CGOV.14:1 - Problem frame

Use this pattern when a corporation is considering a change to its governing instruments, powers or arrangements. A delegation may no longer fit the scale of commitments; a committee’s remit may omit a needed contribution; or a change in law, ownership or corporate purpose may require a different rule.

Start by identifying the rule or arrangement in question and what currently gives it effect. Compare retaining it, repairing its operation and changing it. For a selected arrangement change, determine who can change it, whose rights must be preserved, and what makes the new arrangement effective. Then perform the required acts and provide the means for using the result.

For a selected change, the full result is a changed governing instrument or arrangement effective to the stated extent, with its application and remaining implementation conditions understood. An authorized proposal awaiting consent, registration, appointment or another necessary act is an earlier result. State what remains possible under the current arrangement while that act is outstanding.

If a sufficient rule already exists and only its execution has failed, repair that execution. A workload allocation within unchanged powers belongs to ordinary operations. Use this method for the corporate conditions of an arrangement change; obtain a competent legal answer where the applicable basis is unresolved.