Report of the Board of Governors
General
Tilburg University is an excellent academic environment in which research and education take place. Nationally and internationally, the institution has a high standing in scientific research and education. Tilburg University is embedded in the region but is also a major player in academia, with a clear internationalization strategy. Our university strives to advance society by deepening the understanding of that society. Connected as Tilburg University is to society, the university dedicates excellent research to "the good life" for all. Tilburg University educates its students with the aim of further developing their knowledge, skills, and character. These are qualities they need to face contemporary challenges.
The Board of Governors (BoG) notes that staff, students, and administrators are having many good conversations about Tilburg University’s future of and are diligently working out Weaving Minds & Characters: Strategy Towards 2027. The Board of Governors experiences intense collaboration between all involved with great élan and creativity. We also see that our four common values—Curious, Connected, Caring and Courageous can count on great support. It is important that these values are increasingly experienced by students and staff. Being able to articulate one's own story is necessary to find answers to society's challenges. A university that is heading toward its centennial should continually challenge and renew itself.
The Board of Governors notes that the Executive Board together with the Deans, the Managing Directors of the Divisions and School, the University Council, and all staff and students contribute to meaningful research and education and also foster this for the future. All of this while keeping public interest in mind. The way in which the content of the Strategy 2027 is elaborated, and staff and students prove to be involved in their environment deserves much appreciation.
Duties and powers Board of Governors
The Board of Governors monitors the objectives of Tilburg University. Internally, the Board supervises the execution of activities and the exercise of duties and powers by the Executive Board, and it advises the Executive Board. To this end, the Board of Governors oversees the lawful acquisition and the efficient and lawful deployment and use of public funds and the design of the system of quality assurance, and it ensures the safeguarding of Tilburg University's special signature.
The Board of Governors fulfills the role of employer with respect to the members of the Executive Board. Within the framework of its supervisory duties, the Board also ensures that the Board of Governors, in the exercise of its duties and powers, complies with the laws, regulations and guidelines pertaining to the university, as well as the VSNU Code for Good Governance in Dutch Universities.
In the exercise of its duties and powers, the Board of Governors has frequent contact with the Executive Board and the University Council and the members of the Board of Governors are regularly present on Tilburg University's campus during meetings and tours of the Schools and Divisions, at academic sessions, and during other events. Other duties of the Board of Governors include establishing its powers in the Articles of Association and the Structure Regulations, deciding on the system of organizing participation, and appointing the external auditor.
The Board of Governors arranges its own provision of information in consultation with the Executive Board. In addition to the formal meeting documents, the Board also uses other sources of information within and outside Tilburg University. At the central level, participation takes the form of the University Council, which includes staff and students. At the decentralized level, participation takes place within the Schools and Divisions.
Composition of the Board of Governors
Members of the Board of Governors subscribe to Tilburg University’s special identity and are open to dialogue with other ideologies. Within the Board, the widest possible scope of academic and social trends is represented. As much justice as possible is done to a balanced male-female ratio and other forms of diversity. Alumni of Tilburg University are also represented in the Board of Governors.
The Board of Governors currently consists of five members. All members serve in their personal capacities and perform their duties independently and not bound by any instructions.
Mr. H. Reumkens (LLM) is President. The Board of Governors has an Audit, Risk & Compliance Committee, consisting of two members with financial expertise, chaired by Mr. J.H.P.M. van Lange (MSc) and with Ms. M.R. Leijten (MSc) as member. The Education, Research and Impact Committee consists of members with expertise on the primary process and is chaired by Mr. Prof. W.M.P. van der Aalst. The Governance & Remuneration Committee was chaired by Mr. H. Reumkens (LLM).
Effective October 1, 2022, Ms. Prof. E. Demerouti was appointed as the fifth member of the Board of Governors. She is a full professor at Eindhoven University of Technology (TU/e) and joined the Education, Research and Impact Committee as a member and became chair of the Governance & Remuneration Committee. The Board of Governors thanks the University Council and the Executive Board for their involvement in this appointment. With the expected end of the appointment term of Mr. Prof. Dr. W.M.P. van der Aalst in 2023, one vacancy remains open for nomination of a candidate. Once the vacancy profile was established, the Board of Governors proceeded with recruitment.
