Council standing orders

1. Chair

The Pro Chancellor shall Chair meetings of Council and in the absence of the Pro Chancellor, a Deputy Pro Chancellor shall take the Chair. The Chairs of Council’s committees are approved by Council on the recommendation of the Nominations & Governance Committee.

2. Attendance

Attendance is an obligation on members. Apologies shall be sent to the Secretary in advance of the meeting when attendance is not possible. Attendance at meetings of Council and Council committees by persons other than those persons identified in the Terms of Reference is by invitation only.

3. Committees of Council

Committees of Council shall have the power to act in relation to such specified matters as outlined within the relevant Terms of Reference. Reports from committees shall form a standing item for all scheduled meetings of Council.

4. Papers

Papers must be succinct, written for the audience and be clear on what action is required. All papers must be accompanied by a cover sheet. The Secretary shall arrange for the agenda and supporting papers to be circulated electronically to all members and other designated recipients normally nine calendar days before each scheduled meeting.

5. Presentation of Papers

Responsibility for presenting business to the Council lies primarily with the relevant committee Chair or an appropriate University Officer. To ensure that agenda items are dealt with efficiently, members should wherever possible seek any factual information they may need prior to the meeting.

6. Council Discussion

No fixed limits are set to either the length of discussions or the number of times a member may speak but members are urged to bear in mind the need for brevity and gauge the number and duration of their interventions accordingly. The Chair is responsible for ensuring that all members have adequate opportunity to be heard but may remind members for the brevity or indicate to Council that the discussion should be brought to a close. The Chair may also call to order a member whom he or she considers has strayed from the matter under discussion. Members are expected, in accordance with the University Dignity & Respect Framework, to address colleagues courteously and respectfully.

7. Decision Making

Council decisions are normally made on the basis of consensus amongst members but may be made through a formal vote where requested or if the Chair determines that consensus cannot be reached. A proposal will be approved where more than one half of members present vote in favour of the proposal or such other proportion of members present as prescribed by any Statute or Ordinance. Voting on a motion at the meeting shall be carried out by a show of hands of all members present. The Chair shall have the casting vote. Special Resolutions are covered separately under paragraph 14.

If an urgent decision of Council is required between meetings, a decision can be taken either by correspondence or by Chair’s action.

(i) By correspondence – decisions can be taken by correspondence where, in the reasonable view of the Chair and the Secretary, (i) it is in the interests of the University that a decision is made prior to the next scheduled meeting of Council and (ii) the nature of the business does not merit the convening of an extraordinary meeting to consider it. Decisions can be taken by correspondence providing that all Council members have been consulted and a minimum of 10 have responded. The 10 members must include the Vice-Chancellor and the Chair of Council. The Secretary is responsible for the conduct of any decisions taken by correspondence, including keeping accurate records and reporting the decision to the subsequent meeting of Council.

(ii) Chair’s action - the Chair shall have delegated authority to act on behalf of the Council on any matter where, in the reasonable view of the Chair and the Secretary, (i) it is in the interests of the University that a decision is made prior to the next scheduled meeting of Council and (ii) the nature of the business does not merit the convening of an extraordinary meeting of Council to consider it and (iii) either the matter is sufficiently routine, or exceptionally there is insufficient time for a decision to be taken by correspondence. The Secretary is responsible for the conduct of any decisions taken by Chair’s action, including keeping accurate records and reporting the decision to the subsequent meeting of Council.

8. Reserved Items

Council may receive and consider reserved items, which relate to individual staff or students as set out under the provisions of Section 34 of the Statutes and are strictly confidential to members of Council.

9. Notice of motions

Any member of Council may request that a motion or a proposal be placed on the agenda for a meeting of Council by giving notice in writing to the Secretary. The Chair of Council shall have discretion to decide whether the motion shall be considered or to refer the matter to another University body or officer.

10. Confidentiality

All Council business is confidential to Council members unless marked otherwise. The contents of any papers circulated to members of Council must in no circumstances be divulged or discussed with any person who is not a member of Council without the consent of Council. It is the responsibility of each member to store and dispose of securely committee papers and other documents relating to committee business.

11. Quorum

For the purposes of these standing orders, a lay member is a member of Council who is neither a member of staff nor a student of the University. For the transaction of the business of Council, not less than 10 members must be present, a majority of whom are lay members. In the absence of a quorum, no business shall be transacted other than reports items that do not require a decision by or approval of Council. Any items for decision or approval will be deferred to another meeting.

12. Meetings and Extraordinary Meetings

Council shall usually meet at least five times a year on dates that as far as practical shall be published prior to the start of the year. Any other meeting of Council shall be an extraordinary meeting. An extraordinary meeting shall be convened with the prior agreement of the Chair. Members shall be given at least seven clear days’ notice of any meeting and the business to be transacted and papers should be circulated at the earliest convenience. Meetings may be held in-person or virtually.

13. Minutes

The minutes shall be taken by the Secretary to Council (or nominee) and shall be openly accessible with the exception of items designated as “commercial in confidence”.

14. Special Resolutions

Changes to the University Charter and Statutes shall be made by a Special Resolution of Council, which requires an affirmative vote of no fewer than three-fourths of members present as set out under the provisions of paragraphs 24 and 25 of the University Charter.

15. Standing Orders

The ruling of the Chair on the interpretation of these Standing Orders except for Chair’s Action is final. The Chair shall seek the advice of the Secretary to Council on any question of interpretation of these Standing Orders. Proposed amendments to Council Standing Orders should be submitted to the Secretary for consideration by the Council.

Approved by Council September 2020