Secretariat 

Committee Secretary and University Secretary : Ian Callaghan, email i.callaghan@uea.ac.uk 

Interim Director of Governance & Assurance, Minutes Secretary: Rob Bloomer, email r.bloomer@uea.ac.uk 

Governance Administrator : Rebecca Phillips, email rebecca.phillips@uea.ac.uk

 

Contacts for Apologies:

Ian Callaghan:  email i.callaghan@uea.ac.uk 

Rob Bloomer, email r.bloomer@uea.ac.uk 

Rebecca Phillips: email rebecca.phillips@uea.ac.uk

Membership

The Chair of the Council - Dr Sally Howes (2024)

The Treasurer - Simon George (2025)

The Deputy Chair of Council & Independent Member - Jeremy Clayton (2025)

The Vice-Chancellor and President - Professor David Maguire 

Provost and Deputy Vice-Chancellor - Professor Christine Bovis-Cnossen 

Interim Pro-Vice-Chancellor (R&I) - Professor Brian Reid 

The Senior Independent Member of Council - Dr Andy Wood (2026)

Independent Members - David Hansom (2026), Prof Lu-Yun Lian (2025), Gillian Maclean (2025),  Thomas Mather (2025), Bill McCluggage (2026), Dr Jonathan Paine (2024), Francis Tengenesha (2025), Jeanette Wheeler (2025)

Members appointed by the Senate - Professor Laura Camfield (2025) & Dr Usha Sundaram (2024)

Members appointed by the Support Staff - Kristopher Harper-Allison (2024)

Two UEASU Student Nominees  - Taylor Sounes (2024) & Serene Shibli-Sexton (2024)

 

Secretary - Chief Resource Officer, Secretary to Council and University Secretary - Ian Callaghan 

Minutes - Interim Director of Governance and Assurance - Rob Bloomer

Council Statement of Primary Responsibilities 

The object of the University is, for the public benefit, the advancement of education and research. (UEA Charter) 

There shall be a Council of the University. The Council shall be the executive governing body of the University and shall act in a way that promotes the University’s interests. (UEA Charter) 

In 2022/23 Council has 19 members, rising to 20 with effect from 1.1.23.  There are 11 independent members, rising to 12 with effect from 1.1.23, and 8 other members who are University staff or students.  

You can see the changes in the Table which shows the CUC wording with edits to reflect UEA Statutes and Ordinances.

Statute 2 The Functions of the Council

2.1 The Council’s functions shall be to:

2.1.1 be ultimately responsible for the affairs of the University;

2.1.2 approve the mission and vision of the University, its long-term plans and annual budgets;

2.1.3 ensure the establishment and monitoring of systems for the effective management of, and control of and accountability for the University’s affairs, property and finances and to monitor institutional performance;

2.1.4 subject to the provisions of the Charter, add to, amend or revoke the provisions of the Charter and Statutes;

2.1.5 make, revoke or amend such Ordinances as are required by the Charter or Statutes or as may otherwise be necessary for the conduct of the affairs of the University and consistent with the Charter and Statutes.

2.1.6 appoint the Vice-Chancellor and to determine the terms and conditions of that appointment.

2.1.7 dismiss the Vice-Chancellor and to determine the process through which that may take place.

2.1.8 appoint an auditor or auditors.

2.1.9 adopt the annual financial statements.

Ordinance 5 – The Council and its Committees

Membership

1. The membership of Council shall always have a majority of independent members (Statute 1) and shall not exceed 25 members in total.  For the purposes of this statement the following shall be members of Council but shall not be regarded as independent members: the Vice-Chancellor, the Provost, Pro-Vice-Chancellor Research and Innovation, two members of staff appointed following an election by Senate members from a constituency that includes all academic and academic related staff (of which at least one shall be a member of academic staff), one member of the support staff elected by those staff, two students nominated by the executive of the Students Union.

2. Council is the appointing authority in relation to any member (other than the Vice-Chancellor, Provost or Pro-Vice-Chancellor Research and Innovation) and must approve the appointment of any prospective members put forward by nomination or election arrangements.

3. All members of Council will be given appropriate induction on appointment.

4. All Council members shall adhere to the principles of public interest. 

5. Council will appoint, from amongst its independent members, the Chair, the Deputy Chair, and Treasurer and Senior Independent Member.

6. Members of the Executive Team, who are not Council members, can be invited to attend Council meetings and when present attend with full speaking rights. The invitation may extend to whole or parts of Council meetings. They assist Council in its understanding of matters before it and proffer advice.  They do not have a vote, and care has to be taken, particularly when the views of Council are being summarised by the Chair, that undue weight is not given to the views of the Executive Team overall because of their presence in numbers.

Meetings

7. There shall be at least six ordinary meetings of the Council in each academic year, including an extended meeting to review and discuss strategy and opportunity and risk management. The timing of these meetings will be approved by Council. Council may agree additional ordinary meetings subject to at least seven days’ notice being given for such meetings. Extraordinary meetings may be summoned by the Chair. At least fourteen days’ notice shall be given for Extraordinary meetings together with information as to the items to be discussed. It will not be necessary to circulate all papers at the time the notice of the meeting is given. 

