Court Effectiveness Review - 2022

2.1       Outcome

The overarching judgement arising from the review is that the University Court has in place effective arrangements to ensure that it meets its key obligations, as set out in the University Court Statement of Primary Responsibilities.

The review report identifies examples of best practice in governance, as well as a number of areas for potential development and enhancement, expressed as recommendations. The report and recommendations is presented for approval by the University Court.

Specifically, evidence gathered in support of the review supports the assessment that:

• The University Court is a highly effective governing body, which is expertly supported by an efficient and attentive Secretariat.
• The Court culture is collaborative and collegiate, with positive and supportive working relationships established across the full membership, including between the lay membership and Senior Leadership Team (SLT).
• Court members are committed to the University’s purpose, values and strategy and rigorous in their level of challenge and scrutiny.
• The Court can have full confidence in the University’s arrangements for academic assurance and enhancement, with quality mechanisms applied consistently, including across online, international and collaborative provision. The appointment of a Court member with a background in Higher Education is identified as being valuable in assisting lay members’ wider understanding of the academic context.
• Court members have an excellent and detailed grasp of the policy and operating context. This understanding provides the basis for constructive critical analysis of risks and opportunities for growth.
• The Court is to be commended specifically on its input to the complex Joint Venture Land Development project. This is necessarily a fast moving project, which requires timely scrutiny and a high degree of financial, logistical and legal input.
• Equality, diversity and inclusion considerations are firmly embedded within the values and practices of the Court and its sub-committees.
• A comprehensive induction is delivered to all Court members.

Areas identified for enhancement, which have been agreed by the Steering Group for presentation and approval by the University Court, are enumerated below. Further discussion on how best to effect these recommendations is set out in Section 5 of this report.

2.2       Recommendations

The following areas for enhancement have been identified and are presented to the University Court for approval and action as appropriate:

Recommendation 1: Court continues to be open to challenge and consciously embraces a diversity of views.

Recommendation 2: Court continues to strengthen its knowledge of learning and teaching and research. This could be achieved by reinstatement of member observation of Senate, and expansion of development and insight sessions programmed throughout the year.

Recommendation 3: Arrangements for the oversight and assurance of the Land Development Joint Venture are clarified further and kept under review, enabling clear articulation with the roles of Finance and Estates Committee and Audit Committee.

Recommendation 4: Understanding (and evaluation) of the new approach to KPIs, and the manner in which Court gains oversight of performance, is enhanced through member induction and ongoing development.

Recommendation 5: The Nominations Committee continues to prioritise equality, diversity and inclusion (EDI) in new appointments, to include diversity of thought and perspective.

Recommendation 6: Demonstrate on the Court website the diversity and impact of its membership.

Recommendation 7: The extent of the consideration of EDI matters in Court processes, and in its discussions, should be demonstrated more explicitly eg in papers presented for discussion, and minutes of discussion. The provision of a Board development session could contribute to building the confidence of some Court members in this area.   

Recommendation 8: The Secretariat continue to focus on tailored induction, meeting the needs of different members, including staff and students, and ongoing development of Court members (recommendations 2, 4, 7 and 10 refer also).

Recommendation 9: The production of papers and of minutes is enhanced further through the introduction/re-introduction of approaches designed to aid clarity for the reader. This should include consideration of an adapted version of the current cover sheet template, and of the detail of discussion to be captured in minutes of committees reporting into the Court.

Recommendation 10: The visibility of, and accessibility to, matters relating to the Court is improved in terms of its publicly facing internet, and internally facing intranet, presence (recommendation 6 refers also).

2.3       Action

Agreement of this report and recommendations having been secured from the University Court at its meeting on 22 June 2022, a detailed action plan was presented to the University Court at its meeting on 5 October 2022, with updates on progress presented to the subsequent meetings of the University Court during Session 2022-23.

As part of a process of enhancing the effectiveness of its governance, and in fulfilment of the requirements of the Scottish Code of Good HE Governance (‘the Scottish Code’), the University Court commissioned an externally facilitated review of the effectiveness of its governance arrangements view in autumn 2021.

The Scottish Code of Good Higher Education Governance requires that governing bodies keep their effectiveness under review, as set out under paragraph 49 of the Code:

Paragraph 49

‘The governing body is expected to review its own effectiveness each year and to undertake an externally facilitated evaluation of its own effectiveness and that of its committees, including size and composition of membership, at least every five years.

