The Council

• Friday 8 October 2021 at 13:30 (preceded by Council Development Session at 11:00)
• Friday 26 November 2021 at 13:30*
• Friday 10 December 2021 at 13:30*
• Friday 28 January 2022 at 13:30
• Friday 8 April 2022 at 13:30 (preceded by Council Development Session at 9:00)
• Friday 15 July 2022 at 13:30

* Meeting preceded by Meet & Eat at 12:00.

Papers for consideration by the Council must reach the Secretary at least two weeks in advance of the meeting at which they are to be considered.

Chair of Council, Member of Finance and Resources Committee, Member of Governance, Nominations and Ethics Committee, Member of Honorary Degrees Committee, Member of Remuneration Committee

Keith was awarded a life peerage in 2006, having served as MP for Manchester Withington from 1987 until 2005. In addition he brings a wealth of experience as a chair and a non-executive director, with positions held across a number of statutory and voluntary sector organisations, including the NHS. Key examples over the last few years include his position as a non-executive director and then Chair of the Christie Hospital NHS Foundation Trust, Chair of two NHS Mast partnerships, a board member of Pennine Care NHS Foundation, a council member of the Medical Protection Society and work as a Trustee on the Prison Reform Trust and the Centre for Mental Health. Keith also authored the Bradley report on people with mental health problems or learning disabilities in the criminal justice system, published in 2009.

Deputy Chair of Council, Chair of the Finance and Resources Committee, Member of Governance, Nominations and Ethics Committee, Member of Honorary Degrees Committee, Member of Remuneration Committee.

Sean O’Hara is Director and founder of the International Market & Business Development Group; an international strategy consultancy providing expert advice and support to companies looking to grow internationally through new market entry, joint ventures or acquisition.    

Sean has over 25 years' experience of strategic marketing and commercial leadership. He initially started his career as a graduate management trainee for the, Manchester based, Tootal Group plc. Going on to work for several multinational companies in senior sales and marketing roles, covering over 100 markets in Asia, Africa and the Middle East.    

Previously, Sean was a Director on the Group Management Board of PZ Cussons plc, the FTSE 250 listed consumer products group, based in the North West, with operations in Africa, Asia and Europe. As the International Market & Business Development Director he was responsible for identifying and developing growth opportunities in new and existing categories and market geographies, as well as shared board responsibility for; five-year strategic planning, annual budgets, and the commercial day-management of the overall business.    

In his spare time Sean enjoys; scuba diving, skiing and – now only watching – rugby and football.

Member of Finance and Resources Committee

Biography under construction.

Member of Honorary Degrees Committee

Sue has lived in the North West all her life. A graduate of the University of Manchester, Sue trained and worked clinically as a Child and Adolescent forensic psychiatrist as part of the Mental Health Trust, which had training links with the School of Health and Society at the University of Salford.

Sue’s research background is in innovative clinical interventions and, as a social psychiatrist, developing models to build social scaffolding and psychological resources with and across communities, place-based health and social care. She became involved in medical and social policy development, working with government departments across health, social care education and justice in England, Wales and internationally. As President of Royal College of Psychiatrists and Chair of the Academy of Medical Royal Colleges, Sue helped bring into practice evidence-based policy that has at its heart the values of Social Justice which are also central to her current role as Chair of the Centre for Mental Health.

As a mental health educator Sue has held positions at Health Education England and UEMS (European Union of Medica Specialists), where she had a particular interest in developing new roles that tap into the widest possible potential workforce, especially the voluntary sector and those with lived experience, and in how the use of Artificial Intelligence can be embedded into whole workforce delivery and, through data analytics, support better measurement of health outcomes. As a non-executive director of Manchester University NHS Foundation Trust, Sue continues to seek opportunities to close the dualistic mind-body approach to health and deliver whole patient care across integrated systems where importance of mental health of those with long term conditions is better addressed. Sue is also currently an independent non-executive director for KOOTH, an online Mental Health Platform.

Sue is a mother and grandmother, fortunate to live close to her family who are all involved in the creative industries.

Member of Audit and Risk Committee

Tony has almost 30 years of international business leadership experience in marketing and pharmaceutical development in the pharmaceutical industries, working for companies such as Astra Zeneca and Merck Serono, and as CEO of Vifor Pharma, an international company based in Switzerland. More recently he has been extensively involved with university start up companies in biotech/healthcare. In addition, Tony has wide non-executive experience in the health and third sectors as a non-executive director and Senior Independent Director of East Cheshire NHS Trust, and as a Trustee of the Roy Castle Lung Foundation.

