College Governance
Constitution
St Chad’s College was established in 1904 and later incorporated as a company limited by guarantee in 1910 (Company No 109442; Charities House maintains that we also have a Royal Charter RC 594). Technically the College is ‘a lay eleemosynary corporation aggregate’ – in other words, a charitable corporation. The College is a registered charity (No 1142958, registered as ‘St Chad’s College Durham’). Under the Charities Act 2006, universities are supervised by the Higher Education Funding Council for England (HEFCE) as principal regulator, but the colleges of Oxford and Cambridge, together with the two recognised colleges in Durham are supervised by the Charity Commission, who are charged with ensuring that the colleges fulfil their obligations under Charity law.
The Members of the Governing Body are the College’s charity trustees under charity law: they are ultimately responsible for the financial health and the governance of the entire College. Several members of the University are routinely appointed by the College to sit on the College’s Governing Body, but such appointees sit as trustees of the College and are required by law solely to further the interests of the College.
The Governing Body is chaired by Mark Woodruff (appointed 2017), and the Governing Body includes, among others, College staff and students, representatives of Durham University, of the Archbishop of York, and of the Bishops of Durham, Newcastle and Carlisle. All external representatives are appointed by the Governing Body itself (even if they are nominated by external bodies). All governors are legally obliged to further the interests of the College and they cannot privilege the interests of the bodies that nominated them.
The charitable objects of the College are:
(i) To advance education, learning, religion and research within the College in accordance with the principles of the Church of England;
(ii) To provide a College for persons who shall also be members of the University of Durham wherein they may work for degrees and other qualifications of the University of Durham (including, in particular, advancing the education, spiritual and moral welfare of students enrolled at the College).
Status re Durham University
St Chad’s is a ‘recognised college’ of Durham University, but it is not maintained or governed by the University. This is an unusual arrangement and it means that, though students at the College are generally registered for degrees in Durham University, the College itself remains a separate legal entity. A limited company and registered charity in its own right, it is financially autonomous, independently staffed and self-governed.
This is perhaps clearer by contrast: the University’s council colleges do not have a separate legal identity and are actually owned, financed, managed and governed directly by the University itself. All colleges, no matter their status, provide a similar range of services similar: some are managed and financed centrally and others are governed, managed and financed locally.
The relationship between the two recognised colleges (St Chad’s and St John’s) and the University-proper is unique to Durham and is for that reason sometimes misunderstood. In contrast, Oxford and Cambridge colleges are generally constituent parts of their universities via Royal Charter, as are the various colleges and institutes of the University of London.
The University’s Council (its governing body) is forbidden by statute from having any property in or financial interest in St Chad’s College. The College does not receive any (direct) public funds and is generally reliant on its own ability to raise funds. The College receives a fee from the University to cover the costs of providing a collegiate body for Durham students, but this amounts to less than 15% of College income. Thus the generation of research income by resident research staff, the generation of conference income and the support of alumni are all crucial for the College.
Notwithstanding its independence, as a condition of ongoing recognition by the University, the College must ask the University’s Council to ratify the appointment of the College’s Principal (this is because the Principal is an ex officio member of Senate). If pressed, this could amount to a veto, but short-lists for the Principalship are constructed in dialogue with the University so that a constitutional problem does not arise. Though University Council does not have the power to approve or disapprove any changes to the College’s constitution, the College, in accepting recognition by the University, has also agreed to notify the University of any such changes.
As a consequence of this status, any formal or financial relations between the College and the University are effectively governed by agreements and contracts. Goods and services provided by the University to the College are charged for by the University; similarly, goods and services provided by the College to the University are charged by the College. That said, much of this occurs behind the scenes, and the relationship usually runs very smoothly and often transparently. So long as it is within the legal constraints of ‘furthering the interests of the College’, the College is committed to doing its part to achieve the University’s overall strategy, even if it does so as an independent institution.