‘As part of these processes or separately, the effectiveness of the academic board (also known as Senate, Senatus Academicus or academic council) is expected to be reviewed similarly. These reviews should be reported upon appropriately within the Institution and outside.

‘Externally facilitated reviews should be held following any period of exceptional change or upheaval (allowing suitable time to see the effects of changes made), the usual timetable for externally facilitated review being brought forward if necessary in these circumstances’.

The previous externally facilitated Court Effectiveness Review was conducted in Session 2015-16, with further review planned for academic Session 2020-21.

The review timeline was adjusted by one year to accommodate the significant impact of the Covid-19 pandemic on University business. This delay coincided with the election and appointment of a Chair, the arrangements for which were conducted during Session 2020-21. Pamela Woodburn took up the role of elected Chair on 1 April 2021.

The Covid-19 emergency provides important context for the effectiveness review, not only in terms of the conduct of the review, significant elements of which were conducted on-line, but also in terms of the nature of some of the evidence presented for review. It will likely have influenced to some extent also the benchmarking of the review outcomes against previous Advanced HE facilitated reviews, with such reviews having been conducted pre-pandemic.

In common with all other HEIs (and workplaces), the University adopted revised ways of working to accommodate the restrictions in place during the pandemic. The impact of that on some aspects of established business practices is likely reflected in the survey and focus group feedback. Examples of this would include the impact of the restrictions on the delivery of face-to-face induction for new Senate and Court members. Such restriction will have impacted also on the availability of opportunities for members to network and establish working relationships.

Four out of the five Advance HE meeting observations were conducted virtually. Conducting meetings by Teams and/or Zoom is suggested as having resulted in rather more ‘transactional’ interactions, despite the agenda and business being consistent with pre-pandemic arrangements. It is suggested too that conducting meetings on-line resulted in reduced interaction between members, and reduced engagement by some members. The online format does not lend itself easily to the normal ‘cues’ from members that allow the Chair to bring people into the discussion eg body language and other signals.

The majority of committee papers and minutes presented for the Advance HE desk research review had been prepared during the pandemic, with document formats reflecting a necessary move away from the production and circulation of prepared sets of paper copies to members. A number of formats for paper distribution were trialled over the lockdown period, with the production of electronic PDF sets being adopted for Court and Senate in particular.

The remit and membership of the Court Effectiveness Review Steering Group (CERSG) is provided at Appendix one to this report.

As reported above, the Steering Group’s work was facilitated by Advance HE, the scope of which was defined in the confidential Consultancy Agreement between Advance HE and Queen Margaret University as being to ‘provide an evaluation of the effectiveness of the current arrangements for Court and Senate’, and with a particular remit to highlight:

• The quality and nature of the assurance Court receives and provides regarding academic outcomes and the student experience, through its relationship and interfaces with Senate.
• The effectiveness of Court and its governance structures/ways of working/composition in assuring strategic developments as the university enters into a phase of considerable investment and enhancement’.

The following activities were outside the scope of the Advance HE review remit: observations of every committee; interviews with every Court member; academic governance within and beyond Senate.

In progressing its remit, Advance HE undertook the following agreed activities:

Desk-based Research: A selective review of documentation, including current membership of Court and Senate and their sub-committees; committee structures and terms of reference; committee minutes; relevant internal and external reports; and evidence of compliance with regulatory requirements.

Meeting observation: Observation of an agreed number of formal committee meetings, listed below in chronological order:

1. Student Experience Committee: 9 February 2022 (MS Teams)
2. University Court: 23 February 2022 (MS Teams)
3. University Senate: 16 March 2022 (MS Teams)
4. Finance and Estates Committee: 23 March 2022 (MS Teams)
5. Court Strategy Day: 25 March 2022 (on campus)

Survey of Court members: Development and analysis of a tailored survey, which was open for completion between 4 March and 20 March 2022.

The survey included core Advance HE questions about University governance arrangements, which provided for an element of benchmarking of practice against the wider HE sector. The survey was provided to all current Court members and to members of the secretariat. It was provided also to the previous Student President and Vice-President in fulfilment of paragraph 50 of the Scottish Code, which states that: Given the short terms of office served by student members, externally facilitated effectiveness reviews should, where possible, take evidence from recent student members as well as those currently serving on the governing body.

