open from 21 September through 30 October.