THE 13th SECRETARY
of
MARYLEBONE CRICKET CLUB

In 1994, MCC was very much a membership club run by the MCC Committee and its appointed sub-committees: Arts & Library, Cricket, Estates, Finance, General Purposes, Players & Fixtures and Tennis & Squash. There were also numerous specialist sub-committees and a very hard-working, supportive staff.  The majority of Committee members were elected by the membership in an annual ballot.  Well-known cricketers nearly always succeeded in being elected, perhaps understandably in a cricket club.  Senior staff members formed the secretariat and only the Secretary was invited to speak at the Committee meetings, although three other senior staff members attended.  Dennis Silk was President, still seen as one of, if not the most prestigious and influential rôles in cricket.  Michael Melluish was the Treasurer, though his rôle was more of an ‘eminence grise’ behind the scenes than the man to oversee the finances.  David Hudd was the Chairman of Finance and was an experienced businessman who worked extremely well with the Accounts Department and our Assistant Secretary (Finance), Mike Blow.  The President, the Treasurer and the Chairman of Finance were closely aligned in their thinking and, along with the Secretary, constituted the Club’s four senior Officers.  All were supportive and very aware of the need for the MCC staff to be able to take authority without always referring decisions to the committees.  As former schoolmasters, Dennis and I immediately formed a strong bond and he and Diana spent many nights staying in our house.  It was really helpful to sit down after a hectic day at the Test Match and, over a snack and a nightcap, discuss the numerous matters that always arose.  With teaching backgrounds, both Dennis and I understood that the Headmaster, or in this case the Secretary, led the way operationally and the chairman and his board of governors, or the President and the MCC Committee, provided the aims and objectives, advised, supported and monitored the actions being taken.

It was clear from the start that the principal sub-committees were strong and enjoyed executive functions in the way they operated.  The MCC Committee sat above all these principal committees and the specialist sub-committees and, far too often, debated recommendations, which had already been discussed at length by Members with specific, appropriate skills and experience.

Before I arrived there had been a number of working parties looking into the governance structure of MCC and the Club’s strategic objectives and making comments or recommendations to the Committee.  There had also been Members who put forward their own thoughts on governance, often based on unfair criticism of the existing structure.  In 1984, when Jack Bailey was MCC Secretary, a ‘Special Working Party Report’ was produced, highlighting the need for increasing the income streams and looking commercially at the considerable asset that is Lord’s.  Although hockey was once played on the outfield in the winter months, Lord’s does not have two sports using the facilities during the year, as overseas grounds often do.  Cricket, on its own, was becoming more and more unsustainable, so the need to increase income by using the Lord’s facilities more was obvious.  

There followed the ‘DC Hobson report’ in 1985, a report by Jonathan Fry in 1987, ‘The MCC – Appraisal and Recommendations’, and a report by McKinsey & Company in 1988, ‘Strengthening the Club’s Management’.

Taking ideas from the two earlier reports, McKinsey & Company produced their report, which concentrated on making the Club more business-like, without prejudicing the essential character and traditions of a great national institution.  It made a number of suggestions about changes to the workings of the Committee and the management of the Club staff.

Some recommendations were implemented at the time.  A qualified Chartered Accountant, Michael Blow, was appointed to be Assistant Secretary (Finance) and introduced a number of controls, which were not in place before.  He guided me as my deputy.  Several recommendations were ignored at the time.  McKinsey proposed appointing a General Manager, recruited for his management and commercial skills to chair the General Purposes Committee and be an Officer in addition to being the highest paid executive of the Club.  The suggestion was that the Secretary, who would report to the General Manager, would take responsibility for cricket matters, particularly ICC.  This was resisted by the Committee, who insisted that MCC should remain first and foremost a cricket club and that the Secretary should remain as the senior paid official.  My post would have been very different if this recommendation had been implemented.  Other operational changes were also recommended but were not taken up. 

During my period at the helm there were two further reviews, which looked into the governance structure of the Club.  In 1997, ‘MCC and the Future.  Women Membership?’ was a paper encouraging the membership to vote to allow women to become members.  This was followed by ‘Preparing for the Future’, a review of the governance structure, which made recommendations about the way the Club should be run with the changes envisaged ahead.  The vision of the Club and the initial objectives for ‘Preparing for the Future’ were almost identical to those of the Griffiths’ Report’s recommendations. 