Court focus group: Development and evaluation of feedback from a Court focus group, facilitated by Professor Ella Ritchie at the on-campus Court Strategy Day on 25 March 2022.

Senate focus group: Development and evaluation of feedback from a Senate focus group meeting held by MS Teams, and facilitated by Professor Ritchie on 27 April 2022.

The survey generated a good response rate (21 responses in total), from a good distribution of respondents. Overall, the survey results were very positive, with the majority of sections scoring above the institutional benchmark. Using a RAG system, seven out of the ten sections within the survey scored above 80%, and were categorised as green, with five of these having scored above 90%. Three of the sections scored between 70% and 79% and were categorised as amber. No sections were categorised as red.

The two highest scoring (green) sections were ‘Structures and Processes’ (96%) and ‘Vision, Culture and Values’ (95%). The three lowest scoring (amber) sections were ‘Information and Communication’ (79%) ‘Membership, Equality, Diversity’ (77%), and ‘Development and Measurement’ (76%).

Of the 43 measures within the sections, 26 scored above 90%, and five scored 100%.

The lowest scoring measures were as follows:

• Effective reviews of governing body members' individual contributions are conducted periodically.
• The induction of governing body members is: Periodically evaluated.
• The induction of governing body members is: Tailored to individual need.

Within the responses for the three lowest scoring measures, a sizeable number of participants selected the ‘don’t know’ option, suggesting that there might be an awareness or communication issue.

Whilst it is important to reflect on the lowest scoring measures in the survey, the findings should be considered in the context of the wider review process, the outcome of which is presented in the sections that follow.

The overarching judgement arising from the review is that the University Court has in place effective arrangements to ensure that it meets its key obligations, as set out in the University Court Statement of Primary Responsibilities.

The Review report identifies examples of best practice in governance, as well as a number of areas for potential development and enhancement, expressed as recommendations for approval by the University Court.

The outcomes agreed by the Steering Group have been informed by, and align closely with, the evaluation and recommendations provided to it by Advance HE. The narrative set out below provides rationale for the report outcome and agreed recommendations.

5.1       Positive practice

The following areas of positive practice were evidenced in the review:

(a) Court Culture:

The Court culture is collaborative and collegiate. Positive and supportive working relationships are established across the full membership, including between the lay membership and Senior Leadership Team (SLT). Court members are committed to the University’s purpose, values and strategy and rigorous in their level of challenge and scrutiny.

(b) Academic Assurance:

Through its consideration of Senate minutes and other relevant papers, including the Annual Statement on Quality to the Scottish Funding Council, the Court can have full confidence in QMU’s arrangements for academic assurance and enhancement. Quality mechanisms are applied consistently, including across online, international and collaborative provision.

The Student Experience Committee undertakes much of the detailed scrutiny that underpins the provision of reports to Senate and Court. Quality assurance and enhancement arrangements are demonstrably evidence based, with due consideration given to the internal and wider external context. The appointment of a Court member with a background in Higher Education has been invaluable in aiding lay members’ wider understanding of the academic context. The extent to which that expertise can be extended is under current consideration by the Nominations Committee

(c) Assuring strategic developments:

Court members have an excellent and detailed grasp of the policy and operating context. This understanding provides the basis for constructive critical analysis of risks and opportunities for growth. The Court is to be commended specifically on its input to the complex Joint Venture Land Development project. This is necessarily a fast moving project, which requires timely scrutiny and a high degree of financial, logistical and legal input.   In view of this, further recommendation is made under Section 5.2 below concerning how best that scrutiny can be secured under current governance arrangements.

(d) Equality, diversity and inclusion:

Equality, diversity and inclusion considerations are embedded firmly within the values and practices of the Court and its sub-committees. The Equality and Diversity Committee and the Student Experience Committee minutes explicitly demonstrate sensitivity to the diversity of staff and students. There are ongoing efforts to enhance further the diversity of Board membership and practice, building on the extensive work that has already been undertaken. This includes the development, under the auspices of the Nominations Committee, of a Governor ‘apprenticeship’ scheme. Further suggestion on this subject is set out under recommendation 5.2.4.

