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In accordance with the Scottish Code of Good HE Governance, the University Court (hereafter referred to as Court) has established the Exceptions Committee. The purpose of the Committee is to undertake on behalf of the Court any delegable business of the Court in accordance with the Scheme of Delegation and Decision-Making Powers, as and when it is expedient to do so between scheduled ordinary meetings of the Court.
The Committee will only act in the name of Court in cases of urgency where it is not practicable to convene a full meeting of Court or to obtain a formal decision by correspondence within the required timeframe, and that any decision taken will be reported promptly to Court as detailed in the “Reports to” section below.
The Committee will ensure that decisions are consistent with the University’s strategic objectives, statutory obligations, and principles of good governance. Court retains the power to rescind or vary decisions without prejudice to actions already undertaken, as per section 17 of its Standing Orders.
In accordance with the Court Standing Orders, it will be at the discretion of the Chair of the Court, as and when business needs might arise, to determine if an item of business should be formally considered by the Committee between meetings of the Court, or whether the full Court should be invited to consider that item of business. Where the matter of business relates to the Chair of the Court it will be at the discretion of the Vice-Chair of the Court to determine whether to convene a meeting with, or conduct a matter of business by correspondence with, Court or the Exceptions Committee.
The Committee shall have full authority to undertake and review activities associated with any matters within its terms of reference. For the purposes of such activities, it shall be provided with adequate resources and full access to information and University personnel.
The Committee reports to the governing body, Court. Any decision taken will be reported promptly to Court via email by the Secretary to Court. The Committee will also report through a paper relating to any substantive matters for consideration and through the submission of its minutes (these can include unapproved minutes agreed with the Committee Chair) to Court withing 10 working days of its meeting and formally reported to the next available meeting of Court. The Committee Chair will provide a brief report highlighting items for Court to formally approve and/or note.
To act in the name of Court in any cases of urgency, of which the Chair of Court shall be the sole judge, and where it is not practicable to convene a meeting of Court or to obtain a decision by correspondence within the required timeframe, subject to the Committee’s decision taken being reported promptly to Court as detailed above.
The Committee may consider and approve any matters delegated to it in the Scheme of Delegation and Decision-Making Powers.
It may consider those matters reserved to Court when authority has been explicitly delegated to the Committee by Court.
To ensure it pays due attention to equality, diversity and inclusion in undertaking its work.
Members are appointed to the Committee by the Court. The Committee shall comprise:
Membership
Ex-Officio -
Chair of Court (Chair)
Vice-Chair of Court
Principal and Vice-Chancellor of the University
Deputy Principal and Deputy Vice-Chancellor of the University*
Vice Principals of the University* nominated to Court by the Principal and Vice-Chancellor.
Chair of the Finance and Corporate Performance Committee
Chair of the Governance and Nominations Committee
Chair of the People, Health, and Equality Committee
Chair of the Remuneration Committee
*unless they are also Secretary to Court
When the Chair and/or Vice-Chair of Court holds office also as the Chair of the Finance & Corporate Performance Committee, or the People, Health & Equality Committee or the Governance & Nominations Committee, the Chair of Court shall appoint an additional independent/lay member of Court for as long as the Chair/Vice-Chair serves as Chair of one of those Committees.
To ensure independence and transparency, the Chair of the Audit and Risk Committee is excluded from the composition of the Exceptions Committee.
Secretary to the Exceptions Committee
Deputy Principal and University Secretary
Clerk to the Exceptions Committee
Head of Governance and Deputy Secretary
Ex officio members shall hold office for the duration of their office in the role.
Five members including the Chair of Court or the Vice-Chair of Court and the Principal and Vice-Chancellor (or their nominee if they are unable to attend).
The Committee shall meet only when the Chair of Court judges that this is necessary to consider a matter of urgency and where it is not practicable to convene a meeting of Court or to obtain a decision by correspondence within the required timeframe. Meeting papers will normally be circulated at least 5 working days in advance where possible; urgent matters may allow 24 hours’ notice.
The standing orders of Court apply mutatis mutandis to the Chair’s Committee as a Committee of Court.
Approved by Court, 17 February 2026
Professor Liz Bacon - Principal and Vice-Chancellor
David Brew - Chair and the Chair of the Governance and Nominations Committee
Colin Graham - Vice-Chair of Court and Chair of the People, Health and Equality Committee
Vacancy - Deputy Principal and Deputy Vice-Chancellor
Fraser Keir - Chair of the Remuneration Committee
Tony Marks - Chair of the Finance and Corporate Performance Committee
Secretary
Caroline Summers - Deputy Principal and University Secretary
Clerk
Dr Dianne Peden - Head of Governance and Deputy Secretary
If you would like a copy of the Committee Terms of Reference and Composition in another format, please email governance@abertay.ac.uk