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Compliance Board terms of reference and membership

The terms of reference for the Compliance Board, including its primary responsibilities and procedural rules.


Terms Of Reference

Purpose of the committee

The Compliance Board is advisory to the University Secretary. Its primary responsibilities are to develop and provide oversight of the University’s corporate compliance obligations and legislative and regulatory requirements.

The Board provides executive oversight of the University’s Corporate Compliance Framework, to ensure adherence to applicable laws, regulations, internal policies and ethical standards. It promotes a culture of integrity and ensures compliance risks are effectively managed.

Key responsibilities

The Board supports the University Secretary to:

  1. Oversee the University’s key compliance functions
  2. Develop and oversee the Corporate Compliance Framework
  3. Develop, oversee and approve or recommend compliance-related policies, procedures and frameworks (within delegated authority)
  4. Prioritise and oversee compliance-related projects and improvement activity
  5. Monitor delivery of agreed compliance actions and internal audit recommendations
  6. Escalate material compliance risks, issues or resource pressures to UEB and Audit and Risk Assurance Committee (ARAC)
  7. Receive periodic updates and consider escalated risks or compliance issues beyond the remit or control of other executive/governance structures (e.g. research compliance matters from the Research Committee)
  8. Consider how the conduct of its business could affect compliance with the University’s free speech duties.
  9. Oversee risk by:
    • Maintaining a thematic risk register and ensuring that key risks specific to the Board’s remit are identified and assessed
    • Allocating appropriate ownership for managing each risk down to an appropriate and acceptable level
    • Regularly monitoring and reviewing the implementation and effectiveness of mitigation actions and controls
    • If appropriate, escalating significant or emerging risks in a timely manner for consideration at an institutional level by UEB

The Board oversees and receives assurance of compliance across the following areas (recognising that operational ownership sits with named Executive leads) including but not limited to:

  • Statutory returns
  • UKVI Compliance
  • Consumer Rights
  • Freedom of Information
  • Regulation (including the Office for Students Regulatory Framework)
  • Financial Compliance (including Anti-Money Laundering, Anti-Bribery & Corruption and Fraud Prevention)

Governance and Resilience

  • Institutional Governance Arrangements
  • Information Governance, Data Protection/Retention and Data Security
  • Internal Audit Actions
  • Due Diligence Processes
  • Organisational Resilience and Business Continuity

Safety and Safeguarding

  • Health and Safety
  • Prevent, Protect and Safeguarding
  • Estates and Technical Compliance

Reporting relationships

The Compliance Board reports as follows:

  • Quarterly reports are circulated to UEB and ARAC, for noting or discussion as required
  • Minutes are made available to UEB

The Board also receives compliance reports, as required, where such compliance falls within the Board’s remit i.e. Regulatory and Legal, Governance and Resilience, Safety and Safeguarding (as outlined above).

Procedural rules

Frequency of meetings

The Board will normally meet monthly, with flexibility to adjust frequency in line with the compliance and reporting cycle. The focus of the meetings will differ depending on the annual cycle of business/reporting and alignment with quarterly reports.

Quorum

The quorum for meetings shall be one third of the membership, including the Chair or Deputy Chair.

Decision process

Primary : By consensus at meetings

Secondary: By email between meetings; (minimum 75% agreement required)

Tertiary: By Chair's action, to be reported to next meeting.

Any decisions taken outside a meeting will be reported to the next meeting. The Governance Partner shall be responsible for ensuring that decisions made are reported to the next meeting and for retaining an appropriate record.

Membership

Ex Officio Members

In attendance (as required)

Other members may be co-opted or invited to attend for specific meetings at the discretion of the Committee. Where any ex-officio member is unable to attend any meeting, they may nominate an alternate to attend in their place.

Meeting dates and paper deadlines

A full schedule of meeting dates for all committees can be accessed here

The following timescales normally apply:

  • Paper submission deadline: Two weeks before the scheduled meeting date.
  • Circulation of agenda and papers: One week before the scheduled meeting date.

Items for future meetings should be discussed with the Governance Partner as early as possible.

Version information

These Terms of Reference are reviewed by the Compliance Board annually or more frequently as needed.

  • Owner: Compliance Board
  • Approver: University Executive Board (UEB)
  • Date of last review: 10th September 2026

Enquiries

If you have any questions, please contact us.


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