Member of Remuneration Committee

Phil was brought up in Eccles and went to school at De La Salle College in Salford.  He went on to receive his BA (Hons) in Urban and Regional Planning from Lanchester Polytechnic (now Coventry University) in 1977 and became a Chartered Town Planner, working in local government in Greater Manchester. He then moved into the private sector in senior business development roles at regional board level for major construction companies  in the North West including Amec, Wimpey Construction and Kier.    

He obtained post-graduate diplomas in Marketing and Management Studies and a Masters in Business Management from Manchester Metropolitan University and is a member of the Chartered Management Institute and the Chartered Institute of Marketing.          

Phil is Chairman of the Greater Manchester Chamber of Commerce, was President of the Chamber from 2012-2014 and has chaired its Property and Construction Group.  He developed the Greater Manchester Building of the Year award (now an annual event) and was a founder of the annual North West Construction Summit.  He is a non-executive Director of the Manchester Growth Company and a member of the Strategic Enterprise Zone Board of Manchester Airport City. He has also been a board member of the Atlantic Gateway and the North Liverpool Urban Regeneration Partnership where he chaired the development group.

He lives in Boothstown in Salford and is keenly interested in Salford local government, local history, architecture, the built environment and music. He is a Trustee of the Manchester Jazz Festival despite being (in his own words), “a worse than useless guitarist.”

Until March 2016, Phil was Director at Capita Property and Infrastructure after ten years as a Regional Director at built environment consultants Aecom.

Member of Finance & Resources Committee

Garry Dowdle, as a senior IT executive working for global organisations, has wide ranging leadership, commercial and technology experience. His skills and expertise include strategy development, large scale organisational change, mergers & acquisitions, leading geographically dispersed teams and outsourcing. He has worked in the petroleum, food, logistics and aviation sectors and has lived and worked in the United States and Europe.

Member of Honorary Degrees Committee

Ben Gallop leads the radio and digital departments within BBC Sport.  He has responsibility for bbc.co.uk/sport - which is the largest sports website in the UK, with an average weekly audience of around 20m unique users across mobile, desktop and connected TV.    

He heads up radio sport, overseeing the teams who deliver sports output for 5 Live, which is the UK’s most popular sports radio station, reaching more than 3.5m listeners every week.    

Ben was previously head of the BBC’s Formula 1 operation across all platforms.  F1 returned to BBC screens in 2009 after an absence of 12 years and established itself as one of the most popular sports on TV and online, winning a BAFTA in 2011.    

He led the BBC's Digital Olympics project, which scoped the broadcaster's editorial and technological strategy for London 2012 and resulted in record audiences for BBC Online and helped set a new benchmark for digital sports coverage.    

Ben joined the BBC in 1998, first working for BBC News before being appointed sports editor on the launch team for the BBC Sport website.  Before that Ben worked for a number of years as a journalist for BSkyB and the Press Association, having started his career in local newspapers.

Member of Audit and Risk Committee

Biography under construction.

Chair of Audit and Risk Committee

Merlyn has extensive experience in the financial services sector, both in senior executive roles and as a non-executive director. Her executive career was with the Bank of England and covered statistical and economic research; markets policy and operations; HR; banking and note issue. In 1999 she was appointed Chief Cashier, becoming the first woman to sign all Bank of England banknotes.

As a non-executive she was an adviser to a property company, on the boards of FTSE 100 global asset manager Schroders plc and the Co-operative Banking group and chaired their Audit and/or Risk Committees.

She was a trustee of a large grant-making charity for many years and is currently a trustee of the Winston Churchill Memorial Trust and a governor of Manchester High School for Girls.

She has a mathematics degree from Manchester University, an MBA from London Business School and an MA from the Central School of Speech and Drama. She is a Fellow of the Chartered Institute of Bankers and a Companion of the Institute of Management.

Member of Finance and Resources Committee

John was elected to represent Broughton ward in 1990 and, until becoming Deputy Leader in 1998, held various educational positions both within the City Council and externally, most notably as Vice Chairman of the AMA Education Committee and Chair of the Council of Local Education Authorities. John was elected to the position of Leader of Salford City Council in May 2003. Following the election of the City’s first Directly Elected Mayor in 2012 John was given responsibility for the Children & Young People portfolio and later the Skills & Work agenda. The election of the second Directly Elected Mayor in May 2016 led to his appointment as Deputy City Mayor.

Member of Finance and Resources Committee

Ian is the Executive Director of Finance and Information at Salford Royal NHS Foundation Trust. He joined the Board of Directors in May 2014 from the NHS Trust Development Authority where he was the Business Finance Director for London.    

He started his NHS career in 1991 as a Regional Financial Management Trainee and has held Finance Director positions in Primary Care, Acute and Intermediate Tier Organisations since 2005.  During this time he has worked on a number of large scale transactions including the development of a new national service for cancer treatment, organisational merger and acquisition and the development of a joint venture company to deliver commercial benefits to the NHS.

