The Council

The Old Fire Station

The University Council is responsible for the strategic oversight of the institution’s activities, determining its future direction and ensuring compliance with its framework of governance. The scheme of delegation outlines Council responsibilities that cannot be delegated and those that it can and does delegate and to whom.

The University Statutes specify that there shall be Committees of the Council with responsibility for audit, remuneration and nominations. Council accordingly established the following standing committees:

  • Audit and Risk Committee
  • Finance and Resources Committee
  • Governance, Nominations and Ethics Committee
  • Remuneration Committee

In addition, Council has established a committee jointly with Senate, the Honorary Degrees Committee.  In other business areas, Council will appoint independent members to act as Lead Members.

Detailed information on each Committee and Lead Members can be found further down on this page.

Council Dates

2020/21

  • Friday 9 October 2020 at 1.30pm (preceded by Council Development Session at 9.30am)
  • Friday 20 November 2020 at 1.30pm*
  • Friday 22 January 2021 at 1.30pm*
  • Friday 16 April 2021 at 1.30pm (preceded by Council Development Session at 10.30am)
  • Friday 9 July 2021 at 1.30pm*

* Meeting preceded by Meet & Eat at 12.00 Noon.

Papers for consideration by the Council must reach the Secretary at least two weeks in advance of the meeting at which they are to be considered.

Council Members

Lord Keith Bradley - Chair of Council

Keith Bradley

Chair of Council, Member of Finance and Resources Committee, Member of Governance, Nominations and Ethics Committee, Member of Honorary Degrees Committee, Member of Remuneration Committee

Keith was awarded a life peerage in 2006, having served as MP for Manchester Withington from 1987 until 2005. In addition he brings a wealth of experience as a chair and a non-executive director, with positions held across a number of statutory and voluntary sector organisations, including the NHS. Key examples over the last few years include his position as a non-executive director and then Chair of the Christie Hospital NHS Foundation Trust, Chair of two NHS Mast partnerships, a board member of Pennine Care NHS Foundation, a council member of the Medical Protection Society and work as a Trustee on the Prison Reform Trust and the Centre for Mental Health. Keith also authored the Bradley report on people with mental health problems or learning disabilities in the criminal justice system, published in 2009.

Sean O'Hara - Deputy Chair of Council

Sean O'Hara

Deputy Chair of Council, Chair of the Finance and Resources Committee, Member of Finance & Resources Committee.

Sean O’Hara is Director and founder of the International Market & Business Development Group; an international strategy consultancy providing expert advice and support to companies looking to grow internationally through new market entry, joint ventures or acquisition.    

Sean has over 25 years' experience of strategic marketing and commercial leadership. He initially started his career as a graduate management trainee for the, Manchester based, Tootal Group plc. Going on to work for several multinational companies in senior sales and marketing roles, covering over 100 markets in Asia, Africa and the Middle East.    

Until recently Sean was a Director on the Group Management Board of PZ Cussons plc, the FTSE 250 listed consumer products group, based in the North West, with operations in Africa, Asia and Europe. As the International Market & Business Development Director he was responsible for identifying and developing growth opportunities in new and existing categories and market geographies, as well as shared board responsibility for; five-year strategic planning, annual budgets, and the commercial day-management of the overall business.    

In his spare time Sean enjoys; scuba diving, skiing and – now only watching – rugby and football.

Prof. Dame Sue Bailey - Independent Member

Biography under construction.

Geoff Bean - Independent Member

Geoff Bean

Chair of Audit and Risk Committee

Geoff is a Salford Alumnus both as an undergraduate and postgraduate. A Chartered Management Accountant by profession, in the private sector up to 2009 he held several senior level financial and commercial positions in international manufacturing companies in sectors including automotive, paper making equipment and for healthcare, defence, environmental and Sky Sports products. A key role was at Voith and Scapa where Geoff oversaw all financial aspects of divisions covering 24 manufacturing sites across North America, Europe and Asia, managing a large global team.          

Until 2015 in the public sector, he was a Non-Executive Director at Wrightington, Wigan and Leigh NHS Foundation Trust for eight years where he was also Chair of the Audit and Risk Committee, and was a Non-Executive Director at Harvest subsequently Your Housing Group for five years.          

He has recently become Chair of Darwen Vale Aldridge Academy, a co-opted member of One Manchester Housing’s Audit & Risk Committee, a Non-Executive Director of Contour Housing and a Board Member of Lancashire Mind, a mental health and wellbeing charity.

Dr. Tony Coombs - Independent Member

Tony Coombs

Member of Audit and Risk Committee

Tony has almost 30 years of international business leadership experience in marketing and pharmaceutical development in the pharmaceutical industries, working for companies such as Astra Zeneca and Merck Serono, and as CEO of Vifor Pharma, an international company based in Switzerland. More recently he has been extensively involved with university start up companies in biotech/healthcare. In addition, Tony has wide non-executive experience in the health and third sectors as a non-executive director and Senior Independent Director of East Cheshire NHS Trust, and as a Trustee of the Roy Castle Lung Foundation.

Phil Cusack - Independent Member

Phil Cusack

Member of Remuneration Committee

Phil was brought up in Eccles and went to school at De La Salle College in Salford.  He went on to receive his BA (Hons) in Urban and Regional Planning from Lanchester Polytechnic (now Coventry University) in 1977 and became a Chartered Town Planner, working in local government in Greater Manchester. He then moved into the private sector in senior business development roles at regional board level for major construction companies  in the North West including Amec, Wimpey Construction and Kier.    