PREPARING FOR THE FUTURE

The Treasurer, by then Sir Michael Jenkins, chaired this Working Party. As there had been an expansion of the Club’s activities, there had also been a growing acceptance, reluctant in some quarters at first, that there needed to be a more commercial approach to raise the necessary revenue to fund these activities.  The report highlighted that, in seeking sponsorship, it had become apparent that the present structure was cumbersome and there was a confusion of function between the Secretariat, the sub-committees and the Committee.  The Working party proposed streamlining some of the decision-making processes in order to allow important decisions to be made in the timescale now required by many outside bodies with whom we dealt.  It recognised the need to give greater executive powers to a reorganised Secretariat.  It agreed that there needed to be a clearer distinction between executive and non-executive roles in the Club’s management, with the impulse for decision-making coming from the executive.  The Secretariat was to set the agenda for the non-executives committees.  It rightly believed that the committees had three main functions: to define the overall policy and strategy of the Club; ratify decisions referred to them by the executives; and monitor and supervise the good management of the Club.  These recommendations were not discussed by the MCC Committee until its December meeting in 1999, as other major events took priority.  MCC membership for women, the ICC World Cup with members being asked to pay for tickets to enter their own ground and the construction of the Media Centre were all time-consuming matters for us all.

If the Report’s recommendations had been implemented, there would have been fundamental changes to the MCC Committee. Its composition would not have altered, but it would be chaired, not by the President, but by the Treasurer.  He would supervise the executives and receive reports from a newly constituted executive committee, proposed initially as an ad hoc committee to be called at the instigation of the Secretary.  Its composition of sub-committee chairmen and Secretariat members would depend on the agenda items and it would be delegated to take decisions, where more than one sub-committee might be involved.  There would only be five main sub-committees: Finance, Estates, Cricket Administration (formerly Players & Fixtures), Marketing and Club Management (a merger of a new sub-committee with the former General Purposes).  There would be three specialist Sub-Committees: Arts and Library, Tennis and Squash and Cricket Policy (formerly Cricket).  It was only a small footnote, but it was suggested that the Treasurer might be restyled ‘Club Chairman’ and the Secretary might be restyled ‘Chief Executive’.   

In the previous few years, there had been a number of occasions when decisions were made more difficult by the requirement for more than one sub-committee, in addition to the Secretariat and the MCC Committee, to discuss and decide upon a course of action.  Issues regarding the construction of the Media Centre were discussed by the Estates, Marketing and Finance committees, shop retail issues and arguments with ECB over perimeter advertising by the Marketing and Finance committees, World Cup matters came before the General Purposes, Finance and Marketing committees and every committee chairman wanted a say on any media release.  Decision-making was not as efficient as was necessary in a faster-moving world.

The main intentions of the Working Party all seemed sensible at the outset.  The Secretariat welcomed the suggestion that there was a need to give it greater executive powers and that the Senior Management Team should decide what issues were to be referred to the committees and sub-committees.  The clearer differentiation between non-executive governance and executive management functions was supported fully by the Secretariat.  However, with the new responsibilities for the Treasurer, there clearly needed to be a re-examination of the rôle of the President, which would revert to a one-year term.  The enhanced rôle of the Treasurer, who might be renamed Club Chairman, would alter the existing hierarchy of the Club, which worried quite a few Members and some senior staff.  The Club Chairman would chair the Committee and the executive committee, and become a much more powerful position.  The Secretary would become Secretary & Chief Executive and a Deputy Chief Executive would be appointed, with prime responsibility for the commercial development of the Club and Lord's, the financial strategy of MCC, the Lord's Estate and the administration, personnel and information technology of the Club. The original suggestion of an ad hoc executive committee, called as necessary by the Secretary, made sense.  However the MCC Committee’s final decision that this should be formalised as a standing committee and named the Executive Board altered the original purpose of the recommendation and introduced an additional layer of quasi-executive management.

The MCC Committee agreed that it should retain overall responsibility for the affairs of the Club, as stated in the Rules.  Specifically it would retain powers over Club strategy in relation to ICC, ECB and other cricket bodies, major building projects, contracts with outside bodies, adoption of the budget, recommendation of the Annual Report and Accounts to the AGM, appointments to senior positions within the Club and recommendations of any rule changes.   

There had been a suggestion by a senior Committee member that there should be two rôles of equal standing; a Secretary responsible for Club and cricket matters and a Chief Executive responsible for all things commercial, reporting separately to the Club Chairman and with the MCC staff split and allocated between the two functions.  Shades of the idea of appointing a General Manager in 1988!  I saw that as a recipe for disaster, because all too often decisions had to be made about priorities and the commercial possibilities clearly had a potential to conflict with the other main activities of MCC as a cricket and membership club.  I pointed out that the Club Rules stated that the Secretary was the senior executive of MCC.  I insisted that I would welcome support from a Deputy Chief Executive, but that he would have to be second amongst the executive staff and report to me.  This was accepted and agreed, though it alerted me to a group within the Committee, who saw no problem in potentially putting demarcation lines between those members of staff who would find themselves working for me as Secretary and those reporting to a Chief Executive.  As a result of this, I became the Club’s first Secretary & Chief Executive.