Alongside his NHS roles Ian has significant experience from working with a number of other public, private and charitable sectors and he is currently Vice Chair of Weaver Vale Housing Trust.    

Ian has had a career long interest in Staff Development and until recently was Chair of the NW Towards Excellence Accreditation Programme and is National Chair of the HealthCare Financial Management Association (HFMA) Policy and Research Committee.

Member of Governance, Nominations and Ethics and Committee

Biography under construction.

Chair of Governance, Nominations and Ethics Committee

Sam Plant was until recently Company Secretary and Director of Corporate Services of PZ Cussons Plc, the FTSE 250 listed consumer products group. PZ Cussons has operations in Africa, Asia Pacific, North America and Europe and a long-standing connection with Manchester.  Its head office is in the City and its liquid soap factory and innovation centre are in Salford, a short distance from the University.        

Sam is a solicitor with over 20 years’ experience and was responsible for providing legal advice across all of the Company’s global operations.  A founding member of the Company’s Executive Company, he was also jointly responsible for strategic planning, the delivery of change initiatives, budgeting, talent management and the day to day financial performance of the business.  He played a leading role in the Group's corporate social responsibility programme and drove its global risk management activities.        

Outside of work, Sam spends his time painting, playing tennis, providing (unpaid) taxi services to his two daughters and supporting Crystal Palace FC.

Alan had a long career as an academic and manager in UK universities culminating in 16 years as Deputy Vice Chancellor at the University of Central Lancashire. During this period, he had a varied portfolio of responsibilities including being the executive lead on academic, research, commercial and international affairs. He led on academic and strategic planning for the university for 20 years as it grew from a small institution into a large university. He chaired the Lancashire Economic Partnership and also took on a number of other regional roles in Lancashire and the North West as the university became increasingly involved in economic development. This gave him an opportunity to gain a broad range of experience as a Board chair and director.

From 2011-2018, Alan was a non-executive director on the Board of Blackpool Teaching Hospitals NHS Foundation Trust where he chaired the Quality Committee, was Senior Independent Director and led on Governance issues.

A statistician by training, Alan has degrees in mathematics and in social science. He has been active in consultancy on statistical issues, IT, governance and management throughout his career.

Chair of Remuneration Committee

Helen is currently HR and Professional Services Director at the esure Group. She has operated at director level in the HR space since 1997, developing her experience in a range of commercial organisations, including Royal and Sun Alliance and the Co-Operative Banking Group. Helen has also served as a non-executive director, holding roles on the Co-Operative Management Service Company and the Yorkshire and Leeds Co-Operative Pension Fund.

Biography under construction.

Professor Mike Wood holds the Chair in Applied Ecology in the School of Science, Engineering & Environment. He has worked in the HE Sector for 20 years, including at Russell Group and post-1992 institutions, leading significant advances in both teaching and research during this period.

Since joining the University of Salford in November 2011, Mike has developed an extensive program of Chernobyl-based research. This research, which acts as a focus for interdisciplinary collaboration across the institution, has led to the development of strategic partnerships with non-academic organisations and enhanced the University’s research impact. Mike’s research resulted in the University receiving the prestigious Times Higher Education (THE) Research Project of the Year Award.

Whilst at Salford, Mike has led on various initiatives to support colleagues, develop research infrastructure and enhance research culture. These include the University-wide research mentoring scheme, the construction of new research laboratories, leadership of Research Excellence Framework (REF) activities and chairing Task & Finish Groups in the areas of academic governance and research.

Mike is a trustee and elected Council Member of the Society for Radiological Protection and a Chartered Radiation Protection Professional. He is a consultant to the United Nations International Atomic Energy Agency and has provided training for the nuclear sector both nationally and internationally. Mike has served on Senate at the University of Salford since 2017. 

Member of Audit and Risk Committee

Biography under construction.

Biography under construction.

Biography under construction.

Member of Finance and Resources Committee and Governance, Nominations and Ethics Committee.

Helen Marshall is the Vice-Chancellor at the University of Salford, previously holding the position of Deputy Vice-Chancellor since July 2013.    

Helen studied Law before continuing to postgraduate research in Corporate Merger Law at the University of Birmingham. She became Glamorgan's Deputy Vice-Chancellor in 2010 and, in her time there, led on academic and business development initiatives. She has been responsible for the development of a new curriculum in creative industries, the establishment of a Centre for Financial and Professional Services and the review and renewal of the law curriculum.    

Born in Cardiff, Helen has lived in the North West for a significant period of her career. Before moving to South Wales, Helen held positions at the University of Central Lancashire and at the University of Cumbria, as well as gaining extensive experience in quality assurance through a secondment to the QAA.

