The National College for the Creative and Cultural Industries (Government) Regulations 2016

Regulation 2

SCHEDULE 2 ARTICLES OF GOVERNMENT

1. 1. Interpretation of the terms used

2. 2. Conduct of the institution

3. 3. Responsibilities of the Corporation, the Chief Executive, Chief Financial Officer and the Clerk

4. 4. The establishment of committees and delegation of functions generally

5. 5. The search committee

6. 6. The audit committee

7. 7. Access to committees by non-members and publication of minutes

8. 8. Delegable and non-delegable functions

9. 9. Appointment and promotion of staff

10. 10. Rules relating to staff

11. 11. Suspension and dismissal of the Clerk

12. 12. Students

13. 13. Financial matters

14. 14. Internal audit

15. 15. Accounts and audit of accounts

16. 16. Rules and bye-laws

17. 17. Copies of Articles of Government and rules and bye-laws

18. 18. Modification or replacement of the Instrument and Articles of Government

19. 19. Dissolution of the Corporation

Interpretation of the terms used

1.  In these Articles of Government—

(a) words defined in the Instrument shall have the same meaning in these Articles;

(b) the rules of interpretation set out in the Instrument shall also apply to these Articles;

(c) these “Articles” means these Articles of Government;

(d) “Instrument” means the Instrument of Government of the Corporation; and

(e) “senior post” means the posts of Chief Executive, Chief Financial Officer and Clerk;

Conduct of the institution

2.—(1) The object of the Corporation shall be the promotion of education and training for the creative and cultural industries.

(2) The institution shall be conducted in accordance with the provisions of the Instrument, these Articles, and any rules or bye-laws made under these Articles.

(3) The Corporation has power as granted by and as subject to the Further and Higher Education Act 1992(1) to do anything which is calculated to further its object or is conducive or incidental to doing so. In particular, the Corporation’s powers include power to—

(a) borrow money and to charge the whole or any part of its property as security for the repayment of the money borrowed, in compliance with section 125 of the Charities Act 2011(2) in relation to a mortgage of land;

(b) buy, take on lease or in exchange, hire or otherwise acquire any property and to maintain and equip it for use;

(c) sell, lease or otherwise dispose of all or any part of the property belonging to the Corporation in compliance with sections 122-123 of the Charities Act 2011;

(d) employ and remunerate such staff as are necessary for carrying out the work of the Corporation; and

(e) deposit or invest funds, employ a professional fund manager, and arrange for the investments or other property of the Corporation to be held in the name of a nominee, in the same manner and subject to the same conditions as the trustees of a trust are permitted to do by the Trustee Act 2000(3).

Responsibilities of the Corporation, the Chief Executive, Chief Financial Officer and the Clerk

3.—(1) The Corporation shall be responsible for the following functions—

(a) the determination and periodic review of the educational character and mission of the institution and the oversight of its activities;

(b) publishing arrangements for obtaining the views of staff and students on the determination and periodic review of the educational character and mission of the institution and the oversight of its activities;

(c) approving a quality strategy of the institution; and

(d) the effective and efficient use of resources, the solvency of the Corporation and the safeguarding of its assets;

(e) approving annual estimates of income and expenditure;

(f) the appointment, grading, suspension, dismissal and determination of the pay and conditions of service of the senior post holders;

(g) setting a framework for the pay and conditions of service of all other staff; and

(h) the maintenance and periodic review of a risk register for the Corporation from time to time.

(2) Subject to the responsibilities of the Corporation, the Chief Executive shall be the chief executive and Principal of the institution, and shall be responsible for the following functions—

(a) making proposals to the Corporation about the educational character and mission of the institution and implementing the decisions of the Corporation;

(b) the determination of the institution’s academic and other activities including all curriculum matters;

(c) the organisation, direction and management of the institution and leadership of the staff;

(d) the appointment, assignment, grading, appraisal, suspension, dismissal and determination, within the framework set by the Corporation, of the pay and conditions of service of staff, other than the holders of senior posts;

(e) representing the interests of the institution externally; and

(f) maintaining student discipline and, within the rules and procedures provided for within these Articles, suspending or expelling students on disciplinary grounds or expelling students for academic reasons.

(3) The Chief Financial Officer shall be responsible for preparing annual estimates of income and expenditure for consideration and approval by the Corporation, and the management of budget and resources within the estimates approved by the Corporation.

(4) The Clerk shall be responsible for advising the Corporation with regard to the operation of its powers, procedural matters, the conduct of its business and matters of governance practice.

The establishment of committees and delegation of functions generally

4.—(1) Subject to article 8, the Corporation may establish committees for any purpose or function, other than those assigned in these Articles to the senior post holders, and may delegate powers to—

(a) such committees; or

(b) the Chair, or in the Chair’s absence, the Vice-Chair; or

(c) the Chief Executive; or

(d) the Chief Financial Officer.