The College has a subsidiary trading arm, through which the College manages its non-academic activities. The status of the various institutes attached to the College varies, with some being wholly owned by the College, and others being partnerships or joint-ventures with outside bodies.
The Visitor
The current College Visitor is the Archbishop of York.
The Visitor must be licensed under canon in the Church of England, and he or she is the court of final appeal for matters wholly within the jurisdiction of the College that are referred to him or her by the Governing Body, such matters not otherwise being subject to the oversight of the Office of the Independent Adjudicator for Higher Education. In cases where the University’s Visitor also has jurisdiction within the College [solely on matters having to do with the students and their relationship with the University] or in cases where the same Visitor has jurisdiction over relations between the College and the University, the jurisdiction of the University’s Visitor takes precedence over the jurisdiction of the College’s Visitor
The Rector
The current College Rector is the Dean of Durham Cathedral.
The Rector must also be licensed under canon in the Church of England. As Titular Head of the College, the Rector does not carry executive or governance responsibility in the institution except that the Rector is the guardian of the Christian character of the College and is the definitive interpreter of its Constitution. He may also receive reports from the Governing Body on the College’s furtherance of its Anglican tradition. The Rector presides over or attends such College meetings, functions and ceremonies as is agreed with the Governing Body of the College.
The Principal
The Principal is the de facto head of the College and is an ex officio member of the Governing Body and of the University Senate. She is the Chief Accounting Officer of the College and is responsible to the Governing Body for the smooth, efficient and effective running of the College as a limited company and as a charity. She is directly responsible for upholding academic standards, for providing student support, and for ensuring that those students who are members of the College and registered for University degrees follow the applicable University statutes.
The Governing Body
The Governing Body consists of up to 20 people, the majority of whom are elected from outside the College. The Governing Body:
a. is responsible for the Governance of the College.
b. approves major policy and strategic decisions (chiefly through the five-year plan or similar devices).
c. is responsible for ensuring the financial health and viability of the College.
d. is responsible for ‘governing’ the relationship between College and University (via, approving the Memoranda between the two).
e. is the employer of College staff.
f. has delegated responsibility for hiring and dismissing all College staff (apart from the Bursar).
g. supports the work of the various Committees and College Officers by:
1. overseeing the appointment of senior staff.
2. receiving inspection reports and the minutes of the various Governing Body committees.
3. managing the Governing Body’s role in appeals, grievance, disciplinary and other key procedures (at the direction of the Vice-Chair)
4. overseeing the College’s livings (the parishes of which it is patron), though this is delegated to the Principal and Patronage Secretary.
The Governing Body meets three or four times per year. In between Governing Body meetings, the Chair’s Committee works with College management to manage the implementation of Governing Body policies.
COMMITTEE STRUCTURE
(The most up-to-date version of the committee structure can be found in the Standing Orders of the Governing Body: Standing Orders of Governing Body)
COMMITTEES REPORTING TO GOVERNING BODY:
The Chair’s Committee (chaired by the Chair or Vice-Chair of Governing Body):
a. is appointed by the Governing Body from within its own membership, but includes the Chair and the Principal. Usually trhe Vice-Chair is a member, though another member of the Governing Body may be elected instead.
b. is composed of at least three members and is quorate with two (including the Principal).
c. usually meets betweens Governing Body meetings.
d. may receive summaries of Management Committee meetings and minutes of subcommittee meetings.
e. helps the Governing Body Secretary to draw up agendas for Governing Body meetings and (principally) recommends strategic items for the Governing Body’s ongoing consideration.
f. refers matters to Governing Body committees and to subcommittees.
g. may be authorised to work with with the Chair when the Governing Body authorises Chair’s action; if so, it will make a formal report to the Governing Body subsequent to taking action.
h. supports the Principal and is responsible for appraising him or her annually.
The Finance and General Purposes Committee (chaired by the Chair of GB or by the College Treasurer)
a. receives reports from Estates and Buildings, the Development Steering Group and the Conference Manager (amongst others).
b. recommends the annual budget to the Governing Body.
c. is responsible for the oversight of all financial matters in the College (the Governing Body remains responsible for ensuring the financial health and viability of the College).