(e) Induction, development and review:

A comprehensive induction is delivered to all Court members. The induction format and content has generally been well received. New Senate members are also routinely invited to an induction, although this has not been offered consistently during the pandemic.

(f) Structure and processes:

The University’s governance arrangements benefit from a strong and efficient secretariat. Papers and minutes are comprehensive and, based on lay Court members’ feedback, compare favourably with practice at other HEIs.

5.2       Recommendations

The following ten recommendations and one suggestion reflect the Steering Group’s acceptance, with agreed areas of amendment, of the evaluation report and recommendations produced by Advance HE.

The recommendations are inter-related, and collectively, provide areas for development suggested as enhancing existing governance arrangements. The recommendations respond to aspects of current governance where Court and Senate members expressed less confidence in their understanding of practice, either through survey responses, and/or through focus group participation.

Importantly, the recommendations are suggested as building on established good practice, rather than addressing any significant deficiencies

5.2.1    Court culture

Recommendation 1: Court continues to be open to challenge and consciously embraces a diversity of views

The Advance HE Facilitators observed robust and appropriate level of challenge at the meetings they attended. However, the Steering Group was asked to reflect on the extent to which that collaborative and supportive Court culture could lead to a degree of discomfort or reluctance on the part of some members to express views freely. Upon such reflection, the Steering Group recognises that the online meeting format adopted during the pandemic did influence the extent and depth of member debate, although there continued to be appropriate constructive challenge. The feedback from the Facilitators provides a helpful prompt to the Court to continue to encourage challenge and creativity as meetings return to campus.

5.2.2    Academic assurance

Recommendation 2: Court continues to strengthen its knowledge of learning and teaching and research. This could be achieved by reinstatement of member observation of Senate, and expansion of development and insight sessions programmed throughout the year.

Feedback suggests that Court members would welcome the opportunity to develop further their understanding of the academic work of the University – a view commonly expressed by Board members in such reviews. One potential response to this suggested by the Advance HE report is an annual joint meeting of the Court and Senate. This report does not advocate such an approach, on the grounds of the number of participants, associated logistical challenges and limited extent to which such a meeting format would promote in-depth discussion. Rather, it is suggested that the objective could be achieved through reinstatement of member attendance at Court and Senate meetings, and through the expanded delivery of insight sessions, similar to that delivered by colleagues from the School of Arts, Social Sciences, and Management prior to the Court meeting in April 2022.

5.2.3    Assuring strategic developments

Recommendation 3: Arrangements for the oversight and assurance of the Land Development Joint Venture are clarified further, and kept under review, enabling clearer articulation with the roles of the Finance and Estates Committee and Audit and Risk Committee.

The review provided good evidence of input from the Court to the land development project. Recognising the scale and complexity of the project, it is suggested that there is scope to develop the governance structures to provide further assurance, and to ensure Court focus at the right level. The suggestion from the Facilitators that a time limited land development sub-group be established to support the Finance and Estates Committee and Audit and Risk Committee is not considered a proportionate response however. The planned establishment of an internal stakeholder group, and reinvigoration of the existing external stakeholder group, are important developments intended to strengthen governance without overcomplicating the existing structures. The internal stakeholder group will support the interface between the academic community and the project governance team and dovetail with key academic committees, whilst the external group will operate as sounding board with industry and wider representation. These arrangements will be kept under review.

Recommendation 4: That understanding (and evaluation) of the new approach to KPIs and how the Board gains oversight of performance is enhanced through induction and ongoing development.

It is recognised that the refreshed approach remains in its infancy. Under revised induction arrangements, appointees to the Court receive comprehensive information that includes an orientation to KPIs more broadly, and specifically concerning the Outcome Agreement. The complexities around oversight of KPIs is accepted, as is the benefits of keeping approaches under review, as recommended by Advance HE. There is scope to strengthen the induction arrangements for lay Court members appointed from June 2022 onwards. The appointment of the new Head of Strategic Planning and Policy Development, Gordon McKenzie, also presents an opportunity to further refine and reinforce the current approach.

5.2.4    Equality, diversity and inclusion (EDI)

Recommendation 5: The Nominations Committee continues to prioritise equality, diversity and inclusion (EDI) in new appointments, to include diversity of thought and perspective.

While the Advance HE Facilitators observed strong values across the University in relation to EDI, survey responses indicated that some Court members lacked confidence in this area, this being one of the lower scoring areas within the member survey.

