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15 January 2001

To  Heads of HEFCE-funded higher education institutions
Heads of universities in Northern Ireland		 Direct Line : 0117 931 7300
Direct Fax : 0117 931 7203

Circular letter number 02/01

For further information contact Liz Franco, tel 0117 931 7335, e-mail l.franco@hefce.ac.uk or Alice Frost, tel 0117 931 7101, e-mail a.frost@hefce.ac.uk

Dear Vice-Chancellor or Principal

e-University: invitation to nominate directors and committee members

1. I am writing to invite nominations for candidates for three groups of posts required for setting up the e-University:

  • directors of the holding company
  • higher education sector directors of the operating company
  • members of the Committee for Academic Quality.

2. Nominations are invited by Friday 16 February 2001. They should be sent to:

Liz Franco
HEFCE
Northavon House
Coldharbour Lane
BRISTOL
BS16 1QD

tel 0117 931 7335
e-mail l.franco@hefce.ac.uk

Background

3. We published the business model for the e-University, devised for us by PricewaterhouseCoopers under the guidance of the e-University steering group, in October 2000 (HEFCE 00/44a and b). Through a consultation paper (HEFCE 00/43) we invited comments on that document by 22 November. We will publish a summary of the points made in response.

4. We currently administer the e-University project in co-operation with the other UK HE funding bodies and HE representative bodies. It is overseen by a representative steering group chaired by Professor Ron Cooke, Vice-Chancellor of the University of York.

5. The business model envisaged the formation of an e-University holding company owned by the HE sector. An operating company, operating under licence from the holding company, and formed as a joint venture partnership between the holding company and other organisations, would undertake the activities of the e-University.

6. We envisage that the e-University licence and associated agreements will require that the operating company establish a Committee for Academic Quality to oversee the learning and teaching quality and standards of the e-University. The operating company will appoint the members of the committee, but following consultation with and approval by the holding company.

7. At its meeting at the end of December, the e-University steering group agreed that, as part of the transition to implementation, we should make early progress on establishing the holding company and the Committee for Academic Quality. Once the holding company is established, it can then formally oversee the development of the e-University on behalf of the HE sector. It is particularly important that appropriate and respected experts from the HE sector supervise the learning and teaching aspects of establishing the e-University, including the specifications for developing and delivering content and services for academic programmes. Therefore we are initiating the process for nominating members to the Committee for Academic Quality, so that it can be constituted as soon as possible, and can act in shadow form during the development phase, until the operating company is established.

8. We intend that the operating company should be set up later this year, once we have completed the current exercise to identify suitable joint venture partners from outside the HE sector. But in order to avoid burdening HEIs with two separate invitations to nominate, we would welcome indications of possible candidates at this stage, which we will follow up in due course.

Nominations for the holding company

9. The e-University will be established as a company owned by the HE sector. The main function of this holding company will be to ensure that the academic purpose and integrity of the e-University is safeguarded, by setting the terms on which it will grant the operating company a licence to use the e-University brand. The operating company, which will be a joint venture between the holding company and the private sector, will undertake all activities of the e-University.

10. Enclosed with this letter are the current draft memorandum and articles of association of the holding company. These set out in detail the intended role, powers and proceedings of the company.

11. The main roles of the directors are:

  1. To establish, and keep under review, the terms of the licence awarded to the operating company.
  2. To receive and consider annual reports from the Committee for Academic Quality on the way it is discharging its functions under the terms of the licence.
  3. To direct the activities of the holding company in accordance with the memorandum and articles of association.

12. Given that the operating company will be the active part of the e-University entity, we do not expect that the role of director of the holding company will be time consuming once the operating licence is agreed. The current expectation is that one annual meeting may be sufficient. Nonetheless, the holding company is the primary mechanism through which the interests of the HE sector will be safeguarded, particularly in terms of the academic integrity and purpose of the e-University. It is therefore important that the directors should have a high level of experience, reputation and standing to secure the intended balance between the holding company and the operating company.

13. We are seeking nine directors (see paragraph 37 of the articles of association), of whom four would be appointed by Universities UK, two by the Standing Conference of Principals (SCOP), and three by the HEFCE in consultation with the other UK HE funding bodies. Universities UK and SCOP will also be seeking nominations to inform their appoinment of directors.

14. All directors of the holding company will be drawn from higher education institutions in the UK. The capabilities required are:

  1. Experience at the most senior level in the leadership and management of HE institutions - as either head or deputy head of a university or HE college.
  2. Wide experience and understanding of the HE sector, and effective networking skills, to ensure that the board remains in close touch with views and developments in the sector.

15. It would also be advantageous for directors to have:

  1. Experience in the setting up and direction of companies.
  2. Understanding of the challenges posed by global and virtual delivery of higher education.
  3. Experience in working with private sector partners.

