Council governance
Standing Orders
Legislative background
1 The Further and Higher Education (Scotland) Act 2005 established the Scottish Further and Higher Education Funding Council.
2 Schedule 1 of the Act makes provision for the constitution of the Council and for certain administrative and other matters with respect to the Council. It contains provisions detailing the status, membership, structure, and proceedings of the Council. Where not referred to below, relevant legislative provisions are included in an annex to these Standing Orders.
3 The Council approved this version of its Standing Orders at its meeting on 3 October 2005. The Council’s Standing Orders will be reviewed by the Council on an annual basis.
Membership of the Council
4 As set out in Schedule 1 [section 2(1)] the Council is to consist of the following members:
- the person holding the post of chief executive;
- a person appointed by the Scottish Ministers to chair meetings of the Council (the "chairing member"); and
- no fewer than 11 nor more than 14 other members appointed by the Scottish Ministers.
Proceedings of the Council
5 The legislation governing the Council states that it may regulate its own procedure (including any quorum) [section 10(1)] and that the validity of any proceedings of the Council is not affected by a vacancy in membership or by any defect in the appointment of a member [section 10(2)].
Quorum
6 The quorum for a Council meeting is eight members. However, when not quorate the members present may decide to proceed with a meeting at which items on the agenda are considered and any recommendations reached are put to the next Council meeting for decision.
Role of the Chair in Council meetings
7 It is the role of the Chair to see that Council business is conducted in an orderly fashion and to ensure that members obtain a fair hearing. Members wishing to speak shall do so through the Chair.
8 The Chair is also responsible for leading the meeting to reach decisions. The Council will normally make decisions on the basis of agreement by consensus, but where the Chair believes it to be in the interest of the progress of a debate, or where it is proposed and seconded by two members present, the Clerk may be asked to count and record a vote by a show of hands.
Collective responsibility
9 Council members should be encouraged to express any differing views within the Council’s internal decision-making process. In the event that a member has a reservation regarding a particular decision, they may ask for their dissent to be formally recorded in the minute. Once a decision has been reached, all members should support it.
Nomination of a Vice-Chair
10 The Chair may nominate a Vice-Chair to act as deputy in the absence of the Chair at Council meetings. This nomination will be subject to the approval of the Council.
Chief Executive
11 The Chief Executive’s responsibilities as a NDPB Accounting Officer include ensuring that appropriate advice is offered to the Council. In the event that the Council is contemplating a course of action that would infringe the requirements of financial propriety and regularity or the Accounting Officer’s wider responsibilities for economy, efficiency and effectiveness, then it is his or her duty to draw this to the attention of the Council.
Secretary to the Council
12 The Secretary to the Council will advise the Chair on the conduct of Council business and agenda planning. The Secretary will also advise Council members on formal matters relating to the Council.
Conflict of interest
13 All members are required to complete a register of interests on appointment. Members must notify the Clerk when any changes to this need to be made. Members’ registers of interests will be made publicly available on our website.
14 If any member has, or could be perceived to have, an interest in a matter that is being considered by the Council, then it is their duty to declare that interest at the start of the meeting or as soon as they become aware of it, whether or not that interest has already been recorded in their register of interests. This declaration will be recorded in the minutes by the Clerk. The member must decide, taking advice from the Chair, whether they should:
- remain in the meeting and participate fully;
- remain in the meeting but make no contribution; or
- withdraw from the meeting for the discussion of, and any decision on, the relevant item.
The Chair may, in any event, ask a member to leave the meeting if s/he thinks it is appropriate.
15 Whilst individual members have a responsibility to consider their position with regard to conflict of interest, prior to the meeting the Clerk will consider the agenda in the context of the register of members’ interests and advise the Chair accordingly.
Attendance at meetings
Staff of the Council’s executive
16 The Secretary to the Council and the other Directors of the Council’s executive will normally attend Council meetings and may have a role in introducing papers, providing clarification, and contributing to discussions. The Clerk to the Council and a representative of the Communications Team will also normally attend.
17 In addition, other members of staff of the Council’s executive may attend meetings as required for agenda items for which they are presenting information, to be available to respond to questions on matters arising from papers, to hear the debate where the Council’s discussion will inform their work, or as part of their on-going professional development.