Some of the recommendations would need alteration of Club Rules, but the Committee decided to move forward with these changes on a trial basis and to review the success of them before asking the membership to endorse them at the AGM in 2000. 

Bearing in mind the definition of MCC as a private club with a public role, I posed the question of whether the present operations should be split into the private rôles (Membership issues for MCC and Middlesex CCC, the club’s outmatch fixtures, decisions on tennis and squash, Members’ activities such as dinners, bridge and golf and the library) and the public roles (the Laws of Cricket, major matches at Lord’s, tours and overseas coaching in conjunction with ICC, assisting the development of European cricket countries, youth initiatives in the Indoor School, the museum, ground development and maintenance and membership of ECB).  The private rôles clearly benefitted from direct input from Members and therefore committees.  The public rôles often needed executive decision-making as time was a critical factor and a committee structure could slow down this process.  I attempted to define those decisions that could wait for input from Members in standing committees and those that executives needed to make in a shorter timescale. 

In amongst all the deliberations, MCC had still not determined its rôle in world cricket, so that work could be completed on a whole Club plan that would encompass a masterplan for development of Lord’s, five-year financial projections, the cricket policy for touring and coaching at home and overseas, the improvement of membership facilities, the growth of activities, necessary staffing and committee changes and the formulation of a marketing and PR strategy.  The Committee and MCC Members had to define the direction in which the Club was to go, before we produced a new business plan and updated other plans. 

A Mori poll, replied to by the membership, had shown a strong desire for the Club to coach and encourage cricket in schools in England, although that was really the governing body’s responsibility.   ICC wanted MCC to organise tours to Associate Countries and develop coaching initiatives and an academy.  I had written before to AC Smith, the chief executive of TCCB and later to Tim Lamb, his successor as chief executive of ECB, offering the Club’s support by providing accreditation for umpires, which appeared to sit well alongside our rôle as guardians of the Laws.  As the MCC Coaching Book was still well regarded, I also suggested providing accreditation for coaches, appointing a European Development Officer and setting up a National Academy.  The idea of a National Academy, combining Lord’s and Shenley, where we were investigating the possibility of buying the ground, would be a practical way for the Club to support and work with the national governing body.  Shenley could be used as a second venue for the MCC Young Cricketers, Middlesex, when they were unable to be accommodated at Lord’s because of international matches, the Middlesex 2nd XI and the county’s women and age group teams.  The Lord’s Indoor School would have multiple uses as practice, coaching and fitness facilities.

The MCC Committee had agreed to review the governance changes to see whether the new structure would enable the Club to operate efficiently and effectively, ready for the challenges of the future and whether it would create a clear management structure, flexible yet unambiguous as to responsibilities of executive staff and the non-executives, whilst including an appropriate system of checks and balances.

This was the first review that had focused properly on the way that executives and non-executives interacted.  It was the first to discuss executive salaries and committee expenses and the first to accept that decisions had to be taken rather more quickly than allowed for by the existing committee system.  David Batts, an experienced hotelier and businessman, who arrived full of purpose and a desire not to be constrained by non-executive committee members, was appointed as Deputy Chief Executive.  He and I worked well together, although our priorities were often different.  He brought with him business and commercial experience, while my experience in cricket and in dealing with membership and committee issues ensured that a balance between the club and commercial aspects was maintained.

A few changes gave rise to doubts within the Committee and the Secretariat and took some time bedding in.  An Executive Board, led by the Club Chairman, which reported to the MCC Committee, chaired by the same person, seemed wrong and could create a potential conflict of interest at the top levels of the Club.  This Executive Board might take away some authority from the MCC Committee itself, which was a concern, bearing in mind that there were no members of the Board directly elected in the annual ballot who could therefore be held to account by the membership.  There was a vagueness about leaving some decisions to a Board and especially allowing this body to refer some major decisions to the main Committee ‘as and when it thought fit’.  The existence of an Executive Board and an MCC Committee became, almost inevitably, a duplication of effort and decision-making, led to an increase in paperwork for the Secretariat to produce and provided the potential for differences of opinion, which were seldom helpful.

