*Amendments to the Standing Orders of the Council were last approved at the meeting of the Council held on 9 October 2024, with changes taking immediate effect.*

(1) Statutory Provisions

The University Statutes contain provisions regarding the conduct of University business in general and of the University Council in particular. The Standing Orders of the Council are secondary to the Statutes and Ordinances:

Statute 5: The Council

Statute 6: Powers of the Council

Ordinance 4: The Council

The Vice-Chair can carry out any of the duties or functions of the Chair under these Standing Orders in the absence of the Chair.

(2) Meetings

(a) Ordinary meetings of the Council will be held as set out in the Committee Timetable at least once during each term.

(b) Extraordinary meetings may be convened at the request of the Chair of Council and will be called as required.

(c) Notice of Council meetings will be circulated to every member of the Council at least four working days before any meeting of the Council, and the Chair of the Council may request to convene a meeting with less notice where urgent business is to be discussed.

(d) At extraordinary meetings no business will be taken which does not appear on the agenda.

(e) As per Statute 5(8), quorum for Council meetings is two thirds of membership, the majority being independent members.

(3) Virtual Meetings and Remote Attendance

(a) Meetings of the Council will take place in person and may only be held virtually in exceptional circumstances and at the discretion of the Chair. The Chair, in consultation with the Secretary to Council (and other appropriate University staff), will decide on the most appropriate platform for any virtual meeting, taking cognisance of any risks associated with virtual meetings. Virtual meetings are subject to all provisions set out in these Standing Orders.

(b) For all meetings convened in person, exceptionally and at the Chair's discretion, a Council member may attend virtually, providing that sufficient notice has been given to allow appropriate arrangements to be put in place. A Council member attending in a virtual capacity will be deemed to have attended the meeting, will be counted in the quorum, and can vote.

(4) Introduction of Business

Business presented to the Council will be either:

(a) Referred to it by a committee of the Council; by a joint committee of the Senate and the Council; or by the Assembly.

(b) Introduced as a consequence of consideration of a linked item of business e.g. under Matters Arising.

(c) Presented by any member of the Council to the Secretary to Council at least two full working weeks prior to a meeting of the Council.

(d) Raised by any member of the Council when invited under ‘Any Other Business’ where likely to be capable of resolution without supporting documentation.

(5) Confidentiality

(a) Papers circulated to members of the Council will not be published outside the University, or made the subject of public comment, without the agreement of the Council. Members of the Council must use their discretion if they wish to discuss the contents of such papers privately with persons whose opinion they wish to obtain and they must themselves accept responsibility for the consequences of any such disclosure.

(b) The contents of any papers circulated to members of Council which are marked ‘Confidential’, ‘Strictly Confidential’, ‘Protected’ or ‘Restricted’ must in no circumstances be divulged or discussed with any person who is not a member of Council. The Council may at any meeting decide to change such a categorisation applied to a paper.

(6) Conduct of Business

(a) Papers for each meeting of the Council will be submitted in accordance with the timetable for submission of papers prepared by the Secretariat.

(b) Papers will be circulated in an accessible electronic format to members of the Council at least one working week before the meeting of the Council. In exceptional circumstances, at the discretion of the Chair, a paper copy of a meeting paper(s) may be issued to a Council member(s).

(c) Amendments received not less than 72 hours prior to the commencement of a meeting will be circulated to members of the Council. Amendments received less than 72 hours before a meeting will be dealt with as if received at the meeting.

(d) No proposal will be discussed unless it has been proposed and seconded by members of the Council present at the meeting.

(e) A recommendation to make an amendment to business proposed must be relevant to – and not negate – the original proposal.

(f) When an amendment is proposed under (c) above, no further amendments may be made until a determination has been made with respect to the first.

(g) Notice of the content of any further amendments will be given before the first amendment is put to the vote.

(h) After a vote on any succeeding proposal, the final proposal will be put to the vote as the substantive recommendation and will then become a resolution of the meeting.

(i) No recommendation notified on the agenda will be considered in the absence of the member who raised it, unless they have requested another member to take it up in their place.

(j) No recommendation which has been proposed and seconded will be withdrawn or altered without the consent of a majority of members present.

(k) The Chair will have the right to assess the level of support for a proposed amendment amongst members of the Council present at the meeting and curtail further consideration in the event that they feel that there is insufficient support for the proposed amendment.

(l) A motion which carries financial implications for the University will not be voted on at the Council without the Council first having sought advice from its Finance and General Purposes Committee.

(m) A motion which contains matters which fall within the terms of reference of one of the Standing Committees of the Council will not be voted on at Council without the Council first having sought advice from the relevant Standing Committee.

(7) Voting

(a) Voting on a recommendation at a meeting of the Council will be carried out by one of three methods:

(i) A show of hands or through electronic voting facilities without counting.

(ii) A show of hands or through electronic voting facilities with counting, in which case a count of the numbers of votes for and against a recommendation and the number of abstentions will be made by the Secretariat and recorded in the Minutes of the meeting. In the case of equal numbers of votes being cast for and against a recommendation, the Chair will have a casting vote, whether or not they have voted before.

(iii) A secret ballot by voting papers or through electronic voting facilities if the Chair so chooses.

(b) An electronic ballot of all members may be requested by the Chair between scheduled meetings of the Council.

(8) Standing Orders

(a) Any one or more of these Standing Orders may be amended by resolution of the Council passed at a meeting by a majority of the members present.

(b) The Standing Orders will be reviewed every year by the Council.

(c) The Standing Orders will be issued to all new members of the Council upon appointment.

(9) Terms of Reference of Standing Committees of Council

Terms of Reference of Standing Committees of the Council are as set out on the University’s Governance website: www.warwick.ac.uk/services/gov/committees.