Governor Profile

Membership of a Governing Authority/State Board

The Code of Practice for the Governance of State Bodies 2016 provides a framework for the application of best practice in corporate governance by universities.

In order to be an effective contributor on the Governing Authority it is recommended that members should:

• bring independent and objective scrutiny to the oversight of the organisation;
• be prepared to be challenging when necessary while being supportive to the delivery of organisational strategy and objectives;
• be equipped to offer considered advice on the basis of sound judgment and their skills, experiences and competencies; and
• be prepared to make a time commitment to their work commensurate with their role.

UCC Governing Authority

The Governing Authority has 19 members.

Governing Authority has 8 standing committees. These committees currently consist of:

• Finance, Oversight Planning and Resource Allocation
• Audit & Risk
• People, Culture, Equality, Diversity and Inclusion
• Student Experience and Success
• Physical Assets
• Digital Strategy
• Nominations
• Procurement and Purchasing Subcommittee

Other committees involving Governing Authority members are:

• Academic Promotion Appeals Board
• Disciplinary Appeals Committee
• Dispute Resolution Committee

Objects of the University

The objects of the University (as set out in Section 12 of the Universities Act 1997) include:

1. to advance knowledge through teaching, scholarly research and scientific investigation;
2. to promote learning in its student body and in society generally;
3. to promote the cultural and social life of society, while fostering and respecting the diversity of the University's traditions;
4. to foster a capacity for independent critical thinking amongst its students;
5. to promote the official languages of the State, with special regard to the preservation, promotion and use of the Irish language and the preservation and promotion of the distinctive cultures of Ireland;
6. to support and contribute to the realisation of national economic and social development;
7. to educate, train and retrain higher level professional, technical and managerial personnel;
8. to promote the highest standards in, and quality of, teaching and research;
9. to disseminate the outcomes of its research in the general community;
10. to facilitate lifelong learning through the provision of adult and continuing education; and
11. to promote gender balance and equality of opportunity among students and employees of the University.

Functions of the Governing Authority

The functions of the Governing Authority are set out in Section 18 of the Universities Act 1997 and Section B.1.b of the UCC Principal Statute. In pursuance of the objects of the University set out above and within the constraints of its budget, the functions of the Governing Authority shall include:

1. to control and administer the land and other property of the University;
2. to appoint the President and such other employees as it thinks necessary for the purposes of the University;
3. to determine the membership of the Governing Authority, subject to the general law and to the University’s charter, statutes and regulations; and
4. to perform such other functions as are imposed on it by or under any law or by the University’s charter, statutes and regulations.

The Governing Authority shall:

1. promote the success (including academic success) and reputation of the University,
2. satisfy itself that appropriate systems, procedures and practices are in place—
   1. to achieve the objects of the University,
   2. for the internal performance management and accountability of the University in respect of—
      1. the performance of its functions, and
      2. the achievement of the aims in the strategic development plan of the University, and
   3. in order to implement, and report on compliance with, the policies (whether set out in codes, guidelines or other documents, or any combination thereof) of the Government or a Minister of the Government to the extent that those policies may affect or relate to the functions of the University, and
3. establish and implement arrangements for the management of the performance of the President of the University.

The Governing Authority shall perform the following functions with regard to the University:

1. approve expenditure for major capital and investment projects;
2. approve annual financial statements;
3. provide for and maintain a system of audit;
4. provide for and maintain a system of risk management;
5. provide for and maintain a system of quality assurance in accordance with the Qualifications and Quality Assurance (Education and Training) Act 2012 ;
6. review and oversee the implementation of major plans of action and provide strategic direction;
7. delegate such functions as may be appropriate to the President;
8. manage the financial affairs of the University to ensure value for money and its financial viability;
9. account to the Higher Education Authority for funding provided to the University by the Authority.

Appointments

Composition of Governing Authority:

Pursuant to Section 16 of the Universities Act 1997 (as inserted by the Higher Education Authority Act 2022), the composition of the new Governing Authority of UCC shall comprise:

External: 10

• 1 Chairperson
• 6 external members selected and appointed by Governing Authority
• 3 members nominated by the Minister for Further and Higher Education, Research, Innovation and Science

Internal: 6

• 1 Chief Officer (“President”) – ex officio
• 5 internal members (three elected by staff of the University and two selected and appointed by Governing Authority based on a call for expressions of interest)

Students: 3

• 3 Students’ Union members

Remuneration: None.

Travel and Subsistence is payable at public sector rates in accordance with the University’s policies.

Time Requirement: There are a minimum of 6 scheduled Governing Authority meetings per annum, with meetings typically from 9.30 am to 4.00 pm. Preparation time for scheduled meetings would usually be of the order of 4-6 hours. Meetings are typically held at UCC (Council Room, North Wing, Main Quad) but occasionally meetings are held at other UCC owned venues.

Candidates should note that they will be appointed to at least one of the Governing Authority committees, with each typically entailing 6 meetings of 2-3 hours duration per annum and 2-4 hours preparation time.

Attendance at Meetings

Attendance at Governing Authority meetings is essential and Governors are expected to attend all such meetings where possible. According to the Third Schedule of the Universities Act 1997 a member of Governing Authority “who is absent from all meetings of the governing authority for a period of six consecutive months, unless the absence was due to illness or was approved by the governing authority, shall at the expiration of that period cease to be a member of the governing authority”.

Person Profile

1. a strong mix of skills, experience and competencies and accordingly all candidates will be subject to assessment against the Competency Framework and
2. candidates with the time and commitment to make a meaningful contribution towards the activities of Governing Authority.

Term of Appointment

1. is adjudicated bankrupt;
2. makes a composition or arrangement with creditors;
3. is sentenced by a court of competent jurisdiction to a term of imprisonment;
4. is convicted of any indictable offence in relation to a company or any other body corporate;
5. is convicted of an offence involving fraud or dishonesty;
6. has a declaration under section 819 of the Companies Act 2014 made against him or her or is deemed to be subject to such a declaration by virtue of Chapter 5 of Part 14 of that Act; or
7. is subject or is deemed to be subject to a disqualification order, within the meaning of Chapter 4 of Part 14 of the Companies Act 2014 , whether by virtue of that Chapter or any other provision of that Act.

An individual’s term of office may also expire or conclude where:

1. the member resigns from office;
2. the member is removed from office for good and valid reason in accordance with the paragraph 3(1) of the Third Schedule of the Universities Act 1997;
3. an internal Governing Authority member ceases for whatever reason to belong to the category of staff by virtue of which the individual was elected as a member; or
4. the member has been absent from all meetings of the Governing Authority for a period of six consecutive months, unless the absence was due to illness or was approved by the Governing Authority.

Conflicts of Interest

Queries