Agenda item

Terms of Reference

To consider (a) the terms of reference of the Board of Governors of the Guildhall School of Music and Drama;


and (b) revisions required under the new Office for Students (OfS).       


The Committee considered the terms of reference of the Board of Governors of the Guildhall School of Music and Drama and, with the agreement of the Chairman, the late circulated Instrument and Articles of Government of the School.


The following matters were raised:-


·         Noted that the term of office of the Principal set out in the terms of reference did not correspond with the associated wording in the Articles.


·         Members were informed that comments on the terms of reference and other associated matters had been submitted to the Chairman by Professor Geoff Crossick with the suggestion that the terms could be amended to include the following:-


(a)  the addition to (a) … '; and to assure itself that appropriate steps are being taken to deliver the institutional strategic plan, and that there are effective systems of control and risk management;'


(b)  the addition of a new term (f) 'responsibility to ensure that the requirements of the Office for Students, UK Research and Innovation and other relevant statutory bodies are followed and that compliance with these requirements is monitored.'


(c)  inclusion of a term (g) referring to the Board's responsibility for the promotion of equality and diversity throughout the School.


(d)  A new term (h) covering the responsibility of the Board to ensure institutional sustainability (not just financial sustainability but sustainability as it has come to be understood in the sector, which is about the way in which a total strategy for sustainability across all its activities, including academic strategy and the resources needed to support and advance it, exists and is achievable).


·         Noted that future required changes to the Articles resulting from the introduction of the Office for Students should be approved to come into effect from March 2019.


·         On the future potential to produce one composite governance schedule encompassing the current terms (a) to (e) and the Instrument and Articles of Government, a Governor made the point that this would present a far longer document in a format that would be unusual for the Court of Common Council to consider.


It was noted that streamlining of the Articles would be possible by removing  sections on procedures for meetings by way of cross reference to the established provisions in the Corporation’s Standing Orders, or by including these sections in an appendix to the main document.


The Town Clerk undertook to report back on the possible progression of a future composite governance schedule with regard to established Court procedures.


·         The Town Clerk confirmed that the procedure for approval to terms of reference changes would be for the Board of Governors to firstly recommend changes to Policy and Resources Committee, prior to final consideration by the Court of Common Council, and that it would therefore not be possible for any changes to be confirmed for submission to the Court at its April meeting when terms of reference of committees is normally considered.




(a)  the Board consider a paper from the Principal at its next meeting in May 2018 on proposed changes to (i) include the addition of points identified by Professor Geoff Crossick; (ii) clarify other minor anomalies with cross referencing to the Articles where appropriate; (iii) alert Governors to the future requirement for a redrafting of the governance documents to comply with changes arising from the introduction of the Office for Students and the scope for streamlining the section on meeting procedures and (iv) clarify where possible the requirements for Governors’ earlier experience; and


(b)  the Town Clerk report back on the most appropriate way to progress future changes to the governance documents in relation to established Court procedures and the potential to produce one composite governance schedule.


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