Football Governance

Written evidence submitted by Lawn Tennis Association (LTA) (FG 70)

1. Overview and Introduction   

1.1 The Lawn Tennis Association (LTA) is pleased to provide evidence to the Committee’s Inquiry into Football Governance as the Committee and its members have expressed an interest in the different models used across sport to share good practice.

1.2 The LTA recognises that different management and Governance structures may be appropriate for different organisations, including national governing bodies, and for different sports.

1.3 As the National Governing Body for tennis in Great Britain, the LTA invests heavily in developing tennis at the grassroots, alongside work to develop talent and help players to excel.

1.4 The LTA recognises the importance of effective corporate governance and works to identify improvements on an ongoing basis as part of this commitment. It has made some important reforms in recent years to modernise and strengthen its governance across a range of areas, guided by best practice across sport and the wider corporate sector.

1.5 The LTA is majority funded through the revenues generated through its involvement in, and joint management of, The Championships, Wimbledon, and other commercial income. While it is not a public body, it is also a recipient of public funding, notably via Sport England (Whole Sport Plan). As such, the LTA fully recognises that effective management and governance structures are fundamental requirements for receiving public funding.

1.6 The changes to corporate governance made by the LTA are designed to mirror those of a FTSE 250 company, and the organisation has been recognised by Sport England as having sound – and improving - governance structures in place through full audits of the association in 2008 and 2010. This is in addition to the annual national governing body (NGB) self-assurance process.

2. Summary of recent changes to LTA Governance

Current structure

2.1 The current Corporate Governance structures are described in full on the LTA website at http://www.lta.org.uk/Articles/About-Us/Corporate-Governance/. Summary detail is also provided below in section three.

Overview of recent changes

2.2 The current structures are the result of significant reforms introduced since 2004, including moves to improve the quality and speed of decision making, to boost the number of independent non-executive Directors on the Board; reform the Council by increasing representation from ‘non-traditional’ areas of the sport (i.e. beyond the traditional County structure) as well as reduce the overall size, and reforming the committee structures. Alongside this, the organisation has also worked to introduce more appropriate checks and balances, strengthen its risk management procedures, and create a culture of transparency and accountability within the organisation through strong reporting structures to the Executive, Council and Main Board.

Speed of decision-making

2.3 Following a report commissioned from external advisers Deloitte, the LTA Council agreed a restructure in 2004 which passed responsibility for operational decision making to the executive team, known as the Executive Team. This move was designed to improve the quality and speed of decision-making at the LTA.

Council Reform

2.4 A range of reforms to the LTA’s Governing Council were discussed, agreed and implemented during 2007-10. This included work to establish:

2.4.1 A clear role and purpose for Council and refresh its composition – with changes to the membership, structure and make up of Council, including a phased reduction in membership from around 140 to around 84 members eligible to attend meetings in 2011. [1] These changes were designed to improved co-ordination of all constituent parts of British Tennis through enhanced representation from the different parts of tennis, and improved decision-making through a more stream-lined Council.

2.4.2 A clear and accepted role for a Councillor – following a full review of the required characteristics of Councillors – age; appointment processes; succession; length of service; characteristics of Councillors, clarify their roles and responsibilities, and look at how their role and contribution is monitored and evaluated.

2.5 These changes resulted in improved representation from the constituent parts of tennis through the introduction of Councillors representing the education sector, local authority tennis and the commercial sector, as well as disability tennis and professional players, at the same time as an overall reduction in the size of Council to improve its effectiveness.

2.6 Other improvements relating to the Council in recent years include the development of a skills matrix; improvements to succession planning; the introduction of induction and training for all new Councillors; greater involvement of LTA Councillors in All Colleague (staff training) Days and, from 2010, the introduction of a bespoke annual briefing weekend for Councillors and other lead County volunteers on priority business areas of the LTA.

Main Board

2.7 R ecent reforms at Main Board level have included the appointment of two Independent Non-Executive Members of the Main Board. Boosting the numbers of Board members with a ‘non- tennis’ background reinforces the ongoing commitment to professionalise the running of the sport. The two current independent non-executives are Val Gooding CBE and Richard Baker. Val was the CEO of BUPA, is a Non-Executive Director of Sainsburys and the BBC. She sits on the Remuneration Committee of the LTA. Richard Baker was the CEO for Boots from 2003 – 2007, is Chairman of Virgin Active and an active Director of several companies. He chairs the Audit Committee. Richard joined the Board in 2010, after the previous incumbent, Sir Bob Phillis sadly passed away in late 2009. The President’s nominee to the Main Board also provides a mechanism to bring in additional expertise, including where skills gaps have been identified. The current President’s nominee is Peter Littlewood, the former chief commercial officer of Allied Domecq and previously Senior Vice-President of Marketing for Mars Inc. He has played a key role in advising and supporting the LTA’s commercial team in the successful re-launch of its sponsorship and major events programme.

