Charles Sturt University is established as a corporate body with a Council as its principal decision‑maker. The Act sets the University’s academic object and authorises teaching, research, awarding degrees and revenue‑generating commercial activity to support those aims. It defines governance (officers, duties, disclosure), Council powers over staff, property, investments and fees, and layers Council discretion with reporting, Ministerial approvals and external audit/ombudsman oversight. This matters for university leaders, staff, students and government accountability.
This Act creates and governs Charles Sturt University as a corporate body, sets out its objects and functions, establishes its governing structures and procedures, and prescribes powers and constraints about property, commercial activity, investments, staff transfers and transitional arrangements. The Act establishes the University (s 4), incorporates it as a body corporate (s 5), identifies major campuses (s 6), defines the University’s object and principal functions (s 7) and authorises a range of financial and commercial activities (ss 7(3), 19(1)(d)-(j)). It establishes the Council as the University’s governing authority, sets membership categories and qualification requirements (ss 8A-8I, 8C, 8D), prescribes terms and limits on tenure (s 9), and provides governance machinery: by-laws (s 31), rules (s 32) and schedules for Council procedure (Schedule 1).
On property and finance, the Act gives the Council control and management of University property (s 21), but limits dealings in certain State‑derived land by requiring Ministerial approval for sale, mortgage, charge or lease of relevant land (s 21(3)-(4)). The Council may obtain finance, invest funds and establish investment arrangements under Schedule 2 and s 19 (see Schedule 2 cl 2A and cl 3). It may engage in commercial activities, and must adopt Guidelines, keep a register and report to the Minister on such activities (ss 24A-24E). Ministerial oversight extends to being able to request reports (s 24D) and to refer commercial matters to the Auditor‑General or Ombudsman (s 24E); the operation of the Ombudsman Act and relevant government finance and audit Acts is preserved (s 20A).
The Act creates fiduciary and statutory duties for Council members (Schedule 3), gives the Council power to remove members for breaches of those duties (s 24G) and provides a separate, supermajority procedure for removal of the Chancellor or Deputy Chancellor without establishing breach of duty (s 11A). It regulates conflicts of interest and requires disclosure and recording (Schedule 3 cl 5). It authorises by-laws, rules and delegations (ss 31-32, 20), prescribes protections for persons acting in good faith (Schedule 1 cl 5) and supplies transitional and saving provisions for amalgamations and earlier amendments (Schedule 4 and Parts 2-9). Practical administrative matters such as custody and use of the University seal (s 30), recovery of fees (s 33), stamp duty exemptions for borrowing or investment (s 25A) and Treasurer advances (s 25) are also provided.
Current sections
Direct links to the current provisions in Charles Sturt University Act 1989.
This Act commences on a day or days to be appointed by proclamation.
3
Definitions
3 Definitions
3 Definitions
(1) In this Act—
commercial functions of the University means the commercial functions described in section 7 (3) (a).
Council means the Council of the University.
general staff of the University means staff other than the academic staff of the University.
major campus means a campus of the University at a location referred to in section 6 (a), (b), (c) or (d).
University means the Charles Sturt University established by this Act.
Note—
The Interpretation Act 1987 contains definitions and other provisions that affect the interpretation and application of this Act.
(2) In this Act, a reference to a graduate of the University is a reference to a person who is the recipient of a degree or diploma, or of such other award or certificate as may be prescribed by the by-laws, conferred or awarded—
(a) by the University,
(b) by or on behalf of any former institution that has, pursuant to this Act or otherwise, become a network member of, or a part of, the University, or
(c) by any predecessor of any such institution.
(3) In this Act—
(a) a reference to a function includes a reference to a power, authority and duty, and
(b) a reference to the exercise of a function includes, where the function is a duty, a reference to the performance of the duty.
(4) Notes included in this Act do not form part of this Act.
s 3: Am 1998 No 117, Sch 1 [2] [3]; 2001 No 101, Sch 1 [1]; 2004 No 115, Sch 1 [1].
Part 2
Constitution and functions of the University
Part 2 Constitution and functions of the University
Part 2 Constitution and functions of the University
4
Establishment of University
4 Establishment of University
4 Establishment of University
A University, consisting of—
(a) the Council,
(b) Convocation,
(c) the members of the academic staff of the University and such other members or classes of members of the staff of the University as the by-laws may prescribe, and
(d) the graduates and students of the University,
is established by this Act.
s 4: Am 1998 No 117, Sch 1 [4] [5].
5
Incorporation of University
5 Incorporation of University
5 Incorporation of University
The University is a body corporate under the name of the Charles Sturt University.
6
University campuses
6 University campuses
6 University campuses
The University is to have campuses at the following locations—
(a) Albury,
(b) Bathurst,
(c) Dubbo,
(d) Wagga Wagga,
and may have campuses at other locations.
s 6: Am 1989 No 130, Sch 2. Subst 1998 No 117, Sch 1 [6].
7
Object and functions of University
7 Object and functions of University
7 Object and functions of University
(1) The object of the University is the promotion, within the limits of the University’s resources, of scholarship, research, free inquiry, the interaction of research and teaching, and academic excellence.
(2) The University has the following principal functions for the promotion of its object—
(a) the provision of facilities for education and research of university standard, having particular regard to the needs and aspirations of the residents of western and south-western New South Wales,
(b) the encouragement of the dissemination, advancement, development and application of knowledge informed by free inquiry,
(c) the provision of courses of study or instruction across a range of fields, and the carrying out of research, to meet the needs of the community,
(d) the participation in public discourse,
(e) the conferring of degrees, including those of Bachelor, Master and Doctor, and the awarding of diplomas, certificates and other awards,
(f) the provision of teaching and learning that engage with advanced knowledge and inquiry,
(g) the development of governance, procedural rules, admission policies, financial arrangements and quality assurance processes that are underpinned by the values and goals referred to in the functions set out in this subsection, and that are sufficient to ensure the integrity of the University’s academic programs.
(3) The University has other functions as follows—
(a) the University may exercise commercial functions comprising the commercial exploitation or development, for the University’s benefit, of any facility, resource or property of the University or in which the University has a right or interest (including, for example, study, research, knowledge and intellectual property and the practical application of study, research, knowledge and intellectual property), whether alone or with others,
(a1) without limiting paragraph (a), the University may generate revenue for the purpose of funding the promotion of its object and the carrying out of its principal functions,
(b) the University may develop and provide cultural, sporting, professional, technical and vocational services to the community,
(c) the University has such general and ancillary functions as may be necessary or convenient for enabling or assisting the University to promote the object and interests of the University, or as may complement or be incidental to the promotion of the object and interests of the University,
(d) the University has such other functions as are conferred or imposed on it by or under this or any other Act.
(4) The functions of the University may be exercised within or outside the State, including outside Australia.
s 7: Am 1998 No 117, Sch 1 [7]–[10]. Subst 2001 No 101, Sch 1 [2]. Am 2014 No 43, Sch 1.1 [1].
8
Facilities for students, staff and others
8 Facilities for students, staff and others
8 Facilities for students, staff and others
The University may, for the purposes of or in connection with the exercise of its functions, provide such facilities for its students and staff and other members of the university community as the University considers desirable.
s 8: Subst 2001 No 101, Sch 1 [3].
Part 3
The Council, authorities and officers of the University
Part 3 The Council, authorities and officers of the University
Part 3 The Council, authorities and officers of the University
pt 3, hdg: Am 1998 No 117, Sch 1 [11].
Division 1
The Council
Division 1 The Council
Division 1 The Council
pt 3, div 1, hdg: Ins 2012 (193), Sch 1 [1].
8A
Definitions
8A Definitions
8A Definitions
In this Division—
appointed member means a Council appointed member or a Ministerially appointed member.
categories of members—see section 8C (3).
constitution rules—see section 8C (4).
Council appointed member—see section 8G.
elected member—see section 8E.
external person means a person other than a member of the academic or general staff of the University or an undergraduate or graduate student of the University.
graduate member—see section 8F.
Ministerially appointed member—see section 8H.
official member—see section 8I.
s 8A: Ins 2004 No 115, Sch 1 [2]. Subst 2012 (193), Sch 1 [1].
8B
Council
8B Council
8B Council
(1) There is to be a Council of the University.
(2) The Council is the governing authority of the University and has the functions conferred or imposed on it by or under this Act.
(3) Schedule 1 has effect in relation to the members and procedure of the Council.
ss 8B–8I: Ins 2012 (193), Sch 1 [1].
8C
Size of Council
8C Size of Council
8C Size of Council
(1) The Council is to consist of a minimum of 11, and a maximum of 22, members.
(2) The total number of members is to be determined from time to time by a resolution passed by at least two-thirds of the members of the Council (the total number of members).
(3) The Council is to include the following categories of members—
(a) official members,
(b) elected members,
(c) Council appointed members,
(d) Ministerially appointed members.
(4) Subject to subsection (6), the number of members (other than official members) in each category is to be prescribed by rules made by the Council (in this Division called the constitution rules).
(5) A rule for the purposes of subsection (4) may be made only by a resolution passed by at least two-thirds of the members of the Council.
(6) The majority of the total number of members must be external persons.
Note—
Depending on the circumstances, the Chancellor may be counted as an external person for the purposes of subsection (6).
(7) The number of members in any one category of members must not at any time constitute a majority of the total number of members.
(8) The Council must give the Minister written notice of the terms of any resolution passed under this section within 7 days after it is passed.
ss 8B–8I: Ins 2012 (193), Sch 1 [1].
8D
Qualifications and experience of members
8D Qualifications and experience of members
8D Qualifications and experience of members
(1) Of the members of the Council—
(a) at least 2 must have financial expertise (as demonstrated by relevant qualifications and by experience in financial management at a senior level in the public or private sector), and
(b) at least one must have commercial expertise (as demonstrated by relevant experience at a senior level in the public or private sector).
(2) All appointed members must have expertise and experience relevant to the functions exercisable by the Council and an appreciation of the object, values, functions and activities of the University.
ss 8B–8I: Ins 2012 (193), Sch 1 [1].
8E
Elected staff and student members
8E Elected staff and student members
8E Elected staff and student members
(1) The constitution rules are to prescribe the number of persons to comprise the following categories of members—
(a) elected (academic staff) members,
(b) elected (general staff) members,
(c) elected (student) members.
Note—
There may also be elected (graduate) members if the constitution rules so provide—see section 8F.
(2) Of the members elected under this section—
(a) at least one must be a member of the academic staff of the University elected by members of the academic staff, and
(b) at least one must be a member of the general staff of the University elected by members of the general staff, and
(c) at least one must be a student of the University who—
(i) is not employed on a full-time basis (or on such other basis as the by-laws may prescribe) as a member of the academic or general staff of the University, and
(ii) is elected by the students of the University.
(3) The members referred to in subsection (2) (a)–(c) are—
(a) to have such qualifications as may be prescribed by the by-laws, and
(b) to be elected in the manner prescribed by the by-laws.
ss 8B–8I: Ins 2012 (193), Sch 1 [1].
8F
Graduate members
8F Graduate members
8F Graduate members
(1) At least one member of the Council, or such greater number of members as may be prescribed by the constitution rules, must be external persons who are graduates of the University.
(2) The constitution rules may provide for the persons referred to in subsection (1) to become members of the Council in any one or more (or combination) of the following ways—
(a) by election as elected (graduate) members in the manner prescribed by the by-laws,
(b) by appointment by the Council under section 8G,
(c) by appointment by the Minister under section 8H.
(3) A rule providing for the appointment of a member by the Minister under section 8H may be made only with the approval of the Minister.
(4) The members referred to in subsection (1) are to have such qualifications (if any) as may be prescribed by the by-laws.
ss 8B–8I: Ins 2012 (193), Sch 1 [1].
8G
Council appointed members
8G Council appointed members
8G Council appointed members
(1) The Council may appoint as members of the Council such number of external persons as is prescribed by the constitution rules for the category of Council appointed members.
(2) The by-laws are to prescribe the procedures for the nomination of persons for appointment under this section.
ss 8B–8I: Ins 2012 (193), Sch 1 [1].
8H
Ministerially appointed members
8H Ministerially appointed members
8H Ministerially appointed members
(1) The Minister may appoint as members of the Council 2 external persons, or such greater number of external persons (not exceeding 6) as is prescribed by the constitution rules for the category of Ministerially appointed members.
(2) The Minister may not appoint a member of the Parliament of New South Wales, the Parliament of the Commonwealth or another State or the Legislative Assembly of a Territory as a Ministerially appointed member.