(2) Without prejudice to paragraph 4(1)(b), the Chair (and in the Chair’s absence the Vice-Chair) shall, on terms specified in rules and bye-laws from time to time, be empowered to act for the Corporation between meetings of the Corporation where action is required to be taken between such meetings.

(3) The number of members of a committee and the terms on which they are to hold and to vacate office, shall be decided by the Corporation.

(4) The Corporation may also establish committees under collaboration arrangements made with other further education institutions or maintained schools (or with both), and such joint committees shall be subject to any regulations made under section 166 of the Education and Inspections Act 2006(4) governing such arrangements.

(5) Subject to paragraph 8(2) any committee established by the Corporation may include persons who are not members.

The search committee

5.—(1) The Corporation shall establish a committee, to be known as the “search committee”, to advise on—

(a) the appointment of members (other than as a staff or student member); and

(b) such other matters relating to membership and appointments as the Corporation may ask it to.

(2) The Corporation shall not appoint any person as a member (other than as a staff or student member) without first consulting and considering the advice of the search committee.

(3) The Corporation may make rules specifying the way in which the search committee is to be conducted.

The audit committee

6.—(1) The Corporation shall establish a committee, to be known as the “audit committee”, to advise on matters relating to the Corporation’s audit arrangements and systems of internal control.

(2) The audit committee shall consist of at least three persons, and may include staff with the exception of the senior post holders. Otherwise the Corporation may make rules specifying the way in which the audit committee is to be conducted.

Access to committees by non-members and publication of minutes

7.  The Corporation shall publish (in electronic form) and shall make available for inspection at the institution by any person, during business days:

(a) its policy regarding attendance at committee meetings by persons who are not committee members; and

(b) the approved minutes of committee meetings.

Delegable and non-delegable functions

8.—(1) The Corporation shall not delegate the following functions—

(a) the determination of the educational character and mission of the institution;

(b) the approval of the annual estimates of income and expenditure;

(c) the responsibility for ensuring the solvency of the Corporation and for safeguarding its assets;

(d) the appointment of the senior post holders (including, where the Clerk is, or is to be, appointed as a member of staff, the Clerk’s appointment in the capacity of a member of staff); and

(e) the modification or revocation of the Instrument or these Articles.

(2) The Corporation may not delegate—

(a) the consideration of the case for dismissal; or

(b) the power to determine an appeal in connection with the dismissal,

of senior post holders, other than to a committee of members of the Corporation.

(3) The Corporation shall from time to time make such reasonable and proper rules and bye laws specifying the way in which a committee having functions under paragraph 8(2) shall be established and conducted.

(4) The Chief Executive may delegate functions to the other senior post holders other than any functions that have been delegated to the Chief Executive by the Corporation.

Appointment and promotion of staff

9.—(1) Where there is a vacancy or expected vacancy in a senior post, the Corporation shall—

(a) seek to appoint an appropriate person using such methodology as it sees fit; and

(b) appoint a selection panel consisting of such persons as it might approve from time to time.

(2) The members of the selection panel shall—

(a) decide on the arrangements for selecting the applicants for interview;

(b) interview the applicants; and

(c) where they consider it appropriate to do so, recommend to the Corporation for appointment one of the applicants they have interviewed.

(3) If the Corporation approves the recommendation of the selection panel, that person shall be appointed.

(4) If the members of the selection panel are unable to agree on a person to recommend to the Corporation, or if the Corporation does not approve their recommendation, the Corporation may make an appointment itself of a person from amongst those interviewed, or it may require the panel to repeat the steps specified in paragraph 9(2), with or without first re-advertising the vacancy.

(5) Where there is a vacancy in a senior post or where the holder of a senior post is temporarily absent, until that post is filled or the absent post holder returns, a member of staff—

(a) may be required to act as a senior post holder; and

(b) if so required, shall have all the duties and responsibilities of that senior post during the period of the vacancy or temporary absence.

(6) The Chief Executive shall have responsibility for selecting for appointment all members of staff being members of the senior leadership team of the institution (as designated by the Corporation from time to time, and not being senior post holders). All other staff of the institution shall be appointed in such manner as the Corporation shall approve from time to time.

Rules relating to staff

10.—(1) After consultation with staff, the Corporation shall make rules relating to their conduct.

(2) In making rules under paragraph 10(1), the Corporation shall have regard to the need to ensure that academic staff at the institution have freedom within the law to question and test received wisdom, and to put forward new ideas and controversial or unpopular opinions, without putting themselves at risk of losing their jobs or any privileges which they may enjoy at the institution.

