WEEKEND READING: Should changing expectations of university governance reignite discussions about governor remuneration?

Author:
Dr Paul Greatrix and Smita Jamdar
Published:

This blog was kindly authored by Dr Paul Greatrix, Director of Higher Education Consultancy and Smita Jamdar, Partner and Head of Education, Shakespeare Martineau.

The Office for Students (OfS) appears to be looking explicitly at allocating more responsibilities to chairs of English governing bodies. Alongside a reference to a focus on governance in its strategy, the OfS chair, Professor Edward Peck, wrote to chairs of governing bodies in November 2025 on the theme of emerging governance risks –  issues which would previously have been raised via the vice-chancellor.  Slicing off some of the responsibilities of the Accountable Officer, the vice-chancellor, and allocating them to the chair would represent a major departure for higher education governance in England. All of this points to a different regulatory mood in relation to governance matters, a shift to which the sector should be paying close attention.

In that context, it is perhaps inevitable that questions of governor remuneration will once again come to the fore. Indeed, Professor Peck announced at an AdvanceHE governance event in December 2025 that, whilst he had previously been opposed to governor remuneration (when he was a vice-chancellor), he was now in favour of paying governors. Mary Curnock-Cook, writing for HEPI, provided more details about his views on these issues.

So, should governors be paid? This is a matter for each governing body to determine, but our view is that governor remuneration is not only highly unlikely to solve other governance challenges, but risks creating new ones. Additionally, dedicating time to debating the issue represents a major distraction from the real business of governing an institution.

The current sector context for remuneration

In Scotland,  provision for payment for chairs of governing bodies was introduced by legislation in 2016.  There have been cases made that higher education in the rest of the UK should follow others (such as NHS Trusts and housing associations) in paying governors. Back in 2019, HEPI published a report on whether university governors should be paid.  Payment for university governors  (HEPI Report 118) by Alison Wheaton explored arrangements in other sectors as well as practice abroad. She argued that payment is one way to improve the skills, diversity and engagement of governing bodies in a changing regulatory environment. At that stage, around seven universities remunerated the Chair and committee Chairs.

The CUC produced a guide in 2023 which covered the issues to be considered when looking at paying governors. This note states that, at the time, the number of institutions which had sought Charity Commission permission for governor remuneration was believed to be fewer than 10. The CUC has been consulting on revisions to its 2020 Higher Education Code of Governance but its  interim report on progress offered no hints about any changes to the approach in terms of governor remuneration. Even allowing for increases since the CUC looked at the matter in 2023, the numbers remunerating in England are currently likely to be a small minority.

Charity Commission Guidance in England and Wales

In 2025, the Charity Commission revisited its guidance on payment of trustees. Far from relaxing its approach, the revised guidance reiterates the risks of paying trustees and emphasises that this should be an exceptional position. Trustees are expected to act voluntarily and should not generally receive any remuneration for attending trustee meetings, strategic decision‑making, general oversight and compliance responsibilities. This rule is seen as key to protecting independence and public trust and preventing conflicts of interest.

The Commission considers that remuneration may be appropriate ‘in exceptional circumstances and for a temporary period of time when paying a trustee clearly brings a significant advantage to the charity over other options.’ The other options that the Commission expects to see considered include some which fly in the face of other sector trends, for example recruiting extra trustees and employing new employees or engaging a consultant to complete the work identified.

For the vast majority of institutions, specific Commission permission will be needed to pay members of governing bodies or to amend their governing documents to include a general power to do so and, based on its 2025 guidance, the Commission will need clear justification before granting permission.

 Negatives, but few positives

The most persuasive argument for paying governors is if it is not possible to recruit new ones without reward. And of course, if the governing body agrees that it is going to play a much more active and hands-on role and members will be spending a great deal more time on university business, then that does take the discussion on remuneration in a different direction and creates a greater risk of the line between governance and management blurring still further.

There are other downsides to governor remuneration which do need to be considered. Even the act of discussing who should be paid, what they should be paid and how they should be held to account for delivering value commensurate with their pay can be divisive. For institutions which are charities, only a minority of governors should be paid, which can lead to a perception of two-tier governance. This can have a negative effect on board culture and collective decision-making.

Once payment has been agreed, performance must be managed and monitored, and this too can cause tensions.  In addition, remuneration can undermine, or be seen to undermine, the independence of governors and their corresponding ability to hold the executive to account. 

Is governor remuneration a solution or a distraction?

Why are frequent debates on governor remuneration best avoided? Principally because this hardy perennial is simply not strategic and can drain time and energy from governors trying to focus on issues of real concern. Better to agree that the issue of governor remuneration be considered every three years as part of a governance effectiveness review so it does not distract from the fundamentals. It is also important that such discussions, when they do take place, are prospective and do not cover incumbents. Governors voting to start paying themselves would not be a good look for an institution, especially one that may simultaneously be looking for savings.

More fundamentally, there is little evidence to suggest that paying governors results in better governance arrangements or indeed greater institutional success. It is notable that one of the clearest recent examples of governance failure (Dundee) occurred in a part of the UK where remuneration of chairs is generally permitted. It is extremely hard to imagine that any of the other recent governance challenges in the sector would have been averted if some of the governors had been remunerated. The case for payment is still some way from being a compelling one.

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Comments

  • Jonathan Alltimes says:

    What should be the background to the argument presented here? Three points were made, weaknesses in governance, the Skills White Paper, and an inflation level rise for tuition fees, all of which is a national agenda.

    What bureacratic mechanisms other than the renumeration of governors can ensure more accountability of the universities to OfS and DfE ministers?

    What bureacratic mechanisms other than the renumeration of governors can ensure more control over governance?

    How likely is each university able to respond to the Skills White Paper?

    It is safe to assume that revenue for most universities is likely to continue to be lower and costs are likely to continue to be higher. A rise in tuition fees is unlikely to compensate, if any. Universities will require additional cash flow, in order to respond to the white paper.

    An alternative for more accountability and control is required, as the regulatory conditions of many years, if not decades, described here, have not prevented weaknesses in governance. What is proposed by the OfS is more strategic oversight and control over the academic administrators and the management, you cannot be only advisory. What is required is the specify the tasks and match the governors expertise. What is missing is the larger agenda in particular the international dimension of competition for student fees for which are required are world-class specialists on the board of governors. How can a university attract such expertise, if it does not renumerate?

    Finally, it is clear, the boards are either prone to not knowing about strategic and operational matters or there is not a frank and free exchange of views in order to govern effectively and in a timely manner.

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