She has also led on widening participation and, before starting at Salford, was Director for the University of South Wales’ Universities Heads of the Valleys Institute (UHOVI) - a ground breaking initiative backed by the Welsh Government to provide opportunities for local people and businesses to improve skills and qualifications by making learning accessible across the Valleys region. In three years, UHOVI enrolment grew from less than 100 to more than 2200.

Statutes (Article 5)

The Council shall be responsible for the conduct and activities of the University and shall exercise the University's powers.

The functions and duties of the Council shall (without imposing any limitation on its general powers) include:

• overseeing the University’s activities, determining its mission and future direction;
• fostering an environment in which the University’s objects are achieved and providing strategic input on all material policy or other matters affecting the University (including the adoption and publication of a statement of the primary responsibilities of the Council); 
• appointing and regulating committees of the Council; 
• setting up within the University such departments, schools, faculties and other units of organisation and delegating to them such functions, duties and powers as it sees fit; 
• employing staff and other contract-holders and regulating their employment;
• ensuring that there are in place policies and procedures dealing with staff performance, discipline, dismissal and grievances, and with student discipline, complaints and academic appeals; 
• appointing a Chancellor; 
• appointing a Vice-Chancellor as the chief executive officer of the University, and monitoring his or her performance; 
• appointing such office holders to have such powers as the Council may see fit; 
• making Ordinances and Regulations for the exercise of the functions and duties of the Council acting on behalf of the University; 
• providing facilities to carry on any activities which are necessary or desirable to enable the University to fulfil its objects; 
• establishing and monitoring systems of control and accountability including financial and operational controls and risk assessment; and 
• reviewing and monitoring the management of the University and its performance. 

The Council has agreed a Statement of Primary Responsibilities.

Statutes (Article 4)

The Council shall be comprised of a maximum of twenty four Council members.  The ratio of Independent Members to Internal Members on the Council shall be no lower than five Independent Members to three Internal Members. The procedure for the appointment of Independent and Internal Members shall be prescribed in Ordinances.

The Council shall elect a Chair from among the Independent Members.

Internal Members shall include:

• the Vice-Chancellor;
• a minimum of three Staff Members:
  • one appointed by the Senate;
  • one nominated from among the Academic Staff; and 
  • one nominated from among all other Staff;

Two Student Members nominated by the Students’ Union.

This Code of Conduct has been adopted by the University Council.  It applies to all members of the Council.  It also applies to staff of the University holding the following offices or appointments:

• Members of The Executive
• Chief Operating Officer
• Heads of School
• Executive Directors of Professional and Administrative Service
• Other Directors/Heads of Support Services

The University's Council and Senate have approved Standing Orders: Regulations for Committees.

The Standing Orders regulate arrangements for committee meetings and stipulate requirements in respect of such matters as:

• quorum and adjournment
• schedule and notice of meetings
• conduct of business at meetings
• committee papers and minutes
• attendance at committee meetings
• suspension of standing orders

The Standing Orders were approved by Senate and Council to apply, as appropriate, to committees established by and within the University of Salford.

• Friday 11 October 2019
• Friday 22 November 2019
• Friday 24 January 2020
• Friday 20 March 2020
• Friday 10 July 2020

• 12 October 2018
• 14 December 2018
• 29 March 2019
• 3 May 2019
• 12 July 2019

• 28 September 2017
• 13 October 2017
• 24 November 2017
• 15 December 2017
• 23 February 2018
• 23 March 2018
• 27 April 2018
• 6 July 2018

• 14 October 2016
• 25 November 2016
• 13 January 2017
• 24 March 2017
• 12 May 2017
• 14 July 2017

• 18 March 2016
• 6 May 2016
• 17 June 2016

Role

The Audit and Risk Committee is responsible to Council for adequate and effective risk management, control and governance (including ensuring the probity of the financial statements and the effective management and quality assurance of data submitted to funding bodies) and for the economy, efficiency  and effectiveness of the institution’s activities.

Business

The Audit and Risk Committee meets four times a year with the University’s internal and external auditors in attendance. Senior officers including the Executive Director of Finance attend meetings, but are not members of the Committee. At least once a year, members of the Committee meet the internal  and external auditors for discussion without officers present. The Committee considers detailed reports including recommendations for internal control, and management reports from HEFCE as they affect the University’s business and monitors adherence to regulatory requirements.

On an annual basis, the Audit and Risk Committee submits a report for approval by Council. The report covers risk management, value for money and quality assurance of data. The internal auditors also submit an annual report for consideration and approval by Audit and Risk Committee.

Dr Martin Toner, Corporate Governance Officer (Council), Quality Management Office, Room G06, Crescent House, email: m.toner@salford.ac.uk.