He obtained post-graduate diplomas in Marketing and Management Studies and a Masters in Business Management from Manchester Metropolitan University and is a member of the Chartered Management Institute and the Chartered Institute of Marketing.          

Phil is Chairman of the Greater Manchester Chamber of Commerce, was President of the Chamber from 2012-2014 and has chaired its Property and Construction Group.  He developed the Greater Manchester Building of the Year award (now an annual event) and was a founder of the annual North West Construction Summit.  He is a non-executive Director of the Manchester Growth Company and a member of the Strategic Enterprise Zone Board of Manchester Airport City.  He has also been a board member of the Atlantic Gateway and the North Liverpool Urban Regeneration Partnership where he chaired the development group.

He lives in Boothstown in Salford and is keenly interested in Salford local government, local history, architecture, the built environment and music. He is a Trustee of the Manchester Jazz Festival despite being (in his own words), “a worse than useless guitarist.”

Until March 2016, Phil was Director at Capita Property and Infrastructure after ten years as a Regional Director at built environment consultants Aecom.

Garry Dowdle - Independent Member

Garry Dowdle

Member of Finance & Resources Committee

Garry Dowdle is currently the Chief Information Officer for Manchester Airports Group.  As a senior IT executive working for global organisations he has wide ranging leadership, commercial and technology experience. His skills and expertise include strategy development, large scale organisational change, mergers & acquisitions, leading geographically dispersed teams and outsourcing. He has worked in the petroleum, food, logistics and aviation sectors and has lived and worked in the United States and Europe.

Andrea Dunstan - Independent Member

Andrea Dunstan

Chair of Remuneration Committee

Andrea has held the Group HR Director position on the top team of a number of leading global organisations and FTSE companies across a range of industry sectors including pharmaceuticals, electronics, financial services, FMCG and manufacturing. Her most recent post was on the Executive of Premier Farnell PLC.

Ben Gallop - Independent Member

Ben Gallop

Member of Student Experience Committee

Ben Gallop leads the radio and digital departments within BBC Sport.  He has responsibility for bbc.co.uk/sport - which is the largest sports website in the UK, with an average weekly audience of around 20m unique users across mobile, desktop and connected TV.    

He heads up radio sport, overseeing the teams who deliver sports output for 5 Live, which is the UK’s most popular sports radio station, reaching more than 3.5m listeners every week.    

Ben was previously head of the BBC’s Formula 1 operation across all platforms.  F1 returned to BBC screens in 2009 after an absence of 12 years and established itself as one of the most popular sports on TV and online, winning a BAFTA in 2011.    

He led the BBC's Digital Olympics project, which scoped the broadcaster's editorial and technological strategy for London 2012 and resulted in record audiences for BBC Online and helped set a new benchmark for digital sports coverage.    

Ben joined the BBC in 1998, first working for BBC News before being appointed sports editor on the launch team for the BBC Sport website.  Before that Ben worked for a number of years as a journalist for BSkyB and the Press Association, having started his career in local newspapers.

Merlyn Lowther - Independent Member

Merlyn Lowther

Biography under construction.

Cllr. John Merry - Independent Member

John Merry

Member of Finance and Resources Committee

John was elected to represent Broughton ward in 1990 and, until becoming Deputy Leader in 1998, held various educational positions both within the City Council and externally, most notably as Vice Chairman of the AMA Education Committee and Chair of the Council of Local Education Authorities. John was elected to the position of Leader of Salford City Council in May 2003. Following the election of the City’s first Directly Elected Mayor in 2012 John was given responsibility for the Children & Young People portfolio and later the Skills & Work agenda. The election of the second Directly Elected Mayor in May 2016 led to his appointment as Deputy City Mayor.

Ian Moston - Independent Member

Ian Moston

Member of Audit and Risk Committee

Ian is the Executive Director of Finance and Information at Salford Royal NHS Foundation Trust. He joined the Board of Directors in May 2014 from the NHS Trust Development Authority where he was the Business Finance Director for London.    

He started his NHS career in 1991 as a Regional Financial Management Trainee and has held Finance Director positions in Primary Care, Acute and Intermediate Tier Organisations since 2005.  During this time he has worked on a number of large scale transactions including the development of a new national service for cancer treatment, organisational merger and acquisition and the development of a joint venture company to deliver commercial benefits to the NHS.    

Alongside his NHS roles Ian has significant experience from working with a number of other public, private and charitable sectors and he is currently Vice Chair of Weaver Vale Housing Trust.    

Ian has had a career long interest in Staff Development and until recently was Chair of the NW Towards Excellence Accreditation Programme and is National Chair of the HealthCare Financial Management Association (HFMA) Policy and Research Committee.

Sam Plant - independent Member

Sam Plant

Chair of Governance, Nominations and Ethics Committee, Member of Governance, Nominations and Ethics Committee and Honorary Degrees Committee.

Sam Plant was until recently Company Secretary and Director of Corporate Services of PZ Cussons Plc, the FTSE 250 listed consumer products group. PZ Cussons has operations in Africa, Asia Pacific, North America and Europe and a long-standing connection with Manchester.  Its head office is in the City and its liquid soap factory and innovation centre are in Salford, a short distance from the University.        

