Me “Do you mind if the role-play we are planning for the Board away day involves the Vice-Chancellor signing a £50m contract to establish an overseas campus without having asked the governors first?”
VC “Absolutely fine as long as the Secretary is implicated too as these things rarely appear to happen through one person acting alone….”
The somewhat risky idea of running a scenario exercise with governors came about last year when a senior staff disciplinary policy was presented to them for approval and generated much more discussion than had been anticipated. Road testing the policy was the Board’s preferred approach. Overall this was a useful exercise and thankfully no-one came away thinking that this was really happening in practice!
Lessons learned
Being on top of the process when it is happening and being seen to do so.
Running the scenario and discussing case studies helped our governors to understand that the triggering of an investigation under a senior staff disciplinary policy, particularly one involving allegations of misconduct concerning a VC, is likely to require urgent reporting to the OfS as a Reportable Event and subsequent follow up. The highly publicised examples of management and governance failures within the sector reinforce the importance of governors and designated officers working closely together to manage the process and maintaining clear communications with key stakeholders including staff, students and regulators.
Finding out the Board’s risk appetite for tackling the issues.
It was reassuring to note that, faced with a scenario which had the potential in real life to damage the reputation of the University and the governors themselves, all Board members in the respective break out groups were in favour of following due process and observing the principles of natural justice whilst the allegations were being investigated. Thankfully no one thought that getting the cheque book out was a good idea.
Planning for emergencies involving the governors as decision makers
Preparing for the unthinkable is obviously easier when things are going well but most of our universities carry out annual emergency planning exercises preparing for external threats and disasters. So why not prepare our Boards for reputational emergencies where the governors themselves will be the decision makers?
Should the CUC Code expect more from Boards around this?
The latest version of the CUC Code was revised to reflect broader public debates about governance and learning from past failures of governance. Section 5 of the Code specifically refers to Board effectiveness and there is a welcome shortening of the dates between external reviews of governance to every three years which encourages a regular refreshing and independent look at the arrangements. But should the Code or associated guidance for Remuneration Committees go further in expecting Universities to have policies which specifically deal with the possibility of Senior Staff Disciplinary misconduct? I would suggest that it should and there remains more that we can be doing as a sector to reassure the OfS and the public itself that we are alive to the dangers of leadership and governance failures and will act robustly if ever they do arise.