2.8 As you would expect in a mixed sport, the LTA has a history of female representation on the Main Board. The 11 person Board currently includes two women, Council elected member Cathie Sabin, who became the first female Vice President of the LTA in December 2010, and Independent Non-Executive Val Gooding CBE. As Council-elected representatives and the Chairs of the Principal Committees on the Main Board change regularly, this number tends to change every year. Appointments to the Board are made on the basis of nominations made, but the LTA recognises that more can always be done to ensure appropriate representation of women at all levels of the organisation. We believe that the changes made to Council and the Committee structure will improve the process for identifying potential Board members of either gender.

2.9 Reflecting the changes to Council detailed above, other changes relating to the Main Board in recent years include the development of a skills matrix, improvements to succession planning, induction and training for all new Board members and the introduction of an annual review process with the President. There is a clear programme of business (published on www.lta.org.uk) covered by the Main Board, with robust, regular reporting structures in place to ensure accountability.

Committee structures

2.10 The number and role of Committees was reviewed in 2004, and again in 2010. The latter focused specifically on the Advisory and Scrutiny Boards with the recommendations from the project group being approved by the Main Board in July. The outcome of the review recommended that two new Principal Committees , the Tennis Development Committee and the Tennis Performance Committee be formed, which are sub-committees of the Main Board, in place of the current Advisory and Scrutiny Boards. These came into effect from 1 January 2011. The new Terms of Reference of these Principal Committees and necessary amendments to the LTA Standing Orders were approved by the LTA Council 24 November 2010. An effective Committee structure, combined with clear roles and responsibilities respectively for the Governing Council, Main Board and the Executive Team is designed to ensure effective structures for strategic development, decision making, reviews of progress, check and challenges, as well as providing the Executive with access to added expertise and support, and supporting succession planning and volunteer skills development, by helping to identify those with the skills for future appointments to the Main Board.

2.11 Specialist committees also support the Main Board in a number of areas. These include the Risk Advisory Committee, which was established following a recognition that more needed to be done to identify, track and manage risks to the LTA and British tennis. Supported by an Executive-level Risk Advisory Group, recent improvements in this area have been recognised in Sport England audits.

2.12 Another specialist Committee, the Child Protection Committee (established in 2007) is appointed on the basis of expertise, and includes a number of independent and external appointments. This includes its Chair, leading child protection expert Eleanor Brazil, who is currently Interim Director of Children’s Services at Birmingham City Council. Also, the Coach Licensing and Registration Committee, which oversees the appointment of licensed and registered coaches, is required to be chaired by a legally qualified Chairperson, currently Michael Sayers, the Secretary of the Law Commission (independent Chair since January 2009). This shows ways in which the new structures enable the LTA to bring expertise from beyond tennis into the sport.

Affiliation to registration

2.13 A further example of improving and more transparent governance is the transfer from the previous affiliation of traditional clubs to the LTA, to a system of registration by all places to play tennis, whether ‘traditional’ clubs, commercial clubs, indoor tennis centres, park and school based programmes and universities. Now all ‘places to play’ register with LTA County Associations on a per-court basis rather than per-member, as under the old affiliation system. The LTA believes that the per-member system acted as a disincentive to clubs increasing membership, so this is a very important change to support the LTA’s ongoing work to grow participation in tennis.

2.14 Given the allegiance in many NGBs to the Club and County structure, this marks an important shift at the LTA, with other places to play and their members now accessing the same benefits. 80 per cent of LTA registered clubs have benefited from this change, and it has left £1.3 million in the hands of those clubs, parks and tennis centres already linked to us. Effectively this forms a major revenue reinvestment back into the front line of tennis, and the LTA’s County-based field team are working with them to ensure that these savings are reinvested back into developing tennis locally. The registration scheme was introduced in October 2010, and already clubs are investing the savings in free introductory sessions, subsidised coaching or scholarships for talented youngsters. These will help to widen access, sustain and increase participation in tennis.

Future Changes – Incorporation

2.15 Following its approval at an Extraordinary General Meeting of the LTA in December 2010, the LTA will be incorporating on 1 October 2011. Previously the LTA was an unincorporated association, as many other national governing bodies were established.  Being an unincorporated association was an archaic structure which led to unnecessary complications. This includes the need to set up different entities to enter contracts on our behalf, and exposed our members and associates to unlimited liability.  Incorporation will limit each member’s liability to £1.

3. Governance Structure of the LTA

Overview

3.1 The LTA is currently an unincorporated association whose constitution is set out in the Rules of the LTA. The stated object of the LTA is to be the governing body of tennis in Great Britain, the Channel Islands and the Isle of Man with the general object of advancing the interests of tennis and the LTA.

3.2 Its members are organisations which have an interest in the development and promotion of tennis in Great Britain including the 38 English counties, Tennis Scotland, Tennis Wales, Channel Isles LTA and Isle of Man LTA, the All England Lawn Tennis and Croquet Club (AELTC) and the Tennis Foundation (TF), as well as other affiliates such as BUSA.