16. There would be no remuneration for directors, although travel and subsistence expenses would be paid.

Nominations for the Committee for Academic Quality

17. We envisage that, as one of the terms of its licence and associated agreements, the holding company will require the operating company to constitute a Committee for Academic Quality. The holding company may also itself appoint advisers or expert panels from time to time to help meet its obligations to oversee the licence. The committee will, however, be a committee of the operating company, not of the holding company. This is because its role and activities are integral to the operations of the e-University, and it needs to work as part of the operating team, so that considerations of quality and standards infuse the company's day-to-day conduct, approach and methods, rather than being seen as something imposed from outside.

18. The role and functions of the Committee for Academic Quality are set out in Annex A to this letter.

19. We envisage that the licence and associated agreements from the holding company to the operating company would provide for a committee of 10 members, appointed by the operating company, after consultation with and with the approval of the holding company. The operating company may also appoint advisers or constitute sub-panels, as necessary to fulfil its operational needs. We would expect a clear majority of committee members to be drawn from the UK HE sector. But one or more members might be appointed from overseas HEIs or from non-HE organisations. In due course, the committee will want to consider the case for a further appointment to represent the e-University's student body.

20. We envisage that the chair of the committee should be an ex-officio member of the board of the operating company, to ensure that considerations of quality and standards can be raised at the highest level.

21. We envisage that committee members would be remunerated through a flat-rate, annual honorarium. At least in the initial phase, the expected time commitment for members is 25 days per year.

22. Initially, some members of the committee would be appointed for two years, others for three years, so that subsequent vacancies could be filled on a staggered basis. Subsequent terms and conditions would be for the operating company to determine, but we envisage that subsequent appointments would be for three years. No members could serve more than three terms.

23. The capabilities required by members of the committee are:

  1. Experience at a senior level in the development and implementation of robust quality and standards processes for HE.
  2. Knowledge of the quality and standards issues facing HE, and particularly the challenges posed by global and virtual delivery.

24. It would also be advantageous for directors to have:

  1. International experience of HE quality and standards processes and issues.
  2. A track record in the conduct of pedagogic research, particularly in global and virtual learning.

Nominations for the operating company

25. We are seeking to establish the operating company as a joint venture between the holding company and the private sector. An advertisement for joint venture partners was placed on 28 November, with expressions of interest invited by 22 December. We are currently working through the process of identifying suitable partners.

26. The operating company will undertake all activities of the e-University. Its directors will therefore have a much more active role than directors of the holding company, and the time commitment required will be correspondingly much greater. Our initial assumption is that there will be monthly meetings of the main board, plus meetings of board committees.

27. We cannot determine the number of directors who will be appointed from the HE sector until the process of identifying joint venture partners is complete. The company's memorandum and articles of association will be prepared at that stage. We expect that directors will be remunerated, given the time commitment involved, but the terms will be for discussion as part of the formation of the board with joint venture partners. We envisage that - under the joint venture agreement and the memorandum and articles of association of the operating company - the directors of the board of the operating company would be appointed by the board of directors of the holding company and the joint venture partners.

28. The capabilities required for directors of the operating company are:

  1. Experience at the highest level in the leadership and management of HE institutions - including as vice-chancellor of a university or principal of an HE college.
  2. Wide experience and understanding of the HE sector, and effective networking skills.
  3. Wide experience in working with private sector partners.
  4. Experience in the direction and management of companies.
  5. Understanding of the challenges posed by global and virtual delivery of higher education, including a track record of achievement by the candidate's HE institution in successfully developing and delivering virtual HE.

29. Given the decisions yet to be taken about the formation of the operating company, we recognise that identifying candidates for directors can only be provisional at this stage. Nonetheless, we would welcome initial indications of interest.

Invitation to provide nominations

30. We invite nominations from HEIs for candidates as:

  • directors of the holding company
  • HE sector directors of the operating company
  • members of the Committee for Academic Quality.

31. This invitation is also being sent to heads of higher education institutions in Scotland and Wales. Universities UK and SCOP will also be conducting their own processes to seek nominations. In addition , we shall be seeking suitable candidates by other means. In particular, to get the best balance of appointments, we may approach potential candidates directly, outside the nomination process.

32. Nominations should be accompanied by a full curriculum vitae, setting out the person's experience and track record, and a statement summarising how the person matches the capabilities stated above for each group of appointments.

33. We would expect nominations to be submitted by HE institutions that themselves are sympathetic to the aspirations of the e-University.

34. HE institutions are invited to send nominations by Friday 16 February 2001 to:

Liz Franco
HEFCE
Northavon House
Coldharbour Lane
BRISTOL
BS16 1QD

tel 0117 931 7335
e-mail l.franco@hefce.ac.uk

35. Decisions on directors of the holding company and members of the Committee for Academic Quality will be made by a joint panel of HEFCE (in consultation with the other funding bodies), Universities UK and SCOP.

Yours sincerely

 

Brian Fender
Chief Executive

Annex A

The role and remit of the Committee for Academic Quality

Downloads

Draft memorandum of association
[MS Word 41K | Zipped Word 9K | PDF 35K | Zipped PDF 25K]

Draft articles of association of the holding company
[MS Word 68K | Zipped Word 16K | PDF 65K | Zipped PDF 48K]

 

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