Sam is a solicitor with over 20 years’ experience and was responsible for providing legal advice across all of the Company’s global operations.  A founding member of the Company’s Executive Company, he was also jointly responsible for strategic planning, the delivery of change initiatives, budgeting, talent management and the day to day financial performance of the business.  He played a leading role in the Group's corporate social responsibility programme and drove its global risk management activities.        

Outside of work, Sam spends his time painting, playing tennis, providing (unpaid) taxi services to his two daughters and supporting Crystal Palace FC.

Prof. Susan Price CBE - Independent Member

Susan Price

Member of Student Experience Committee

Susan Price retired as Vice Chancellor of Leeds Beckett University in August 2015. She holds a First Class degree in Modern Languages from the University of Salford, as well as a PhD in Linguistics and an MBA. Her research interests have included Linguistics, Comparative Management and International Business Strategy. Prior to joining Leeds Beckett University in 2010, she was Acting Vice Chancellor of the University of East London and also held academic posts at the Universities of Manchester, Bradford and the West of England. She has a broad range of board experience at national and regional levels having been a member of Boards including Yorkshire Universities, the UK National Centre for Languages, Canterbury Christ Church University, the Tavistock and Portman NHS Trust, the Royal Docks Partnership, Marketing Leeds, and Leeds and Partners, the inward investment agency for Leeds and the Leeds City Region.        

Susan has also been a member of a number of policy groups on behalf of Universities UK and the Higher Education Funding Council for England, including the Leadership Foundation's diversity advisory group, the access and widening participation strategy group, the higher education public information strategy group, the Higher Education International and Europe strategic advisory board and the national steering committee for the NSS, and worked extensively with the QAA as an auditor and degree awarding powers assessor. She speaks six European languages.        

In 2016 Susan was awarded a CBE for Services to Higher Education.

Alan Roff - Independent Member

Biography under construction.

Helen Taylor - Independent Member

Helen Taylor

Member of Remuneration Committee

Helen is currently HR and Professional Services Director at the esure Group. She has operated at director level in the HR space since 1997, developing her experience in a range of commercial organisations, including Royal and Sun Alliance and the Co-Operative Banking Group. Helen has also served as a non-executive director, holding roles on the Co-Operative Management Service Company and the Yorkshire and Leeds Co-Operative Pension Fund.

Prof. Sheila Pankhurst - Nominated Academic Staff Member

Sheila Pankhurst

Professor Sheila Pankhurst joined the University in March 2017 as Dean of the School of Environment & Life Sciences.        

Sheila was previously Deputy Dean at the University of Cumbria where she has secured significant external funding for the University, and delivered strong growth in student recruitment following new curriculum development.  Prior to her role at the University of Cumbria, Sheila headed up a large and highly successful Department of Life Sciences at Anglia Ruskin University, where she grew student numbers by more than 60%.        

An accomplished and supportive leader and outside of her primary field of expertise, Sheila brings a range of experience relevant across several of our Industry Collaboration Zones. She is a member of the working group for the new National College for Nuclear and academic lead for a formal partnership with the University of Manchester’s School of Mechanical, Aerospace and Civil Engineering.        

With a long interest and strong background in zoo research and zoo biology, Sheila has published a best-selling undergraduate textbook on the subject. She continues to remain research active and strongly values the importance of a vibrant research community as fundamental to the success of a School.        

Sheila graduated from Durham University in 1982 and has a PhD in Zoology from the University of Cambridge. She holds several trusteeships and is an external examiner, a Fellow of the Royal Society of Biology and a Scientific Fellow of the Zoological Society of London.

Rik Sterken - Nominated Non-Academic Staff Member

Biography under construction.

Prof. Mike Wood - Appointed Senate Member

Biography under construction.

Temi Adebayo - Appointed Student Member

Temi Adebayo

As President of the Students' Union, Temi is the elected leader of the Union and the key
representative of the organisation to the University and to external organisations. She works as part
of the Union’s Trustee Board to lead the Students’ Union. As President, she also has an overview of
the organisation, represents students on University committees and works with the other sabbatical officers to ensure that all student voices are heard across campus. Temi was previously one of the student representatives on Council, Senate and Student Experience, Learning, Teaching & Enhancement Committee (SELTEC) during 2019/20, when she held the post of the Students’ Union Officer for Business and Law.

Adedapo Oluwalogbon Oni - Appointed Student Member

Ade Oluwalogbon

As an Officer for the School of Science, Engineering and Environment, Ade works with the School to represent the views and needs of students.  He also works as part of the Union’s Trustee Board.  Ade was previously one of the student representatives on Senate and Student Experience, Learning, Teaching and Enhancement Committee during 2019/20.

Prof. Helen Marshall - Vice-Chancellor and Ex-Officio Member

Helen Marshall

Member of Finance and Resources Committee, Remuneration Committee, Governance and Nominations Committee.

Helen Marshall is the Vice-Chancellor at the University of Salford, previously holding the position of Deputy Vice-Chancellor since July 2013.    

Helen studied Law before continuing to postgraduate research in Corporate Merger Law at the University of Birmingham. She became Glamorgan's Deputy Vice-Chancellor in 2010 and, in her time there, led on academic and business development initiatives. She has been responsible for the development of a new curriculum in creative industries, the establishment of a Centre for Financial and Professional Services and the review and renewal of the law curriculum.    