The rationalisation of the committee structure below this level made sense, especially as the committees were recommended as advisory ad hoc groups.  In matters to do with aspects of buildings and maintenance, marketing and finance, cricket, the museum, library and the tennis court, advice and support from experienced Members was always welcome, but not as standing committees.  The senior management team, which consisted of well-qualified individuals, stressed the need to recognise the difference between management, the responsibility of the executive staff, and governance, clearly the remit of the non-executive MCC Committee members, representing the membership, which had become blurred.  The structural changes, only partially implemented, did not bring a huge improvement and, in fact, caused rather more uncertainty about whose responsibility a decision should be.  The intention had ostensibly been to ensure that the senior executives had more authority, but the opposite seemed to be the case, so the Secretariat was less enthusiastic than the Committee about the arrangements, but settled into the new structure to try to make it work, as good civil servants do. 

THE STRUCTURE REVIEW WORKING PARTY

In 2001, another working party, this time chaired by Hon. Mr Justice Scott Baker, was formed to review the latest changes to the structure.  It was a high-powered group of very experienced members of the Club and the terms of reference were to consider whether ‘Preparing for the Future’ achieved its objectives; to recommend any changes, which would be beneficial to the Club; to consider the Club's Rules and the advantages of any amendments; and to deliver a report to the MCC Committee, so that recommendations could be discussed and proposed changes put to the AGM in May 2002.

The ‘Structure Review Working Party Report’ was a most insightful and comprehensive examination of the way the Club operated.  What it identified were the difficulties of the hybrid corporate governance structure of a club and a business working in tandem.  Sir Scott’s experience as a High Court Judge led to a full report that supported some of the changes made, but made it clear that further changes would benefit the Club considerably.  There had been rumblings from certain elements of the membership for some years.  Many were interviewed by the panel, several provided written submissions and there were significant opportunities for senior executive staff to have their say.  What was most encouraging was that the final report did not attempt to cover weaknesses, yet did not pander to some of the ongoing criticism from disaffected Members who seemed to take delight in disrupting the work of staff and in continually expressing doubts upon the Committee’s integrity and lack of transparency.  Both senior staff and Committee admitted that some mistakes had been made, but these were not as a result of any attempt to deceive the membership or to hide decisions from them.  Those mistakes were usually as a result of circumstances or the timing of communication rather than a poor governance structure. 

The Committee sent the final report to all Members with its own response to the recommendations inserted after each section.  Members were able to discuss the report and response at the AGM on 8th May 2002. 

The Secretariat was delighted that full separation between the business aspect of the Club and the cricket and membership aspects was not, at this stage, thought to be either desirable or practical.  We accepted a continued review of the structure, but we were relieved that there was no immediate recommendation of yet more radical change.

We thoroughly supported the recommendation that Membership and Cricket should become standing committees and the other main sub-committees (Finance, Estates, Marketing) should in due course be disbanded.  The Report stated:

‘The way in which committees do their work (e.g. by becoming ad hoc committees and working parties) should be streamlined so as to ensure no duplication of work and avoiding the need for the executives to make unnecessary reports.

We are confident that many members would, if asked, be prepared to help on an ad hoc basis without formal appointment to a committee.’

We wished this to be implemented as soon as possible.  The Secretariat had a clear view that the experience and skillsets of the membership could be better utilised in an advisory capacity as task-focused working groups when the executive staff needed that expertise, rather than having all the standing committees that took a lot of time in preparation and in producing minutes and did not always take place at a time when specific advice was necessary.  I could always telephone the President, Club Chairman, one of the Trustees, our PR and Media advisor or indeed any other chairman of a committee if any urgent decision needed to be made.  The Assistant Secretaries of Finance and Estates could also speak immediately to their respective chairmen or an experienced expert in a specific field.  MCC was fortunate to have so much expertise available.

The suggestion of decisions on membership services being delegated to a newly-named Members’ committee and business decisions to the Executive Board caused some concern amongst some longer-serving staff, who believed that all decisions impacted on the membership and therefore should be passed through both committees, but it was an improvement on the multi-committee situation with an Executive Board and a Committee.   As a Secretariat we had suggested that it might be worth considering having three committees, Cricket, Membership and Commercial and abandoning the Executive Board altogether, as an alternative way to avoid excessive meetings.

I was especially pleased with the comment that public relations and relations with the media should be my responsibility with non-executive support.  Des Wilson was the ideal consultant to guide me through this difficult area rather than any one committee, or, as so often happened, several committees all with conflicting views.  Many issues could not wait for a committee meeting for advice on a media release and having Des on the end of a telephone was a much more sensible way to ensure that sensitive and potentially contentious issues could be tackled and defused quickly.

