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Standing Orders for Academic Board

Chair and Deputy Chair

Notice of meetings

Quorum

Declaration of conflict of interest and starring of items

Minutes

Conduct of meetings

Academic Board elections

Open meetings

Attendance at Academic Board meetings

Closed session

Adjournment

Cancellation of meetings

Alternate members

Communication of Academic Board decisions

General

Committees of the Academic Board

Appointment of a Deputy Chair

Co-option of members

Extended leave or absence of a Committee member

Chair and Deputy Chair

1. The Chair shall preside at any meeting of the Academic Board except in the circumstances described in Standing Orders 2, 3 and 4.

2. At the first meeting of Academic Board following the beginning of a new two-year term, the Vice-Chancellor will open the meeting and invite the recently elected Chair to chair the meeting from that point.

3. Where at a meeting of the Academic Board the Chair

(a) is absent

(b) elects not to preside

(c) is unable to preside,

or the office of the Chair is vacant, the Deputy Chair shall preside unless unwilling to do so.

4. In the absence of the Chair and Deputy Chair from a meeting of the Academic Board, or, in circumstances described in Standing Order 3 above, if the Deputy Chair has elected not to preside at the meeting:

(a) the Vice-Chancellor, if the Vice-Chancellor is present and wishes to preside, is to preside at the meeting; or

(b) if the Vice-Chancellor is not present, or being present, does not wish to preside, the Board is to elect one of its members to preside at the meeting.

Notice of meetings

5. The Academic Board shall normally meet in ordinary session at least six times in each year and at such other times as the Academic Board determines.

6. The University Secretary shall be Secretary to the Academic Board. At least seven days’ written notice of an ordinary meeting of the Academic Board shall be given by the University Secretary (or nominee) to members of the Academic Board setting out the time and place of the meeting and the agenda.

7. A special meeting may be convened by the University Secretary (or nominee) on the request of the Chair, the Deputy Chair or the Vice-Chancellor or upon the written request of any five members of the Academic Board. A special meeting shall be scheduled within 14 days of receipt of the request.

8. At least seven days’ written notice of a special meeting of the Academic Board shall be given by the University Secretary (or nominee) to members specifying any matters requested under Standing Order 7 for discussion at the special meeting.

9. Proceedings of the Academic Board shall be valid notwithstanding non-receipt of a notice of meeting by a member.

Quorum

10. The quorum at any meeting of the Academic Board shall be one-half of the current members of Academic Board. If one-half is not a whole number, the next higher whole number shall be used.

Vacant positions on Academic Board do not count toward the calculation of the number required for a quorum.

11. If no quorum is present, the session can proceed at the Chair’s request and with endorsement of members of Academic Board who are present.

Items of business can be discussed (but no formal decisions can be made) and the inquorate session is recorded as notes.

Items of business discussed at an inquorate session may be sent to Academic Board members out of session for approval.

In the instance where sufficient members arrive (part way through an inquorate session) such that a quorum is achieved, the now quorate members may choose to resolve to approve and accept all the items discussed during the inquorate session. Such items would then be considered resolutions of the now formal meeting.

Where an inquorate session does not proceed as outlined above, the Chair will determine how business will be dealt with, which may include:

(a) through out of session business

(b) at the next meeting of the Board, or

(c) for no further consideration.

12. Once a meeting of the Academic Board has commenced with a quorum, a quorum shall be deemed to exist thereafter, unless the lack of a quorum is drawn to the Chair’s attention by a member of the Academic Board. On the Chair’s attention being drawn to the lack of a quorum she or he shall adjourn the meeting for five minutes. If at the expiration of five minutes there still is no quorum, the Chair may adjourn the meeting and/or deal with remaining business as noted in Standing Order 11 above.

Declaration of conflict of interest and starring of items

13. Before the commencement of the general business of the Board’s agenda, the Chair shall invite Board members to:

(a) declare any conflict of interest in relation to any listed matters

(b) recommend items to be starred.

Any member may declare a conflict of interest or star an agenda item.

Starring of items is a meeting procedure adopted by the University to ensure that the whole agenda is covered, where possible, at the one meeting.