Born in Cardiff, Helen has lived in the North West for a significant period of her career. Before moving to South Wales, Helen held positions at the University of Central Lancashire and at the University of Cumbria, as well as gaining extensive experience in quality assurance through a secondment to the QAA.    

She has also led on widening participation and, before starting at Salford, was Director for the University of South Wales’ Universities Heads of the Valleys Institute (UHOVI) - a ground breaking initiative backed by the Welsh Government to provide opportunities for local people and businesses to improve skills and qualifications by making learning accessible across the Valleys region. In three years, UHOVI enrolment grew from less than 100 to more than 2200.

Council Functions and Membership

Functions

Statutes (Article 5)

The Council shall be responsible for the conduct and activities of the University and shall exercise the University's powers.

The functions and duties of the Council shall (without imposing any limitation on its general powers) include:

  • overseeing the University’s activities, determining its mission and future direction;
  • fostering an environment in which the University’s objects are achieved and providing strategic input on all material policy or other matters affecting the University (including the adoption and publication of a statement of the primary responsibilities of the Council); 
  • appointing and regulating committees of the Council; 
  • setting up within the University such departments, schools, faculties and other units of organisation and delegating to them such functions, duties and powers as it sees fit; 
  • employing staff and other contract-holders and regulating their employment;
  • ensuring that there are in place policies and procedures dealing with staff performance, discipline, dismissal and grievances, and with student discipline, complaints and academic appeals; 
  • appointing a Chancellor; 
  • appointing a Vice-Chancellor as the chief executive officer of the University, and monitoring his or her performance; 
  • appointing such office holders to have such powers as the Council may see fit; 
  • making Ordinances and Regulations for the exercise of the functions and duties of the Council acting on behalf of the University; 
  • providing facilities to carry on any activities which are necessary or desirable to enable the University to fulfil its objects; 
  • establishing and monitoring systems of control and accountability including financial and operational controls and risk assessment; and 
  • reviewing and monitoring the management of the University and its performance. 

The Council has agreed a Statement of Primary Responsibilities.

Membership

Statutes (Article 4)

The Council shall be comprised of a maximum of twenty four Council members.  The ratio of Independent Members to Internal Members on the Council shall be no lower than five Independent Members to three Internal Members. The procedure for the appointment of Independent and Internal Members shall be prescribed in Ordinances.

The Council shall elect a Chair from among the Independent Members.

Internal Members shall include:
- the Vice-Chancellor;
- a minimum of three Staff Members:

  • one appointed by the Senate;
  • one nominated from among the Academic Staff; and 
  • one nominated from among all other Staff;

Two Student Members nominated by the Students’ Union.

Code of Conduct

This Code of Conduct has been adopted by the University Council.  It applies to all members of the Council.  It also applies to staff of the University holding the following offices or appointments:

  • Members of The Executive, i.e. Registrar and Secretary
  • Chief Operating Officer
  • Heads of School
  • Executive Directors of Professional and Administrative Service
  • Other Directors/Heads of Support Services

Standing Orders

The University's Council and Senate have approved Standing Orders: Regulations for Committees.

The Standing Orders regulate arrangements for committee meetings and stipulate requirements in respect of such matters as:

  • quorum and adjournment
  • schedule and notice of meetings
  • conduct of business at meetings
  • committee papers and minutes
  • attendance at committee meetings
  • suspension of standing orders

The Standing Orders were approved by Senate and Council to apply, as appropriate, to committees established by and within the University of Salford. 

Committee Handbook containing complementary detailed guidance on the operation of University committees and incorporating these Standing Orders has been developed by the Legal and Governance Directorate in collaboration with Student and Academic Support and can be found here.

Audit and Risk Committee

Role and Business

Role

The Audit and Risk Committee is responsible to Council for adequate and effective risk management, control and governance (including ensuring the probity of the financial statements and the effective management and quality assurance of data submitted to funding bodies) and for the economy, efficiency  and effectiveness of the institution’s activities.

Business

The Audit and Risk Committee meets four times a year with the University’s internal and external auditors in attendance. Senior officers including the Executive Director of Finance attend meetings, but are not members of the Committee. At least once a year, members of the Committee meet the internal  and external auditors for discussion without officers present. The Committee considers detailed reports including recommendations for internal control, and management reports from HEFCE as they affect the University’s business and monitors adherence to regulatory requirements.

On an annual basis, the Audit and Risk Committee submits a report for approval by Council. The report covers risk management, value for money and quality assurance of data. The internal auditors also submit an annual report for consideration and approval by Audit and Risk Committee.

Secretary

Dr Martin Toner, Corporate Governance Officer (Council), Quality and Enhancement Office, Room G06, Crescent House, email: m.toner@salford.ac.uk

Dates of Meetings

2020/21

  • Tuesday 22nd September 2020
  • Thursday 29th October 2020
  • Thursday 21st January 2021
  • Tuesday 2nd March 2021
  • Thursday 10th June 2021

Terms of Reference

Purpose

To oversee and make recommendation to Council as appropriate on matters concerning risk management, control and governance (including ensuring the probity of the financial statements and the effective management and quality assurance of data submitted to funding bodies) and for the economy, efficiency and effectiveness of the institution’s activities.