Audit Committee (Internal Audit)
The Governing Body appoints several of their number as internal auditors. While remaining full governors, members of this committee generally do not sit on other formal committees. They may co-opt other members. They receive and recommend the external auditors’ report to the Governing Body, and they appraise the Governing Body’s execution of their responsibility for:
a. policy, strategy, systems (and their implementation)
b. risk assessment
c. institutional audit and governance review
d. compliance issues (e.g. Health and Safety, data protection, access to information and disabled access issues)
receives the audit report and makes a recommendation re the firm that provides audit services to the College.
The Academic Affairs Committee (Chaired by the Senior Tutor) makes recommendations to the Governing Body on any academic matter, with particular emphasis on the tutorial system.
Remuneration Committee (chaired by the Chair of Council) sets the remuneration of the College Principal and confirms any grade promotions for (or changes to the terms and conditions of) the College’s senior managers. All other remuneration decisions are delegated to the Principal who may, however, also seek the advice of the Remuneration Committee.
Patronage Committee (chaired by the Principal) advises on the College’s livings — the various parishes of which the College is patron. This committee sits at the request of the Principal.
Appeals Committee (chaired by a Governor) is formed on an ad hoc basis to hear appeals when other internal grievance procedures have been exhausted or when student disciplinary matters are referred to the committee.
Management Groups
The Senior Management Team (chaired by the Principal). The team’s work is reported via individual College Officers through their written reports presented directly to the Governing Body. Its members include the Principal, Senior Tutor, Bursar, Chaplain, and Conference Manager.
a. normally meets weekly or biweekly during term (and less frequently outside term).
b. may meet with wider management staff.
c. meets once or twice per term with student representatives as part of the Joint Exec-Management Committee.
d. co-ordinates the work of the Senior Management Team and advises the Principal.
e. through its standing agenda, monitors, appraises and reports on all key areas of College life and business.
f. proposes and implements policies relating to care of students and staff.
g. receives and considers reports from all the various College subcommittees, chiefly via the College Officers.
h. identifies and addresses more immediate Health and Safety problems and refers them to the College Committee.
i. liaises and raises items with the Chair’s Committee and/or the Governing Body via the Principal.
The Principal is the pivot person between the Senior Management Committee, the Chair’s Committee and the Governing Body. The other principal officers of the College generally chair the various committees that report to the Senior Management Committee; and they often report to the Governing Body both as individuals and as Chairs of these committees. This devolves management appropriately while maintaining proper lines of accountability and scrutiny.
The Council of Fellows (chaired by the Principal) meets at the behest of the Governing Body or of the the Principal, principally to provide advice with regard to the various Institutes and Research Groups attached to the College and to make recommendations regarding such groups to the Governing Body. The Council may also be asked to recommend the conferring of academic titles, such as Professorial Fellow, which are often made in consultation with the University via the Governing Body.
COMMITTEES REPORTING TO SENIOR MANAGEMENT COMMITTEE:
College Committee (Chaired by the Bursar) with minutes also sent to the Governing Body. Estates and Buildings Committee (Chaired by the Clerk of Works) Health and Safety (generally subsumed into College Committee meetings) Environment Committee
Joint Exec-Management Committee (chaired by students and staff in turn).
Chaplaincy Committee (Chaired by the Chaplain).
Student Welfare Committee (Chaired by the Senior Tutor and sitting as a project-committee when requested by the Senior Tutor).
Discipline Committee (Chaired by the Principal and set up when a serious disciplinary matter needs to be addressed formally).
SUBCOMMITTEES/WORKING GROUPS
Committees reporting to the Governing Body or to the Senior Management Committee often have subcommittees (such as the Library Committee and IT Committee, which both report to the Academic Affairs Committee). Working Groups may be set up by the Governing Body or by any Committee to enable any aspect of College life. They meet at the discretion of the parent committee and report to those committees.