(3) Without limiting the discretion of the Minister under subsection (1), the Council may suggest to the Minister persons who the Council considers would be appropriate for appointment by the Minister.
ss 8B–8I: Ins 2012 (193), Sch 1 [1].
8I
Official members
8I Official members
8I Official members
The official members of the Council are the following—
(a) the Chancellor,
(b) the Vice-Chancellor,
(c) the person for the time being holding the office of President of the Academic Senate (if the person is not the Vice-Chancellor) or of Deputy President of the Academic Senate (if the President is the Vice-Chancellor).
ss 8B–8I: Ins 2012 (193), Sch 1 [1].
9
Term of office
9 Term of office
9 Term of office
(1) Subject to this Act, a member of the Council holds office as follows—
(a) in the case of an official member, while the member holds the office by virtue of which he or she is a member,
(b) in the case of a Ministerially appointed member or Council appointed member, for such term (not exceeding 4 years) as may be specified in the member’s instrument of appointment,
(c) in the case of an elected member other than an elected (graduate) member, for such term (not exceeding 2 years) as may be prescribed by the by-laws,
(d) in the case of an elected (graduate) member, for such term (not exceeding 4 years) as may be prescribed by the by-laws.
(2) The need to maintain an appropriate balance of experienced and new members on the Council must be taken into account—
(a) by the Council, when making the by-laws required under this section, and
(b) by the Minister and the Council, when appointing members to the Council.
(3) A person must not be appointed or elected to serve more than 12 consecutive years of office (unless the Council otherwise resolves in relation to the person).
s 9: Am 1989 No 130, Sch 2. Subst 1998 No 117, Sch 1 [12]. Am 2001 No 101, Sch 1 [4]. Subst 2004 No 115, Sch 1 [2]. Am 2005 No 98, Sch 2.8. Subst 2012 (193), Sch 1 [1].
Division 2
Other officers and bodies
Division 2 Other officers and bodies
Division 2 Other officers and bodies
pt 3, div 2, hdg: Ins 2012 (193), Sch 1 [1].
10
Chancellor
10 Chancellor
10 Chancellor
(1) Whenever a vacancy in the office of Chancellor occurs, the Council must elect a person (whether or not a member of the Council) to be Chancellor of the University.
(2) The Chancellor, unless he or she sooner resigns or is removed from office as Chancellor or ceases to be a member of the Council, holds office for such period (not exceeding 4 years), and on such conditions, as may be prescribed by the by-laws.
(3) The Chancellor has such functions as are conferred or imposed on the Chancellor by or under this or any other Act.
s 10: Am 1998 No 117, Sch 1 [13]; 2011 No 51, Sch 3.1 [1].
11
Deputy Chancellor
11 Deputy Chancellor
11 Deputy Chancellor
(1) Whenever a vacancy in the office of Deputy Chancellor occurs, the Council must elect one of its members to be Deputy Chancellor of the University.
(2) The Deputy Chancellor, unless he or she sooner resigns or is removed from office as Deputy Chancellor or ceases to be a member of the Council, holds office for 2 years from the date of election and on such conditions as may be prescribed by the by-laws.
(3) In the absence of the Chancellor, or during a vacancy in the office of Chancellor or during the inability of the Chancellor to act, the Deputy Chancellor has all the functions of the Chancellor.
s 11: Am 1998 No 117, Sch 1 [14]; 2011 No 51, Sch 3.1 [2].
11A
Removal from office of Chancellor or Deputy Chancellor
11A Removal from office of Chancellor or Deputy Chancellor
11A Removal from office of Chancellor or Deputy Chancellor
(1) The Council may remove the Chancellor or Deputy Chancellor from office by a no confidence motion passed in accordance with this section if it considers it in the best interests of the University to do so.
(2) The removal from office may be effected only if the no confidence motion is supported by at least a two-thirds majority of the total number of members for the time being of the Council at two consecutive ordinary meetings of the Council.
(3) The Chancellor or Deputy Chancellor may be removed from office under this section despite section 24G (6) and without the need to establish any breach of duty.
(4) This section applies to the Chancellor and Deputy Chancellor holding office on the commencement of this section and all subsequent holders of those offices.
s 11A: Ins 2011 No 51, Sch 3.1 [3].
12
Vice-Chancellor
12 Vice-Chancellor
12 Vice-Chancellor
(1) Whenever a vacancy in the office of Vice-Chancellor occurs, the Council must appoint a person (whether or not a member of the Council) to be Vice-Chancellor of the University.
(2) The Vice-Chancellor holds office for such period, and on such conditions, as the Council determines.
(3) The Vice-Chancellor is the principal executive officer of the University and has such functions as are conferred or imposed on the Vice-Chancellor by or under this or any other Act.
s 12: Am 1998 No 117, Sch 1 [15].
13
13
13 (Repealed)
14
Visitor
14 Visitor
14 Visitor
(1) The Governor is the Visitor of the University but has ceremonial functions only.
(2) Accordingly, the Visitor has no functions or jurisdiction with respect to the resolution of disputes or any other matter concerning the affairs of the University (other than a matter involving the exercise of ceremonial functions only).
s 14: Subst 1994 No 16, Sch 1.
15
Convocation
15 Convocation
15 Convocation
(1) Convocation shall consist of—
(a) the members and past members of the Council,
(b) the graduates of the University,
(c) the professors and full-time members of the academic staff of the University and such other members or classes of members of the staff of the University as the by-laws may prescribe, and
(d) such graduates of other Universities, or other persons, as are, in accordance with the by-laws, admitted as members of Convocation.
(2) The first meeting of Convocation shall be convened by the Vice-Chancellor.
(3) Subject to the by-laws, meetings of convocation shall be convened and the business at the meetings shall be as determined by Convocation.
(4) A quorum at any meeting of Convocation shall be such number of members as may be prescribed by the by-laws.
(5) Convocation has such functions as may be prescribed by the by-laws.
(6) The Council may establish a Standing Committee and such other committees of Convocation as it considers necessary.
16
Academic Senate
16 Academic Senate
16 Academic Senate
(1) There shall be an Academic Senate of the University, consisting of—
(a) the Vice-Chancellor,
(b) (Repealed)
(c) such members of the academic staff of the University, and of other universities, as the Council may appoint, and
(d) such other persons as the Council may, in accordance with the by-laws, determine.
(2) Subject to subsection (1), the constitution and functions of the Academic Senate shall be as prescribed by the by-laws.
s 16: Am 1998 No 117, Sch 1 [17].
17
Advisory committees
17 Advisory committees
17 Advisory committees
(1) The Council is to establish an advisory committee for each major campus.
(2) The members of an advisory committee are to be appointed by the Council.
(3) An advisory committee has such functions as may be determined by the Council.
s 17: Subst 1998 No 117, Sch 1 [18].
Part 4
Functions of the Council
Part 4 Functions of the Council
Part 4 Functions of the Council
pt 4, hdg: Am 1998 No 117, Sch 1 [19].
18
18
18 (Repealed)
19
Functions of Council
19 Functions of Council
19 Functions of Council
(1A) The Council—
(a) acts for and on behalf of the University in the exercise of the University’s functions, and
(b) has the control and management of the affairs and concerns of the University, and
(c) may act in all matters concerning the University in such manner as appears to the Council to be best calculated to promote the object and interests of the University.
(1B) Without limiting the functions of the Council under subsection (1A), the Council is, in controlling and managing the affairs and concerns of the University—
(a) to monitor the performance of the Vice-Chancellor, and
(b) to oversee the University’s performance, and
(c) to oversee the academic activities of the University, and
(d) to approve the University’s mission, strategic direction, annual budget and business plan, and
(e) to oversee risk management and risk assessment across the University (including, if necessary, taking reasonable steps to obtain independent audit reports of entities in which the University has an interest but which it does not control or with which it has entered into a joint venture), and
(e1) without limiting paragraph (e), to enter into or participate in arrangements or transactions, or combinations of arrangements or transactions, to effect financial adjustments for the management of financial risks, and
(f) to approve and monitor systems of control and accountability for the University (including in relation to controlled entities within the meaning of section 19A), and
(g) to approve significant University commercial activities (within the meaning of section 24A), and
(h) to establish policies and procedural principles for the University consistent with legal requirements and community expectations, and
(i) to ensure that the University’s grievance procedures, and information concerning any rights of appeal or review conferred by or under any Act, are published in a form that is readily accessible to the public, and
(j) to regularly review its own performance (in light of its functions and obligations imposed by or under this or any other Act), and
(k) to adopt a statement of its primary responsibilities, and
(l) to make available for members of the Council a program of induction and of development relevant to their role as such a member.
(1) Without limiting the functions of the Council under subsection (1A), the Council may, for and on behalf of the University in the exercise of the University’s functions—
(a) provide such courses, and confer such degrees and award such diplomas and other certificates, as it thinks fit,
(b) appoint and terminate the appointment of academic and other staff of the University,
(c) (Repealed)
(d) obtain financial accommodation (including, without limitation, by the borrowing or raising of money) and do all things necessary or convenient to be done in connection with obtaining financial accommodation,
(e) invest any funds belonging to or vested in the University,
(f) promote, establish or participate in (whether by means of debt, equity, contribution of assets or by other means) partnerships, trusts, companies and other incorporated bodies, or joint ventures (whether or not incorporated),
(g) (Repealed)
(h) establish and maintain branches and colleges of the University, within the University and elsewhere,
(i) make loans and grants to students, and
(j) impose fees, charges and fines.
(2) The functions of the Council under this section shall be exercised subject to the by-laws.
(3) Schedule 2 has effect in relation to the investment of funds by the Council.
Note—
Division 7.3 of the Government Sector Finance Act 2018 regulates the provision of annual reporting information to Parliament by the Council and requires the Council to report on the University’s operations.
s 19: Am 1996 No 24, Sch 1; 2001 No 101, Sch 1 [6]–[13]; 2004 No 115, Sch 1 [3]; 2014 No 43, Sch 1.1 [2]; 2017 No 22, Sch 1.4 [1] [2]; 2018 No 70, Sch 4.15[1].
s 19, note: Ins 2004 No 115, Sch 1 [4].
19A
Controlled entities
19A Controlled entities
19A Controlled entities
(1) The Council must ensure that a controlled entity does not exercise any function or engage in any activity that the University is not authorised by or under this Act to exercise or engage in, except to the extent that the Council is permitted to do so by the Minister under this section.
(2) The Minister may, by order in writing, permit the Council to authorise a controlled entity to exercise a function or engage in an activity of the kind referred to in subsection (1). Permission may be given in respect of a specified function or activity or functions or activities of a specified class.
(3) The Governor may make regulations providing that subsection (1) does not apply to functions or activities of a specified class.
(4) Nothing in the preceding subsections confers power on a controlled entity to engage in any activity.
(5) Nothing in the preceding subsections affects any obligations imposed on a controlled entity by or under any Act or law, other than an obligation imposed on the controlled entity by the Council at its discretion.
(5A) The Council is, as far as is reasonably practicable, to ensure—
(a) that the governing bodies of controlled entities—
(i) possess the expertise and experience necessary to provide proper stewardship and control, and
(ii) comprise, where possible, at least some members who are not members of the Council or members of staff, or students, of the University, and
(iii) adopt and evaluate their own governance principles, and
(iv) document, and keep updated, a corporate or business strategy containing achievable and measurable performance targets, and
(b) that a protocol is established regarding reporting by governing bodies of controlled entities to the Council.
(6) In this section—
controlled entity means a controlled entity (within the meaning of the Government Sector Finance Act 2018) of the University or Council.
s 19A: Ins 2001 No 101, Sch 1 [14]. Am 2004 No 115, Sch 1 [5]–[7]; 2018 No 70, Sch 4.15[2].
20
Delegation by Council
20 Delegation by Council
20 Delegation by Council
(1) The Council may delegate any of its functions, other than this power of delegation, to—
(a) a member or committee of the Council, or
(b) an authority or officer of the University, or
(c) a person or body prescribed by the by-laws.
(2) A person or body to whom or which a function is delegated under this section must not sub-delegate the function.
(3) The Vice-Chancellor may sub-delegate a function if—
(a) the Council’s delegation to the Vice-Chancellor authorises the sub-delegation of the function, and
(b) the function is sub-delegated to a person or body referred to in subsection (1)(a)–(c).
s 20: Am 1989 No 130, Sch 2. Subst 2024 No 66, Sch 1[1].
s 20A: Ins 2001 No 101, Sch 1 [15]. Am 2018 No 70, Sch 4.15[3].
