Executive Committee

Approved by the Executive Committee on 06 May 2026

Preface

Executive Committee’s Terms of Reference have been drafted having regard to the University’s strategic objectives, governance principles, and best practices in higher education. These considerations ensure that the Committee operates within a clear framework that supports effective decision-making, enhances accountability, and aligns with the institution's mission and vision.

Part A: Main Object, Scope of Authority, Workplan

1. Main Object

1.1 The purpose of Executive Committee is to support the President in ensuring effective leadership, coordination and management of the activities of the University by ensuring and monitoring the delivery of the University’s Strategic Plan and Budget as approved by the Governing Authority. Additionally, Executive Committee will share information and provide advice to the President on major strategic and operational matters including the annual planning cycle, corporate priorities, key performance indicators and budgetary matters.

1.2 Executive Committee operates under authority sub-delegated by the President, who is the Chief Officer under the Universities Act 1997. Decisions of Executive Committee are legally decisions of the President, reached through a collective process. 

2. Scope of Authority

2.1 Executive Committee will act as a collective senior management decision-making body on matters of strategic and operational significance for the University.

2.2 Within this authority, Executive Committee may: 
a. Consider and benchmark against the external environment in which the University operates and recommend appropriate changes to the University’s strategy and operations to maximise the rankings of the University within its agreed risk appetite.
b. Aid the President in defining and focusing the strategic direction of the University in line with the Strategic Plan and prioritise operational University-wide decisions in this context.
c. Approve the annual institutional budget for submission to Governing Authority, including the principles by which the budget is determined and allocated to achieve the outcomes of the Strategic Plan.
d. Monitor and review the performance of the University against agreed indicators and, where necessary, agree actions for improvement/further development.

3. Workplan

3.1 Executive Committee will agree its Programme of Work on an annual and/or longer term basis.

3.2 Programme of Work will ensure alignment with the overarching University Strategy and adhere to relevant reporting obligations.

3.3 Discipline, tracking, and transparency are essential components of the Programme of Work to guarantee effective governance and management. Together these elements will enhance effectiveness and contribute to achieving strategic objectives.

Part B: Values, Responsibilities and Decision-making

4. Values and behaviours

4.1 Executive Committee will operate in line with the University’s values and culture including:

• Integrity — act honestly and transparently in deliberations and communications.
• Respect and Inclusion — foster constructive challenge, listen actively, and value diverse perspectives.
• Accountability — own outcomes, follow through on actions, and make decision rationales explicit.
• Collaboration — work across functions to solve problems and remove barriers.
• Continuous Improvement — learn from outcomes, share good practice, and adapt processes.

4.2 Executive Committee will ensure alignment with UL’s core values and behaviours and will promote a culture of ethical conduct and integrity, ensuring that institutional practices (including codes of conduct) reflect high standards of accountability and professionalism.

4.3 Promote and live UL’s Culture Charter which comprises the target mission, vision, values, and behaviours which can be supported through practices, processes, and procedures.

4.4 Members are expected to model these behaviours consistently in all meetings, decisions and follow through, and address departures constructively.

5. Responsibilities

5.1 Executive Committee shall:

a. Monitor and review the University’s approach to managing and measuring strategic and operational risks including the University’s Fundamental Risk Register.

b. Manage major institutional-wide changes and delegate activities to sub committees as considered appropriate. 

c. Consider significant strategic, operational matters, policies, risks and other matters referred to Executive Committee by its sub-committees.

d. As necessary, determine any other matter not reserved to Academic Council and/or Governing Authority relating to the strategic or operational management of the University.

e. The President, on behalf of Executive Committee will inform the Governing Authority in relation to any material change in circumstance which is relevant to a decision taken by the Governing Authority, particularly where any such decision has not yet been executed.

f. All decisions must comply with the Universities Act 1997, University Statutes where applicable, and approved policies.

6. Frequency of meetings

6.1 Executive Committee will meet at least 12 times per annum. The schedule of meetings will be agreed in advance by the Committee.

6.2 The Chair may request to convene additional meetings to consider particular issues of concern.

6.3 Between meetings of Executive Committee occasions may arise where an urgent matter requires consideration of the Committee. The Chair may agree in such circumstances to seek guidance from the Committee via email to all members. In the event of such circumstances arising, any guidance and any decision will be noted in the minutes of the Committee’s next meeting.