3.3 The LTA Council approved the LTA’s incorporation proposals at its meeting on 24 November 2010. This was then approved at an EGM on 15 December 2010. The LTA will be incorporated with effect from 1 October 2011.

3.4 A diagram setting out where strategic and operational decisions are made at the LTA is set out on www.lta.org.uk, and can be summarized as follows:

· Council approves strategic issues, generally with a three to five year perspective, for example the Blueprint, on the basis of proposals submitted by the Main Board which, in turn, are based on proposals submitted by the Executive with assistance from Main Board members, the Principal Committees and other specialist advisers.

· The annual operating plan is decided by the Main Board on the basis of proposals submitted by the Executive.

· This is underpinned by Departmental Plans and Projects, led by executives.

· Two Principal Committees report to the Main Board.

The Council

3.5 The LTA Council is the democratic forum representing those bodies which are members of the LTA. Its composition and powers are governed by the Rules of the LTA. It consists (inter alia) of the President, Deputy President, Honorary Treasurer and Councillors (including representatives nominated by the various member organisations, player representative Councillors, LTA Nominated Councillors, Councillors nominated by the Tennis Foundation representing the education and local authority sector and a Councillor nominated by the Tennis Industry Association).

3.6 The LTA Council manages the LTA through the Main Board and the various boards, committees and panels. The Standing Orders of Council set out how the Council determines the composition of, and appointment to, the Main Board (and other boards, committees and panels) and delegates its power to the Main Board.

3.7 Decision Making: The Council, based on proposals submitted by the LTA Main Board, agrees the strategy for the LTA. Strategic matters that are submitted to Council for approval include the general vision, i.e. the LTA’s mission, strategy i.e. matters generally having a three to five year perspective and budgets, the annual report and accounts.

3.8 Nominations: Council also regularly approves the nomination of the Officers, for example nominations for the President, Deputy President and Honorary Treasurer, the Deputy Honorary Treasurer (if appointed) and Council representatives to the Main Board as well as certain other office holders as set out in the Standing Orders/Rules. It also reserves the right to approve amendments to the Standing Orders and LTA Rules (also subject to the AGM’s approval), and to approve any significant major transactions. As they are matters of direct financial interest to member bodies, annual registration fees and the rate of interest to be charged on LTA loans are matters on which Council decides. The Council currently receives reports from the LTA Main Board four times a year as well as at the Annual General Meeting.

3.9 Additional detail relating to Council business is available on the LTA website, or on request from the LTA.

Main Board

3.10 Membership and representation: The Main Board currently has 12 members, and cannot exceed 15. Its membership includes the President, Deputy President, Honorary Treasurer, the Chairs of the Principal Committees namely Tennis Development and Tennis Performance, two Council-elected members, one President’s nominee, the Chief Executive, the Finance Director, up to two Executives appointed by the Chief Executive and up to two unpaid outside independent Main Board members.

3.11 Appointments : The appointment of the independent Main Board members is subject to Council approval in the same way as current Board members are.

3.12 Role : The Board undertakes a formal review of the LTA Strategy and its performance against its Measures of Success annually, with regular monitoring throughout the year. Many of the Council’s powers and duties are delegated to the Main Board including:

· Operational, performance and budget matters such as the agreement of the annual operating plan and budgets

· The approval of any single new event or project proposal where costs exceed £250,000

· Financial, Audit and Risk Matters

Committee Structure

3.13 The LTA has a number of Committees, including two principal committees, whose role was reviewed in 2010. These two Committees report to the Main Board through their Chairperson who are members of the Main Board; they do not have any decision-making powers but have delegated responsibility from the Main Board and provide added expertise, advice, monitor progress, check and challenge. These are:

3.14 Tennis Performance Committee: makes recommendations to the Main Board on strategic performance areas of the LTA’s strategy ‘Blueprint’; and the performance infrastructure for player programmes, including: National Teams; High Performance Coach Development; High performance competitions – national and international events; and High performance places to play infrastructure (Performance centre network).

3.15 Tennis Development Committee : makes recommendations to the Main Board on t he effective execution of growing tennis strategies linked to the development of the sport.

3.16 Other formal Board level committees include: the Audit Committee; Remuneration Committee; Nominations Committee; Risk Advisory Committee; Risk Advisory Committee; President’s Committee and Funding Committee. The Committee structure, including responsibilities and membership are described in full on the LTA website at http://www.lta.org.uk/Articles/About-Us/Corporate-Governance/

4. Summary

4.1 Although as the National Governing Body for tennis the LTA is unable to answer the Committee’s specific questions relating to football, given Members’ expressions of interest in governance in other sports, we hope the information in our submission provides useful background relating to corporate governance in tennis, and reforms to the sport over the last ten years.

4.2 Subject to the Culture, Media and Sport Committee Members’ interests, the LTA would be happy to provide oral evidence or additional written information relating to our submission or any other aspects of governance in tennis.

January 2011