1. Appointment of Members of Council who are not Employees or Students of the University
Section 5 (3) (d) of the University Act provides for eight members of the Council to be "appointed by the Council on the recommendation of a selection committee (which consists of the Chancellor and 6 other persons appointed by the Chancellor in accordance with guidelines determined by the Council)".
Section 5 (3) (e) of the University Act provides for one person to be co-opted and appointed by the Council if the Council so determines.
The selection committee referred to in section 5(3)(d) of the University will be constituted by the Chancellor as and when required for recommending to Council prospective members for appointment.
In the normal course the Chancellor intends that the membership of the selection committee will comprise the members of the Executive Committee. However, the Chancellor will review and vary this as required. For example, a person who would otherwise be a member of the selection committee who intends to seek reappointment to Council, must not be appointed by the Chancellor to sit on the selection committee (in light of section 5(3d) of the University Act which prohibits the selection committee from recommending any one of its number for appointment to Council).
The Chancellor intends that the selection committee will as far as practicable, be constituted of equal numbers of men and women who:
- have a commitment to education and, in particular, to higher education; and
- have an understanding of, and commitment to, the principles of equal opportunity and social justice and, in particular, to access and equity in education.
The Chancellor will also consult with the Executive Committee and seek their advice regarding the composition of the selection committee.
1.1 Process for Appointment of Members of Council
a. The selection committee must take into consideration subsection 5 (3a) of the Act which requires appointees to have a commitment to and understanding of higher education, and principles of equal opportunity and social justice, and subsection 5 (3b) which requires that at least two of the eight appointed members must have financial expertise and at least one of the eight appointed members must have commercial expertise. The selection committee must also, in accordance with section 5(3a) of the Act, "recognise that the Council is, as far as practicable, to be constituted of equal numbers of men and women".
b. The selection committee must also take into consideration other provisions relating to the composition and skills and expertise of Council as identified in the Voluntary Code of Best Practice for the Governance of Australian Universities, and in particular the requirement that appointed members must be selected on the basis of their ability to contribute to the effective working of the Council by having the required skills, knowledge and experience, an appreciation of the values of the University and its core activities of teaching and research, its independence and academic freedom and the capacity to appreciate what the external community needs from the University.
c. Under s 5(3d) of the University Act the selection committee cannot recommend one of its number for appointment. Accordingly, any member who intends to offer themselves for reappointment is not eligible to sit on the selection committee and the Council will appoint another person to replace them.
To assist with the above, members of the selection committee will be provided with the skills matrix, members profiles and register of potential members.
a. Nominations for consideration by the selection committee will be invited by the Chancellor from Council members, and other persons, at the discretion of the Chancellor.
b. Persons making nominations or nominating themselves for Council will be reminded of the criteria set down in the Act and must provide the selection committee with appropriate information about the nominee and a curriculum vitae.
c. The selection committee will consult widely as necessary to ascertain the suitability of a person nominated.
d. The selection committee will recommend eight persons for appointment by the Council and will recommend a term of office (two or four years) for each nominee.
1.2 Process for Appointment of Deputy Chancellors
Section 16(2) of the University Act provides that Council "may appoint no more than 2 Pro-Chancellors or Deputy Chancellors".
Statute 2.2: The Deputy Chancellors states:
1. The Council may from time to time appoint from among its members not more than two Deputy Chancellors;
2. The Deputy Chancellors shall hold office for four years from the date of their appointment and shall be eligible for reappointment.
3. At the request of the Chancellor, or in his absence, and subject to the Flinders University of South Australia Act 1966, it shall be lawful for a Deputy Chancellor to do any act, matter, or thing, which the Chancellor is ordinarily empowered to do.
Note that under s 18(4) of the Act, a Council member elected by other members will preside over Council meetings in the absence of the Chancellor. In the ordinary course, the Council would expect a Deputy Chancellor to be elected.
1.2.1 Council procedures
- Prior to the expiry of the term of office of a Deputy Chancellor, the Executive Committee will be asked to consider and make a recommendation to Council on the appointment of a Deputy Chancellor.
The Executive Committee will recommend to Council the person or persons it considers eligible for appointment as a Deputy Chancellor taking into account the views of Council members which can be conveyed to the University Secretary in confidence.
1.3 Provisions under the University Act
Section 5 (3d) of the Act provides that a selection committee cannot recommend one of their number for appointment.
Section 6 (5) provides that on the expiration of a term of office, a member appointed or elected to the Council is eligible for reappointment or re-election, subject to subsection (5a) which precludes, except by resolution of Council, a person from being appointed or elected as a member of Council if the appointment or election would result in the person being a member of Council for more than 12 years.
Subsection 6 (7) provides that the office of an appointed or elected member becomes vacant if the member - .
(a) dies; or
(b) completes a term of office and is not reappointed or re-elected; or
(c) does not continue in the capacity in which he or she was appointed or elected to membership of the Council; or
(d) resigns by notice in writing addressed to the Chancellor; or
(e) is removed from office by the Council under subsection 6 (6) of the Act (refer to paragraph 7 Removal from Office below); or
(f) is disqualified from managing corporations under Chapter 2D Part 2D.6 of the Corporations Act 2001 of the Commonwealth.
Section 6 (9) requires that on the office of an appointed or elected member of Council becoming vacant, a person must be appointed or elected, as the case may require, to the vacant office in accordance with the Act. Section 6 (10) states that a member appointed or elected to fill a casual vacancy in the membership of Council holds office for the balance of the term of his or her predecessor.
