An induction program is conducted for new Council and Council committee members. This may include one- on-one meetings with the Chancellor, Vice-Chancellor and other members of the University Executive and the Secretary to Council (who is also the Director, Corporate Governance and Risk Office). The comprehensive induction incorporates key institutional and strategic information and context, and also documentation such as relevant legislation, current Strategic Plan, prior year annual report, ANU Council Charter, Code of Conduct, and access to all necessary secure documents.
As part of the induction process, new and re-appointed/elected Council members complete a disclosure and declaration form that details all potential conflicts of interest. In addition, the University executes a deed of indemnity and access for each member of the Council.
Council members are encouraged and supported to attend training where the need arises. In 2019, a number of Council members participated in or expressed interest in professional development programs offered by the Australian Institute of Company Directors.
Council performance evaluation
Council evaluates its performance annually in line with the Voluntary Code for Best Practice for the Governance of Australian Public Universities. The code recommends that ‘at least once each two years, the governing body should assess its performance, the performance of its members and performance of its committees. The Chancellor should have responsibility for organising the assessment process, drawing on external sources if required’.
Council regularly evaluates its own performance, most recently in October 2019 through one-on-one consultations between the Chancellor and individual Council members.
These consultations covered, variously, such matters as:
- General role of Council
- distinction between Council and Management
- value of the planning days
- balancing strategic and operational issues
- value of communicating Council outcomes.
- Structure and membership
- size and composition
- induction and development
- remuneration of Council members
- Chancellor’s role
- Council meetings
- length of meetings
- conduct of meetings
- staff presentations
- Council Committees.
For 2019, Council determined that, overall, it worked efficiently and effectively, and properly discharged its governance duties.
Membership and succession planning
The Nominations Committee Charter outlines the qualities that Council requires across its membership and, in particular, in the members appointed by the Minister. The charter also formalises the mechanisms through which Council manages succession planning of its membership.
The charter places an expectation on the Nominations Committee, when recommending nominees to the Minister for membership to Council, to ensure:
- at least two members who have a high level of relevant financial expertise
- at least one member who has a high level of relevant commercial expertise
- a desirable balance of skills, expertise and gender among the members of Council
- nominees have an appreciation of the values of the University and its core activities of teaching and research, its independence and academic freedom, and the capacity to appreciate what the University’s external community needs from it
- a level of continuity within its membership such that, where possible, members’ terms of office overlap
- a balance of representation from states and territories in addition to New South Wales and Victoria in the Council’s composition
- an Indigenous member of Council
- renewal, with Council members normally serving for a maximum of eight years.
In addition, the Charter explicitly excludes from consideration any person who is a:
- member of any parliament in Australia
- member of staff of the University
- student of the University
- member of the Nominations Committee.
Meetings of Council
Council met on six occasions in 2019, approximately every two months. As Chair, the Chancellor presided at all meetings of Council.
The Chair is committed to ensuring free and open debate, adequate debate of significant issues, canvassing of all views, fair treatment of all issues during debate, courtesy at all times, and efficient and expeditious conduct of business.
Council conducts itself in a consultative and collegial manner, seeking consensus as a result of debate on an issue. In exceptional circumstances, where clarity is sought, the Chair may invite Council members to vote on a matter.
Meetings of Council are open to observers (for non-confidential items). The meetings are attended by the entire University Executive, all of whom are invited to be present for confidential items, unless determined otherwise by Council. Also in attendance are officers of the Corporate Governance and Risk Office who form part of the Council secretariat, including the Secretary to the Council.
In 2019, Council continued its active program of site visits at the conclusion of most Council meeting. This program assists members to engage with the academic and research community, and to become more informed about the depth and variety of activity being pursued across the University.
During the year, Council visited or attended: the newly opened Kambri precinct, following two years of intensive effort and one of the University’s largest ever capital investments; the 2019 ANU Reconciliation Week Lecture, where the keynote address was delivered by Professor Tony Dreise (who had been recently appointed Director of the ANU Centre for Aboriginal Economic Policy Research); and, while in Darwin in October, attended the HC Coombs Memorial Lecture, delivered by the Hon Linda Burney MP, and visited the North Australian Research Unit.