Items considered to require further discussion are accorded an appropriate amount of time within the constraints of a reasonable meeting duration, which is usually up to three hours.

Items which are not starred shall be adopted immediately after resolving, which, if any, items should be starred for further discussion.

Minutes

14. The University Secretary (or nominee) shall keep a record of each meeting, which shall be stored in an appropriate manner consistent with the University’s Records Management Directive, and at each meeting the minutes of the preceding meeting shall:

(a) be read unless copies thereof have been previously circulated to members

(b) be confirmed or confirmed as amended, and

(c) subsequently be signed by the Chair as confirmed with or without amendment.

Conduct of meetings

15. Meetings shall, subject to the presence of a quorum, start at the time set out in the notice of meeting, and shall, subject to the discretion of the Chair, continue until all business on the agenda has been concluded, except that the agreement of the Academic Board shall be necessary for the duration of the meeting to exceed three hours.

16. The order of business at any meeting of the Academic Board shall follow that set out in the agenda unless the Academic Board otherwise determines.

17. No member of the Academic Board shall initiate any matter for debate or move any motion in respect of a matter, other than a matter on the agenda, unless the Academic Board otherwise determines.

(a) To ensure that Board members have adequate time to consider matters for resolution, papers should not be tabled at a meeting. However if, after consulting with the University Secretary, the Chair believes the Board may wish to determine whether it will receive a tabled paper, an opportunity to do so will be provided at an agenda item, Receipt of Tabled Papers. Tabled papers received by the Board will be considered for starring in the sequence they are received. Tabled papers not received by the Board will normally be distributed with papers for the next meeting of the Board and considered at that meeting.

(b) At the discretion of the Chair:

(i) any member who desires to speak at a Board meeting shall only address the meeting when called upon by the Chair

(ii) if two or more members indicate their desire to speak simultaneously, the Chair shall call upon the member who first caught the Chair’s eye, subject to precedence being given to the Vice-Chancellor or any person acting in that position

(iii) if the Chair rises during a debate, any member speaking shall cease to do so and the Chair shall be heard without interruption.

18. A motion or amendment before the Chair can only be withdrawn by the mover, with leave of the seconder and the Academic Board, provided that no motion shall be withdrawn while an amendment is being discussed or after any amendment has been adopted.

19. Subject to Standing Order 20, when an amendment is before the Chair, discussion shall be confined to that amendment, and no further amendment shall be proposed until the amendment before the Chair has been disposed of.

20. A motion or amendment before the Chair may be reworded by the mover with leave of the Academic Board.

21. Members of the Academic Board shall only speak once to any question, except that the mover of a motion or amendment shall have the right of reply, which reply shall close the debate. For the purposes of this Order, an amendment shall constitute a separate question from the original motion and from any other amendment.

(a) A member moving a motion or amendment without speaking to it may reserve his right to speak to it subsequently.

22. At any time during the meeting, a member of the Academic Board who has not already participated in the debate on a matter may, whether another speaker has the floor or not, move ‘That the question be now put’, which motion, if accepted by the Chair, shall be put without amendment or debate. The Chair shall have absolute discretion to accept or refuse the motion. If the motion is put during debate on an amendment, the motion shall close debate on the amendment only.

(a) A matter is ‘disposed of’ when it has been voted on, has lapsed due to absence of a mover or has been withdrawn.

(b) Once a matter is disposed of, a member shall not speak to or reflect on the matter or the vote of a meeting pertaining to the matter, except in the case of a motion for the rescission of a resolution previously adopted by the Board (of which, due notice must be given in the form of inclusion on a meeting’s agenda).

23. Any member of the Academic Board may raise a point of order which shall take precedence over all other business and be open to discussion. The point must be raised at the time the alleged irregularity occurred.

(a) The Chair will make a ruling on a point of order.

24. Any member of the Academic Board disagreeing with the Chair’s ruling on a point of order may move dissent. Such motion shall be put to vote forthwith without debate. Upon such a motion, the Deputy Chair shall take the Chair until the motion is disposed of.

25. At meetings of the Academic Board, voting shall be by show of hands, and

(a) any question shall be decided by a majority of the members present, and

(b) the Chair shall have a deliberative vote and, in the event of equality of votes, a casting vote.