(3) After consultation with staff, the Corporation shall make rules setting out—

(a) grievance procedures for all staff;

(b) procedures for the suspension of all staff; and

(c) disciplinary and dismissal procedures for all staff.

(4) Any rules made under paragraph 10(3)(b) shall include provision that were a person has been suspended without pay, any appeal against such suspension shall be heard and action taken in a timely manner.

(5) Any rules made under paragraph 10(3)(c) shall include a provision that where the Corporation considers that it may be appropriate to dismiss a person, a preliminary investigation shall be conducted to examine and determine the case for dismissal.

Suspension and dismissal of the Clerk

11.  Where the Clerk is suspended or dismissed as a member of staff under article 10, that suspension or dismissal shall not affect the position of the Clerk in the separate role of Clerk to the Corporation.

Students

12.—(1) The students shall be entitled to form a students’ association in accordance with a constitution approved by the students.

(2) After consultation with representatives of any students’ association formed under paragraph 12(1), the Corporation shall make rules concerning the conduct of students, including procedures for their suspension and expulsion (including expulsion for an unsatisfactory standard of work or other academic reason).

Financial matters

13.—(1) The Corporation shall set the policy by which the tuition and other fees payable to it are determined, subject to any terms and conditions attached to grants, loans or other payments paid or made by the Secretary of State.

(2) The Corporation shall co-operate with any person who has been authorised by the Secretary of State to audit any returns of numbers of students or claims for financial assistance and shall give any such person access to any documents or records held by the Corporation, including computer records.

Internal audit

14.—(1) The Corporation shall, at such times as it considers appropriate, examine and evaluate its systems of internal financial and other control to ensure that they contribute to the proper, economic, efficient and effective use of the Corporation’s resources.

(2) The Corporation may arrange for the examination and evaluation mentioned in paragraph 14(1) to be carried out on its behalf by internal auditors.

(3) The Corporation shall not appoint persons as internal auditors to carry out the activities referred to in paragraph 14(1) if those persons are already appointed as external auditors under paragraph 15(3).

Accounts and audit of accounts

15.—(1) The Corporation shall—

(a) keep proper accounts and proper records in relation to the accounts; and

(b) prepare a statement of accounts for each financial year of the Corporation.

(2) The statement shall give a true and fair account of the state of the Corporation’s affairs at the end of the financial year and of its income and expenditure in the financial year.

(3) The accounts and the statement of accounts shall be audited by external auditors appointed by the Corporation in respect of each financial year.

(4) The Corporation shall not appoint persons as external auditors in respect of any financial year if those persons are already appointed as internal auditors under paragraph 14(2).

(5) The “financial year” means the first financial year and, except as provided for in paragraph 15(7), each successive period of twelve months.

(6) The “first financial year” means the period from the date the Corporation was established up to the first 31st July following that date.

(7) If the Corporation is dissolved—

(a) The last financial year shall end on the date of dissolution; and

(b) the Corporation may decide that what would otherwise be the last two financial years, shall be a single financial year for the purpose of this article.

Rules and bye-laws

16.  The Corporation shall have power to make rules and bye laws relating to the governance, conduct and management of the Corporation but such rules or bye laws must not be inconsistent with any provision of the Instrument and these Articles.

Copies of Articles of Government and rules and bye-laws

17.  A copy of these Articles and all rules and bye laws shall be given free of charge to every member and at a charge not exceeding the cost of copying to any other person who requests a copy and shall be available for inspection at the institution upon request, during business hours, to every member of staff and every student.

Modification or replacement of the Instrument and Articles of Government

18.—(1) Subject to paragraph 18(2), the Corporation may by resolution passed by a 75% majority of the votes cast at a meeting of the members, modify or replace its Instrument or Articles, after consultation with any other persons who, in the Corporation’s view, are likely to be affected by the proposed changes.

(2) The Corporation shall not make changes to the Instrument or Articles that would result in the Corporation ceasing to be a charity.

Dissolution of the Corporation

19.—(1) The Corporation may be dissolved by a resolution of the members passed by a 75% majority of the votes cast at a meeting of the members.

(2) Subject to the payment of all of the Corporation’s debts, any resolution for the dissolution of the Corporation may contain a provision directing how any remaining assets of the Corporation shall be applied, provided that, the remaining assets must be applied for charitable purposes similar to the objects of the Corporation.

(1)

1992 c.13.

(2)

2011 c.25.

(3)

2000 c.29.

(4)

2006 c.40; section 166 was amended by section 9(4) of the Education (Wales) Measure 2011 (c.07) and paragraph 104 of Schedule 1 to the Apprenticeships, Skills, Children and Learning Act 2009 (Consequential Amendments) (England and Wales) Order (S.I. 2010/1080).