2021/22

• Tuesday 21 September 2021
• Thursday 4 November 2020
• Wednesday 26 January 2022
• Thursday 10 March 2022
• Thursday 28 April 2022
• Thursday 9 June 2022

Purpose

To oversee and make recommendation to Council as appropriate on matters concerning risk management, control and governance (including ensuring the probity of the financial statements and the effective management and quality assurance of data submitted to funding bodies) and for the economy, efficiency and effectiveness of the institution’s activities.

Terms of Reference

1. To ensure that suitable arrangements are in place for the monitoring of the University’s:
   • risk management, control and governance arrangements
   • data submissions to funding bodies
   • promotion of value for money as set out in the Office for Students terms and conditions and provide an opinion on the adequacy and effectiveness of these arrangements in an annual report to Council and the Vice-Chancellor.
2. To make recommendation to Council on the appointment of the external auditors, the audit fee, the provision of any non-audit services by the external auditors and any questions of resignation or dismissal of the external auditors.
3. To review with the external auditors, before the audit begins, the nature and scope of the audit.
4. To consider with the external auditors any issues arising from the interim and final audits, including a review of the management letter incorporating management responses, and any other matters the external auditors may wish to discuss (in the absence of management where necessary).
5. To consider and make recommendation to Council on the appointment and terms of engagement of the internal audit service (and the head of internal audit, if applicable), the audit fee, the provision of any non-audit services by the internal auditors and any questions of resignation or dismissal of the internal auditors.
6. To review the internal auditors’ audit risk assessment and strategy; to consider major findings of internal audit investigations and management's response; and to oversee co-ordination between the internal and external auditors. The committee will ensure that the resources made available for internal audit are sufficient to meet the institution’s needs (or make a recommendation to the Council as appropriate).
7. To review the internal auditors' annual report.
8. To monitor the implementation of agreed audit-based recommendations, from whatever source.
9. To ensure that all significant breaches of control, including but not limited to financial losses, have been properly investigated and that the internal and external auditors, and where appropriate the OfS accounting officer, have been informed.
10. To oversee the institution’s policy on fraud and irregularity, including being notified of any action taken under that policy.
11. To receive any relevant reports from the National Audit Office, Office for Students and other organisations.
12. To report annually on the performance and effectiveness of external and internal auditors, including any matters affecting their objectivity, and to recommend to Council concerning their reappointment, where appropriate.
13. To ensure, in the event of the merger or dissolution of the institution, that the necessary actions are completed, including arranging for a final set of financial statements to be completed and signed.
14. To monitor the schedule and outcome of academic reviews and audits conducted under the auspices of the Senate, with a view to avoiding duplication of effort in determining the schedule of business audits.
15. To ensure that suitable arrangements are in place for the management of health, safety and wellbeing, including consideration of relevant reports prepared by management and recommendation of adoption of such reports by Council.
16. To consider and make recommendation to Council on the approval of the annual TRAC and TRACT returns.

Appointed: up to 7

Independent member of Council (other than the Chair of Council): 4

Co-opted members: up to 3

Total maximum: 7.

Officers in attendance include: Executive Director of Finance; University Secretary; and Director of Strategy.

To consider matters concerning the effective and efficient use of physical and human resources, financial performance and sustainability and to provide assurance and make recommendations as appropriate to Council.

Elaine Pateman Salt, Corporate Governance Manager, Quality Management Office, Room G06, Crescent House, email: e.s.patemansalt@salford.ac.uk.

2021/22

• Thursday 16 September 2021
• Thursday 4 November 2021
• Thursday 16 December 2021
• Thursday 17 March 2022
• Thursday 16 June 2022

Terms of Reference

1. To consider and review University financial performance, including:
   • quarterly management accounts;
   • financial key performance indicators;
   • financial impact of student recruitment and registration;
   • bank covenants.
2. To ensure compliance with all financial requirements and obligations.
3. To approve, where relevant, policy changes that do not impact strategy or financial viability (for example, staff expenses policy).
4. To consider and make recommendations to Council regarding:
   • the Annual Finance Statement and related documents;
   • three-year budgets for the University including capital budget and associated cash flow;
   • the adoption of Financial Regulations;
   • the adoption of relevant policies not covered under Term 3 above, including Treasury Management and Investment;
   • borrowing policy, including approval of new borrowings;
   • capital expenditure plans in excess of £5 million;
   • fees chargeable by the University.
5. For Estates & Facilities, International, IT and HR
   • To consider and advise Council on the material aspects of the relevant strategic plans;
   • To monitor performance against the relevant KPIs;
   • To make recommendation to Council on all proposals for any related capital expenditure in excess of £5 million.