20B
Recommendations of Ombudsman or Auditor-General
20B Recommendations of Ombudsman or Auditor-General
20B Recommendations of Ombudsman or Auditor-General
The Council must include in each annual report of the Council as part of the report of its operations a report as to any action taken by the Council during the period to which the report relates to implement any recommendation made in a report of the Ombudsman or the Auditor-General concerning the Council or the University—
(a) whether or not the recommendation relates to a referral by the Minister under section 24E, and
(b) whether or not the recommendation relates to a University commercial activity (as defined in section 24A).
s 20B: Ins 2001 No 101, Sch 1 [15].
21
Powers of Council relating to University property
21 Powers of Council relating to University property
21 Powers of Council relating to University property
(1) The Council has the control and management of land and other property vested in the University.
(2) The Council may, for the purposes of this Act—
(a) acquire land and other property, and
(b) agree to carry out conditions of the acquisition of the land or other property, and
(c) grant easements and covenants over land vested in the University, and
(d) subject to subsections (3) and (4), dispose of or otherwise deal with the following—
(i) land vested in the University,
(ii) other property of the University.
(3) The Council must not sell, mortgage, charge or lease relevant land without the Minister’s approval.
(4) Despite subsection (3), the Council does not require the Minister’s approval to—
(a) lease relevant land if—
(i) the term of the lease is no more than 21 years, and
(ii) the Council is satisfied the leasing of the land is consistent with the object and functions of the University under section 7, or
(b) lease relevant land if—
(i) the term of the lease is no more than 99 years, and
(ii) the leasing of the land is for the purposes of utilities infrastructure or utilities services, or
(c) enter into a planning agreement under the Environmental Planning and Assessment Act 1979, section 7.4 if the agreement does not require the University to dedicate relevant land free of cost.
(5) The rule of law against remoteness of vesting does not apply to a condition of the acquisition of property to which the University has agreed.
(6) In this section—
acquire includes acquire by purchase, gift, grant, bequest or devise.
other property means property other than land.
relevant land means land acquired by the University from the State at nominal or less than market value.
s 21: Am 1994 No 16, Sch 1; 2014 No 43, Sch 1.1 [3]–[5]; 2017 No 22, Sch 1.4 [3]; 2017 No 23, Sch 1.1. Subst 2024 No 66, Sch 1[2].
22
Powers of Council over certain property vested in Crown
22 Powers of Council over certain property vested in Crown
22 Powers of Council over certain property vested in Crown
(1) Where any property used for the conduct of the University is vested in the Crown or a Minister of the Crown (whether as Constructing Authority or otherwise), the Council has the control and management of that property and is responsible for its maintenance.
(2) Nothing in subsection (1) enables the Council to alienate, mortgage, charge or demise any land vested in the Crown or a Minister of the Crown (whether as Constructing Authority or otherwise).
(3) Notwithstanding subsection (2), the Council may (on behalf of the Crown or a Minister of the Crown) lease land of which it has, pursuant to this section, the control and management.
(4) Such a lease—
(a) must not be granted for a term (including any option for the grant of a further term) exceeding 21 years except with the approval of the Minister, and
(b) must contain a condition that the lease must not be assigned and such other conditions as the Council thinks fit.
(5) The Council is, in the exercise of its functions under this section, subject to the control and direction of the Minister.
s 22: Am 2014 No 43, Sch 1.1 [6] [7].
23
Acquisition of land
23 Acquisition of land
23 Acquisition of land
(1) The Minister may, for the purposes of this Act, acquire land (including an interest in land) by agreement or by compulsory process in accordance with the Land Acquisition (Just Terms Compensation) Act 1991.
(2) The Minister may do so only if the University—
(a) applies to the Minister for acquisition of the land, and
(b) makes provision to the satisfaction of the Minister for the payment of the purchase price or of compensation for compulsory acquisition (together with all necessary charges and expenses incidental to the acquisition).
(3) For the purposes of the Public Works Act 1912, any acquisition of land under this section is taken to be for an authorised work and the Minister is, in relation to that authorised work, taken to be the Constructing Authority.
(4) Sections 34, 35, 36 and 37 of the Public Works Act 1912 do not apply in respect of works constructed under this section.
s 23: Subst 1992 No 57, Sch 2.
24
Grant or transfer of certain land to University
24 Grant or transfer of certain land to University
24 Grant or transfer of certain land to University
(1) If land on which the University is conducted is vested in the Crown or a Minister of the Crown (whether as Constructing Authority or otherwise), the land may—
(a) if it is vested in the Crown—be transferred to the University subject to such trusts, conditions, covenants, provisions, exceptions and reservations as the Minister for Natural Resources thinks fit, or
(b) if it is vested in a Minister of the Crown—be conveyed or transferred to the University for such estate, and subject to such trusts and rights of way or other easements, as the Minister in whom the land is vested thinks fit.
(2) A conveyance, transfer or other instrument executed for the purposes of this section—
the Guidelines means the guidelines determined for the time being under section 24B.
University commercial activity means—
(a) any activity engaged in by or on behalf of the University in the exercise of commercial functions of the University, and
(b) any other activity comprising the promotion of, establishment of or participation in any partnership, trust, company or other incorporated body, or joint venture, by or on behalf of the University, that is for the time being declared by the Guidelines to be a University commercial activity.
s 24A: Ins 2001 No 101, Sch 1 [16]. Am 2014 No 43, Sch 1.1 [8].
24B
Guidelines for commercial activities
24B Guidelines for commercial activities
24B Guidelines for commercial activities
(1) The Council must by resolution determine, and must maintain, Guidelines requiring specified processes and procedures to be followed in connection with University commercial activities.
(2) The Council may by resolution amend or replace the Guidelines from time to time.
(3) Without limitation, the Guidelines may contain provision for or with respect to the following in connection with University commercial activities—
(a) requiring feasibility and due diligence assessment,
(b) requiring the identification of appropriate governance and administrative arrangements (including as to legal structures and audit requirements),
(c) requiring the undertaking of risk assessment and risk management measures,
(d) regulating and imposing requirements concerning the delegation by the Council of any of its functions under this Act in connection with University commercial activities,
(e) declaring a specified activity to be a University commercial activity for the purposes of paragraph (b) of the definition of that expression in section 24A,
(f) establishing a protocol regarding the rights and responsibilities of members of the Council in relation to commercialisation, with a view to avoiding real or apparent conflicts of interest.
(4) The Council must ensure that the Guidelines are complied with.
(5), (6) (Repealed)
s 24B: Ins 2001 No 101, Sch 1 [16]. Am 2014 No 43, Sch 1.1 [9] [10].
24C
Register of commercial activities
24C Register of commercial activities
24C Register of commercial activities
(1) The Council is to maintain a Register of University commercial activities and is to enter and keep in the Register the following details of each of those activities—
(a) a description of the activity,
(b) details of all parties who participate in the activity,
(c) details of any appointment by or on behalf of the University to relevant boards or other governing bodies,
(d) details of any meetings at which relevant matters were considered and approved for the purposes of compliance with the Guidelines,
(e) such other details as the Guidelines may require.
(2) The Guidelines may make provision for the following—
(a) exempting specified activities or activities of a specified class from all or specified requirements of this section,
(b) altering the details to be included in the Register in respect of specified activities or activities of a specified class,
(c) enabling related activities to be treated as a single activity for the purposes of the Register.
(3) The Council must comply with any request by the Minister to provide the Minister with a copy of the Register or any extract from the Register.
ss 24C–24E: Ins 2001 No 101, Sch 1 [16].
24D
Reports to Minister on commercial activities
24D Reports to Minister on commercial activities
24D Reports to Minister on commercial activities
(1) The Minister may request a report from the Council as to University commercial activities or as to any particular University commercial activity or aspect of a University commercial activity.
(2) The Council must provide a report to the Minister in accordance with the Minister’s request.
ss 24C–24E: Ins 2001 No 101, Sch 1 [16].
24E
Referral of matters to Ombudsman or Auditor-General
24E Referral of matters to Ombudsman or Auditor-General
24E Referral of matters to Ombudsman or Auditor-General
The Minister may refer a University commercial activity or any aspect of a University commercial activity (whether or not the subject of a report by the Council to the Minister)—
(a) to the Auditor-General for investigation and report to the Minister, or
(b) as a complaint to the Ombudsman that may be investigated by the Ombudsman as a complaint under the Ombudsman Act 1974.
ss 24C–24E: Ins 2001 No 101, Sch 1 [16].
Part 4A
Duties of Council members
Part 4A Duties of Council members
Part 4A Duties of Council members
pt 4A (ss 24F, 24G): Ins 2004 No 115, Sch 1 [8].
24F
Duties of Council members
24F Duties of Council members
24F Duties of Council members
The members of the Council have the duties set out in Schedule 3.
pt 4A (ss 24F, 24G): Ins 2004 No 115, Sch 1 [8].
24G
Removal from office for breach of duty
24G Removal from office for breach of duty
24G Removal from office for breach of duty
(1) The Council may remove a member of the Council from office for breach of a duty set out in Schedule 3.
(2) The removal from office may be effected only at a meeting of the Council of which notice (including notice of the motion that the member concerned be removed from office for breach of duty) was duly given.
(3) The removal from office may be effected only if the motion for removal is supported by at least a two-thirds majority of the total number of members for the time being of the Council.
(4) The motion for removal must not be put to the vote of the meeting unless the member concerned has been given a reasonable opportunity to reply to the motion at the meeting, either orally or in writing.
(5) If the member to whom the motion for removal refers does not attend the meeting, a reasonable opportunity to reply to the motion is taken to have been given if notice of the meeting has been duly given.
(6) A member of the Council may not be removed from office by the Council for breach of duty except pursuant to this section.
pt 4A (ss 24F, 24G): Ins 2004 No 115, Sch 1 [8].
Part 5
General
Part 5 General
Part 5 General
25
Advance by Treasurer
25 Advance by Treasurer
25 Advance by Treasurer
The Treasurer may, with the approval of the Governor, advance to the Council money for the temporary accommodation of the University on such terms and conditions in relation to repayment and interest as may be agreed upon.
25A
Stamp duty exemption
25A Stamp duty exemption
25A Stamp duty exemption
(1) Unless the Treasurer otherwise directs in a particular case, neither the University nor the Council is liable to duty under the Duties Act 1997, in respect of anything done by the University or Council for the purposes of the borrowing of money or the investment of funds of the University under this Act.
(2) The Treasurer may direct in writing that any other specified person is not liable to duty under the Duties Act 1997 in respect of anything done for the purposes of the borrowing of money or the investment of funds of the University under this Act, and the direction has effect accordingly.
s 25A: Ins 2001 No 101, Sch 1 [17].
26
Financial year
26 Financial year
26 Financial year
The financial year of the University is—
(a) if no period is prescribed as referred to in paragraph (b)—the year commencing on 1 January, or
(b) the period prescribed by the by-laws for the purposes of this section.
27
No religious test or political discrimination
27 No religious test or political discrimination
27 No religious test or political discrimination
A person shall not, because of his or her religious or political affiliations, views or beliefs, be denied admission as a student of the University or be ineligible to hold office in, to graduate from or to enjoy any benefit, advantage or privilege of the University.
28
Exemption from membership of body corporate or Convocation
28 Exemption from membership of body corporate or Convocation
28 Exemption from membership of body corporate or Convocation
A student or graduate of the University or a member of staff of the University is entitled to be exempted by the Council, on grounds of conscience, from membership of the body corporate of the University or of Convocation, or both.
29
Re-appointment or re-election
29 Re-appointment or re-election
29 Re-appointment or re-election
Nothing in this Act prevents any person from being re-appointed or re-elected to any office under this Act if the person is eligible and otherwise qualified to hold that office.
30
Seal of University
30 Seal of University
30 Seal of University
The seal of the University shall be kept in such custody as the Council may direct and shall only be affixed to a document pursuant to a resolution of the Council.
Note—
Documents requiring authentication may be sufficiently authenticated without a seal in accordance with section 50 (3) of the Interpretation Act 1987.
s 30: Am 2013 No 47, Sch 1.6 [1].