The recommendation and Committee’s acceptance that ‘it should be made plain where the executive has authority to act without first consulting the committee’ and that ‘the executives must know the extent of their delegated responsibilities’ were clear acknowledgements that the life of the staff had not been made easier by the changes over the last few years.  With the reluctance in the MCC Committee to disband any sub-committees, there was doubt whether the Executive Board should be a permanent feature of the Club’s constitution and identified as such in the rules.  In fact, after further consideration, the Committee eventually went back to the tried and tested structure of the standing committees with more closely defined responsibilities, but proposed keeping a permanent Executive Board in addition.  This was a great shame, because it did not address the time-consuming repetition of discussions, papers and minutes.

It seemed illogical for a non-executive to chair this Executive Board, if the Secretary was empowered to call the meetings. The Committee believed that there were only two possible chairmen, the Club Chairman or the Secretary & Chief Executive.  If the Committee had chosen the latter, it would have given greater authority to me as the senior member of the executive staff, which was one of the original aims of the last restructure, but this decision was not made and the Club Chairman continued in the rôle of reporting to himself as chairman of the main Committee.

A Members’ Charter was generally welcomed, incorporating the benefits but also the responsibilities of membership, and another working group was set up to revise the Club Rules.  Also seen as a good suggestion was a biannual Members’ Forum, where contentious issues could be thrashed out without the constant threat, since 1998, of resolutions being put by discontented Members to the AGM.  It was felt impractical, at that time, for the membership to vote after the debates had been heard at the AGM, but it was mooted that there might come a time when it was possible for Members to attend the meeting remotely and vote immediately online or by proxy, so that results of agenda items could be released straightaway.  That made sense and the only question was how to ensure that it happened accurately and without any opportunity for abuse.  There were very few people who read this first-rate report who did not agree that democratically the whole membership should be entitled to vote at the Club AGM, whether or not they could attend the meeting.  An objection to this only came from a few Members who delighted in a false assumption that they were controlling the Club’s decisions by attending in person and who put forward countless motions for debate or, as they sometimes argued it should be, for decision.  The Committee was determined that decisions at general meetings should not be taken only by those living within easy travelling distance of NW8.

The confidentiality of minutes was and will possibly always be a contentious issue.  Stephanie Lawrence, my PA, was one of the best minute-takers I have ever come across.  She wrote full notes, included all the relevant areas of disagreement and attributed remarks to the Committee member who had made them.  I always checked them against my own notes taken at the time and our minutes, until the arrival of a Club Chairman and an Executive Board, were sent out to the President and Committee and confirmed at the next meeting.  The first Club Chairman insisted on seeing and, in some cases, amending the minutes, ostensibly to alter the nuance of the debate but on occasions seemingly to alter the outcome, which infuriated both Steph and me and led to disagreements.  We did all agree, though, that it was better to have a confidential full account for historical record of all matters on the agenda.  A bland set of minutes without detail, which could be made available more widely to the membership, would have prevented full discussions and views being openly expressed and recorded.  Everyone agreed that the final list of decisions taken should be made known to the membership as soon and as informatively as possible, though it would inevitably generate more debate and endless correspondence with the disaffected.

Despite quite a few recommendations from this report being supported and implemented, the Committee retained a hybrid structure of executives and non-executives, which meant that little changed in reality.  The fundamental issue of differentiating between governance and management still existed.  Whilst this was not insurmountable, if the incumbent personalities understood and accepted the difficulties, pressures continued from some elements of the membership.  Some of those involved in the administration of the Club also found it difficult to operate within an admittedly complex structure.  The complexity was undoubtedly exacerbated because MCC has always seen itself as “a private club with a public duty.”  There was, in the Baker Report, one essential sentence, which best summarised the way forward: ‘MCC is extremely fortunate in the quality and range of the skills on which it is able to call, but ultimately it is the paid executives who should manage the business of the Club, answerable as they are to the Committee and membership’.  We paid executives all agreed wholeheartedly with that.

The report recommended that the rôle of the Trustees should be clarified either as a small group to advise the President, Secretary & Chief Executive or Club Chairman or to take responsibility for the Club’s assets and heritage.  Usually Trustees had great experience of the Club and they could also have had an appellate role in the interpretation of the Rules.  The Committee has often in the past nominated Past Presidents for the rôle and there is much to be said for that, given their close understanding of the management of the Club.  There is a small minority of Members, however, who object to what they call ‘a revolving door policy’ of the same people being nominated or appointed to one position as they leave another.  Whilst that view is understandable and it does lead to some individuals hanging on for too long at the heart of the Club, it always seems to me that there is a lot of experience lost when people stand down from senior positions.

The MCC Committee proposed putting some of these changes in place in 2002 but other recommendations that needed Club Rule changes were deferred until the following AGM in 2003.