Ex-officio (2)
Chair of Council
Vice-Chancellor

Appointed (4)
Four independent members of Council

Co-options (2)
Up to two co-opted members

Total 8

Officers in attendance include: University Secretary, Executive Director of Finance, Director of Human Resources and Chief Operating Officer

Role

The Governance, Nominations and Ethics Committee advises Council on its membership and representation on other internal and external bodies and the operation and effectiveness of corporate governance arrangements.

Business

The Governance, Nominations and Ethics Committee advises Council on its membership and representation on other internal and external bodies and the operation and effectiveness of corporate governance arrangements. It is also responsible on behalf of Council for the University’s ethics framework.

Dr Martin Toner, Corporate Governance Officer (Council), Quality Management Office, Room G06, Crescent House, email: m.toner@salford.ac.uk

2021/22

• Wednesday 22 September 2021
• Thursday 9 December 2021
• Thursday 3 March 2022
• Thursday 19 May 2022

Purpose

To oversee and make recommendation to Council as appropriate on matters concerning membership and representation on other internal and external bodies and the operation and effectiveness of corporate governance arrangements, including those regarding Council itself.

To develop and oversee policies, procedures, codes of practice and guidelines in relation to ethical issues.  

Terms of Reference

1. To make recommendation to Council on the operation and effective discharge of the University scheme for corporate governance and the appropriate delegation of Council’s authority.
2. To make recommendation to Council on proposed changes to the University’s Charter, Statutes and Ordinances.
3. To make recommendation to Council on developments and good practice in governance and the conduct of Council business, taking cognisance of national guidelines.
4. To make recommendation to Council in respect of the process for the appointment of a Vice- Chancellor or Acting Vice-Chancellor in accordance with Statute 3.
5. To make recommendation to Council in respect of the appointment of:
   • a Chancellor.
   • Independent Members of Council in accordance with Statute 4.
   • Internal Members of Council other than those appointed by methods prescribed in Statute 4.3.
6. To approve mechanisms to enable effective assessment of the contribution of Council members (at least annually) and to report to Council on the output from such mechanisms, including development needs.  
7. To review and monitor the membership needs of the Council and its standing committees (including the need for appropriate succession planning) and to solicit, receive and review names of potential members.
8. To make recommendation to Council on the appointment of Council representatives on other bodies.
9. To make recommendation to Council on the establishment, terms of reference, composition, membership and disestablishment of its standing committees and their standing sub-committees.
10. To consider where appropriate the removal of Council members for good reason, to enable the Chair of Council to submit motions to Council as specified in the Ordinances.
11. To monitor and report to Council on the effective operation of the Council’s standing committees and their sub-committees and time or task-limited working groups.
12. To oversee and ensure the effective operation of the University’s whistleblowing procedure.
13. To oversee and ensure the effective operation of the University’s activities relating to adherence to the Prevent Duty.
14. To recommend to Council appropriate mechanisms to ensure engagement and communication with internal and external stakeholders.
15. To keep under review the University’s ethics framework.
16. To ensure that institutional policies, procedures, codes of practice and guidelines take appropriate account of ethical issues and area consistent with the University’s ethics framework.
17. To ensure that Council is apprised of the effective operation of the above arrangements in support of Council’s overall responsibility for ethics governance.
18. To approve the University’s annual Modern Slavery Act statement.

2 Ex-officio

Chair of Council

Vice-Chancellor

3 appointed Independent Council members

1 appointed Internal Council member

Up to 2 co-opted members

Officers in attendance include: University Secretary

Role

The chief purpose of Remuneration Committee is to determine the remuneration of senior staff of the University.

Business

Remuneration Committee deals with senior staff salary and other remuneration matters on behalf of Council.

Dr Martin Toner, Corporate Governance Officer (Council), Quality Management Office, Room G06, Crescent House, email: m.toner@salford.ac.uk.

2021/22

• Friday 17 September 2021*
• Wednesday 8 December 2021
• Thursday 24 February 2022
• Thursday 16 June 2022

* A separately convened meeting to consider the Vice-Chancellor's performance and reward is held immediately before, at which the Vice-Chancellor is not present.

Purpose

To ensure that the University has clear policies and procedures in place, approved by the governing body to ensure that the University can demonstrate the highest levels of integrity, probity and transparency in the reward and recognition of senior staff; meeting the requirements set out in The CUC Higher Education Senior Staff Remuneration Code 2018.

To determine and review the remuneration of the Vice-Chancellor in accordance with the Vice-Chancellor Reward and Recognition Framework that is predicated upon The Higher Education Code of Governance 2018.

To determine and review the remuneration of the Vice-Chancellor’s Executive Team.