31
By-laws
31 By-laws
31 By-laws
(1) The Council may make by-laws, not inconsistent with this Act, for or with respect to any matter that is required or permitted to be prescribed or that is necessary or convenient to be prescribed for carrying out or giving effect to this Act and, in particular, for or with respect to—
(a) the management, good government and discipline of the University,
(b) the method of election of members of the Council who are to be elected,
(c) the manner and time of convening, holding and adjourning the meetings of the Council or Academic Senate,
(d) the manner of voting (including postal voting or voting by proxy) at meetings of the Council or Academic Senate,
(e) the functions of the presiding member of the Council or Academic Senate,
(f) the conduct and record of business of the Council or Academic Senate,
(g) the appointment of committees of the Council or Academic Senate,
(h) the quorum and functions of committees of the Council or Academic Senate,
(i) the resignation of members of the Council, the Chancellor, the Deputy Chancellor or the Vice-Chancellor,
(j) the tenure of office, stipend and functions of the Vice-Chancellor,
(k) the designation of members of staff of the University as academic staff, general staff, full-time staff, part-time staff or otherwise,
(l) the number, stipend, manner of appointment and dismissal of officers and employees of the University,
(m) admission to, enrolment in and exclusion from courses of studies,
(n) the payment of such fees and charges, including fines, as the Council considers necessary, including fees and charges to be paid in respect of—
(i) entrance to the University,
(ii) tuition,
(iii) lectures and classes,
(iv) examinations,
(v) residence,
(vi) the conferring of degrees and the awarding of diplomas and other certificates,
(vii) the provision of amenities and services, whether or not of an academic nature, and
(viii) an organisation of students or of students and other persons,
(o) the exemption from, or deferment of, payment of fees and charges, including fines,
(p) without limiting the operation of paragraphs (n) and (o), the imposition and payment of penalties for parking and traffic infringements,
(q) the courses of lectures or studies for, the assessments for, and the granting of, degrees, diplomas, certificates and honours and the attendance of candidates for degrees, diplomas, certificates and honours,
(r) the assessments for, and the granting of, fellowships, scholarships, exhibitions, bursaries and prizes,
(s) the admission of students and former students of other Universities and institutions of higher education to any status within the University or the granting to graduates of such Universities or institutions, or to other persons, of degrees or diplomas without examination,
(t) the establishment and conduct of places of accommodation for students (including residential colleges and halls of residence within the University) and the affiliation of residential colleges,
(u) the affiliation with the University of any educational or research establishment,
(v) the creation of faculties, schools, departments, centres or other entities within the University,
(w) the provision of schemes of superannuation for the officers and employees of the University,
(x) the form and use of academic costume,
(y) the form and use of an emblem of the University or of any network member or other body within or associated with the University,
(z) the use of the seal of the University, and
(aa) the making, publication and inspection of rules.
(2) A by-law has no effect unless it has been approved by the Governor.
s 31: Am 1994 No 16, Sch 1; 1998 No 117, Sch 1 [21]; 2004 No 115, Sch 1 [9].
32
Rules
32 Rules
32 Rules
(1) The by-laws may empower any authority (including the Council) or officer of the University to make rules (not inconsistent with this Act or the by-laws) for or with respect to any or all of the matters for or with respect to which by-laws may be made, except the matters referred to in sections 3 (2), 8C, 8E (2) (c) (i) and (3) (a), 8F (4), 8G, 8H, 9 (1) (c) and (d), 10 (2), 15 (1), 19 (1) (d) and (e), 26 and 31 (1) (k) and clause 3 of Schedule 1 (to the extent it relates to appointments).
(1A) Despite subsection (1), only the Council may be empowered to make rules for or with respect to which by-laws may be made concerning matters referred to in sections 8E (3) (b), 8F (2) (a) and 31 (1) (b) and clause 3 of Schedule 1 (to the extent it relates to elections) (election rules).
(1B) Election rules must be consistent with sound and democratic electoral practices, procedures and methods of voting.
(1C) The Council must ensure that any election rule it makes is made readily available to the public by whatever means the Council considers appropriate as soon as practicable after it is made.
(2) A rule—
(a) has the same force and effect as a by-law, and
(b) may, from time to time, be amended or repealed by the Council (whether or not the Council is empowered to make such a rule), or by the authority or officer of the University for the time being empowered to make such a rule, and
(c) takes effect on the day on which it is published or on such later day as may be specified in the rule, and
(d) must indicate the authority or officer who made the rule and that it is made under this section.
(3) In the event of an inconsistency between a by-law and a rule, the by-law prevails to the extent of the inconsistency.
(4) The fact that a provision of this Act specifically provides for a matter to be the subject of by-laws (without mention of rules) does not prevent the matter from being the subject of rules made in accordance with this section.
s 32: Subst 1994 No 16, Sch 1. Am 2004 No 115, Sch 1 [10]; 2012 (193), Sch 1 [2] [3]; 2014 No 43, Sch 1.1 [11]–[14].
33
Recovery of charges, fees and other money
33 Recovery of charges, fees and other money
33 Recovery of charges, fees and other money
Any charge, fee or money due to the University under this Act may be recovered as a debt in any court of competent jurisdiction.
34
34
34 (Repealed)
35
Savings and transitional provisions
35 Savings and transitional provisions
35 Savings and transitional provisions
Schedule 4 has effect.
Schedule 1
Provisions relating to members and procedure of the Council
Schedule 1 Provisions relating to members and procedure of the Council
Schedule 1 Provisions relating to members and procedure of the Council
(Section 8B (3))
sch 1, hdg: Am 1998 No 117, Sch 1 [23].
sch 1: Am 1998 No 117, Sch 1 [24] [25]; 1999 No 94, sec 7 (2) and Sch 5, Part 2; 2001 No 101, Sch 1 [18]; 2004 No 115, Sch 1 [11] [12]; 2011 No 51, Sch 3.1 [4] [5]; 2012 (193), Sch 1 [4]–[6].
6A
Use of technology
6A Use of technology
6A Use of technology
(1) Without limiting clause 6, a meeting of the Council may be called or held using any technology consented to by all the members of the Council.
(2) The consent may be a standing one.
(3) A member may only withdraw his or her consent a reasonable period before the meeting.
(4) If the members are not all in attendance at one place and are holding a meeting using technology that permits each member to communicate with other members—
(a) the members are, for the purpose of every provision of this Act and by-laws concerning meetings of the Council, taken to be assembled together at a meeting and to be present at that meeting, and
(b) all proceedings of those members conducted in that manner are as valid and effective as if conducted at a meeting at which all of them were present.
Schedule 2
Investment
Schedule 2 Investment
Schedule 2 Investment
(Section 19)
sch 2: Subst 1989 No 179, Sch 1. Am 2001 No 101, Sch 1 [19]; 2014 No 43, Sch 1.1 [15] [16].
2A
Funds managers
2A Funds managers
2A Funds managers
(1) The Council may engage a funds manager to act in relation to the management of the funds belonging to or vested in the University.
(2) Such a funds manager may on behalf of the Council invest funds of the University in any investment in which the funds manager is authorised to invest its own funds or other funds.
Schedule 3
Duties of Council members
Schedule 3 Duties of Council members
Schedule 3 Duties of Council members
(Section 24F)
sch 3: Rep 1998 No 117, Sch 1 [26]. Ins 2004 No 115, Sch 1 [13]. Am 2008 No 23, Sch 3.8; 2010 No 19, Sch 3.13 [1] [2]; 2013 No 47, Sch 1.6 [2].
Schedule 4
Savings and transitional provisions
Schedule 4 Savings and transitional provisions
Schedule 4 Savings and transitional provisions
(Section 35)
sch 4: Am 1989 No 130, Sch 2; 1990 No 108, Sch 2; 1994 No 16, Sch 1; 1998 No 117, Sch 1 [27]–[29]; 2001 No 101, Sch 1 [20]; 2004 No 115, Sch 1 [14] [15]; 2012 (193), Sch 1 [7]; 2014 No 43, Sch 1.1 [17] [18]; 2017 No 22, Sch 1.4 [4].
Division 4
Transfer of staff
Division 4 Transfer of staff
Division 4 Transfer of staff
Division 5
Other matters consequent on the abolition of the former institutions
Division 5 Other matters consequent on the abolition of the former institutions
Division 5 Other matters consequent on the abolition of the former institutions
23A
23A
23A, 23B (Repealed)
Division 6
The interim Board, officers and authorities
Division 6 The interim Board, officers and authorities
Division 6 The interim Board, officers and authorities
36
Saving of delegations
36 Saving of delegations
36 Saving of delegations
Any delegation made by the Board and in force immediately before the commencement of this clause continues to have effect as if it were a delegation made by the Council, but may be revoked at any time by the Council.
37
By-laws
37 By-laws
37 By-laws
The By-laws of the University—
(a) continue in force as if they had been made by the Council, and
(b) may be amended and revoked accordingly.
38
Chief executive officers of network members
38 Chief executive officers of network members
38 Chief executive officers of network members
Any person who ceases to hold office as a chief executive officer of a member of the University network because of the operation of Schedule 1 [16] to the amending Act is not entitled to be paid any remuneration or compensation because of ceasing to hold the office.
39
Investment powers
39 Investment powers
39 Investment powers
Until an order is made under clause 2 of Schedule 2 (as substituted by the Universities Legislation Amendment (Financial and Other Powers) Act 2001), approval is taken to have been given by order under that clause to the investment by the Council of any funds of the University in any manner that the Council was authorised to invest those funds immediately before the Council ceased to be an authority for the purposes of Part 3 (Investment) of the Public Authorities (Financial Arrangements) Act 1987.
40
Validation
40 Validation
40 Validation
Any act or omission occurring before the substitution of section 7 by the Universities Legislation Amendment (Financial and Other Powers) Act 2001 that would have been valid had that section as so substituted been in force from the commencement of that section as originally enacted is (to the extent of any invalidity) taken to be, and always to have been, valid.
Part 6
Provisions consequent on enactment of University Legislation Amendment Act 2004
Part 6 Provisions consequent on enactment of University Legislation Amendment Act 2004
former section 9 means section 9 as in force immediately before its substitution by the amending Act.
new section 9 means section 9 as substituted by the amending Act.
relevant day means the date of assent to the amending Act.
42
General
42 General
42 General
The provisions of this Part are subject to any regulations made under clause 1.
43
Constitution of Council
43 Constitution of Council
43 Constitution of Council
(1) Subject to this Act, on the relevant day—
(a) a person holding office under former section 9 (3) ceases to hold that office, and
(b) a person holding office under former section 9 (5) (a) or (b) or (7) is taken to be appointed as a member under new section 9 (1) (b), (g) or (c), respectively, for the balance of the person’s term of office, and
(c) a person holding office under former section 9 (6) (a), (b) or (c) is taken to be elected as a member under new section 9 (1) (d), (e) or (f), respectively, for the balance of the person’s term of office.
(2) On, or as soon as is reasonably practicable after, the relevant day, the Minister must appoint the balance of the members required to be appointed under new section 9 (1) (b).
(3) The Council is to make all necessary by-laws and take all necessary steps to ensure, as far as possible, that the Council is duly constituted under new section 9 as soon as is reasonably practicable after the relevant day.
(4) For the purposes of making the by-laws referred to in subclause (3), the Council must be constituted so as to include all of the members required to be appointed under new section 9 (1) (b).
(5) The Council is taken to be properly constituted until such time as it is constituted in accordance with new section 9.
(6) A casual vacancy occurring in the office of a member before the Council is duly constituted under new section 9 is to be filled as follows—
(a) if the vacancy occurs in the office of a member appointed under new section 9 (1) (b), the Minister is to appoint a person whom the Minister considers appropriate,
(b) if the vacancy occurs in the office of a member appointed under new section 9 (1) (c), the Council is to appoint a person whom the Council considers appropriate,
(c) if the vacancy occurs in the office of a member elected under new section 9 (1) (d) or (e), the Council is to appoint a person qualified to hold that office,
(d) if the vacancy occurs in the office of a member elected under new section 9 (1) (f), the Council is to appoint a person qualified to hold that office following consultation with the relevant student body or bodies recognised by the Council,
(e) if the vacancy occurs in the office of a member appointed under new section 9 (1) (g), the Council is to appoint a person qualified to hold that office following consultation with the alumni association or body for the University.
(7) Subject to this Act, a member appointed under subclause (6) holds office from the time that person is appointed under that subclause until the expiry of the term of that member’s predecessor.
(8) Subject to this Act, if, on the expiry—
(a) of a member’s term of office that is continued under subclause (1) (b) or (c), or
(b) in the case of a member appointed under subclause (6), of the term of office of the member’s predecessor,
the by-laws necessary to enable a person to be duly appointed or elected (as the case may be) to that office under new section 9 are not yet in force, the member may continue to hold that office until such time as a person is so duly appointed or elected.