This recommendation recognises that Equality, Diversity and Inclusion is an area of serious focus and endeavour for the University. In relation to the Court in particular, the work undertaken by the Nominations Committee to enhance the diversity of the Court has reshaped the profile of its membership over the last couple of years in particular. The recommendation recognises that active steps continue to be taken to enhance diversity through the lay member recruitment process. The University continues to meet the requirements for gender representation on boards, while current development work on a ‘governor apprenticeship scheme’ is designed open up membership to those with requisite expertise and skills but who lack the ‘information capital’ sought in member appointments.

In support of the point above in particular, it is suggested that the Terms of Reference of the Standing Committees of the Court are revisited with a view to incorporating provision for ‘co-opted’ members. As this term is used variably across the sector in Scotland, including in some cases in reference to independent lay members, the precise terminology is for discussion. For clarity though, such arrangement would provide for persons, perhaps with limited board experience, to contribute their expertise and skills to those committees, while gaining non-executive board experience. They would not be in full Court membership, or count towards the lay court membership set down in the University Statutory Instrument. Such persons would be eligible for consideration for lay court membership when such vacancies arise. The provision would be exercised exceptionally eg to meet a particular skills or demographic gap on the committee where it has not been possible to fill such gap through the lay member recruitment process.

Work commissioned by the University Race Equality Steering Group will further support the work of the Court through the work strand on developing a diverse workforce. Targeted equality training being developed by the University HR department through online modules will be offered to all Court members.

Recommendation 6: Demonstrate on the Court website the diversity and impact of its membership.

The website should be developed to improve the consistency of detail set out within member biographies, and to reflect more explicitly the diversity of members’ backgrounds, skills and interests. It is noted that work on the website stalled over the past year due to upgrades to the website and associated periods of web freeze. With the new website now operational, the recommendation is timely, and it will be possible for work to commence almost immediately, subject to Court approval.

Recommendation 7: The extent of the consideration of EDI matters in Court processes, and in its discussions, should be demonstrated more explicitly eg in papers presented for discussion, and minutes of discussion. The provision of a Board development session could contribute to building the confidence of some Court members in this area.

The feedback from Advance HE that EDI matters could be made more explicit in Court papers and discussions is accepted. Court cover papers do already include a requirement for the paper author to indicate whether an Equality Impact Assessment is required. As such, one response to this recommendation could be to extend this section of the cover paper template beyond a tick box option to invite explicit commentary. The review survey results and observations suggest that not all members feel confident in their understanding of what it means to assure EDI. Whilst EDI is covered through initial induction, it would be beneficial to identify individual Court members’ needs and facilitate tailored content through an annual calendar of development activity. It is open to members currently to access external sessions, but further work to promote such opportunities, including the Advance HE Race Equality Package, will be undertaken.

5.2.5    Induction, development and review        

Recommendation 8: The Secretariat continue to focus on tailored induction, meeting the needs of different members, including staff and students, and ongoing development of Court members (recommendations 2, 4, 7 and 10 refer also).

The content of the core induction for new members was refreshed and delivered in-person for the first time in July 2021. That would not be visible to members who were inducted before that date, and new members would not have been aware that they were on a refreshed version of the programme. The core induction has been supplemented with tailored induction and introductions for recently appointed members, usually in the form of meetings with members of the SLT, for example to discuss land development and finance. The current approach provides a solid basis for further enhancing induction and development opportunities. Such opportunities are important for all Court members, including University staff and students.

5.2.6    Structures and processes

Recommendation 9: The production of papers and of minutes is enhanced further through the introduction/re-introduction of approaches designed to aid clarity for the reader. This should include consideration of an adapted version of the current cover sheet template, and of the detail of discussion to be captured in minutes of committees reporting into the Court.

Court papers and minutes are assessed as very well structured, with the necessary contextual information and level of detail to allow members to come to an informed decision. Suggested enhancements are identified as follows:

a) Strengthening the content of the cover sheets as a means to signpost the reader to the relationship between the Strategy, KPIs and risk considerations. In making this recommendation, it is noted that previous cover sheets were more detailed, but that this practice was adjusted in response to a previous Effectiveness Review, which determined that a shorter format would be more appropriate.

b) Providing more detailed information in the minutes of standing committees of the Court in particular of the level of discussion and scrutiny of agenda items of particular importance.

