Governance

Statement on Governance

The following statement is provided to enable readers to obtain an understanding of the college's governance and legal structure.

The University College endeavours to conduct its business in accordance with accepted standards of behaviour in public life which embrace selflessness, integrity, objectivity, accountability, openness, honesty and leadership, with the guidance to institutions of higher education provided by the Committee of University Chairmen in its Guide for Members of HE Governing Bodies in the UK and with the Governance Code of Practice contained in that Guide.

The University College is a charitable unincorporated body regulated by a Scheme of the Charity Commissioners in 1988 and established as a higher education institution under the terms of the Education Reform Act 1988 and the Further and Higher Education Act 1992. Its latest objects, powers and framework of governance are set out in the instrument and articles of government approved by the Privy Council in 2001.

The articles require the University College to have a governing body and an academic board, each with clearly defined functions and responsibilities, to oversee and manage its activities.

• The Board of Governors is the executive governing body, responsible for matters including the finance, property and staffing of the institution. It is specifically required to determine the educational character and mission of the institution and to set its general strategic direction.
  
  The governing body has a majority of independent members, chosen in accordance with strict criteria contained in the legislation. The chair is elected from among the independent members. There is also provision for the appointment of co-opted members, and representatives of the academic staff and students. No members of the governing body receive any reimbursement for the work they do for that body.
• Subject to the overall responsibility of the governing body, the Academic Board has oversight of the academic affairs of the institution and draws its membership largely from the staff and the students of the institution. It is particularly concerned with general issues relating to the learning and teaching, reach-out and research work of the institution.

The Principal and Chief Executive Officer is the head of the University College and has a general responsibility to the governing body for the organisation, direction and management of the institution. Under the terms of the formal financial memorandum between the University College and the Higher Education Funding Council for England, the head of the institution is the accounting officer and in that capacity can be summoned to appear before the Public Accounts Committee of the House of Commons.

Although the governing body meets at least four times each academic year, much of its detailed work is initially handled by committees, in particular the audit committee, finance and general purposes committee, staffing committee, nominations committee and remuneration committee. The decisions of these committees are formally reported to the governing body.

A significant proportion of the membership of these committees consists of independent and co-opted members of the governing body. Co-opted student and staff members may also be eligible to serve on some of these committees, subject to the provisions of the articles. The chairs are normally selected from the co-opted and independent members.

As chief executive, the Principal and Chief Executive Officer exercises considerable influence upon the development of institutional strategy and the identification and planning of new developments. Other senior academic and administrative officers all contribute in various ways to these activities, but the ultimate responsibility for what is done rests with the governing body.

The institution maintains a register of interests of members of the governing body [and senior officers] which may be consulted by arrangement with the Clerk to the Governors.

In accordance with the articles of government, the University College's Director of Corporate Affairs has been appointed as clerk to the governing body. In that capacity, he provides independent advice on matters of governance to all members of the governing body.

The Board of Governors has adopted a statement of primary responsibilities in which the major activities it covers are described in further detail. The Board of Governors has also established key performance indicators with which it monitors the performance of the University College. The main performance indicators are described below.

The Board of Governors has established a Governance Review Group that has conducted a number of reviews of the Board's performance in the period 1999-2006. The last of these involved boardroom practice and was considered by the Board at its meeting in December 2005. The review identified a number of minor areas where the presentation and consideration of matters presented to the Board could be improved and these have since been addressed.

A statement on the University College's annual governance arrangements can be found in the report and Financial Statements, a copy of which may be obtained on application to the Clerk to the Governors.