ISACA members can chart the association’s future governance path by voting on three governance and bylaws updates beginning later this month.
The proposed changes will be presented to members for a six-week voting period beginning 21 September and will include:
- Redefining quorum from 5% to 4% of voting members
- Changing Board terms from one year to three years, while retaining the existing maximum of nine years of Board service
- Redomesticating ISACA from its original state of incorporation in California to Washington, D.C.
The proposed reduction in quorum would elevate the member voice, making it easier for members to participate in governance as ISACA continues to grow. As ISACA’s membership size has grown rapidly, 4% of the membership is now a larger number than 5% of the membership in 2015, the last time the bylaws were up for a member vote.
The board term update to staggered three-year terms would preserve the current maximum length of board service at nine years, while ensuring that no more than 33% of the board rolls off at one time to maintain continuity of governance and knowledge retention.
Redomestication – or changing the jurisdiction in which ISACA is legally registered – from California to Washington, D.C. would provide ISACA with several strategic advantages. Washington DC is a common home for global professional associations like ISACA, largely because its legal environment is purpose-built for organizations like ISACA and their members. Washington DC’s Nonprofit Corporation Act provides a modern, comprehensive legal framework with clear definitions of board oversight and member rights, and DC law also allows associations to separate bylaws from policies, enabling faster updates and more agile decision-making. Finally, Washington DC regulations emphasize recordkeeping, reporting and compliance – supporting the transparency standards that ISACA members expect.
In addition to the above proposed changes that require member votes, the bylaws will be simplified overall to make them clearer, more accessible and better aligned with modern governance practices. ISACA is a more complex association than when it was founded in 1969. To handle the increasing complexity, the bylaws have evolved in a way that has caused some inconsistencies to arise. ISACA is seeking to create a more cohesive document that reflects how a modern, global professional association should operate.
As ISACA Board Chair Massimo Migliuolo wrote in a recent ISACA Now blog post, “Modernizing our bylaws will help provide the clarity, continuity and agility we need to build on ISACA’s strong foundation and continue delivering value to our members and the professions we serve.”
Learn more about the upcoming vote here, and make your voice heard as an ISACA member by casting your vote beginning 21 September!