The following provides further information on the role, commitments, responsibilities and requirements associated with the role of an elected member of RMIT Council.
RMIT Council is established by the RMIT Act 2010 Vic (Act) and under section 8:
- is the governing body of the University
- has the general direction and superintendence of the University
- may exercise all the powers, functions and duties of the University.
In essence Council carries out a range of functions around external accountability (reporting, ensuring statutory compliance, reviewing audit reports) and longer term strategic thinking (reviewing and initiating strategic analysis, formulating strategy, setting corporate direction), and internal oversight (reviewing key executive performance, reviewing business results, monitoring budgetary control and corrective action) and corporate policy (approving budgets, determining compensation, overseeing corporate culture).
Council’s primary responsibilities as defined in the Act include:
- appointing and monitoring the performance of the Vice-Chancellor as chief executive officer of the University
- approving the appointment of members of the senior executive of the University
- approving the mission and strategic direction of the University and its annual budget and business plan
- overseeing and reviewing the management of the University and its performance
- establishing policy and procedural principles for the operation of the University consistent with legal requirements and community expectations
- approving and monitoring systems of control and accountability of the University, including those required to maintain a general overview of any controlled entity
- overseeing and monitoring the assessment and management of risk across the University, including University commercial activities
- overseeing and monitoring the academic activities of the University
- approving any significant University Commercial activities.
View the RMIT Act 2010 (PDF 756.9kb 69p).
View the Council Governance Charter (PDF 36kb 5p).
The Act includes a number of rules for membership of Council. Within those parameters Council may determine its size and composition. Council comprises 13 members including:
- Vice-Chancellor (ex-Officio)
- Chair of the Academic Board (ex-Officio)
- 3 members appointed by the Council
- 1 member appointed by the Minister
- 3 members appointed by the Governor in Council
- 1 member elected by the staff of the University
- 1 member elected by the students of the University
Elected staff member – three years, commencing on 1 August in the year following election.
Elected student member – one year, commencing on 1 November in the year of election, and expiring on 31 October in the year following election.
Council members are expected to:
- work with other members of Council to ensure through oversight and appropriate superintendence the effective management of the University
- participate in an annual performance evaluation of Council and its committees
- participate in a formal induction process and ongoing professional development
- regularly attend Council and committee meetings, Strategic Discussions, Vice-Chancellor’s Management Briefings and other Council meetings and events occurring throughout their term.
Each Council member contributes to the effective functioning of Council and the fulfillment of its responsibilities.
A Council member must act reasonably to ensure that the Council carries out its functions and exercises its powers appropriately, effectively and efficiently.
In exercising his or her responsibilities and carrying out his or her functions and duties, a Council member must:
- act in good faith, honestly and for proper purposes consistent with the objects and interests of the University;
- exercise reasonable skill, appropriate care and diligence; and
- take reasonable steps to avoid all conflicts of interest unless they are declared and then follow Council’s approved procedures for a declared Conflict of Interest.
A member of the Council must not make improper use of his or her position as a Councillor, or of information acquired through his or her position as a member, to gain, directly or indirectly, an advantage for the member or for another person.
Councillors can offer significant value to the University by applying their broad experience and contributing perspectives not always available to management in day-to-day operations. However, Councillors must always carefully distinguish between their responsibility for governance (i.e. “direction and superintendence”) from the tasks of management (i.e. the operations of the University).
Staff and student Council members are Council members in accordance with the Act and subject to all duties, responsibilities and rights set out therein and at common law.
In their behaviour Council members are required to:
- Act reasonably to ensure that the Council carries out its functions and exercises its powers appropriately, effectively and efficiently
- Act always in the best interests of the University as a whole and consistent with the objects of the University rather than any constituent person or body who elected or appointed the member
- Not make improper use of their position on Council including the improper use of any information acquired in the course of their duties to obtain directly or indirectly an advantage for themselves or any other person
- Act as exemplars of the Code of Conduct approved by Council
- Be independent in judgement and actions and take all reasonable steps to be satisfied as to the soundness of all decisions taken by the Council
- Be well informed concerning the University’s strategic intent, operations and performance and understand the wider education sector
- Ensure they are sufficiently well informed and have access to information and documents as appropriate
- Act in good faith, honestly and for proper purposes consistent with the objects and interests of the University
- Exercise reasonable skill, appropriate care and diligence
- Ensure confidentiality of information received by the Council, its Committees and Boards unless authorized to disclose it
- Ensure that all requirements in respect of Council as set out in the Act, University Statutes and Regulations, legislation applicable to the University and processes approved by Council, are met
- Take reasonable steps to avoid all conflicts of interest and ensure any such conflict – real or perceived - is disclosed in accordance with the requirements of the Act.
Council may remove a member from office if it is of the opinion that the member has failed to comply with the responsibilities of a member of Council and according to the procedure set out in the Schedule 1 of the RMIT Act.
A term on University Council requires attendance at six Council meetings per year. Meetings are approximately 8 hours in duration.
Each year Council also holds two full day Strategic Discussions where it focuses on issues of sector and University importance. The Vice-Chancellor also hosts three to five Management Briefings as part of the Council meeting format where presentations on management issues of particular relevance or significance to members are provided.
Under the Act a member’s office becomes vacant where the member has failed to attend 3 consecutive ordinary meetings of Council, without Council’s approval.
All RMIT Council members, as a condition of appointment/election, must agree to undertake the following compulsory probity checks:
- A National Criminal Record check
- A check of Australian Securities and Investment Commission Register of persons prohibited/disqualified under the provisions of the Corporation Act 2001
- A check of the Insolvency and Trustee Service Australia National Personal Insolvency Index
- Completion of a ‘Declaration of Private Interests’ in a form provided by the University
TEQSA fit and proper person declaration.
Elected Council members must complete governance training as determined by Council as a condition of membership along with the following induction activities upon election:
- Induction Kit - materials containing major University Planning documents, strategic plan, business plan, annual report and other resource documentation.
- Council Induction - meetings with a range of senior management including, but not limited to the Vice-Chancellor, the University Secretary, and the Chief Operating Officer and Chief Financial Officer for discussion of the role of Council and responsibilities, key RMIT strategies and objectives, understanding financial statements
- Mentoring - should you wish, an experienced University Councillor will be invited to be your mentor. A mentor will be an additional point of contact between meetings and particularly in periods leading up to meetings of Council.
Council member remuneration is determined by the provisions of the Act. Council members who are not members of staff, employees of the Crown or employees of a statutory authority may be paid an honorarium fixed in accordance with Victorian Government Guidelines approved by the Minister.
The University offers a scheme for funded time release for elected staff serving on Council. The amount flows annually to the unit or school in which the staff member on Council is employed will depend on the time fraction and level of the staff member’s appointment, and is to be spent in supporting backfill for the staff member as a consequence of them fulfilling their Council obligations.
In relation to both staff and student Council members, expenses related to the carrying out of the office are met by RMIT.
The staff Council member terms is three years while the student member term is one. Staff and student member terms will end at the end of the term, or at such time as they cease to be a staff or student member of the University, whichever occurs first.
Council members are covered by RMIT Directors Indemnity insurance. All Council members, as a condition of appointment, must agree to undertake the compulsory probity checks noted above.
- Staff members interested in discussing the role are encouraged to contact the Council Secretariat on firstname.lastname@example.org
- Staff members with questions about the election process are encouraged to contact email@example.com