Academic Board elections

26. Elections for Academic Board shall be held in accordance with Rule G3, Part 3 of the General Rules of the University.

Open meetings

27. (1) Meetings of the Academic Board shall be open to members of the University, that is, staff, students and graduates. Members of the University may attend meetings of the Board as observers and shall be admitted subject to the availability of space.

Members of the University who intend to attend Academic Board should inform the Executive Officer to Academic Board of their intention to attend the meeting.

Ordinarily, observers shall not be accorded speaking or voting rights. The Chair may however grant observers leave to speak at a meeting on a matter or item of discussion.

Attendance at Academic Board meetings

28. Directors and other UTS officers identified from time to time by the Executive Committee of Academic Board, in consultation with the senior management of the University as appropriate, will be alerted to the online availability of Academic Board papers, and have a standing invitation to attend meetings and participate in discussion, subject to permission by the Chair, as appropriate to their expertise and area of responsibility.

Closed session

29. The Academic Board may, if it so wishes and provided that a quorum is present, go ‘into closed session’, whereupon all non-members who are present shall, with the exception of those non-members as the Academic Board may determine, be required to leave the room and shall not be readmitted until the Chair declares that open session has resumed.

(a) The minutes of the meeting shall record the motions for the commencement and cessation of discussions in a closed session. Minutes of discussions in a closed session will be considered confidential and kept separately.

Adjournment

30. The Chair may, with the consent of the Academic Board or if so directed by the Academic Board, adjourn a meeting to another time and/or place.

When a meeting is adjourned:

(a) no further business will be dealt with. Business left unfinished will be carried over to the next regular meeting or special meeting where applicable.

(b) for 10 days or more, notice of the adjourned meeting shall be given as for an ordinary meeting. It shall not be necessary to give any notice of the business to be transacted at an adjourned meeting.

Cancellation of meetings

31. The Chair may cancel an ordinary, adjourned or special meeting of the Academic Board at any time in between meetings.

(a) If the Chair is of the opinion that there is not sufficient business to warrant the holding of a meeting of the Board, the Chair may direct that members be informed that the meeting has been cancelled. The Chair will also determine how business that would have been transacted at the cancelled meeting will be dealt with, in the manner set out in Standing Order 11.

Alternate members

32. (1) An alternate student member may attend meetings of Academic Board in place of an elected student member (see Rule G3, Part 1, Division 1, clause (3)(b) in the Rules relating to Academic Board). An alternate student member must be eligible to be elected or nominated to the position held by the member they are replacing.

(2) If an elected student member is unable to attend a meeting of the Board, the relevant Faculty Manager or equivalent manager of a University graduate school, centre or institute (where appropriate) is responsible for requesting the alternate member to attend that meeting in place of the student member. The Faculty Manager or equivalent manager of a University graduate school, centre or institute (where appropriate) is also responsible for notifying the Executive Officer to Academic Board that the alternate will be in attendance.

(3) (a) An alternate student member is entitled to receive the agenda papers for Academic Board meetings and to attend and vote at meetings of Academic Board if and when the elected student member is not or will not be present for a meeting.

(b) When both the elected member and the alternate member are present at a meeting of Academic Board, only the elected member has speaking and voting rights.

(c) Immediately prior to the commencement of a meeting of Academic Board, or as soon as possible thereafter but during the meeting, an alternate member who is attending in place of a member shall confirm that attendance with the Executive Officer to Academic Board.

(d) When both the member and the alternate are unable to attend a meeting of Academic Board, the member is responsible for notifying the Executive Officer to Academic Board that the absence will not be covered by the alternate member and the member’s formal apology will be registered.

(e) If, for three consecutive meetings of Academic Board, neither the student member nor the alternate member has attended and the student member has not registered a formal apology with the Executive Officer to Academic Board for any of those meetings, the membership of the student member lapses, and that of the alternate member with it (see Rule G3, Part 1, Division 1, clause 1(4) in the Rules relating to Academic Board).

