July 10, 2007

Matters Concerning Members of the Governing Body - Conflicts of Interest

2.20 It is central to the proper conduct of public business that chairs and members of governing bodies should act and be perceived to act impartially, and not be influenced in their role as governors by social or business relationships. Good practice requires that a member of a governing body who has a pecuniary, family or other personal interest in any matter under discussion at any meeting of the governing body or one of its committees at which he/she is present shall, as soon as practicable, disclose the fact of his/her interest to the meeting and shall withdraw from that part of the meeting.

member of the governing body is not, however, considered to have a pecuniary interest in matters under discussion merely because he/she is a member of staff or a student of the institution. Nor does the restriction of involvement in matters of direct personal or pecuniary interest prevent members of the governing body from considering and voting on proposals to insure the governing body against liabilities which it might incur.

2.21 Institutions should maintain a register of interests of all members of the
governing body. The secretary and any other senior officer closely associated with the work of the governing body, for example the finance director, should also submit details of any interests. The register should be publicly available and should be kept up-to-date.

2.22 Details of the terms of appointment should be set out as appropriate in the
letter of appointment, but institutions may wish to seek a signed undertaking that governors will act responsibly.

2.23 The governing body should have the power to remove any member of the
governing body from office, and must do so if the member breaches the conditions of his/her appointment.

From: Guide for Members of Higher Education Governing Bodies in the UK, November 2004/40

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