The Board of Governors is responsible for the quality of its own actions and composition. The board does so transparently and with input from others, including the Executive Board and the University Council. The remuneration of the members of the Board of Governors is based on and in line with the Dutch Senior Executives in the Public and Semi-Public Sector (Standards for Remuneration) Act (WNT). The Board of Governors is supported by an official secretary, namely Mr. M.F. Nolen, who fulfills this position in addition to his duties as Head of Legal Affairs at Tilburg University. As of January 1, 2023, he was succeeded in the position of official secretary by Ms. R. van Leeuwaarde (LLM).
The members of the Board of Governors endorse the usefulness and necessity of periodic evaluation of their own performance. Good self-evaluation contributes to the professionalism of the administration and supervision of Tilburg University. The Board of Governors noted in 2022 that the level of required intensity of the internal supervisory burden is increasing, partly as a result of the supervision of social safety, knowledge safety, and cybersecurity requested by the government and the Dutch-Flemish Accreditation Organization (NVAO) as well as the proposed introduction of the Institutional Audit. Partly on the basis of a self-assessment to be carried out in 2023, the Board of Governors will consider what significance these developments have for its own working methods. A partial advance on this was already made in 2022 by the transformation of the Audit Committee into the Audit, Risk & Compliance Committee.
Retrospective of 2022
2022 began with a lockdown because of the coronavirus pandemic. The Board of Governors sees that, at Tilburg University, this has led to significant developments in hybrid working. The Board of Governors greatly appreciates the effort and commitment provided by the university community. The Board particularly appreciates the way in which staff and students, together and with great energy, elaborate on the intentions of the new Strategy 2027. The Board of Governors has also noticed that much energy has gone to dealing with and implementing the June 2022 Administrative Agreement as well as the implementation and monitoring of the Quality Agreements and the National Education Programme (NPO).
The Board of Governors has been involved during the start and subsequent process of the Administrative Agreement of 2022, the Quality Agreements, and NPO and also has regular consultations on these matters with the Executive Board, whether or not in one of the committees and the participation body. The Board of Governors notes that a sound system of steering and monitoring is in place, both within the Schools and between the Executive Board and the Schools. With regard to the Quality Agreements, the Board of Governors is informed in the interim about material budget shifts and the Board notes that the progress of the Quality Agreements is on track. The implementation of the plans under the NPO and the Administrative Agreement of 2022 is taking place in close consultation between the Board of Governors and the Schools and is well on track.
The Board of Governors paid extra attention in 2022 to the topics of social safety, IT (and more specifically cybersecurity), knowledge safety, exam scores, administrative information management, and sustainable reporting. The Executive Board's handling of the topic of knowledge safety was also discussed. The Board of Governors indicated that it would like to give additional consideration to this in 2023. The Board further applauds the fact that the Executive Board, Schools, and researchers are putting a lot of energy into the development of ecosystems, academic collaborative centers, and multidisciplinary research. The Board of Governors believes that this development contributes to the core values of the university and, together with the Executive Board, seeks a good balance between being open to collaboration and giving strategic meaning to these collaborations.
The Board of Governors continues to emphasize the importance of excellent research, including in individual disciplines. Because of international competition, it is important as a university to be attractive to top-level scientists, both nationally and internationally.
In 2022, the Board of Governors was heavily involved in the implementation of Strategy 2027 and the various strategic elaboration memos were discussed at length. Members of the Board maintained periodic contact with the various internal and external stakeholders. In that context, there were also regular consultations between the President of the Board of Governors and (the Executive Committee of) the University Council, and two consultations were held with the Executive Committee of the University Council in the presence of part of the Board of Governors.