Terms of Reference

1. To ensure that suitable arrangements are in place for the monitoring of the University’s:

  • risk management, control and governance arrangements
  • data submissions to funding bodies
  • promotion of value for money as set out in the Office for Students terms and conditions

and provide an opinion on the adequacy and effectiveness of these arrangements in an annual report to Council and the Vice-Chancellor.

2. To make recommendation to Council on the appointment of the external auditors, the audit fee, the provision of any non-audit services by the external auditors and any questions of resignation or dismissal of the external auditors.

3. To review with the external auditors, before the audit begins, the nature and scope of the audit.

4. To consider with the external auditors any issues arising from the interim and final audits, including a review of the management letter incorporating management responses, and any other matters the external auditors may wish to discuss (in the absence of management where necessary).

5. To consider and make recommendation to Council on the appointment and terms of engagement of the internal audit service (and the head of internal audit, if applicable), the audit fee, the provision of any non-audit services by the internal auditors and any questions of resignation or dismissal of the internal auditors.

6. To review the internal auditors’ audit risk assessment and strategy; to consider major findings of internal audit investigations and management's response; and to oversee co-ordination between the internal and external auditors. The committee will ensure that the resources made available for internal audit are sufficient to meet the institution’s needs (or make a recommendation to the Council as appropriate).

7. To review the internal auditors' annual report.

8. To monitor the implementation of agreed audit-based recommendations, from whatever source.

9. To ensure that all significant breaches of control, including but not limited to financial losses, have been properly investigated and that the internal and external auditors, and where appropriate the OfS accounting officer, have been informed.

10. To oversee the institution’s policy on fraud and irregularity, including being notified of any action taken under that policy.

11. To receive any relevant reports from the National Audit Office, Office for Students and other organisations.

12. To report annually on the performance and effectiveness of external and internal auditors, including any matters affecting their objectivity, and to recommend to Council concerning their reappointment, where appropriate.

13. To ensure, in the event of the merger or dissolution of the institution, that the necessary actions are completed, including arranging for a final set of financial statements to be completed and signed.

14. To monitor the schedule and outcome of academic reviews and audits conducted under the auspices of the Senate, with a view to avoiding duplication of effort in determining the schedule of business audits.

15. To ensure that suitable arrangements are in place for the management of health, safety and wellbeing, including consideration of relevant reports prepared by management and recommendation of adoption of such reports by Council.

16. To consider and make recommendation to Council on the approval of the annual TRAC and TRACT returns.

Membership

Appointed (up to 7)
Independent member of Council (other than the Chair of Council) 4
Co-opted members   up to 3

Total maximum of 7

Officers in attendance include: Executive Director of Finance, Registrar and Secretary and Director of Strategy

Finance and Resources Committee

Role

To consider matters concerning the effective and efficient use of physical and human resources, financial performance and sustainability and to provide assurance and make recommendations as appropriate to Council.

Secretary

Elaine Pateman Salt, Corporate Governance Manager, Quality and Enhancement Office, Room G06, Crescent House, email: e.s.patemansalt@salford.ac.uk

Dates of Meetings

2020/21

  • Friday 25th September 2020
  • Thursday 29th October 2020
  • Thursday 17th December 2020
  • Friday 19th March 2021
  • Friday 18th June 2021

Terms of Reference

Terms of Reference

1. To consider and review University financial performance, including:

  • quarterly management accounts;
  • financial key performance indicators;
  • financial impact of student recruitment and registration;
  • bank covenants.

2. To ensure compliance with all financial requirements and obligations.

3. To approve, where relevant, policy changes that do not impact strategy or financial viability (for example, staff expenses policy).

4. To consider and make recommendations to Council regarding:  

  • the Annual Finance Statement and related documents;
  • three-year budgets for the University including capital budget and associated cash flow;
  • the adoption of Financial Regulations;
  • the adoption of relevant policies not covered under Term 3 above, including Treasury Management and Investment;
  • borrowing policy, including approval of new borrowings;
  • capital expenditure plans in excess of £5 million;
  • fees chargeable by the University.

5. For Estates & Facilities, International, IT and HR

  • To consider and advise Council on the material aspects of the relevant strategic plans;
  • To monitor performance against the relevant KPIs;
  • To make recommendation to Council on all proposals for any related capital expenditure in excess of £5 million.

Membership

Ex-officio (2)
Chair of Council
Vice-Chancellor

Appointed (4)
Four independent members of Council

Co-options (2)
Up to two co-opted members

Total 9

Officers in attendance include: Registrar and Secretary, Executive Director of Finance, Director of Human Resources, Director of Estates & Facilities, Chief Information Officer and Chief Operating Officer

Governance, Nominations and Ethics Committee

Role and Business

Role

The Governance, Nominations and Ethics Committee advises Council on its membership and representation on other internal and external bodies and the operation and effectiveness of corporate governance arrangements.

Business

The Governance, Nominations and Ethics Committee advises Council on its membership and representation on other internal and external bodies and the operation and effectiveness of corporate governance arrangements. It is also responsible on behalf of Council for the University’s ethics framework.

Secretary

Dr Martin Toner, Corporate Governance Officer (Council), Quality and Enhancement Office, Room G06, Crescent House, email: m.toner@salford.ac.uk

Dates of Meetings

2020/21

  • Thursday 24th September 2020
  • Thursday 26th November 2020
  • Thursday 4th March 2021
  • Thursday 13th May 2021

Terms of Reference

Purpose

To oversee and make recommendation to Council as appropriate on matters concerning membership and representation on other internal and external bodies and the operation and effectiveness of corporate governance arrangements, including those regarding Council itself.