Section 5 (3c) states that a person appointed by the Council cannot be a student of the University or a member of its staff.
Section 6 (1) states that a member appointed by the Council will have a term of two or four years.
2. Election of Members of the Council by the Academic and Professional Staff
The procedure for elections of members of Council by the academic and professional staff is set out in the Election Procedures. The University Secretary is the Returning Officer for Council elections. The appointed day for elections is set by the University Secretary, under delegation from Council. The term of office is two years. Commencement of the Statutes Amendment (University Councils) Act 1996 Part 2 on 1 January 1997 determined that terms of office will run from the1 January to the 31 December of the following year.
3. Elected or Appointed Student Members of the Council
Section 5 (3)(h) of the University Act provides for two student members of Council, one of whom must be a post graduate student and one of whom must be an undergraduate student, to be appointed or elected to the Council in a manner determined by the Council.
Where Council determines that student members will be chosen by election, the election will conducted in accordance with Election Procedures. The appointed day for elections will be set by the University Secretary, under delegation from Council. The University Secretary is the Returning Officer. Where Council determines that the student members will be appointed, procedures will be developed in consultation with the Student Association.
The term of office for student members is two years.
4. Procedure for Appointment of Chancellor
Under Section 16 of the University Act, Council must appoint a Chancellor for a four year term on terms and conditions fixed by the Council. The Chancellor may be a member of the Council or any other appropriate person who is not an employee or student of the University.
4.1 Council procedures
a. Prior to the expiry of the term of office of the current Chancellor, Council will be asked to establish a committee to consider and make a recommendation to it on the appointment of a Chancellor. The composition of the Committee and its Chair will be determined by Council.
b. The committee will recommend to Council the person or persons it considers eligible for appointment as Chancellor taking into account the views of Council members which can be conveyed to the Chair in confidence.
c. If the committee recommends only one candidate, Council may appoint that person as Chancellor in accordance with Section 16 of the University Act.
d. If the committee recommends more than one candidate, a secret ballot will be held. The University or Council Secretary will act as Returning Officer. Each Council member will have one vote. If there is a tie between two candidates, Council members will be invited to vote for a second time. The successful candidate will be the person who gains the most votes and that person will be appointed by the Council in accordance with Section 16 of the University Act
5. Procedure for Appointment of Vice-Chancellor
Prior to the expiry of the term of appointment of the current Vice-Chancellor, the Council shall establish an Appointment Committee on the recommendation of the Chancellor. The Appointment Committee shall be responsible for recommending to Council on the appointment of a Vice-Chancellor in accordance with Section 16 of the University Act and Statute 2.3: The Vice-Chancellor.
6. Procedure for Appointment of Senior Executive Managers
The procedure for the appointment of senior executive managers will be determined by Council in accordance with Section 16 of the University Act (where relevant) and the University's Appointment Policy.
7. Removal from Office
The conditions of appointments and elections to Council are set out in Section 6 of the University Act which includes provision for Council to remove members for:
- mental or physical incapacity to carry out official duties satisfactorily;
- failing to comply with requirements in relation to attendance at Council meetings without reasonable excuse;
- conviction of an indictable offence;
- serious misconduct.
Section 6 (6a) provides that a member may only be removed for serious misconduct by a resolution passed by at least a two-thirds majority of the members of the Council.
Attendance requirements are identified in Section 4, paragraph 2.1. Serious misconduct procedures are set out below.
8. Serious Misconduct
A member may be removed from office by Council on the ground of serious misconduct (University Act Section 6 (6) (d)).
Council operates in accordance with the following guidelines in relation to serious misconduct:
- Council may resolve that the conduct of a member constitutes serious misconduct. A motion to this effect may only be proposed in a Confidential item of the Council meeting. Council may, where appropriate, seek independent advice as part of its deliberations in relation to whether the conduct of a member constitutes serious misconduct.
Council shall conduct its consideration of a serious misconduct motion in accordance with principles of natural justice. In order to give the subject of the motion time to prepare a response to it, either:
- notice of a serious misconduct motion must be given prior to the meeting; or
- notice of a serious misconduct motion may be given at a meeting, in which case the member giving notice of the motion must inform Council of the substance of the allegations of serious misconduct and must provide evidence to substantiate these allegations at the time notice is given. The subject of the motion shall then be given the right to respond to the allegations. However, the Chancellor shall allow no further discussion, and debate and resolution on the motion shall be deferred to the next regular meeting
- Once appropriate notice has been given, the serious misconduct motion shall be included as a confidential item for consideration and decision at the next regular meeting of the Council. A serious misconduct motion must be moved and seconded prior to debate on it. In proposing the motion, the mover must inform Council of the substance of the allegations of serious misconduct and must provide evidence to substantiate these allegations. If he/she fails to do so the Chancellor shall disallow the motion. If the motion is accepted by the Chancellor, the member who is the subject of the motion then has the right to put his/her case to Counci. In accordance with Section 6 (6a) of the Act the motion must have the support of a two-thirds majority of the members of the Council. The motion and the outcome of Council’s debate on it shall be recorded in a Confidential item of the minutes.
9. Induction, Professional Development and Performance Review
- Each new member of council will receive an induction briefing and will be provided with opportunities to undertake professional development as a Council member. Induction arrangements and the provision of information and support for Council members are outlined in Appendix 4.
- Every second year the Chancellor will arrange for Council to undertake a self-review process.