8. By exception, meetings of Council may be held virtually online.

Agendas

9. The Agenda for any meeting will include such items as may be determined appropriate by the University Secretary, the Vice-Chancellor or the Chair of Council, or such items as have been requested by Council. Agenda and papers should normally be made available seven days before each meeting.

Quorum

10. The quorum shall be one-third (rounded up to the nearest whole number) of the current members provided always that there is at least one-third (rounded up to the nearest whole number) of the current independent members present. In the event that the independent members present at the meeting do not constitute a majority, then a majority of the independent members present shall be able to require, before or immediately after a decision is taken, that a decision is deferred until the next meeting or will not take effect until and unless it is ratified at that meeting.

Conduct of Business

11. The conduct of business shall be directed by the Chair of the meeting and the Chair’s ruling on any point shall be final. All motions except those from the Chair, must be seconded before being put to the meeting. The Chair will normally summarise the consensus in the meeting and if there is no dissent the matter will be deemed to be Resolved. If the Chair considers it appropriate, or there is a request for a vote, such vote will take place by show of hands.  In the absence of the Chair at a meeting of Council, the Deputy Chair will preside, and in the absence of the Deputy Chair, a Chair will be elected for the meeting.

Declaration of Interest

12.     Council members are required to complete a register of their interests on appointment, which will be publicly available and update this annually.

13.   A member of Council who has a pecuniary, family or other personal interest, whether or not in common with others, in any matter under discussion at any meeting at which they are present and which they perceive may result in a conflict of interest shall declare that interest at the meeting.  If a conflict is identified they will be asked to withdraw from that part of the meeting, and this will be minuted.  

A member who wishes to record in advance that they have interests or perceive that they may have interests that would make a declaration  necessary may do so by notifying the University Secretary of the interest; the University Secretary will inform the Chair of Council.  If a conflict is identified the member will be asked to leave the meeting for that item and this and this will be minuted.

Committees

14.   Council shall establish standing or ad hoc committees as it considers appropriate and delegate to such committees such powers and duties as it shall think fit.  All members of committees shall hold office for three years subject to, in the case of a serving member of Council, their continued membership of Council. Every committee of Council shall have power to appoint sub committees and to delegate to such sub committees such of its powers and duties as the board or committee shall think fit.  

15.   Council may take any decision which is within the powers and duties it has delegated to a committee where it thinks fit to do so. 

16.   Where Council has not determined the matter, the filling of vacancies in the membership of committees will be determined by the Governance Committee.

17.   The provisions of clauses 9-12, 22-26 and 27 of this Ordinance will apply to committees of Council and any references to Council shall be deemed to be references to the committee in question;

18.   The quorum for committees will be one-third of current members rounded up to the nearest whole number.

The Common Seal

19.   Where the execution of any contract or document has been approved by Council, or has been approved in accordance with delegated authority from Council, or is deemed by the University Secretary as being necessary to implement decisions taken by Council or decisions taken in accordance with powers delegated by Council, the Seal shall be affixed and witnessed by the University Secretary and the Vice-Chancellor or the Provost or the Pro Vice-Chancellor Research & Innovation. In the absence of the University Secretary, the seal may be witnessed by the Vice-Chancellor and the Provost or the Pro Vice-Chancellor Research & Innovation or the Chief Operating Officer.

20.   The University Secretary shall keep a Sealing register recording the particulars of the document sealed, the date of sealing and the identity of the person witnessing affixing of seal.

21.   The use of the Seal shall be reported to the Council at the Ordinary meeting next following such use.

22.   In every case where the Seal has been used and the instrument has been signed or purports to have been signed in good faith and in accordance with these regulations then the instrument shall be binding in favour of any third party and shall not be affected or varied in any way by any irregularity of procedure or any failure to comply with the terms of these regulations.

Confidentiality and Reserved Business

23.   Where there is good reason for papers to be confidential and/or to remain confidential after the meeting for a period of time the paper will be clearly marked as such.  Council will determine whether the paper will remain confidential after the meeting and for what period of time, normally on the recommendation of the paper’s author.  Circumstances where confidentiality is important could include where commercial issues are involved, where the reputation of the University, any of its ventures or any of its partners could be at risk, or where sensitive issues affect identifiable individuals.  However, Council wishes to make as much information as possible open and reports should be constructed so that sensible redactions can easily be made to enable the bulk of material to be published more quickly.

24.   If it is proposed that the minute of any discussion should remain confidential for a period of time after the meeting that will be approved by Council, normally on the basis of a recommendation provided in the report. 

25.   Council has determined that the amount of reserved business should be kept to a minimum and normally only be in circumstances where sensitive issues affect identifiable staff or students whether as individuals or groups.

26.  Members have personal responsibility for safeguarding the confidentiality of reports and Council discussions in accordance with this Ordinance, and for the safekeeping and safe disposal of papers.

Chair’s Action

27.   In the case of business requiring urgent attention between meetings, the Chair of Council, shall, when it is their opinion that it is not practical or proportionate to call an extraordinary meeting, have delegated authority to exercise the powers and functions of Council, subject always to the provisions of the Charter and Statutes. The exercise of such delegated authority will be reported to a subsequent meeting of Council but will not require ratification.

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