Observers and representatives of the Scottish Ministers
18 Observers may be invited to attend Council meetings. They may, with the permission of the Chair, speak and contribute to discussions, but may not take part in Council decisions. A representative of the Scottish Ministers is entitled to participate in any deliberations (but not in decisions) at meetings of the Council or of any committee of the Council.
Timing of meetings
Scheduled (or ordinary) meetings
19 The Council will meet on an appropriate number of occasions in a year to carry out its duties effectively. This will normally be nine occasions.
20 The schedule of meetings for each year will be agreed by the Council in the previous year, following consultation with the Chair by the Clerk.
Extra (or special) meetings
21 At the request of the Chair, the Clerk may convene a special meeting of the Council to deal with business that will not wait until the next ordinary meeting. A special meeting may also be convened in response to a written request to the Chair from a minimum of five members of the Council specifying the business to be transacted and confirming why it can not wait until the next ordinary meeting.
Agenda and papers
Agenda items
22 Any member can, by contacting the Secretary to the Council, suggest items of business. The agenda and designation of business will be decided by the Chair.
23 Items for endorsement or for noting will be starred (*) on the agenda and the Chair will ask at the start of the meeting whether members wish to discuss any of the starred items. (Members should notify the Secretary to the Council of this wish in advance of the meeting.) Unless members specifically ask to discuss these items, the Chair will assume that they have been endorsed or noted.
Distribution of agenda and papers
24 The agenda of business and accompanying papers will normally be distributed no later than one week before a scheduled meeting of the Council.
Freedom of Information
Publishing papers
- Council agendas, papers, and minutes will be published routinely and promptly on the Council’s website (Council papers) and otherwise made available outside the Council on request.
Disclosure status
26 In some cases, particular documents may be subject to disclosure restrictions under the terms of the Freedom of Information (Scotland) Act 2002. Where this applies, the particular exemption(s) will be stated.
27 The Council will decide at the meeting which of its papers, if any, will be non-disclosable or disclosable in edited form.
Procedure for urgent action
28 As stated in paragraph 21 above, a special meeting of the Council may be convened to deal with business that will not wait until the next ordinary meeting. Alternatively, where it is necessary for decisions normally requiring the approval of the Council to be taken in the period between Council meetings, the Chair may take appropriate action. Normally this will be authorising urgent action by the Chief Executive. Depending on the time available, the Chair may seek the views of Council members before authorising such urgent action.
29 In the event that the Chair is unavailable, the Chief Executive will have the power to take urgent action with the authorisation of the Council’s Vice-Chair, if there is one, or, in the absence of the Vice-Chair, of one of the chairs of the Council’s standing committees, who shall be a member of the Council.
30 In the event of all of the above mentioned Council members being unavailable, the Chief Executive may take such action as s/he deems necessary in an emergency, where a failure to act swiftly might seriously jeopardise the achievement of the Council’s objectives.
31 In any of the above circumstances, the views of Council members may be sought if time allows and the action taken will be reported to the next ordinary meeting of the Council for homologation.
Approval of minutes of Council meetings
32 Minutes of a Council meeting will be submitted to the Chair for preliminary approval, and thereafter to the subsequent meeting of the Council for formal approval.
Committees
33 As set out in Schedule 1, the Council may establish committees for any purposes relating to its functions. It will determine the composition and the procedure (including any quorum) of its committees and the terms and conditions of committee membership.
34 The membership of a committee will be determined by the chair of the committee and the Chair of the Council.
35 The Council is required by the legislation to establish a skills committee for the purposes of advising the Council on matters relating to skills. The Council is also required to establish a research committee for the purposes of advising the Council on matters concerning research.
36 The chair of each of the Council’s committees will normally report to each Council meeting in a brief chair’s report. Minutes of meetings of the Council’s committees will be reported to the Council at the next scheduled meeting for noting – whether they have been confirmed or are unconfirmed but approved by the chair. Each committee will also produce an annual report for consideration by the Council.
Self-assessment
37 Periodically the Council will assess its performance and consider the implications of the review for improving its effectiveness.