To develop and oversee policies, procedures, codes of practice and guidelines in relation to ethical issues.  

Terms of Reference

1. To make recommendation to Council on the operation and effective discharge of the University scheme for corporate governance and the appropriate delegation of Council’s authority.

2. To make recommendation to Council on proposed changes to the University’s Charter, Statutes and Ordinances.

3. To make recommendation to Council on developments and good practice in governance and the conduct of Council business, taking cognisance of national guidelines.

4. To make recommendation to Council in respect of the process for the appointment of a Vice- Chancellor or Acting Vice-Chancellor in accordance with Statute 3.

5. To make recommendation to Council in respect of the appointment of:

  • a Chancellor.
  • Independent Members of Council in accordance with Statute 4.
  • Internal Members of Council other than those appointed by methods prescribed in Statute 4.3.

6. To approve mechanisms to enable effective assessment of the contribution of Council members (at least annually) and to report to Council on the output from such mechanisms, including development needs.  

7. To review and monitor the membership needs of the Council and its standing committees (including the need for appropriate succession planning) and to solicit, receive and review names of potential members.

8. To make recommendation to Council on the appointment of Council representatives on other bodies.

9. To make recommendation to Council on the establishment, terms of reference, composition, membership and disestablishment of its standing committees and their standing sub-committees.

10. To consider where appropriate the removal of Council members for good reason, to enable the Chair of Council to submit motions to Council as specified in the Ordinances.

11. To monitor and report to Council on the effective operation of the Council’s standing committees and their sub-committees and time or task-limited working groups.

12.  To oversee and ensure the effective operation of the University’s whistleblowing procedure.

13.  To oversee and ensure the effective operation of the University’s activities relating to adherence to the Prevent Duty.

14. To recommend to Council appropriate mechanisms to ensure engagement and communication with internal and external stakeholders.

15. To keep under review the University’s ethics framework.

16. To ensure that institutional policies, procedures, codes of practice and guidelines take appropriate account of ethical issues and area consistent with the University’s ethics framework.

17. To ensure that Council is apprised of the effective operation of the above arrangements in support of Council’s overall responsibility for ethics governance.

18.  To approve the University’s annual Modern Slavery Act statement.

Membership

2 Ex-officio

Chair of Council

Vice-Chancellor

Up to 6 Appointed members

Officers in attendance include: Registrar and Secretary

Remuneration Committee

Role and Business

Role

The chief purpose of Remuneration Committee is to determine the remuneration of senior staff of the University.

Business

Remuneration Committee deals with senior staff salary and other remuneration matters on behalf of Council.

Secretary

Dr Martin Toner, Corporate Governance Officer (Council), Quality and Enhancement Office, Room G06, Crescent House, email: m.toner@salford.ac.uk

Dates of Meetings

2020/21

  • Monday 28th September 2020*
  • Thursday 10th December 2020
  • Thursday 4th March 2021
  • Friday 11th June 2021

* A separately convened meeting to consider the Vice-Chancellor's performance and reward is held immediately before, at which the Vice-Chancellor is not present.

Terms of Reference

Purpose

To ensure that the University has clear policies and procedures in place, approved by the governing body to ensure that the University can demonstrate the highest levels of integrity, probity and transparency in the reward and recognition of senior staff.

To determine and review the remuneration of the Vice-Chancellor in accordance with the Vice-Chancellor Reward and Recognition Framework that is predicated upon The Higher Education Code of Governance 2014.

To determine and review the remuneration of the Vice-Chancellor’s Executive Team.

To determine and review the remuneration of senior staff of the University above point 51 of the JNCHES Pay spine (i.e. ‘senior staff’).

Terms of Reference

1. Policy and Strategy

  1. To ensure that the University has a clear policy on senior staff remuneration, which aligns to the University and associated strategies.
  2. To ensure that the policy and strategies are underpinned by a firm commitment to equality, inclusion and diversity and that the effectiveness of this is kept under regular review in accordance with section 5 below.
  3. To oversee the University’s framework in relation to termination in accordance with section 4 below.
  4. To oversee the University’s framework for reward and recognition for all staff for the purposes of demonstrating the highest levels of integrity, probity and transparency.
  5. To delegate decisions regarding reward for exceptional contribution to the Vice-Chancellor and the Executive for all staff, except those for whom Remuneration Committee retains direct responsibility as detailed in section 2 below.

2. Executive Pay Determination

2.1. To determine and review, on behalf of Council, the salary and payments associated with the holding of the office of the Vice-Chancellor including; performance pay, pension and any other emoluments.*

2.2 To determine and review, on behalf of Council, the salary and payments associated with members of the University Executive other than the Vice-Chancellor as set out in the Scheme of Delegation, including; performance pay, pension and any other emoluments, for the undernoted roles:   

  1. Deputy Vice-Chancellor
  2. Registrar and Secretary
  3. Pro Vice-Chancellors
  4. Executive Director of Finance
  5. Executive Director of Human Resources and Organisational Development
  6. Chief Operating Officer

and such other roles as may be identified.