(9) For the purposes of subclause (1), a member filling a casual vacancy and holding office immediately before the relevant day is taken to hold that office immediately before the relevant day under the provision under which the member’s predecessor was elected or appointed.
(10) A person who ceases to hold office under subclause (1) (a)—
(a) is not entitled to any remuneration or compensation because of loss of that office, and
(b) is eligible (subject to this Act and if otherwise qualified) to be appointed as a member.
44
Maximum incumbency for Council members
44 Maximum incumbency for Council members
44 Maximum incumbency for Council members
(1) Consecutive years of office served by a member of the Council immediately before the relevant day are to be taken into account in applying clause 1 (3) of Schedule 1 in respect of the member.
(2) However, clause 1 (3) of Schedule 1 does not affect the operation of clause 43 (1) (b) or (c) or (8) of this Schedule.
45
Application of section 24G
45 Application of section 24G
45 Application of section 24G
Section 24G, as inserted by the amending Act, applies only in relation to breaches of duty constituted by acts or omissions occurring after the relevant day.
46
Continuation of Council
46 Continuation of Council
46 Continuation of Council
No amendment made by the amending Act affects the continuity of the Council.
Part 7
Provisions consequent on adoption of standard governing body provisions
Part 7 Provisions consequent on adoption of standard governing body provisions
Part 7 Provisions consequent on adoption of standard governing body provisions
47
Adoption of standard governing body provisions under the Universities Governing Bodies Act 2011
47 Adoption of standard governing body provisions under the Universities Governing Bodies Act 2011
amended provision means the provisions of this Act and the by-laws amended as set out in an order made by the Minister under section 4 of the Universities Governing Bodies Act 2011 and the constitution rules as prescribed in the resolution of the Council referred to in that order.
existing appointed member of the Council means a member of the Council as constituted immediately before the governing body resolution took effect who was appointed by the Minister or the Council.
Note—
The governing body resolution took effect on 1 July 2012.
governing body resolution means the governing body resolution passed by the Council on 15 December 2011.
(3) An existing appointed member of the Council continues in office until the expiration of the term for which the member was appointed (subject to the member’s office becoming vacant earlier for a reason other than the expiration of the member’s term of office).
(4) For the purposes of subclause (3)—
(a) an existing appointed member is taken to be a member of the corresponding category of membership set out in the amended provisions, and
(b) the proportion of Council and Ministerially appointed members of the Council specified under the constitution rules is, until all existing members of that category cease to hold office as referred to in subclause (3), taken to be the number of existing members in those categories at any particular time.
(5) A person who, immediately before the governing body resolution took effect, held office as an elected member of the Council ceases to hold office on the resolution taking effect.
(6) For the purpose only of enabling the Council to be duly constituted on or after the governing body resolution takes effect, elections for the categories of elected (academic staff) member, elected (general staff) member and elected (student) member of the Council may be conducted as if the amended provisions were in force.
(7) Subclause (6) has effect despite any requirements of the amended provisions that elections be held at a specified time.
Part 8
Provisions consequent on enactment of Universities Legislation Amendment (Regulatory Reforms) Act 2014
Part 8 Provisions consequent on enactment of Universities Legislation Amendment (Regulatory Reforms) Act 2014
The Guidelines approved for the time being under section 24B, as in force immediately before the amendments made to that section by the amending Act, continue to have effect as if they were Guidelines determined by the Council under that section as amended.
50
Existing investments
50 Existing investments
50 Existing investments
An amendment made to this Act by the amending Act does not affect the appointment of a funds manager or the validity of any investment made by or on behalf of the University before the commencement of the amendment.
51
Previously acquired land
51 Previously acquired land
51 Previously acquired land
Section 21 (2)–(3), as inserted by the amending Act, extend to land acquired from the State before the insertion of those subsections.
Part 9
Provision consequent on enactment of Statute Law (Miscellaneous Provisions) Act 2017
Part 9 Provision consequent on enactment of Statute Law (Miscellaneous Provisions) Act 2017
An amendment made to this Act by the Statute Law (Miscellaneous Provisions) Act 2017 does not affect the validity of any financial accommodation made by or on behalf of the University, any transaction or arrangement entered into or participated in to manage a financial risk, or any disposal or other dealing with property of the University, before the commencement of the amendment.
Source text: opening excerpt
Sourced from legislation.nsw.gov.au, CC BY 4.0.
Part 1 Preliminary
Part 1 Preliminary
Part 1 Preliminary
1 Name of Act
1 Name of Act
1 Name of Act
This Act may be cited as the Charles Sturt University Act 1989.
2 Commencement
2 Commencement
2 Commencement
This Act commences on a day or days to be appointed by proclamation.
3 Definitions
3 Definitions
3 Definitions
(1) In this Act—
commercial functions of the University means the commercial functions described in section 7 (3) (a).
Council means the Council of the University.
general staff of the University means staff other than the academic staff of the University.
major campus means a campus of the University at a location referred to in section 6 (a), (b), (c) or (d).
University means the Charles Sturt University established by this Act.
Note—
The Interpretation Act 1987 contains definitions and other provisions that affect the interpretation and application of this Act.
(2) In this Act, a reference to a graduate of the University is a reference to a person who is the recipient of a degree or diploma, or of such other award or certificate as may be prescribed by the by-laws, conferred or awarded—
(a) by the University,
(b) by or on behalf of any former institution that has, pursuant to this Act or otherwise, become a network member of, or a part of, the University, or
(c) by any predecessor of any such institution.
(3) In this Act—
(a) a reference to a function includes a reference to a power, authority and duty, and
(b) a reference to the exercise of a function includes, where the function is a duty, a reference to the performance of the duty.
(4) Notes included in this Act do not form part of this Act.
s 3: Am 1998 No 117, Sch 1 [2] [3]; 2001 No 101, Sch 1 [1]; 2004 No 115, Sch 1 [1].
In short, the Act defines the University’s purpose and financial powers, establishes a hybrid governing body with external-majority membership and specified expertise requirements, creates procedural and disclosure obligations, sets Ministerial reporting and oversight routes for commercial and financial activities, and preserves specific protections and transitional arrangements for staff, students and pre-existing entities.
Main concepts
This Act organises a university governance and operational framework around several discrete legal concepts: the University as a corporate entity, the Council as governing authority, university objects and functions, property and investment powers, commercial activities, duties of officeholders, rules/by‑laws/regulation, and transition and continuity provisions.
University as corporation and object: The University is incorporated (s 5) and its statutory object is to promote scholarship, research, free inquiry and academic excellence “within the limits of the University’s resources” (s 7(1)). Principal functions include provision of education and research, conferral of awards, participation in public discourse and administrative arrangements to ensure program integrity (s 7(2)(a)-(g)). The University may exercise these functions inside and outside NSW, including internationally (s 7(4)).
Governing body and composition: Council is the University’s governing authority (s 8B(2)). The Act stipulates membership categories (official, elected, Council‑appointed, Ministerially appointed), sets a floor and ceiling for Council size (minimum 11, maximum 22) and leaves the precise total and category numbers to Council resolution and constitution rules (s 8C(1)-(4)). It requires that the majority of members be “external persons” (s 8C(6)) and imposes minimum expertise thresholds,at least two members with financial expertise and at least one with commercial expertise (s 8D(1)-(2)). Procedural rules and further detail are supplied in Schedule 1 and by‑laws.
Duties and accountability: Council has broad managerial control (s 19(1A)-(1B)) and specific responsibilities such as approving mission, strategic direction, annual budget and business plan, overseeing risk management and academic activities, monitoring the Vice‑Chancellor, and approving significant commercial activities (s 19(1B)(a)-(g)). Members of the Council have duties set out in Schedule 3: act in good faith in the University’s best interests and for proper purpose (Sch 3 cl 1), exercise reasonable care and diligence (cl 2), refrain from improper use of position or information (cls 3-4), and disclose material interests (cl 5).
Commercial activities and oversight: The Act distinguishes “commercial functions of the University” and “University commercial activity” and requires the Council to determine and maintain Guidelines prescribing processes and procedures for commercial activities (ss 24A-24B). The Council must keep a Register of commercial activities (s 24C) and must respond to Ministerial requests for reports (s 24D). The Minister may refer commercial matters to the Auditor‑General or Ombudsman (s 24E). The Act preserves operation of the Ombudsman Act and government finance and audit Acts in relation to the University (s 20A), and requires annual reporting on actions taken to implement Ombudsman or Auditor‑General recommendations (s 20B).
Property, investment and limits: The Council controls University property (s 21(1)) and may acquire, manage, grant easements and (subject to constraints) dispose of property (s 21(2)). The sale, mortgage, charge or lease of “relevant land” (land acquired from the State at nominal or less than market value) requires Ministerial approval (s 21(3)), although specified leasing exceptions apply (s 21(4)). Investment powers and funds management are governed by Schedule 2, allowing the Council to engage funds managers (cl 2A), create investment common funds (cl 3) and be subject to trust terms (cl 4).
Delegation and internal governance: The Council may delegate functions to committees, officers or prescribed persons (s 20). Delegations cannot be sub‑delegated except in the circumstances permitted for the Vice‑Chancellor (s 20(2)-(3)). By‑laws (s 31) and rules (s 32) provide detailed administrative and academic mechanisms; by‑laws require Governor approval (s 31(2)) whereas rules, once published, have the same force as by‑laws (s 32(2)(a)).
Transitional/continuity: The Act contains multiple Parts and Schedules dealing with amalgamation, staff transfer, preservation of terms, superannuation, student enrolments, and the continuity of previous by‑laws and rules (Parts 2-9; Schedule 4). These provisions maintain certain pre‑existing rights and obligations on transfer to the University (e.g. ss 9-16 of Part 2).
These concepts allocate decision‑rights: Council holds managerial and fiduciary control; Minister retains oversight rights on certain property and commercial matters and can appoint up to six Ministerially appointed members (s 8H). Administrative instruments (by‑laws, rules, Guidelines, Register) operationalise the Council’s statutory responsibilities.
Who it affects
The Act reaches a set of defined and readily identifiable groups. For each, the Act changes who decides, what obligations follow and what protections are provided.
Council members and officers: The Act directly regulates members’ appointment, term, qualifications and removal. Members are categorised as official, elected, Council‑appointed or Ministerially appointed (ss 8A-8I, 8C). It prescribes minimum financial and commercial expertise for appointed members (s 8D), limits terms of office and cumulative incumbency (s 9), and prescribes the powers and duties of the Council (s 19) and duties of individual members (Schedule 3). Removal for breach of duty is subject to a two‑thirds vote (s 24G), and removal of the Chancellor/Deputy Chancellor by no‑confidence requires two consecutive ordinary meetings with a two‑thirds majority (s 11A). Members who disclose material interests must refrain from deliberation unless the Council otherwise determines (Sch 3 cl 5(4)).
University executive and academic staff: The Vice‑Chancellor is appointed by the Council as principal executive officer and has functions provided by or under the Act (s 12). Academic Senate is established and its constitution and functions are delegated to by‑laws (s 16). The Council has power to appoint and terminate academic and other staff (s 19(1)(b)), and the Act carries over staff from predecessor institutions with preservation of terms, superannuation entitlements, leave accrual and fixed‑term contracts (Part 2, Div 4, ss 9-15).
Students and graduates: The Act includes students and graduates as parts of the University (s 4) and preserves enrolments, course continuity and rights to awards when institutions are absorbed by the University (Part 2 Div 5, ss 19). The by‑laws regulate admission, enrolment, fees and academic assessments (s 31(1)(m), (n), (q)) and provide exemption from compulsory membership of bodies for conscientious grounds (s 28). The Council must ensure grievance procedures and appeal information are published and publicly accessible (s 19(1B)(i)).
External persons and stakeholders: External members and graduate members of Council (ss 8E-8F) and persons participating in University commercial activities (ss 24C(1)(b), 24C(1)(c)) are affected by appointment, governance and disclosure requirements. Controlled entities and joint venture counterparties are affected by restrictions on functions they may exercise and governance protocols the Council must seek to ensure (s 19A(1), (5A)).
Minister and Treasurer: The Minister has appointment power to appoint up to six external members (s 8H), may permit controlled entities to exercise functions outside the University’s authorised functions (s 19A(2)), may request reports on commercial activities (s 24D) and may refer matters to Auditor‑General or Ombudsman (s 24E). The Treasurer can advance temporary funds to the Council (s 25) and may direct that certain transactions be exempt from stamp duty or that other persons be exempt (s 25A).
