Governance and organisational structure.

Legal identity and policy hierarchy

This framework supplies the governance signals and operating controls IAMRegen needs to make credible, transparent authority claims, using the legal, financial, safeguarding, data and administrative systems already held by MSK REGEN.

The registered governing document of MSK REGEN and mandatory law prevail over this framework, and the charity trustees retain ultimate responsibility. A separately signed agreement, service-specific rules, research participant information, publishing-journal requirements and the IAMRegen Terms may impose additional requirements; where they conflict, the hierarchy set out in the Terms applies.

This framework must not be represented as professional legal advice, regulatory accreditation, or a substitute for local clinical, research, employment or institutional governance.

Governance model

MSK REGEN is the sole legal operator of IAMRegen; all IAMRegen contracts, funds, assets, liabilities, data-controller functions and intellectual property are held by, entered into by, or validly licensed to MSK REGEN.

The trustees act collectively and retain ultimate control — no president, founder, committee, Scientific Advisory Board, member, Fellow, employee, volunteer or commercial partner may exercise trustee-only powers unless lawfully appointed as a trustee under the governing document.

IAMRegen membership is contractual programme membership: members and Fellows do not vote on charity or programme governance and have no right to appoint, elect, approve, remove or veto trustees, founders or programme appointments. Scientific polls, Delphi ratings, consultation surveys and advisory recommendations are evidence-gathering or consultative mechanisms — they are not constitutional votes and do not bind the trustees.

Matters reserved to the trustees

The following remain reserved to the trustees unless the governing document and law permit a recorded delegation; even then, the trustees retain oversight and accountability:

• strategy, charitable purposes, public benefit and material organisational risk;
• annual budget, banking, reserves, borrowing, material contracts, grants and financial controls;
• legal identity, working names, ownership/licensing of intellectual property and creation of any subsidiary;
• appointment or removal of trustees and ratification, suspension or removal of senior programme appointments;
• safeguarding oversight, serious incident reporting, insurance and regulatory notifications;
• material litigation, regulatory engagement, insolvency risk or reputational crisis;
• related-party transactions, private benefit, trustee benefit and conflicts that cannot be managed within delegation;
• adoption or material amendment of this pack, the Terms, Privacy Notice, Case MDT Rules and Centre/Delphi standards.

The Founding Five and delegated scientific authority

The Founding Five are the continuing Founding Scientific Council and may act as Authorised Delegates only within a written trustee delegation schedule stating scope, financial limit (if any), reporting frequency, conflicts rules, recordkeeping, reserved matters, term and revocation.

Within valid delegation they first seek consensus; if consensus is not reached, a majority of participating non-conflicted founders decides. Quorum is three non-conflicted founders, and a conflicted founder withdraws and does not count toward quorum. A deadlock, insufficient quorum, dispute over authority or matter outside delegation is referred to the trustees; no founder has a unilateral power to bind MSK REGEN unless a written instrument expressly grants that specific authority.

Only a founder may confer Honorary Fellow status, and that power remains subject to conduct, conflicts, brand and trustee-protective powers — it creates no financial, legal or governance entitlement.

Scientific Advisory Board, committees and working groups

The Scientific Advisory Board advises on scientific quality, consensus topics, educational standards and sponsor-content review within delegation; it does not own the charity, control the trustees or approve patient-specific treatment.

Each committee or working group must have written terms of reference stating purpose, membership, chair, quorum, decision method, conflicts, records, reporting, term and matters excluded from authority. Minutes must record attendees, interests declared, recusals, evidence considered, the decision, reasons, conditions, responsible person and review date; sensitive material may be kept in a restricted appendix, but the existence and outcome of the decision must remain auditable.

A programme appointment is revocable, creates no employment or governance right, and carries no power to bind MSK REGEN except as stated in writing; any separately paid service requires a distinct approved agreement.

Independence, public benefit and the commercial firewall

Decisions must advance MSK REGEN’s charitable purposes, provide public benefit and avoid more than incidental private benefit; a founder’s, officer’s or member’s commercial activity receives no automatic preference, endorsement, Centre status, podium, publication or referral route.

Sponsorship may support activity but must not control scientific topics, faculty selection, Delphi wording or results, authorship, publication decisions, awards, Case MDT opinions or Centre recognition. Sponsored scientific material must be clearly labelled, evidence-based and pre-reviewed by an unconflicted scientific reviewer or panel, and advertisement-style content must remain outside the scientific programme and be visibly identified.

Related-party contracts must be demonstrably in the charity’s best interests, appropriately authorised, benchmarked where proportionate, documented, and decided without participation by the beneficiary or connected conflicted person.

Accountability cycle

Accountability operates on a fixed cadence of controls:

• Every meeting or decision: declare interests; confirm authority and quorum; record reasons, recusals and actions.
• Quarterly: report delegated activity, risk, finances, complaints, safeguarding, publishing and Centre-status to the trustees.
• Annually: review the delegation schedule, appointments, risk register, conflicts register, safeguarding, policy suite, public registers and insurance.
• After an incident or change: take immediate risk action; assess legal/regulatory reporting; review the relevant policy and controls.