The Council Standing Orders 1. Powers of the Council The powers and responsibilities of the Council shall be as set out in the Charter and in Statutes 10 and Ordinances 4 and 6. The Council has agreed to adopt the following Statement of Primary Responsibilities, stating that in addition to its responsibilities given by the Charter, Statutes and Ordinances, the Council is responsible for: (ii) (iii) (iv) (v) (vi) (vii) (viii) approving the mission of the University and ensuring that it meets the interests of groups who can affect or who are affected by the achievement of the mission; stimulating, challenging, evaluating and endorsing strategies to deliver the University s objectives on an ongoing and financially viable basis; ensuring that there are in place appropriate arrangements for the management of the University, particularly through the appointment of the Vice-Chancellor and the members of the senior management team; ensuring that there are appropriate systems of audit control and accountability; approving the principal policies of the University (particularly in the areas of finance, estates and human resources) on the recommendations of its subcommittees, and ensuring that there is an ethical policy framework consistent with the University s Charter and Statutes and mission; making such provision as it thinks fit for the general welfare of students, in consultation with the Senate; ensuring that there is full and appropriate consultation on major issues with internal and external groups with an interest in the University especially the students, staff, alumni, employers, local, regional and national bodies and active communication and consultation with Court and Senate; monitoring the University s performance and effectiveness against its objectives through the use of key performance indicators (KPIs) and benchmarking. The Council also regularly reviews it own effectiveness in facilitating the institutional performance. The Council recognises the key role of the Senate as the University s primary academic authority, responsible for academic strategy, teaching and research. The academic plans which support the achievement of the University s objectives are the Senate s business, but must also conform to the overall University strategy. The associated academic considerations may also have financial, physical and personnel elements which are the responsibility of Council. If the academic decisions of Senate carry significant resource implications of any sort, the approval of Council will also be required. The statement of primary responsibilities does not displace or take precedence over Charter and Statutes which should be regarded as the primary source for constitutional matters.
2. Delegation of Powers Without prejudice to the power under Ordinance 6 the Council may delegate to committees or officers, subject to confirmation by the Council, matters for decision. These shall be recorded in a schedule of delegation which shall be approved by the Council and subsequently amended as required. The Pro-Chancellor is empowered to act on behalf of the Council, co-opting or consulting with other members as necessary, between meetings provided that it be understood that matters of significance for the future financial or academic welfare of the university, or that establish new principles, shall be the subject of discussions at a meeting or a special meeting. Any action taken under these powers shall be reported to the next ordinary meeting of the Council. 3. Membership of the Council The membership and periods of office of the Council shall be as set out in Statute 9 and Ordinance 3. The Pro-Chancellor is the chairperson of Council. Deputy Pro-Chancellors are deputy chairpersons of Council in order of longest serving. The chairpersons of the key Council Committees (Finance and General Purposes, Audit, Estates, Redundancy) should normally be appointed by Council on the recommendation of the Nominations Committee from within the existing lay membership of Council. Every member of Council should, if possible, sit on at least one sub-committee of Council. The Deputy Pro-Chancellors should be elected from among the independent members by all members of Council in a secret ballot. The term of office of a Deputy Pro-Chancellor should be three years, renewable once. The term of office of the Pro-Chancellor should be for up to five years, renewable for one further period of up to five years 4. Membership of the Committee of the Council The membership shall consist of all members of the Council, other than students. The following classes of reserved business shall be transacted: (ii) matters of appointment, promotion, dismissal, and the duties, remuneration and terms and condition of office, of any officer or class of officer, of any employee, and of the dependants of such persons; matters in which named students are concerned. The Chairperson reserves the right to determine which items of business may be deemed reserved. The meeting of the Committee of the Council shall immediately follow or precede that of the Council.
5. Attendance at meetings of the Council The following persons may attend meetings: (a) (b) (c) (d) ex officio members of Council; appointed members of Council; officers of the university invited by the Chief Administrative Officer and Secretary or his/her named deputy to be present; the press officer and LUSU Vice-President Campaigns and Communications, provided that: business which is declared restricted or confidential shall not be reported; (ii) the factual accuracy of any reports of a statement is checked with the person who made it. The chairperson has the power to ask members or officers in attendance to withdraw if their presence at a discussion is not appropriate. Members are expected to physically attend meetings of the Council. The chairperson may agree, in exceptional cases, to allow attendance via video conference or similar method. 6. Attendance at meetings of the Committee of Council Attendance at meetings of the Committee of the Council is restricted to all members of the Council other than students, and the officers of the University deemed relevant by the Chief Administrative Officer and Secretary and the Chairperson. 7. Quorum The quorum for Council meetings shall consist of eleven persons, of whom at least six should be lay members. No business shall be transacted unless such a quorum is satisfied other than the adjournment of the meeting. In such a case the Chair shall appoint a date, time and place at which the meeting will be reconvened. At least three days notice of the calling of the adjourned meeting shall be given. 8. Declarations of Interest All members of Council are required to make annual declarations of interests in accordance with the Role of the Member of Council (SEC/2010/2/0821). In addition, the Chairperson will ask at each meeting for any specific declarations relating to the agenda. In relation to discussions about particular pay and remuneration within the University, the following processes will be followed. All members may participate in the discussion although individual members may exercise their discretion to leave the room if at any time they feel that they are experiencing a conflict of interest.