It is noted that the Secretariat has secured funding for a board management system, and procurement of that is progressing.

The suggestion from the Facilitators that a lead reader system be introduced, whereby one Court member is assigned primary responsibility for review of a paper and leading the discussion, is a matter for Court consideration, but is not being recommended by the Steering Group, on the grounds that a convincing case for such a system was not made. The suggestion from Advance HE is a prompt for possible further exploration of this option however.

5.2.7    Information and communication

Recommendation 10: The visibility of, and accessibility to, matters relating to the Court is improved in terms of its publicly facing internet, and internally facing intranet, presence (recommendation 6 refers also).

Focus group participants reported that the work of the Court and Senate and their sub-committees could be more visible, for example on the staff Intranet. The Facilitators endorsed this view in relation to the Court website, as set out earlier in recommendation 6. It is recognised that the Intranet is not always intuitive and that information could be more clearly signposted both on the Intranet and externally on the website. Enhanced communications (bulletin format meeting summaries) were introduced in academic Session 2018-19 for the dissemination of Senate discussions and decisions. This practice ceased with the onset of the pandemic, but could usefully be reintroduced and expanded.

5.3       Suggestion

Map the University Strategy to the UN Sustainable Development Goals and consider aligning performance measurement and reporting to these.

There is a strong commitment to sustainability within the institutional Strategy and this permeates the work of the Court and the University. It is suggested by the Advance HE Facilitators that more explicit mapping could be beneficial for internal and external communications to strengthen the University’s brand position and impact as an organisation with a genuine and deep-rooted commitment to sustainable policy and practice. Examples of the adoption of this approach by other HEIs are provided in the Advance HE report at Appendix B.

The report, and the recommendations therein, was approved by the University Court at its meeting on 22 June 2022, and a detailed action plan presented to, and approved by, the University Court at its meeting on 9 October 2022. Updates on progress will be presented to meetings of the University Court during Session 2022-23.

Court Effectiveness Review Steering Group (CERSG) Remit, Terms of Reference and membership.

Remit

To undertake a facilitated review of the University’s governance arrangements, such review to provide assurance to the University Court on the effectiveness of such arrangements, including those established to secure and enhance academic standards.

In performance of the above, work with the external facilitator in a transparent manner, such that any issues raised by the Group or external facilitator are the subject at an early stage of clarification, recommendation or resolution.

The review will consider and evaluate a range of enablers of good governance and their application within the University Court’s existing governance framework. A particular focus will be the extent to which current governance structures support the University’s future needs, and the delivery of its Strategic Plan.

Terms of Reference

The Group has delegated authority from the University Court to:

• Review the effectiveness of the University Court and of its committees, including the composition of membership and terms of reference of standing committees(1). Such review will incorporate consideration of the Senate and its Standing Committees, as determined by the Group in consultation with the external facilitator.
• Engage the services of an external facilitator, and contract with the facilitator to deliver on an agreed scope and methodology for the review, such agreement being focussed on providing appropriate assurance to the Court on matters relating to compliance, and the Court’s statement of primary responsibilities.
• Provide direction, advice and support to the External Facilitator to ensure that the review methodology and scope reflects appropriately the University’s size and structures. This will be informed also by the external facilitator’s experience.
• Consider, as far as possible, known and potential changes to the regulatory environment within which the Court operates, including revision to the Scottish Code of Good Higher Education Governance 2017.
• Establish an appropriate deadline for the delivery of the Review Report and Recommendation, to include an interim progress report to the University Court.
• Discuss issues brought to it for review by the external facilitator, to agree the composition of focus groups and the attendance by the facilitator at committee meetings, and to approve the content and focus of survey and other instruments to gather member feedback and evaluation.
• Sign off the final version of the Review Report and Recommendations, to include an agreed action plan for approval by the University Court.

(1) The Composition of the University Court is enshrined in its Order of Council. Any amendment would require Privy Council and parliamentary approval. That is not being sought as part of this review, membership having been agreed and enshrined in the QMU Order of Council 2019.

Membership

Facilitation

In Attendance

*Representation from the appointed Trade Union (TU) membership on the University Court was reduced due to temporary absence and vacancy in that membership during the period of review.