Communication of Academic Board decisions

33. Academic Board decisions are communicated in the following ways, via:

(a) the UTS Official Noticeboard

(b) minutes published on the UTS website, and

(c) the UTS Academic Board Briefing which is a regular electronic newsletter sent by the Chair to all staff after each meeting of Academic Board. This electronic regular newsletter is to keep the community of UTS informed about the matters that transpire at meetings. The Academic Board Briefing is also published on the UTS website.

Individual notifications of the outcomes of the Board’s deliberations shall be prepared by the Executive Officer to Academic Board and forwarded to those persons (eg Report Sponsor, Dean, Head of School, Chair of Academic Board Committee) whose attention needs to be drawn to any resolution of the Board, either in order to note or action that resolution or for further referral to appropriate members of staff, as necessary.

General

34. Standing Orders 1–33 may be suspended in whole or in part by a majority of those present at a meeting of the Academic Board. A motion to that effect shall be open to debate.

35. Any decision made by a validly constituted meeting shall not be void by reason only of a departure from these Standing Orders which was not detected until after the decision was made.

36. Any matter not dealt with in these Standing Orders shall be governed by customary procedures at meetings.

37. The Chair shall take executive action by way of out of session business or a flying minute on behalf of the Board only in accordance with the Council Resolution COU/16-3/62.5, which is available from the Executive Officer on request.

38. At the earliest opportunity, the Chair shall report to the Board on the exercise of this authority.

Committees of the Academic Board

39. These Standing Orders shall be applicable as appropriate to the conduct of meetings of the committees of the Academic Board.

40. Subject to the UTS Act and the By-law, the Academic Board may:

(a) establish such committees as it deems appropriate to assist the work of the Board and may appoint such persons (not necessarily members of Academic Board) to those committees, as it thinks fit; and

(b) confer or impose upon a committee established under subclause 40(a) such powers and duties as it may from time to time determine.

41. The University Secretary shall be secretary to the committees of the Academic Board.

42. Not less than seven days’ notice, personally or in writing, of an ordinary meeting of an Academic Board committee shall be given by the University Secretary (or nominee) to members of the committee, setting out the time and place of the meeting and the agenda.

43. Not less than three days’ notice, personally or in writing, of a special meeting of an Academic Board committee shall be given by the University Secretary (or nominee) to members of the committee, setting out the time and place of the meeting and the agenda.

44. A meeting of an Academic Board committee may be held at any time if all members of the committee so agree.

45. The quorum at any meeting of an Academic Board committee, shall, unless another number is fixed for a particular committee, be one-half of the members of the committee or board, or if one-half is not a whole number, the next higher whole number shall be used.

Vacant positions on Academic Board do not count toward the calculation of the number required for a quorum.

46. Standing Order 32 applies in relation to alternates for student members on Academic Board Committees. To give meaning to this Standing Order 46, all references to the Academic Board in Standing Order 32 shall be read as Academic Board Committees.

Appointment of a Deputy Chair

47. At the first meeting of each year, the Committee shall appoint a Deputy Chair from among the Committee membership, in accordance with the Procedures approved by the Chair of the Academic Board and as amended from time to time.

(a) If the Chair is absent or unable to act, or if the office of the Chair is temporarily vacant, the Deputy Chair is to have all the functions of the Chair for the duration of the meeting.

(b)The Deputy Chair may attend meetings of the Executive Committee of Academic Board in place of the Chair and is to have all the functions of the Chair for the duration of the meeting.

(c) The Deputy Chair may attend meetings of Academic Board in place of the Chair, however will not be considered a member of Academic Board, nor be counted towards quorum. The Deputy Chair may speak to the committee report when required.

Co-option of members

48. On the recommendation of the Chair, a Committee has the power to approve the co-option of members on the basis of their skills and experience as appropriate.

Extended leave or absence of a committee member

49. In cases where a committee member, including the Chair, is to take extended leave, or where a member’s absence has been granted for more than three consecutive meetings, a vacancy will be declared by the Committee Chair:

(a) where the vacancy is for an elected member, Rules G3, Division 1, clauses 4(1)–(4) and 5 shall apply

(b) where the vacancy is for an nominated or ex-officio member, an appropriate alternate should be nominated respectively by the original nominating authority or ex-officio position and appointed by the Academic Board Chair to fill the vacancy.