1. Introduction 

The Nominations Committee and Executive Committee of Council (the Committee) is a governance and predominantly oversight and advisory committee with a primary purpose to: 

1. Act as a Search Committee for the role of Chancellor. 
2. Act as a Search Committee for members of Council and its Committees. 
3. Act as a Search Committee for the role of Vice-Chancellor and President (VCP). 
4. Conduct the VCP’s Annual Performance Review. 
5. Act to fulfil other roles as set out in its Terms of Reference. 

The Committee complements other Committees of Council, and in carrying out its functions, the Committee will have regard to the respective roles of other Council committees and will seek to avoid duplication of responsibilities.  

2. Terms of Reference 

The Committee is accountable to Council for fulfilling the following roles: 

• Chancellor Selection: 

• • To identify potential candidates for the role of Chancellor using various methods agreed to by Council. 
  • To develop recommendations to Council regarding potential candidates for the role of Chancellor.  
  • To recommend to Council a process for electing the Chancellor. 
• Committees of Council: 

• • To develop recommendations to Council for filling non-elected positions on Council and its committees. 
  • To develop recommendations to Council on the appointment of the chairpersons of Council’s standing committees. 
  • To periodically review the Skills Matrix and monitor that: 
    • the mix of skills and experience on Council and its committees aligns with the UniSC’s current strategic plan.  
    • the combined skills and experience of members allow Council/the Committee to effectively fulfil its functions. 
    • to develop recommendations to Council regarding the skills matrix as needed. 
  • To develop recommendations to Council on any other membership matters delegated to the Committee by Council. 
  • To aim to achieve a gender balance on Council and its committees and that members’ terms are staggered, where possible. 
• VCP Appointment and Performance Management: 
  • To identify potential candidates for the position of VCP using various methods agreed to by Council. 
  • To develop recommendations to Council regarding potential candidates for the position of VCP. 
  • To develop and recommend to Council a process for appointing the VCP. 
  • To recommend to Council the structure of the selection panel for the role of VCP. 
  • To conduct an annual review of the VCP’s performance with input from external members of Council. 
  • To develop the VCP’s Key Performance Measures, annually, in consultation with the VCP. 
• Senior Executive Performance Management 
  • To oversee how the performance of members of the UniSC Executive is evaluated and receive an annual report on this from the VCP. 
  • To oversee and receive reports from the VCP on succession planning, appointments and performance management of the UniSC Executive. 

• UniSC Governance, Operations and Culture:  

• • To form a view of the culture of the of the UniSC, and the extent to which that culture supports the ability of the UniSC to operate consistently within its risk appetite, identify any desirable changes and ensure that the UniSC takes steps to address these changes. The results of this view will be reported to Council on an annual basis.  
  • To monitor UniSC’s social license and discuss and debate certain strategic matters prior to consideration by Council.  
  • To provide advice on matters referred by the VCP between meetings of Council.  

3. Objective 

The Committee oversees and advises on key governance, leadership, and succession matters. Its objective is to support the UniSC Council by providing effective advice regarding selections, appointments and membership composition that aligns with UniSC’s strategic objectives and social license to support long‑term sustainability. 

4. Delegations/Authorities 

To annually review the VCP’s remuneration package and approve, on delegated authority of Council, the remuneration and conditions of the VCP.  

In exercising its delegated authority in relation to the remuneration and conditions of the VCP, the Committee will have regard to relevant market benchmarks, performance outcomes, and independent advice where appropriate. Decisions made under this delegation will be reported to Council in a timely and transparent manner. 

5. Composition 

The membership shall be comprised of:  

• Chancellor (Chairperson), 
• Chairperson Audit and Risk Management Committee (ARMC), 
• Chairperson Planning and Resources Committee (PRC); and  
• VCP. 

Other members, as required, may be appointed by Council on the recommendation of the Nominations Committee and Executive Committee of Council. 

The term of members on this Committee will correspond to their respective terms for each position.  

Individuals formally acting in any of the roles above during periods of absences have full membership rights on the Committee.  

6. Responsibilities of Members  

Members of the Committee are expected to understand and observe the legal requirements of the University of the Sunshine Coast Act (1998) Qld.  

Members of the Committee will at all times in the discharge of their duties and responsibilities:  

• act in the best interests of UniSC as a whole 
• exercise honesty, objectivity, probity and confidentiality, and not knowingly engage in activities that have the potential to bring discredit to UniSC   
• disclose and avoid conflicts of interest 
• not improperly use their position to gain an advantage for themselves or someone else 
• refrain from entering into any activity that may prejudice their ability to carry out their duties and responsibilities objectively. 
• maintain the confidentiality of information obtained in the course of their duties.  Information should not be used for personal benefit.   

Member involvement with the UniSC Executive and Senior Staff is limited to receiving and providing comment on meeting agenda submissions or presentations related to these terms of reference. Any interactions between Committee Members and Management outside of a Committee Meeting require prior consultation with and agreement from the Committee Chair and the VCP.  

To avoid a conflict of interest, the VCP will not be present for discussion or decisions relating to their own appointment, performance, or remuneration. 

7. Meetings 

In attendance (having participatory, but not voting rights): 

• Council Secretary and Director, Governance and Risk Management 
• Director, People and Culture 

The Committee meets at least four times per year, or as required by the Chancellor, Council, or the VCP.  

A quorum consists of at least three members which must include both the Chancellor (or Deputy Chancellor) and VCP.  

The Council Secretariat will provide Secretarial support to the Committee.  

8. Authority, Access and Engagement

Authority is granted for full, free and unrestricted access to any and all of the University’s documents, records, physical properties, and relevant personnel (subject to the above), to allow the discharge of the Committee’s duties and responsibilities. 

All employees in attendance at meetings are requested to provide frank, truthful and meaningful answers to any questions raised by the Committee in fulfilling its function.  

9. Reporting by the Committee 

The Committee reports the minutes of meetings together with any relevant reports and information directly to the UniSC Council (Council). This includes, as soon as practicable after the end of the UniSC’s financial year, providing Council with a report about the Committee’s operations for the year.  

10. Evaluation and Review 

To enable the Committee to operate effectively and fulfil its functions, it will: 

• undertake a review of its Terms of Reference at least once every two years. 
• undertake a self-assessment of its performance at least once every two years.   

Appropriate action will be taken where a need for improvement has been identified. The results of all self-assessments and reviews will be provided to Council.  

11. Reporting and Transparency 

The Chancellor provides a summary of the key discussion items and deliberations of the Committee to Council at the next meeting of Council. 

Approved: Council 20 February 2019

Revised: Council C21/06, 22 February 2021

Revised: Council C23/44, 8 December 2023

Last revised: Council C26/12, 20 April 2026