Introduction

Recently I was speaking with someone at XII about the level of participation in working groups. I was told “if XBRL is important to them, then they should be volunteering”. I thought about that for a while. Then, in the space of two weeks I was able to speak to two Directors at different organizations. One is a paid Non-Executive Director (NED), the other is a director of a not for profit and volunteers his time.

I asked them both how much time and effort they put into their directorships. The paid NED – that is his job, he is an NED at about 6 to 7 companies – said that he finds it almost impossible to do his job effectively on less than almost a day a week per company for which he is a director. He knew that with more directorships than days that he could not achieve his own objective, but I also know that he works long hours, so my own bet is that he comes close to meeting that goal.

The other director (a non-paid volunteer) admitted that he, like his fellow directors, probably read the board papers on the flight or in the hours before the board meeting, and maybe gives the organization 1 to 4 hours of attention during the rest of the month. He knew this wasn’t enough, but as he said “you have to understand, Dan, that I and the other directors have day jobs, and of course these must take priority”.

So what does this have to do with XII (XBRL International)?

The Board of Directors of XII is made up, completely, of directors just like the second person above. They all have day jobs, and while they are all committed to XBRL, I wonder just how much time they actually can give to XII.

Yet the existing and proposed bylaws of XII put a huge amount of responsibility on these board members.

Section 4.1, item iii of the proposed responsibilities of the Board of Directors includes: “(iii) Identify resource requirements and the relationship of funding sources. Lead the acquisition of charitable and alternative funding for the Corporation and otherwise secure adequate resources for the organization to achieve its mission;”

No other group or individual has responsibility for raising revenue or resourcing. I suppose that the BoD could delegate that responsibility to the ISC or to the CEO. In fact there is a subcommittee of the ISC focused on fund raising, though results are limited so far. After all, just like the members of the board, members of the funding subcommittee are also part time – i.e. focused on their ‘real jobs’, with XII taking, appropriately, second or third place in their priorities.

All I can say is “here we go again”.

Some years ago the ISC (International Steering Committee) established the Board of  Advisers. A group of well respected individuals were invited onto that Board – you would think, to give advice. Well yes, but I was also told directly by some of the leadership of the ISC at that time, that the real purpose of the Board of Advisers was to raise funds for XII. The model had worked for the IASB and funded the creation of IFRS (International Financial Reporting Standard), so of course it would word for XII. All the ISC needed to do was to point the Board of Advisers in that direction, and all funding issues would be solved.

Oh, and the Board of Advisers would also be asked to give their opinions and provide advice and guidance on the strategic plan and direction of XBRL International. The Board of Advisors did meet, independent of the ISC, and met with the ISC providing feedback and advice on major areas for the ISC and XBRL to focus.

They did not raise money for XII.

Eventually the Board of Advisors disbanded, having “fulfilled” its mission of providing advice to the ISC.

Who was responsible for funding XII then? Who is responsible for funding XII today? If the current jurisdiction and conference fee driven revenue model continues, there can be no doubt that revenue for XII will be stagnant or more probably fall. That is no way to run an organization whose mission really, is to change the world.

Back to the Future

So, who actually thinks that the Board of Directors will actually raise the resources that XII needs to succeed?

Or will we see the Board delegate responsibility to subcommittees (also unpaid and therefore ‘day job constrained’) peopled with individuals for whom identifying and accessing resources for their own businesses will take priority over XII’s needs?

Or, will the Board delegate responsibility to where it belongs, to the staff of XII to fund XII, or more accurately the CEO of XII? After all, they are the only individuals actually a) paid by XII and therefore absolutely impacted by the level of funding of XII. And as such, this is the only way that meaningful targets can be set, monitored and achieved.

And, finally, will the Board recommend the appointment of one or more paid Non-Executive Directors for whom this is part of their ‘day job’ and who therefore will be able and desirous of committing the time and energy required to help the CEO attract the funding and resources required for XII’s success?