2.3 To determine whether the nationally agreed annual pay settlement will apply to members of the University Executive.

2.4 To determine and review on behalf of Council any salary and associated payments made to the Chair of Council.

3. Monitoring and Benchmarking

3.1 To consider the following factors in determining all matters detailed in sections 1 and 2 above:

  1. The overall performance of the University of Salford as measured by the institutional KPI’s and taking into consideration organisational benchmarking against recognised measures including; REF, TEF, NSS.
  2. Individual performance measured against predetermined objectives.
  3. Benchmarking against appropriate and comparable institutions and determinants including; the pre 92 group of universities, institutional income, regional variation.
  4. The business context in which the University is operating and any associated trends.
  5. The recommendations made in the annual Gender Pay Gap Report and the Equal Pay Audit.
  6. Benchmarking against the UCEA annual Senior Staff Remuneration Survey. The Chair of University Council annual Vice-Chancellor’s Salary Survey.

4. Termination

4.1 To oversee and ensure the appropriate operation of the University Guidance on Settlement agreements including settlement payments and the augmentation of pension benefits.

4.2 To oversee the implementation of the aforementioned guidance and review all settlement agreements on an annual basis.

5. Governance

5.1 To report on its activities to University Council on at least an annual basis, to ensure that it is providing the necessary level of assurance that all processes and associated decisions have been rigorous, equitable and fair and as transparent as reasonably practicable.

5.2 To review its own performance and effectiveness on a regular basis.

6. Risk Management

6.1 To review on a regular basis the risks associated with those matters considered to be the responsibility of the Committee.

6.2 To consider the public interest and the safeguarding of the use of public funds alongside the sustainability and interests of the University when reviewing all forms of payment, reward and recognition and severance within its remit.

*to be done via a separate meeting of the Committee

Membership

2 Ex-officio:

Chair of Council
Deputy Chair of Council

At least 3 Appointed Council members

Up to 2 co-opted members

Officers in attendance: Vice-Chancellor, Registrar and Secretary and Director of Human Resources

Any member of the Committee, or University staff member, whose pay or associated payments, terms and conditions are to be discussed is excluded from those discussion and this will be clearly indicated on the respective agenda prior to the meeting taking place.

Annual Remuneration Report

Insert link

Vice-Chancellor Reward and Recognition Framework

Introduction

The reward and recognition framework for the Vice-Chancellor is underpinned by the core values contained within The Higher Education Code of Governance 2018.

These include:

  • Full and transparent accounting for public funding
  • The publication of accurate and transparent information that is publicly accessible

In applying the framework, Remuneration Committee will act in accordance with the seven Nolan Principles for Public Life.

  1. Selflessness
  2. Integrity
  3. Objectivity
  4. Accountability
  5. Openness
  6. Honesty
  7. Leadership

Remuneration, Compensation and Benefits

In determining base salary, the depth, breadth and complexity of the role must be taken into consideration.

Also, in accordance with section 3.15 of the aforementioned code, sectoral benchmarking must be undertaken. This must include comparative information relating to the relevant contribution and income groups, in order to inform the appropriate determination of the quantum of base salary.

The University subscribes to the UCEA Senior staff pay survey and this data must be used to provide the primary benchmarking data. It represents the most comprehensive and reliable source of data within the sector, enabling cross intuitional comparisons to be made. The survey uses data from the October payroll and the survey is undertaken in November. Data prior to 2017 includes base pay data only, from 2017 onwards, the survey will also include the quantum of merit pay, if awarded.

The University also participates in the Chair of University Council Survey of Vice-Chancellors

Pay and this data must also be used. This survey uses a data from the 1 January each year and the survey is undertaken in December. The survey is published in the spring of the subsequent year.

The Vice-Chancellor is entitled to join one of the Universities pension schemes.

The Vice-Chancellor is not automatically entitled to receive the New JNCHES Annual pay uplift and due consideration, alongside the remuneration for all staff above point 51 on the national pay spine, will be given by Remuneration Committee, regarding its applicability for all senior leaders including the Vice-Chancellor, based on individual performance and organisational performance.

The Vice-Chancellor’s pay will be reviewed in accordance with section 5.3 of the contract of employment. This clause indicates that Remuneration Committee may review the Vice- Chancellors salary alongside the annual performance review and that any review of the salary will also take into account the performance of the University and the University’s financial position.

Payments Associated with Holding Office

All reasonable travel costs associated with holding office will be paid by the University. Where appropriate, travel costs will be paid for an accompanying family member e.g. partner or spouse. This will be in instances where the family member will be providing predetermined and agreed support to theVice-Chancellor in the promotion of the work of the University and any such costs will be agreed in advance with Remuneration Committee.

All reasonable costs associated with subsidence, occurred as a direct result of University business will be paid in accordance with the relevant financial regulations.

The office of Vice-Chancellor is not subject to residency within any wholly or partially owned University of Salford accommodation.

Honorary Degrees Committee

Role

Honorary Degrees Committee has delegated authority from Council and Senate to consider and approve nominations for the award of Honorary Degrees.