State and other public authorities and auditors: The Act preserves the operation of the Ombudsman Act, Government Sector Finance Act and Government Sector Audit Act in relation to the University (s 20A). The Auditor‑General may investigate on Ministerial referral (s 24E(a)). For property acquired from the State at nominal value, Ministerial consent is required for disposal (s 21).
Controlled entities and corporations: The Act defines obligations for the Council to ensure controlled entities do not engage in unauthorised functions and requires governance standards and reporting protocols for those entities (s 19A(1), (5A)). Disqualification grounds for Council members include being disqualified from managing corporations under Part 2D.6 of the Corporations Act (Schedule 1 cl 2(f)).
In each case the Act shifts decision‑making and imposes either duties (e.g. duty to disclose, duty to act in best interests, reporting duties) or constraints (e.g. Ministerial approvals, by‑law requirements, investment and trust limitations). The Act also preserves pre‑existing rights and entitlements for staff and students where former institutions are merged into the University (Part 2 Divs 4-5).
Key duties and rights
The statutory duties and rights in the Act establish who must do what, observe which standards and who may take certain actions.
University’s primary object and functions: The University’s statutory object is set out in s 7(1) and its principal functions in s 7(2). These are rights/duties on the University as a corporate body to provide education and research, confer degrees and ensure integrity through governance, admission and quality assurance arrangements (s 7(2)(a)-(g)).
Council’s powers and responsibilities: The Council is the governing authority (s 8B(2)) and in exercising the University’s functions it “acts for and on behalf” of the University and “has the control and management of the affairs and concerns” of the University (s 19(1A)-(1B)). The Council must approve mission, strategic direction, annual budget and business plan, oversee risk management and academic activities, monitor the Vice‑Chancellor and approve significant commercial activities (s 19(1B)(d)-(g)). The Council must ensure compliance with Guidelines for commercial activities (s 24B(1), (4)), maintain a Register (s 24C(1)) and respond to Ministerial requests (s 24D).
Duties of Council members: Schedule 3 prescribes duties for each member: act in good faith in the best interests of the University and for proper purpose (Sch 3 cl 1); act honestly and exercise reasonable care and diligence (cl 2); not improperly use position or information for advantage or to cause detriment (cls 3-4); disclose material interests and refrain from deliberation unless the Council otherwise permits, and ensure particulars of disclosures are recorded and open for inspection (cl 5(1)-(5), (3)). These are statutory duties that underpin removal powers (s 24G).
Removal mechanisms: The Council may remove a member for breach of a Schedule 3 duty after due notice and with a two‑thirds majority at a meeting where the member has a reasonable opportunity to reply (s 24G(1)-(5)). The Chancellor and Deputy Chancellor may additionally be removed by a no‑confidence motion adopted by a two‑thirds majority at two consecutive ordinary meetings (s 11A(1)-(2)), and without need to establish breach of duty (s 11A(3)).
Delegation and rules: The Council may delegate its functions except the power of delegation itself (s 20(1)). Delegations cannot be sub‑delegated except the Vice‑Chancellor may sub‑delegate if enabling conditions are met (s 20(2)-(3)). By‑laws made by the Council require Governor approval before they take effect (s 31(2)), whereas rules made under by‑laws have the force of by‑laws and must be published specifying the authority making them (s 32(2)(a), (c), (d)). Election rules have extra protections to ensure sound democratic practices and public availability (s 32(1A)-(1C)).
Commercial activity obligations: The Council must maintain Guidelines specifying processes for commercial activities including due diligence, governance, risk assessment, delegation, and conflict of interest protocols (s 24B(1), (3)(a)-(d), (f)). The Council must ensure compliance with those Guidelines (s 24B(4)) and maintain a Register with prescribed detail (s 24C(1)). The Minister may request reports (s 24D), and refer matters to Auditor‑General or Ombudsman (s 24E).
Property, investment and trust rights: The Council controls land and property vested in the University and may acquire and dispose of property subject to Ministerial approval for “relevant land” (s 21(1)-(4)). Investments are regulated through Schedule 2; the Council may appoint funds managers and establish investment common funds (Schedule 2 cl 2A, cl 3). Trust terms and express directions prevail over the Council’s investment powers (Schedule 2 cl 4).
Rights to appeal and complaints: The Act requires the Council to publish grievance procedures and information about rights of appeal or review conferred by other Acts, to be readily accessible to the public (s 19(1B)(i)). The Minister’s power to refer commercial matters to the Ombudsman creates an external complaint pathway (s 24E(b)), and the Act preserves operation of the Ombudsman Act (s 20A).
Protections and immunities: Persons acting in good faith in execution of the Act are not personally liable for actions done or omitted in good faith (Schedule 1 cl 5). A contravention of disclosure obligations does not invalidate Council decisions (Sch 3 cl 5(6)), though it may expose the member to removal under s 24G.
These duties and rights allocate control to the Council with statutory checks: disclosure obligations, supermajority removal thresholds, Ministerial reporting and referral powers, Governor approval for by‑laws, and operation of external oversight (Ombudsman/Auditor). Compliance requires processes to be established (Guidelines, Register, published rules/by‑laws) and records to be made publicly inspectable where specified.
Penalties and enforcement
The Act does not create a broad schedule of criminal offences or pecuniary penalties in the text supplied for general non‑compliance; enforcement and corrective mechanisms are instead institutional and administrative. Those mechanisms fall into several categories: internal governance sanctions, Ministerial oversight and referral, external audit and complaint routes, and civil remedies.
Removal and internal disciplinary enforcement: The principal enforcement lever against Council members is removal from office for breach of the Schedule 3 duties (s 24G). Removal requires notice of motion and a two‑thirds majority of the total number of Council members at a meeting (s 24G(2)-(3)). The procedure gives the member a reasonable opportunity to reply orally or in writing (s 24G(4)). The Chancellor or Deputy Chancellor may be removed by a no‑confidence motion supported by a two‑thirds majority at two consecutive ordinary meetings; removal under that process does not require establishing a breach of duty (s 11A(1)-(3)).
Ministerial and executive routes: The Minister may appoint up to six external members (s 8H(1)) and the Minister may remove a member appointed by the Minister (Schedule 1 cl 2(k)). The Minister may request reports on University commercial activities (s 24D) and, on referral, the Auditor‑General may investigate and report, or the Ombudsman may investigate complaints (s 24E). Where controlled entities are involved, the Council must ensure they do not exercise unauthorised functions unless permitted by the Minister (s 19A(1)-(2)), creating a route where the Minister may approve otherwise prohibited activities.
External oversight and accountability: The Act preserves the operation of the Ombudsman Act and the Government Sector audit and finance Acts with respect to the University (s 20A). The Act also requires the Council to include in its annual report details of actions taken to implement recommendations by the Ombudsman or Auditor‑General (s 20B). Those external auditors and ombudsmen may exercise their powers under their own Acts when matters are referred or raised.
Civil enforcement and recovery: The University may recover charges, fees and other money as a debt in a court of competent jurisdiction (s 33). This supplies a civil remedy for the University to enforce financial obligations owed to it.
Protections against personal liability and evidentiary consequences: Persons acting in good faith under the Act are protected from personal liability for actions or omissions (Schedule 1 cl 5). A contravention of the disclosure clause does not invalidate Council decisions (Sch 3 cl 5(6)), which limits a potentially disruptive enforcement outcome; but this does not limit other consequences such as removal (s 24G).
Administrative preconditions and constraints: Certain transactions require ministerial approval (e.g. sale/mortgage/charge/lease of relevant land: s 21(3)). Failure to obtain required Ministerial approvals could expose the Council or University to administrative invalidity of transactions or remedial actions by the Minister, although specific penalties for unauthorised disposals are not spelled out in the Act as provided here.
Governor approval required for by‑laws: By‑laws have no effect unless approved by the Governor (s 31(2)). That approval function operates as a gate: unauthorised by‑laws will not be effective.
Overall the Act relies on governance controls, removal powers and external oversight rather than prescriptive criminal penalties. Enforcement is primarily institutional: removal, Ministerial referral and audit/ombudsman processes, and civil debt recovery. The Act protects persons acting in good faith and preserves decision finality against technical disclosure contraventions (Sch 3 cl 5(6)), while ensuring external oversight mechanisms remain available (s 20A).
How it interacts with other laws
The Act explicitly cross‑references and preserves interaction with several key NSW and Commonwealth statutes and instruments. These interactions allocate responsibilities, preserve external oversight, and moderate internal powers.
Interpretation Act 1987: The Act notes that the Interpretation Act 1987 contains definitions and rules that affect interpretation and application of this Act (s 3 note). This means statutory construction and certain definitions are governed by that Act where applicable.
Government sector finance and audit framework: The Act preserves the operation of the Ombudsman Act 1974, the Government Sector Finance Act 2018 and the Government Sector Audit Act 1983 in relation to the University (s 20A). The note to s 19 also explicitly refers to Division 7.3 of the Government Sector Finance Act 2018, which regulates provision of annual reporting information to Parliament and requires the Council to report on the University’s operations (s 19 note). The Council must report on actions taken to implement recommendations from the Ombudsman or Auditor‑General (s 20B), placing the University within the government audit and complaint ecosystem.
Ombudsman and Auditor‑General Acts: The Minister may refer University commercial activities to the Auditor‑General (s 24E(a)) or as a complaint to the Ombudsman for investigation under the Ombudsman Act 1974 (s 24E(b)). These referrals permit external reviews under those Acts.
Corporations Act 2001: Persons who are disqualified from managing a corporation under Part 2D.6 of the Corporations Act are disqualified from holding office on the Council (Schedule 1 cl 2(g)). This aligns corporate governance disqualification with Council eligibility.
Land acquisition and public works legislation: The Minister may acquire land under the Land Acquisition (Just Terms Compensation) Act 1991 for the University (s 23(1)) and for public works purposes the Minister is taken to be the Constructing Authority (s 23(3)). Sections 34-37 of the Public Works Act 1912 are excluded for works constructed under s 23 (s 23(4)), affecting procedural obligations for certain works.
Environmental Planning and Assessment Act 1979: The Council may enter into a planning agreement under the Environmental Planning and Assessment Act s 7.4 without dedicating relevant land free of cost in certain cases (s 21(4)(c)).
Duties Act 1997 and Stamp Duties Act 1920: The Act grants a stamp duty exemption for the University and Council in respect of the borrowing of money or investment of funds under this Act unless the Treasurer directs otherwise (s 25A(1)). Part 2 transitional provisions also exempt certain instruments from stamp duty (Part 2 Div 5 s 21). Note the historical reference to the repealed Stamp Duties Act 1920 in transitional provisions.
Public authorities and trust law: Investment and trust obligations are governed by Schedule 2. The Schedule makes trust designations (cl 4) and investment common funds (cl 3) subject to express trust terms, so trust law and any express directions govern the Council’s actions.
Industrial relations and superannuation: The Act preserves operation of the Industrial Arbitration Act 1940 with respect to transitional staff transfer provisions (Part 2 Div 4 s 16). It protects superannuation rights and entitlements for transferred officers (Part 2 Div 4 s 11).
Government statutes affecting land: The Act provides for transfer or conveyance of land vested in the Crown or Ministers (s 24) and exempts conveyances from stamp duty and registration fees (s 24(2)(a)-(b)), interacting with state land and registration laws.
Universities Governing Bodies Act 2011 and subsequent amendment Acts: The Act records adoption and interaction with standard governing body provisions under the Universities Governing Bodies Act 2011 (Part 7) and includes provisions consequent on various amending Acts listed across Parts 3-9. These Parts record continuity, transitional arrangements and preservation of instruments after amendments.
The net effect is that the Act ties University governance into the NSW public sector governance, audit and land frameworks and to federal corporation law standards for disqualification. It preserves external oversight (Ombudsman, Auditor‑General) and situates the University’s investment and property activities within the broader public law and regulatory context. Where other statutes grant powers, the Act either adopts, preserves or references those powers (for land acquisition, planning agreements, and industrial law).
Amendment history
The printed Act includes embedded amendment annotations and several Parts that record consequential provisions for specific amending Acts. The text itself notes many insertions, substitutions and amendments; these form the statutory amendment history as recorded in the instrument.
Key amendment markers visible in the Act text include:
1994 amendments: Section 14 was substituted in 1994 to state that the Governor is Visitor with ceremonial functions only (s 14: Subst 1994 No 16, Sch 1). Part 2 transitional provisions show various repeals and continuity from 1994 (Schedule references).