To determine and review the remuneration of senior staff of the University above point 51 of the JNCHES Pay spine (i.e. ‘senior staff’).

Terms of Reference

1. Policy and Strategy

1. To ensure that the University has a clear policy on senior staff remuneration, which aligns to the University and associated strategies.
2. To ensure that the policy and strategies are underpinned by a firm commitment to equality, inclusion and diversity and that the effectiveness of this is kept under regular review in accordance with section 5 below.
3. To oversee the University’s framework in relation to termination in accordance with section 4 below.
4. To oversee the University’s framework for reward and recognition for all staff for the purposes of demonstrating the highest levels of integrity, probity and transparency.
5. To delegate decisions regarding reward for exceptional contribution to the Vice-Chancellor and the Executive for all staff, except those for whom Remuneration Committee retains direct responsibility as detailed in section 2 below.

2. Executive Pay Determination

2.1. To determine and review, on behalf of Council, the salary and payments associated with the holding of the office of the Vice-Chancellor including; performance pay, pension and any other emoluments.*

2.2 To determine and review, on behalf of Council, the salary and payments associated with members of the University Executive other than the Vice-Chancellor as set out in the Scheme of Delegation, including; performance pay, pension and any other emoluments, for the undernoted roles:   

1. Deputy Vice-Chancellor
2. Registrar and Secretary
3. Pro Vice-Chancellors
4. Executive Director of Finance
5. Executive Director of Human Resources and Organisational Development
6. Chief Operating Officer

and such other roles as may be identified.

2.3 To determine whether the nationally agreed annual pay settlement will apply to members of the University Executive.

2.4 To determine and review on behalf of Council any salary and associated payments made to the Chair of Council.

3. Monitoring and Benchmarking

3.1 To consider the following factors in determining all matters detailed in sections 1 and 2 above:

1. The overall performance of the University of Salford as measured by the institutional KPI’s and taking into consideration organisational benchmarking against recognised measures including; REF, TEF, NSS.
2. Individual performance measured against predetermined objectives.
3. Benchmarking against appropriate and comparable institutions and determinants including; the pre 92 group of universities, institutional income, regional variation.
4. The business context in which the University is operating and any associated trends.
5. The recommendations made in the annual Gender Pay Gap Report and the Equal Pay Audit.
6. Benchmarking against Korn Ferry Pay Data in addition to the UCEA annual Senior Staff Remuneration Survey and the Chair of University Council annual Vice-Chancellor’s Salary Survey.

4. Termination

4.1 To oversee and ensure the appropriate operation of the University Guidance on Settlement agreements including settlement payments and the augmentation of pension benefits.

4.2 To oversee the implementation of the aforementioned guidance and review all settlement agreements on an annual basis.

5. Governance

5.1 To report on its activities to University Council on at least an annual basis, to ensure that it is providing the necessary level of assurance that all processes and associated decisions have been rigorous, equitable and fair and as transparent as reasonably practicable.

5.2 To review its own performance and effectiveness on a regular basis.

6. Risk Management

6.1 To review on a regular basis the risks associated with those matters considered to be the responsibility of the Committee.

6.2 To consider the public interest and the safeguarding of the use of public funds alongside the sustainability and interests of the University when reviewing all forms of payment, reward and recognition and severance within its remit.

2 Ex-officio:

Chair of Council
Deputy Chair of Council

At least 3 Appointed Council members

Up to 2 co-opted members

Officer in attendance: Director of Human Resources

Any member of the Committee, or University staff member, whose pay or associated payments, terms and conditions are to be discussed is excluded from those discussion and this will be clearly indicated on the respective agenda prior to the meeting taking place.

Annual Remuneration Report 2021-22

Introduction

The reward and recognition framework for the Vice-Chancellor is underpinned by the core values contained within The Higher Education Code of Governance 2018.

These include:

• Full and transparent accounting for public funding
• The publication of accurate and transparent information that is publicly accessible

In applying the framework, Remuneration Committee will act in accordance with the seven Nolan Principles for Public Life.

1. Selflessness
2. Integrity
3. Objectivity
4. Accountability
5. Openness
6. Honesty
7. Leadership

Remuneration, Compensation and Benefits

In determining base salary, the depth, breadth and complexity of the role must be taken into consideration.

Also, in accordance with section 3.15 of the aforementioned Governance code, comparative information must be considered when determining salaries, benefits and terms and conditions. This must include information relating to the relevant contribution and income groups, in order to inform the appropriate determination of the quantum of base salary.