(ii) (iii) The Chairperson of the Council has the discretion, should good corporate governance in his or her view demand this, to require any member(s) to leave the room during the course of discussion. Members with a potential conflict of interest (that is all staff members for matters of pay and independent members for matters of remuneration) should withdraw when any decision is made or any vote taken in relation to this item. These procedures will not apply in cases of discussions of principle in relation to pay and remuneration. 9. Meetings The Council shall normally meet on six occasions in each academic year, on the dates set out in the University s timetable of meetings. Special meetings may be called by and on the authority of the Pro-Chancellor, the Vice- Chancellor or the Chief Administrative Officer and Secretary, or at the request in writing of six appointed members of the Council. A notice of such a meeting shall be sent out to all members at least ten days in advance of the date of such a meeting, together with an indication of the nature of the business to be transacted. In all cases the Council shall be ultimately accountable and shall accept corporate responsibility. 10. The business of the Council The business of the Council should be notified to the Chief Administrative Officer and Secretary or his/her named deputy at least twenty working days before the meeting of the Council, together with any supporting papers. The agenda shall be divided into the following categories: (a) (b) items for discussion and/or approval; items to receive. Items to Receive may only be discussed if notice is given at least twenty-four hours before the start of the meeting to the clerk to the Council or his/her named deputy. Late items will not normally be accepted, and the chairperson s ruling on such acceptance is final. No item which is substantially the same as one which has been dealt with during the preceding six months shall be discussed, unless the Council or its chairperson agrees otherwise.
11. Restricted business With the agreement of the Chairperson, certain items of business may be declared to be restricted. Such items, and any accompanying papers, shall be so indicated on the Agenda and shall not be made available to anyone other than members of the Council either before or after the meeting at which they are considered. Other papers submitted to any meeting of the Council shall not be divulged or disclosed to anyone who is not a member of the Council prior to the meeting. 12. The papers of the Council All committees of the Council must submit report on items that concern its business even if the committee has the power under Ordinance 6 to make decisions without requirement of ratification. A written report of the meetings of the Senate shall be submitted to the Council. The minutes of the meetings of the Council shall be sent to members as soon as possible after the meeting, subject to confirmation of them at the next meeting. Late items of business, unless signalled in the original agenda as being to follow, will normally be refused by the Chief Administrative Officer and Secretary, subject to an appeal to the chairperson. Persons writing papers for the Council are required to ensure they are concise but selfexplanatory, and set out clearly the options or proposals on which Council is asked to decide. 13. Procedure for conduct of meetings of the Council The order in which the business of a meeting shall be conducted shall be that set out in the circulated agenda unless the Council agrees to vary the order. No vote shall be taken, and no decision reached, on an item which is not part of the circulated agenda unless the chairperson accepts an item as urgent business. Except where otherwise specified motions and amendments shall be determined by the majority of members present and voting. There shall be no casting vote allowed to the Chairperson and in the case of the voting being equal, the motion shall be lost. Voting shall be by show of hands unless any member requests a ballot which shall be taken if supported by a majority of members present in such manner as the Chairperson shall direct. The number of members voting for and against an item of business shall, on the request of any member, be recorded in the minutes. The name of any member voting for or against an item of business or abstaining from voting shall, on the request of that member, be recorded in the minutes.
At any time in the course of a discussion, a member may speak to a point of order, and the discussion shall be suspended until the point of order has been decided by the Chairperson. The following procedural motions shall have priority (in the order given) over other motions: (ii) (iii) (iv) (v) (vi) (vii) a motion that the question now be put; a motion that the question be not put; a motion that the question now be put shall not be accepted, however, until six members have spoken on the motion or amendment in question. When such a motion is proposed and seconded it shall be put to a vote without discussion. If it is carried, the proposer of the motion or amendment in question shall have a right of reply before it in turn is put to a vote; amendments to motions shall be determined before the principal motion is put; where an amendment is carried the principal motion shall stand for determination in its amended form (without prejudice to further amendment) and shall become the motion upon which further amendment may be moved; amendments to a principal motion shall be taken in the order in which they are proposed; when all amendments have been disposed of, the principal motion, in its finally amended form, shall be taken as the substantive and conclusive motion. Proposers of motions, or principal speakers, will be asked to speak initially for no more than five minutes: if a fuller presentation is required, the chairperson s agreement shall be sought in advance of the meeting. Speakers from the floor are asked to limit their comments to a maximum of three minutes. When speaking, a member shall address the Chairperson. All participants are expected to avoid needless repetition of points already made. 14. Chairperson s powers The ruling of the chairperson as to the construction or application of any of these standing orders or on points of order or information shall be upheld. If a motion to challenge the ruling is put by a member and seconded by another, such a motion shall only be successful if passed by at least two-thirds of the members of the Council present and voting. If at a meeting a member or members misconduct themselves by persistently disregarding the ruling of the chairperson or by wilfully obstructing the business of the meeting, the chairperson may ask the person or persons to leave the meeting. In the case of further disorder, which on the ruling of the chairperson renders the due and orderly dispatch of business impracticable, the chairperson has the authority to adjourn the meeting for such period as he/she considers expedient.
15. Disqualification of members of Council Members will automatically be disqualified from serving on Council and its committees if they are disqualified from acting as a charity trustee in accordance with the Charity Act 1993. Failure to attend any meeting of Council or one of its committees for a period of six months will also result in automatic disqualification unless mitigating circumstances have been notified to, and accepted by, the Chief Administrative Officer and Secretary. No person shall be removed from Council unless he or she shall have been given a reasonable opportunity to have been heard in person by the Committee of Council, with legal or other representation if he or she so wishes. Members of the Council may be removed from office for good cause in accordance with Statute 9.3. 16. Standing Orders of the Council Sections of these Standing Orders which do not embody clauses of the Charter or Statutes may be revoked, amended or added to the Council provided that the terms of the proposed alteration shall be circulated to members in the notice of business and that the proposed alteration is approved by more than half the total membership of the Council, whether present or not. Sections of the Standing Orders which do not embody clauses of the Charter and Statutes may be suspended for a specified item of business by a vote of at least threequarters of the members present and voting. Standing Orders shall again apply immediately the specified item has been completed.