1998 amendments: Several sections record amendments in 1998 (e.g. s 3: Am 1998 No 117; s 4: Am 1998 No 117; substitution of s 6 in 1998; s 9: Subst 1998 No 117). Part 4 records provisions consequent on the Charles Sturt University Amendment Act 1998 (Parts 4 and Schedule annotations).
2001 amendments: The Act incorporates provisions inserted in 2001 concerning commercial activities (Division 3 of Part 4 was inserted 2001 No 101, Sch 1) and controlled entities (s 19A Ins 2001 No 101). Schedule 2 investment powers were also altered in 2001 (Sch 2 cl 2 substitution) and s 25A stamp duty exemption was inserted in 2001 (s 25A: Ins 2001 No 101, Sch 1).
2004 amendments: Division 1 of Part 3 was substantially altered in 2004 to add definitions and governance changes (ss 8A-8I Ins 2004 No 115; Schedule 3 inserted 2004 No 115). Part 6 documents transitional consequences of the University Legislation Amendment Act 2004 with specific clauses (ss 41-46 in that Part refer to 2004 amending Act).
2008-2014 amendments: Schedule 3 was amended by later acts (Sch 3 Am 2008 No 23; 2010 No 19), and 2011/2012 changes reflect adoption of standard governing body provisions (Part 7 re Universities Governing Bodies Act 2011; ss 8B-8I Ins 2012 (193)). The 2014 Regulatory Reforms Act 2014 made amendments to commercial Guidelines and investment provisions (Part 8 records continuity and transitional effects; s 49 preserves previous Guidelines).
2017 amendments: The Statute Law (Miscellaneous Provisions) Act 2017 amended financial accommodation and risk management provisions; Part 9 preserves validity of prior transactions (s 52).
2018 and later technical amendments: The Act notes amendments in 2018 and 2024 to reflect Government Sector Finance Act and delegation technicalities (e.g. s 19 note and s 20 substitution 2024 No 66). Many sections bear “Am” or “Ins” annotations with year and Act numbers recorded in marginal notes.
The Act contains multiple Parts (Parts 2-9) specifically labelled as “Provisions consequent on the enactment” of various amending Acts (e.g. 1994, 1998, 2001, 2004, 2011, 2014, 2017). Each such Part preserves transitional arrangements: transfer of property, staff terms, superannuation, continuity of by‑laws and rules, vesting of assets, and other saving provisions (see Part 2 Divs 2-6; Part 4; Part 5; Part 6; Part 7; Part 8; Part 9). Those transitional Parts set out how prior regimes were folded into the Act after specific legislative changes.
Where the Act records a substitution or insertion date in its marginal notes, that is an authoritative reflection of the parliamentary amendment history as encoded in this compilation. For practitioners the key consequences are to check relevant transitional Parts for continuity of by‑laws, staff entitlements and existing investments, and to be aware that Council composition and governance structures have been updated over time through these amending Acts (notably 2004, 2011/2012 and 2014).
Litigation history
The supplied text does not list cases or judicial decisions. It names no court cases, and there are no internal references to litigation or judicial determinations arising under the Act. The only references to dispute resolution and oversight mechanisms are administrative or statutory: the Visitor (Governor) is defined as having ceremonial functions only and explicitly has no jurisdiction to resolve disputes concerning University affairs (s 14(1)-(2)); the Minister may refer commercial matters to the Auditor‑General or as complaints to the Ombudsman (s 24E); and the Act preserves operation of the Ombudsman Act and government audit statutes (s 20A).
Schedule 4 and the Parts dealing with transitional provisions provide that questions arising under the transitional arrangements may be determined by the Minister (Part 2 Div 5 s 18(1)-(2)), and that a Ministerial certificate is evidence of the matters contained (s 18(2)). That establishes an administrative determination process for certain transitional disputes rather than a judicial procedure embedded within the Act as supplied.
Because the Act does not itself identify any specific litigation or judicial interpretation, there is no litigation history recorded in the statutory text to summarise. Practitioners needing precedential or interpretive history will therefore need to search case law databases and reporters outside this Act to identify any judicial consideration of its provisions. The Act does, however, provide mechanisms (removal, Ministerial referral, Ombudsman and Auditor‑General oversight) which may lead to administrative inquiries or, potentially, judicial review in appropriate circumstances; none of those proceedings are described within the text supplied.
Gotchas
This Act contains a range of rules and constraints where failure to observe formal processes or thresholds can have material governance and financial consequences. The following are concrete operational points to watch for, each grounded in the Act.
External person majority and Council size: The Council must have a majority of external persons (s 8C(6)). The total number of members must be between 11 and 22, and the precise total and category numbers are set by a two‑thirds Council resolution (s 8C(1)-(2), (4)-(5)). Changing constitution rules requires a supermajority, and the Council must notify the Minister within 7 days of such a resolution (s 8C(8)). Practically, altering Council composition requires careful attention to voting thresholds and notice obligations.
Expertise minimums: At least two members must have financial expertise and at least one must have commercial expertise (s 8D(1)). Appointed members must have expertise relevant to Council functions and an appreciation of the University’s object (s 8D(2)). Failure to observe these minima could render composition non‑compliant with the statute.
Ministerial approvals for certain property dealings: The Council must not sell, mortgage, charge or lease “relevant land” (land acquired from the State at nominal or less than market value) without Ministerial approval (s 21(3)). Even where leasing is permitted without approval, there are temporal and purpose limits (leases ≤21 years generally, or up to 99 years only for utilities infrastructure/services) (s 21(4)(a)-(b)). Contracts or conveyances involving such land require attention to Ministerial approval thresholds.
Controlled entities restrictions: A controlled entity must not exercise a function or engage in activity the University is not authorised by the Act to exercise or engage in, unless the Minister permits it in writing (s 19A(1)-(2)). The Council must ensure governing bodies of controlled entities possess necessary expertise, include some independent persons where possible, adopt governance principles, keep strategies and performance targets, and establish reporting protocols (s 19A(5A)). Failure to implement governance protocols could create compliance risk for the Council and the controlled entity.
By‑laws require Governor approval: A by‑law has no effect unless approved by the Governor (s 31(2)). Councils often delegate to rules, but where a matter must be provided for by by‑law, reliance on an unapproved by‑law risks legal invalidity.
Delegation and sub‑delegation constraints: Delegations by Council cannot be sub‑delegated except that the Vice‑Chancellor may sub‑delegate if the Council’s delegation authorises sub‑delegation and the sub‑delegate is an authorised person (s 20(2)-(3)). Delegation instruments must therefore be explicit if the Vice‑Chancellor is to sub‑delegate.
Conflict disclosure and participation limits: Members must disclose material interests as soon as possible and particulars must be recorded in a disclosure book open for public inspection (Sch 3 cl 5(1), (3)). After disclosure, the member must not be present for deliberation or decision unless the Council determines otherwise (cl 5(4)-(5)). However, contravention of this clause does not invalidate Council decisions (cl 5(6)), so defective disclosures may not automatically undo decisions but can still result in member removal (s 24G).
Removal thresholds: Removal for breach of duty requires a two‑thirds majority of the total number of Council members and prior notice (s 24G(2)-(4)). Removal of the Chancellor or Deputy Chancellor under s 11A requires two consecutive ordinary meetings and a two‑thirds majority (s 11A(2)). These supermajority thresholds create high procedural bars to removal.
Commercial activity processes and accountability: The Council must have Guidelines (s 24B(1)) and must maintain a Register recording, among other details, parties to each activity and meetings that approved the activity (s 24C(1)(b), (d)). The Minister may request reports (s 24D) and refer matters to auditors or Ombudsman (s 24E). Failure to maintain the Register, follow Guidelines or respond to Ministerial requests can attract external review or investigation.
Stamp duty and Treasurer discretion: The University and Council are exempt from duty for borrowing and investment transactions unless the Treasurer directs otherwise (s 25A(1)). The Treasurer may also direct that other persons be exempt (s 25A(2)). Relying on an assumed exemption without confirming any Treasurer direction could be risky.
Seal usage and authentication: The seal must be affixed only pursuant to a Council resolution (s 30); although some documents may be sufficiently authenticated without a seal under the Interpretation Act (s 30 note). Practically, transactions requiring authentication should ensure compliance with s 30 and any by‑laws.
Transitional and precedence of trusts: Trust terms prevail over Council investment powers (Schedule 2 cl 4). Where funds are brought into common investment arrangements, the trust nature remains (Schedule 2 cl 3(6)-(7)). Failure to respect trust conditions could have fiduciary or trust law consequences.
Public inspection obligations: Disclosure particulars are to be kept in a book open for inspection (Sch 3 cl 5(3)); election rules must be readily available to the public (s 32(1C)). The Council must also make grievance and appeal information readily accessible (s 19(1B)(i)). Practical compliance requires administrative systems for public availability.
These are practical “gotchas” where statutory formalities, thresholds and reporting lines matter. Each point is tied to a specific provision cited above. Operational compliance requires documented processes for member appointment and expertise assessment, property transactions, Guidelines and Register maintenance for commercial activities, conflict disclosure recording and public access, and careful delegation instruments.
How to comply
Compliance for the Council and the University is a mixture of governance design, process implementation, record keeping, and statutory reporting. The Act identifies discrete compliance obligations; the following steps are concrete actions the University should take, each tied to specific provisions.
Constitute the Council within statutory parameters and document composition decisions
Ensure total membership is between 11 and 22 (s 8C(1)).
Adopt constitution rules by Council resolution with a two‑thirds majority where required, and record the resolution and notify the Minister within 7 days (s 8C(4)-(5), (8)).
Confirm the majority of members are “external persons” and document classification (s 8C(6)).
Ensure minimum expertise requirements for finance and commercial experience are met and documented for appointed members (s 8D(1)-(2)).
Maintain and publish by‑laws and rules in the required form
Make by‑laws for matters listed in s 31(1) and submit them for Governor approval before putting them into force (s 31(2)).
Where by‑laws empower rules, ensure rules are made consistent with by‑laws, indicate the making authority and publication date, and publish promptly (s 32(2)(c)-(d), (1C)). For election rules ensure they reflect sound democratic practices (s 32(1A)-(1B)).
Implement Schedule 3 duties with systems for disclosure and removal
Adopt and communicate a conflicts of interest policy aligned to Schedule 3 cl 5; require disclosure at meetings as soon as material interests arise and record particulars in the disclosure book; make the book available for inspection on payment of a fee if specified (Sch 3 cl 5(1)-(3)).
Ensure meeting agendas and minutes record disclosures and determinations about participation (Sch 3 cl 5(4)-(5)).
Establish a process for dealing with breaches and for convening meetings sufficient to comply with the procedural requirements for removal (s 24G(2)-(4)).
Adopt, publish and comply with Guidelines for University commercial activities
The Council must determine and maintain Guidelines requiring processes such as feasibility, due diligence, governance arrangements and risk assessment for University commercial activities (s 24B(1), (3)(a)-(d)).
Ensure the Guidelines provide for declaration of activities as University commercial activities where necessary (s 24B(3)(e)).
Ensure that the Guidelines require protocols managing members’ rights and responsibilities to avoid real or apparent conflicts (s 24B(3)(f)).
Comply with the Guidelines and record compliance (s 24B(4)).
Maintain a Register of University commercial activities and respond to Ministerial requests
Keep a Register with a full description of each activity, parties, appointments to governing bodies, and records of meetings approving matters for compliance with the Guidelines (s 24C(1)(a)-(d)).
Be prepared to provide copies or extracts to the Minister on request (s 24C(3)).
Where the Guidelines provide for exemptions or differing particulars, implement those rules consistently (s 24C(2)).
Prepare for Ministerial referral and external audit
Understand that the Minister may request reports (s 24D) and refer matters to the Auditor‑General or Ombudsman (s 24E).
Ensure annual reports include actions taken to implement Ombudsman or Auditor‑General recommendations (s 20B).
Maintain records and evidence to respond promptly to any referrals or audit enquiries, especially in relation to significant University commercial activities approved by the Council (s 19(1B)(g)).
Protect property transactions and ensure Minister approval where required
Where property was acquired from the State at nominal or less than market value, obtain Ministerial approval before selling, mortgaging, charging or leasing (s 21(3)).
For leasing relevant land, document that leasing is consistent with the University’s object or is for utilities infrastructure/services as required for the limited approvals in s 21(4).