7. Quorum

7.1 A quorum for a meeting of Executive Committee shall be half of the total number of members, rounded up to the nearest whole number, plus one. The participation of members by teleconferencing and/or video conferencing will be counted for the purposes of a quorum.

7.2 To ensure legitimate decision making and to prevent underrepresentation no meeting will proceed in the absence of a quorum.

8. Conflicts of interest

8.1 To safeguard integrity and defensibility of decisions Committee members and persons in attendance shall take personal responsibility for the declaration of any potential conflict of interest, perceived or otherwise. To facilitate this, the declaration of conflicts of interests will be the first agenda item for each meeting of the committee. Where such a conflict is declared, the member will absent themself from the meeting during consideration of the agenda item. In addition, any additional documentation will not be made available to the member following the declaration of interest. These matters will be recorded in the minutes.

9. Questions / decision-making

9.1 Questions and/or decisions arising at any Committee meeting should be decided by consensus. Where reaching a consensus is not possible, then the matter will be decided by a majority of the votes of the members present either in person or by teleconferencing and/or video conferencing. Where there is an equality of votes, the Chair shall have an extra casting vote.

9.2 Where decisions are unanimous, they shall be recorded as such in the minutes.

9.3 Dissensions and negative votes shall be summarised in the minutes in terms acceptable to the dissenting person or negative voter.

9.4 Whilst we embrace the obligation to dissent where necessary, once a collective decision has been made by the Executive Committee, the integrity of the decision making process and the outcome should be respected by individual members. This unity and coherency is necessary for the purposes of good governance, ensuring a security of expectation for all stakeholders about decisions made and their application.

9.5 Minutes will be signed and published in redacted form on the University Minutes Hub once approved by Executive Committee.

10. Reporting

10.1 Executive Committee will report regularly to Governing Authority on key operational matters and adhere to all regulatory reporting obligations.

Part C: Membership, Attendance and functioning

11. Membership and composition of Executive Committee

11.1 President, as Chief Officer under the Universities Act 1997, shall automatically assume responsibility of chairing Executive Committee.

11.2 President may nominate a member to deputise on their behalf where the occasion/need arises.

11.3 Due consideration shall be given, where practicable, to achieving an appropriate gender balance of 40% in the composition of Executive Committee.

11.4 In addition, efforts shall be made, where possible, to promote broader diversity in committee membership.

11.5 Membership and those in attendance are detailed below:

• President (Chair)
• Provost and Deputy President
• Chief Commercial Officer
• Chief Financial & Performance Officer
• Vice President Research and Innovation
• Vice President Global and Community Engagement
• Executive Dean, Faculty AHSS
• Executive Dean, Faculty KBS
• Executive Dean, Faculty EHS
• Executive Dean, Faculty S+E
• Corporate Secretary
• Director, Human Resources
• Director, Information Technology Division
• Director of Marketing, Communications and Public Affairs
• Director of Strategic Planning

13. Persons in attendance

13.1 As the business requires, other persons may attend for specific agenda items at the request of the Chair.

14. Secretariat RIAT

14.1 Secretariat support will be provided by the Office of the President. The secretariat is responsible for agenda planning, minute‑taking, action tracking, document control, and coordination with other committees as needed.

15. Secretariat 

15.1 The terms of reference should be reviewed annually for consistency with the Scheme of Delegation, Matters Reserved to the Governing Authority and relevant legislation.

16. Document control 

Terms of Reference

2.1 The Executive Committee will act as a collective senior management decision making body on matters of strategic and operational significance for the University. 

2.2 Consider and benchmark against the external environment in which the University operates and recommend appropriate changes to the University’s strategy and operations to maximise the rankings of the University within its agreed risk appetite. 

2.3 Aid the President in defining and focusing the strategic direction of the University in line with the Strategic Plan and prioritise operational University-wide decisions in this context. 

2.4 Approve the annual institutional budget for submission to Governing Authority, including the principles by which the budget is determined and allocated to achieve the outcomes of the Strategic Plan. 

2.5 Monitor and review the performance of the University against agreed indicators and, where necessary, agree actions for improvement/further development. 

2.6 Monitor and review the University’s approach to managing and measuring strategic and operational risk including the University’s Fundamental Risk Register. 

2.7 Manage major institutional-wide change and delegate activities to sub-committees as considered appropriate.

2.8 Consider significant strategic, operational matters, policies, risks and other matters referred to Executive Committee by its sub-committees. 

2.9 As necessary, determine any other matter not reserved to Academic Council and/or Governing Authority relating to the strategic or operational management of the University.