Since September 2018, the University has adopted pay benchmarking for senior colleagues aligned to the data provided by Korn Ferry as a primary source. This application is undertaken following senior-level job evaluation exercises to determine the job size and ensures pay is commensurate with the level of responsibility and the broader external market. The University subscribes to the UCEA Senior staff pay survey and this data must be used as a secondary source for increased assurance regarding the validity of decision relating to pay. It represents the most comprehensive and reliable source of data within the sector, enabling cross intuitional comparisons to be made. The survey uses data from the October payroll and the survey is undertaken in November. The survey also includes the quantum of merit pay, if awarded. The University also participates in the Chair of University Council Survey of Vice-Chancellors Pay and this data must also be used. This survey uses data from the 1 January each year and the survey is undertaken in December. The survey is published in the spring of the subsequent year.

The Vice-Chancellor is entitled to join one of the Universities pension schemes.

The Vice-Chancellor is not automatically entitled to receive the New JNCHES Annual pay uplift and due consideration, alongside the remuneration for all staff above point 51 on the national pay spine, will be given by Remuneration Committee, regarding its applicability for all senior leaders including the Vice-Chancellor, based on individual performance and organisational performance.

The Vice-Chancellor’s pay will be reviewed in accordance with section 5.3 of the contract of employment. This clause indicates that Remuneration Committee may review the Vice-Chancellors salary alongside the annual performance review and that any review of the salary will also take into account the performance of the University and the University’s financial position.

The University has a framework to enable all colleagues to undertake consultancy and provide professional services to Industry. The University’s Consultancy Policy governs the types of activity and provides guidance on the processes for all University colleagues who may undertake consultancy activity, including the Vice-Chancellor.

Payments Associated with Holding Office

All reasonable travel costs associated with holding office will be paid by the University. Where appropriate, travel costs will be paid for an accompanying family member e.g. partner or spouse. This will be in instances where the family member will be providing predetermined and agreed support to the Vice-Chancellor in the promotion of the work of the University and any such costs will be agreed in advance with Remuneration Committee.

All reasonable costs associated with subsidence, occurred as a direct result of University business will be paid in accordance with the relevant financial regulations.

The office of Vice-Chancellor is not subject to residency within any wholly or partially owned University of Salford accommodation.

Honorary Degrees Committee has delegated authority from Council and Senate to consider and approve nominations for the award of Honorary Degrees.

Martin Toner, Corporate Governance Officer (Council), Quality Management Office, Room G06, Crescent House, email: m.toner@salford.ac.uk.

2021/22

• Thursday 9 December 2021
• Thursday 19 May 2022

Purpose

As a joint committee of Council and Senate, receiving delegated authority on behalf of those two bodies:

To consider candidates for the award of honorary degrees and fellowships;

To ensure that all such awards are conferred on individuals whose achievements and activities are resonant with the core values of the University;

To ensure that candidates considered and awards conferred reflect the range of academic endeavour in which the University is engaged.

Terms of Reference

1. To consider and approve candidates nominated for honorary degrees on behalf of Senate and Council.
2. To review and make recommendation to Governance, Nominations and Ethics Committee (and thereafter to Senate and Council) concerning the Regulations, including the range of honorary degrees and titles and relevant qualifying criteria.
3. To ensure that successfully nominated candidates meet the criteria as set out in the relevant regulations.
4. To consider any other matters relating to the award of honorary degrees as may be appropriate, including the rescinding of awards previously bestowed by the University.

4 Ex-officio members

• Vice-Chancellor, Chair
• Deputy Vice-Chancellor
• Chair of Council
• Deputy Chair of Council

3 Appointed Independent Council members

1 Student member of Council

1 Ex-officio Senate member

1 Appointed/Elected Senate member

Officers in attendance: University Secretary, Executive Director of Marketing & External Relations

Council appoints Lead Members as it deems appropriate.

In addition to the Committee structure outlined above, Council has authorised the appointment of Lead Members to provide it with a governance mechanism of dual assurance addressed to key business areas. Lead Members cover the key areas of responsibility for Council : Finance, Estates, Human Resources, International and Information Technology.  

On behalf of the Council, Lead Members work with relevant senior managers (eg Executive Directors, Executive Deans). Their role is not to manage the business area but to provide assurance to Council that recommendations and decisions arising from the business area are sound and evidence based, have followed appropriate processes, and are aligned to corporate strategy. To guide their dual assurance role, Lead Members are encouraged to address and challenge on such issues as:

• To what extent are the objectives in the corporate strategy and operational plans relating to the business area being delivered?
• Are risks sufficiently identified and mitigated?
• Is communication between the Lead Member and the Director sufficient?

Other Council members have the opportunity to raise questions about and probe issues raised in reports of Lead Members either with the Lead Members themselves or with the relevant Executive Director. 

The Lead Members are as follows:

• Estates – TBC
• Finance – Mr I. Moston
• Human Resources – TBC
• International - Mr S. O'Hara
• IT - Mr G.Dowdle