Primary Responsibilities of Governing Council

The University of Derby is a private company limited by guarantee and is an exempt charity.

The following statement sets out the primary responsibilities exercised by the Governing Council. This statement has been informed by the CUC Guide for Members of HE Governing Bodies in the UK and is set out in the University’s Ordinances.

The governing body of the University and the board of directors of the Company shall be known as the Governing Council. 

Ordinance 2 sets out the primary responsibilities of the Governing Council as follows:

2. The primary responsibilities of the Governing Council

2.1 The statement set out in this Ordinance 2 defines the scope of the Governing Council's primary responsibilities as the University's supreme governing body and board of directors and charity trustees, within the framework provided by the Articles and the legal and regulatory framework to which the University is subject as a charitable company and higher education provider. It acts as the terms of reference of the Governing Council. It must be read in conjunction with Ordinance 3 (Delegation) and Ordinance 6 (Role descriptions).

2.2 The primary responsibilities of the Governing Council are to:


2.2.1 Determine the educational character and academic direction of the University.

2.2.2 Approve the mission and strategic aims of the University including the Strategic Framework, and the key indicators of University performance.

Delegation, monitoring and accountability 

2.2.3 Delegate to, and hold to account, the Vice-Chancellor as Chief Executive, with authority for the academic, corporate, financial, estate and human resource management of the University and to establish and keep under regular review the policies, procedures and limits within which such management functions are undertaken by and under the authority of the Vice-Chancellor.

2.2.4 Ensure the establishment and monitoring of systems of control and accountability including financial and operational controls, solvency and risk assessment.

2.2.5 Ensure that processes are in place to monitor and evaluate the performance and effectiveness of the University in each of its major activities against approved targets.


2.2.6 Be the principal financial and business authority of the University, to ensure that proper books of account are kept, to approve the annual budget and financial statements, and to have overall accountability for the University’s assets, property and estate. Governing Council must ensure that the University is financially sustainable and is using its resources efficiently for the benefit of its students and stakeholders.

Legal and regulatory

2.2.7 Be the University’s legal authority and, as such, to ensure systems are in place for meeting all the University’s legal obligations, including those arising from contracts and other legal commitments made in the University’s name. This includes (among a range of other regimes) accountability for health, safety and security and for equality, diversity and inclusion.

2.2.8 Ensure that systems are in place for securing continued compliance by the University as a provider of higher education with the Office for Students' (OfS) ongoing conditions of registration and all of the University’s statutory, legal and other regulatory compliance obligations.

2.2.9 Ensure that there are procedures for handling internal grievance, conflicts of interest, fraud, bribery and corruption; and to ensure that there are procedures by which Staff and Students can raise matters of concern.


2.2.10 Establish processes to monitor and evaluate the performance and effectiveness of the Governing Council itself.

2.2.11 Conduct its business in accordance with best practice in higher education corporate governance and with the principles of public life drawn up by the Committee of Standards in Public Life.

2.2.12 Appoint the Chancellor of the University, the Vice-Chancellor as Chief Executive and the Clerk to the Governing Council and to put into place arrangements for monitoring their performance, ensuring that, in relation to the Clerk, there is an appropriate separation of her/his lines of accountability from any management functions.

2.2.13 Ensure that all Students and Staff have opportunities to engage with the governance and management of the University.


2.2.14 Be the employing authority for all staff and be accountable for ensuring that an appropriate human resources strategy is established.

2.2.15 Ensure that there is provision for the appointment, grading, appraisal, remuneration, professional development, welfare, discipline, suspension and dismissal of Staff.


2.2.16 Endeavour to ensure that Students benefit from a valuable learning experience, leading to academic awards which are subject to the application of appropriate academic standards.

2.2.17 Ensure there is a complaints procedure which Students may use and procedures which are used in the event of alleged Student disciplinary offences.

2.2.18 Receive assurance that adequate provision has been made for the general welfare of Students.

2.2.19 Ensure that the Students' Union is accountable for its finances and that it operates in a fair and democratic manner.

Culture and values

2.2.20 Safeguard the good name and values of the University.

2.2.21 Promote a culture which supports equality, diversity and inclusion across the University.

2.2.22 Maintain and protect the principles of academic freedom and freedom of expression.

 Date: August 2023