For land vested in the Crown used for University conduct, be aware the Council is subject to Ministerial control and direction for that property (s 22(1), (5)).
Investment and funds management compliance
If engaging funds managers, ensure the engagement is authorised by the Council and consistent with Schedule 2 cl 2A.
Where using investment common funds, maintain accounting records, distribute income appropriately and respect trust directions (Schedule 2 cl 3-4).
Ensure that trust terms take precedence and document any express trust directions to the funds manager (Schedule 2 cl 4).
Delegation and internal control frameworks
Ensure delegations are formally recorded and that delegation instruments specify whether the Vice‑Chancellor may sub‑delegate (s 20(1)-(3)).
Maintain induction and development programs for Council members and adopt a statement of primary responsibilities (s 19(1B)(j)-(k)).
Record keeping, grievance publication and public access
Publish grievance procedures and appeal information in a form that is readily accessible to the public (s 19(1B)(i)).
Keep the Register, by‑laws, rules and disclosure book available as required (s 24C, s 32(1C), Sch 3 cl 5(3)).
Practical transactional steps
Use the University seal only pursuant to a Council resolution and ensure documents are authenticated appropriately under s 30 and the Interpretation Act if not using the seal.
For borrowing and investment transactions, check whether Treasurer direction affects stamp duty exemption (s 25A).
For staff transfers or actions relating to former institutions, apply the transitional provisions dealing with preservation of remuneration, superannuation and leave entitlements (Part 2 Div 4).
Audit, reporting and insurer considerations
Prepare for external audits and implement internal controls to provide evidence for Auditor‑General or Ombudsman enquiries (s 20A, s 20B).
Maintain insurance and indemnity arrangements, noting Schedule 1 cl 5 provides protection for persons acting in good faith, but that removal or other remedies may still apply for breaches.
These compliance tasks map directly to statutory provisions and should be embedded in governance charters, delegation schedules, financial policies, commercial activity approval processes, conflicts registers and the annual report process. Regular review cycles (as required by s 19(1B)(j) for the Council to review its own performance) will help identify gaps against the statutory requirements.
Part 2 Constitution and functions of the University
Part 2 Constitution and functions of the University
Part 2 Constitution and functions of the University
4 Establishment of University
4 Establishment of University
4 Establishment of University
A University, consisting of—
(a) the Council,
(b) Convocation,
(c) the members of the academic staff of the University and such other members or classes of members of the staff of the University as the by-laws may prescribe, and
(d) the graduates and students of the University,
is established by this Act.
s 4: Am 1998 No 117, Sch 1 [4] [5].
5 Incorporation of University
5 Incorporation of University
5 Incorporation of University
The University is a body corporate under the name of the Charles Sturt University.
6 University campuses
6 University campuses
6 University campuses
The University is to have campuses at the following locations—
(a) Albury,
(b) Bathurst,
(c) Dubbo,
(d) Wagga Wagga,
and may have campuses at other locations.
s 6: Am 1989 No 130, Sch 2. Subst 1998 No 117, Sch 1 [6].
7 Object and functions of University
7 Object and functions of University
7 Object and functions of University
(1) The object of the University is the promotion, within the limits of the University’s resources, of scholarship, research, free inquiry, the interaction of research and teaching, and academic excellence.
(2) The University has the following principal functions for the promotion of its object—
(a) the provision of facilities for education and research of university standard, having particular regard to the needs and aspirations of the residents of western and south-western New South Wales,
(b) the encouragement of the dissemination, advancement, development and application of knowledge informed by free inquiry,
(c) the provision of courses of study or instruction across a range of fields, and the carrying out of research, to meet the needs of the community,
(d) the participation in public discourse,
(e) the conferring of degrees, including those of Bachelor, Master and Doctor, and the awarding of diplomas, certificates and other awards,
(f) the provision of teaching and learning that engage with advanced knowledge and inquiry,
(g) the development of governance, procedural rules, admission policies, financial arrangements and quality assurance processes that are underpinned by the values and goals referred to in the functions set out in this subsection, and that are sufficient to ensure the integrity of the University’s academic programs.
(3) The University has other functions as follows—
(a) the University may exercise commercial functions comprising the commercial exploitation or development, for the University’s benefit, of any facility, resource or property of the University or in which the University has a right or interest (including, for example, study, research, knowledge and intellectual property and the practical application of study, research, knowledge and intellectual property), whether alone or with others,
(a1) without limiting paragraph (a), the University may generate revenue for the purpose of funding the promotion of its object and the carrying out of its principal functions,
(b) the University may develop and provide cultural, sporting, professional, technical and vocational services to the community,
(c) the University has such general and ancillary functions as may be necessary or convenient for enabling or assisting the University to promote the object and interests of the University, or as may complement or be incidental to the promotion of the object and interests of the University,
(d) the University has such other functions as are conferred or imposed on it by or under this or any other Act.
(4) The functions of the University may be exercised within or outside the State, including outside Australia.
s 7: Am 1998 No 117, Sch 1 [7]–[10]. Subst 2001 No 101, Sch 1 [2]. Am 2014 No 43, Sch 1.1 [1].
8 Facilities for students, staff and others
8 Facilities for students, staff and others
8 Facilities for students, staff and others
The University may, for the purposes of or in connection with the exercise of its functions, provide such facilities for its students and staff and other members of the university community as the University considers desirable.
s 8: Subst 2001 No 101, Sch 1 [3].
Part 3 The Council, authorities and officers of the University
Part 3 The Council, authorities and officers of the University
Part 3 The Council, authorities and officers of the University
pt 3, hdg: Am 1998 No 117, Sch 1 [11].
Division 1 The Council
Division 1 The Council
Division 1 The Council
pt 3, div 1, hdg: Ins 2012 (193), Sch 1 [1].
8A Definitions
8A Definitions
8A Definitions
In this Division—
appointed member means a Council appointed member or a Ministerially appointed member.
categories of members—see section 8C (3).
constitution rules—see section 8C (4).
Council appointed member—see section 8G.
elected member—see section 8E.
external person means a person other than a member of the academic or general staff of the University or an undergraduate or graduate student of the University.
graduate member—see section 8F.
Ministerially appointed member—see section 8H.
official member—see section 8I.
s 8A: Ins 2004 No 115, Sch 1 [2]. Subst 2012 (193), Sch 1 [1].
8B Council
8B Council
8B Council
(1) There is to be a Council of the University.
(2) The Council is the governing authority of the University and has the functions conferred or imposed on it by or under this Act.
(3) Schedule 1 has effect in relation to the members and procedure of the Council.
ss 8B–8I: Ins 2012 (193), Sch 1 [1].
8C Size of Council
8C Size of Council
8C Size of Council
(1) The Council is to consist of a minimum of 11, and a maximum of 22, members.
(2) The total number of members is to be determined from time to time by a resolution passed by at least two-thirds of the members of the Council (the total number of members).
(3) The Council is to include the following categories of members—
(a) official members,
(b) elected members,
(c) Council appointed members,
(d) Ministerially appointed members.
(4) Subject to subsection (6), the number of members (other than official members) in each category is to be prescribed by rules made by the Council (in this Division called the constitution rules).
(5) A rule for the purposes of subsection (4) may be made only by a resolution passed by at least two-thirds of the members of the Council.
(6) The majority of the total number of members must be external persons.
Note—
Depending on the circumstances, the Chancellor may be counted as an external person for the purposes of subsection (6).
(7) The number of members in any one category of members must not at any time constitute a majority of the total number of members.
(8) The Council must give the Minister written notice of the terms of any resolution passed under this section within 7 days after it is passed.
ss 8B–8I: Ins 2012 (193), Sch 1 [1].
8D Qualifications and experience of members
8D Qualifications and experience of members
8D Qualifications and experience of members
(1) Of the members of the Council—
(a) at least 2 must have financial expertise (as demonstrated by relevant qualifications and by experience in financial management at a senior level in the public or private sector), and
(b) at least one must have commercial expertise (as demonstrated by relevant experience at a senior level in the public or private sector).
(2) All appointed members must have expertise and experience relevant to the functions exercisable by the Council and an appreciation of the object, values, functions and activities of the University.
ss 8B–8I: Ins 2012 (193), Sch 1 [1].
8E Elected staff and student members
8E Elected staff and student members
8E Elected staff and student members
(1) The constitution rules are to prescribe the number of persons to comprise the following categories of members—
(a) elected (academic staff) members,
(b) elected (general staff) members,
(c) elected (student) members.
Note—
There may also be elected (graduate) members if the constitution rules so provide—see section 8F.
(2) Of the members elected under this section—
(a) at least one must be a member of the academic staff of the University elected by members of the academic staff, and
(b) at least one must be a member of the general staff of the University elected by members of the general staff, and
(c) at least one must be a student of the University who—
(i) is not employed on a full-time basis (or on such other basis as the by-laws may prescribe) as a member of the academic or general staff of the University, and
(ii) is elected by the students of the University.
(3) The members referred to in subsection (2) (a)–(c) are—
(a) to have such qualifications as may be prescribed by the by-laws, and
(b) to be elected in the manner prescribed by the by-laws.
ss 8B–8I: Ins 2012 (193), Sch 1 [1].
8F Graduate members
8F Graduate members
8F Graduate members
(1) At least one member of the Council, or such greater number of members as may be prescribed by the constitution rules, must be external persons who are graduates of the University.
(2) The constitution rules may provide for the persons referred to in subsection (1) to become members of the Council in any one or more (or combination) of the following ways—
(a) by election as elected (graduate) members in the manner prescribed by the by-laws,
(b) by appointment by the Council under section 8G,
(c) by appointment by the Minister under section 8H.
(3) A rule providing for the appointment of a member by the Minister under section 8H may be made only with the approval of the Minister.
(4) The members referred to in subsection (1) are to have such qualifications (if any) as may be prescribed by the by-laws.
ss 8B–8I: Ins 2012 (193), Sch 1 [1].
8G Council appointed members
8G Council appointed members
8G Council appointed members
(1) The Council may appoint as members of the Council such number of external persons as is prescribed by the constitution rules for the category of Council appointed members.
(2) The by-laws are to prescribe the procedures for the nomination of persons for appointment under this section.
ss 8B–8I: Ins 2012 (193), Sch 1 [1].
8H Ministerially appointed members
8H Ministerially appointed members
8H Ministerially appointed members
(1) The Minister may appoint as members of the Council 2 external persons, or such greater number of external persons (not exceeding 6) as is prescribed by the constitution rules for the category of Ministerially appointed members.
(2) The Minister may not appoint a member of the Parliament of New South Wales, the Parliament of the Commonwealth or another State or the Legislative Assembly of a Territory as a Ministerially appointed member.
(3) Without limiting the discretion of the Minister under subsection (1), the Council may suggest to the Minister persons who the Council considers would be appropriate for appointment by the Minister.
ss 8B–8I: Ins 2012 (193), Sch 1 [1].
8I Official members
8I Official members
8I Official members
The official members of the Council are the following—
(a) the Chancellor,
(b) the Vice-Chancellor,
(c) the person for the time being holding the office of President of the Academic Senate (if the person is not the Vice-Chancellor) or of Deputy President of the Academic Senate (if the President is the Vice-Chancellor).
ss 8B–8I: Ins 2012 (193), Sch 1 [1].
9 Term of office
9 Term of office
9 Term of office
(1) Subject to this Act, a member of the Council holds office as follows—
(a) in the case of an official member, while the member holds the office by virtue of which he or she is a member,
(b) in the case of a Ministerially appointed member or Council appointed member, for such term (not exceeding 4 years) as may be specified in the member’s instrument of appointment,
(c) in the case of an elected member other than an elected (graduate) member, for such term (not exceeding 2 years) as may be prescribed by the by-laws,
(d) in the case of an elected (graduate) member, for such term (not exceeding 4 years) as may be prescribed by the by-laws.
(2) The need to maintain an appropriate balance of experienced and new members on the Council must be taken into account—
(a) by the Council, when making the by-laws required under this section, and
(b) by the Minister and the Council, when appointing members to the Council.
(3) A person must not be appointed or elected to serve more than 12 consecutive years of office (unless the Council otherwise resolves in relation to the person).
s 9: Am 1989 No 130, Sch 2. Subst 1998 No 117, Sch 1 [12]. Am 2001 No 101, Sch 1 [4]. Subst 2004 No 115, Sch 1 [2]. Am 2005 No 98, Sch 2.8. Subst 2012 (193), Sch 1 [1].
Division 2 Other officers a
This is an opening excerpt, not the complete document.