Secretary

Lynn Clarke, Quality and Enhancement Officer, Quality and Enhancement Office, Room G06, Crescent House, email: l.clarke@salford.ac.uk

Dates of Meetings

2019/20

  • Thursday 28 November 2019 at 12.00 Noon
  • Thursday 14 May 2020 at 12.00 noon

Purpose and Terms of Reference

Purpose

As a joint committee of Council and Senate, receiving delegated authority on behalf of those two bodies:

To consider candidates for the award of honorary degrees and fellowships;

To ensure that all such awards are conferred on individuals whose achievements and activities are resonant with the core values of the University;

To ensure that candidates considered and awards conferred reflect the range of academic endeavour in which the University is engaged.

Terms of Reference

1. To consider and approve candidates nominated for honorary degrees on behalf of Senate and Council.

2. To review and make recommendation to Governance, Nominations and Ethics Committee (and thereafter to Senate and Council) concerning the Regulations, including the range of honorary degrees and titles and relevant qualifying criteria.

3. To ensure that successfully nominated candidates meet the criteria as set out in the relevant regulations.

4. To consider any other matters relating to the award of honorary degrees as may be appropriate, including the rescinding of awards previously bestowed by the University.

Membership

4 Ex-officio members

  • Vice-Chancellor, Chair
  • Deputy Vice-Chancellor
  • Chair of Council
  • Deputy Chair of Council

3 Appointed Independent Council members

1 Student member of Council

1 Ex-officio Senate member

1 Appointed/Elected Senate member

Officers in attendance: Registrar and Secretary, Executive Director of Marketing & External Relations

Lead Members

About Lead Members

There are currently six Council committees - Audit and Risk Committee, Finance and Resources Committee, Governance, Nominations and Ethics Committee, Honorary Degrees Committee and Remuneration Committee.

In other business areas, including those previously dealt with by Council Committees, Council will appoint independent members to act as lead members.

What do Lead Members do?

In addition to the Committee structure outlined above, Council has authorised the appointment of Lead Members to provide it with a governance mechanism of dual assurance addressed to key business areas. Lead Members cover the key areas of responsibility for Council : Finance, Estates, Human Resources, International and Information Technology.  

On behalf of the Council, Lead Members work with relevant senior managers (eg Executive Directors, Executive Deans). Their role is not to manage the business area but to provide assurance to Council that recommendations and decisions arising from the business area are sound and evidence based, have followed appropriate processes, and are aligned to corporate strategy. To guide their dual assurance role, Lead Members are encouraged to address and challenge on such issues as:

  • To what extent are the objectives in the corporate strategy and operational plans relating to the business area being delivered?
  • Are risks sufficiently identified and mitigated?
  • Is communication between the Lead Member and the Director sufficient?

Other Council members have the opportunity to raise questions about and probe issues raised in reports of Lead Members either with the Lead Members themselves or with the relevant Executive Director. 

Who are the Lead Members

The Lead Members are as follows

Estates –  TBC

Finance – Mr I Moston

Human Resources – Ms A Dunstan

International - Mr S O'Hara

IT - Mr G Dowdle

Student Experience - Prof S Price

Queries regarding Lead Members should be directed to the Registrar and Secretary, Alison Blackburn, via email at a.j.blackburn@salford.ac.uk or by phone on 0161 295 2487.

Corporate Resources

Committee Handbook and Report Template

The University's Committee Handbook was developed for the servicing of Council, Senate and their committees and, where applicable, other committees across the institution. 

The Handbook is reviewed and updated annually and is published here as a guide to standard practice for use by all University staff servicing committees.  The Handbook will also be of interest to committee chairs and other members, providing guidance on:

  • roles and characteristics of committee members
  • publication and openness
  • information for new committee members
  • timetable of work: before, at and after meetings
  • handing over to a new committee secretary
  • committee self-evaluation

The Handbook provides exemplar committee documents to illustrate the house style for preparing papers and includes templates for reports to standardise presentation and coverage of key details. Authors of papers for institutional committees are expected to use the appropriate report template.

The Handbook supports staff implementing the Schemes of Academic Governance and Corporate Governance and incorporates the Standing Orders. These Standing Orders regulate the management of committee business and shall apply, as appropriate, to committees established by and within the University of Salford.   

Download the Committee Handbook

If you have queries regarding the Handbook or which to discuss staff training needs in respect of committee servicing please contact Martin Toner (m.toner@salford.ac.uk) Legal  & Governance Directorate, in the first instance.

Download the Committee Handbook: A Brief Guide for Secretaries

A handy reference guide for committee secretaries, containing all the information needed to service a meeting.

Download the Standing Orders

NB These are included in the Committee Handbook but are available here as a freestanding document suitable for distribution to committee members.

Report Templates

  • Executive Report Template (for the VC's Executive Team or University Management Team) -  contact Elaine Pateman Salt, Quality and Enhancement Office
  • Council Report Template (for Council and its committees) - contact Martin Toner, Quality and Enhancement Office
  • Senate Report Template (for Senate and its standing committees) - contact Alison Jones, Quality & Enhancement Office

Resources for Council Members

External Publications

The following guides are published by Leadership Foundation for Higher Education/ Committee of University Chairs (CUC) (PDF files – require Adobe Reader):

The following Guide is published by the Committee of University Chairs and available through the HEFCE website:

The following ECU publication is aimed directly at Governors.

UCEA Publication: Health and Safety at Work:

Link to Times Higher Education website:

UUK Publication: 'Quality and Standards in UK Universities: A guide to how the system works":

HEFCE Publications

Leadership Foundation for HE Governance website

HEFCE

Higher Education Policy Institute - Policy Briefings