The full Board of Governors met seven times—online and otherwise—in the presence of the Executive Board, and in preparation for those formal meetings, the various internal committees met several times. In 2022, there were four formal meetings of the Audit, Risk & Compliance Committee and one thematic meeting to discuss the campus vision. The Education, Research and Impact Committee held four meetings and was updated separately ahead of an audit of the examination organization. The Governance & Remuneration Committee met six times. The Audit, Risk & Compliance Committee focused on further familiarization, and it supervised the initial evaluation of the performance of the external auditor who started in 2021 as well as overseeing and advising in areas including financial statements, compliance, housing policy, and treasury management. The Audit, Risk & Compliance Committee also oversaw ICT policy and cybersecurity, (strategic) Risk Management, the Budget (FIRMa), and the establishment of the Internal Audit Function. The Education, Research and Impact Committee advised, among other things, on the Quality Agreements, the NPO, and the Administrative Agreement. The Governance & Remuneration Committee discussed, among other things, the recruitment of new members of the Board of Governors, the legal status of the members of the Executive Board, and the functioning of internal governance.
Prior to and during all committee meetings, Members of the Board of Governors spoke (online or otherwise) with members of the Executive Board, the Deans, and the Managing Directors of the Divisions and Schools.
During meetings and working visits, the Board of Governors discussed strategic policy themes, the topic of social safety, collaboration between Schools, and developments at University Services. The Board of Governors also invited all Deans to its meetings in 2022 to give them space to inform the Board of Governors about ongoing developments, their intended strategies, and their wishes. This provided an opportunity to collectively discuss the challenges faced by individual Schools.
With increasing concern, the Board of Governors has followed the national debate on the intake of international students. Given the importance of internationalization to the quality of education, the Board of Governors will follow this debate closely in the coming year.
The Board of Governors had its Articles of Association amended in 2022 to ensure its status as a public benefit organization. This amendment also took into account the Dutch Management and Supervision of Legal Entities Act. The application of relevant legislation and regulations was reviewed and, if necessary, internal regulations were adjusted upon request. The governance and organizational structure was reviewed by the Board of Governors, and it complies with the VSNU Code for Good Governance in Dutch Universities. The Board of Governors requested the Executive Board to examine—based on the current governance model—whether, in 2023, a simplification of the regulation of the organizational structure and the internal consultation model is possible. It also monitored the checks and balances put in place in operational management and, in particular, the implementation of the audit function and the organization of the Library & Information Services (LIS) Division.
Based on the preparation by the Governance & Remuneration Committee, the Board of Governors evaluated and assessed the performance of the members of the Executive Board and their ancillary positions according to regular governance standards. In the remuneration of the members of the Board of Governors, the standards set by the WNT have been tested and complied with. The President of the Board of Governors had biannual meetings with the Minister of Education, Culture and Science (OCW) and the chairs of supervisory boards of the other Dutch universities.
The Board of Governors approved the 2022 Budget, the 2022–2026Tasks and Resources Plan, the Reserve Policy, and—in the presence of the external auditor—the 2021 Management Report and the 2021 Financial Statement. The Audit Plan and Control Plan, the Auditor's Report, the annual Management Letter, and the Financial Statement were also discussed in the presence of the external auditor. Decisions on these were prepared by the Audit, Risk & Compliance Committee.
Weaving Minds & Characters: Strategy Towards 2027
The Board of Governors notes that both the Strategy 2027 and the values Curious, Connected, Caring and Courageous, as identified therein, are widely supported and endorsed within the university community. The Board of Governors urged the Executive Board on the importance of an inclusive and socially safe environment and the pursuit of international excellence. In order for the university's values to be realized, the Board of Governors believes that dealing properly with student growth, establishing high-quality facilities, and steering towards a solid financial position are necessary conditions. In 2022, the Board of Governors further committed itself to ensuring that the actions of Tilburg University, employees, and students do justice to the importance of themes such as identity, sustainability, and diversity. The Board thus seeks to contribute to a connected academic community that is collectively on its way to the 100th anniversary of our university.
It strikes the Board of Governors that the entire academic community is trying to have a good and open conversation with each other on how to proceed with the university and with the various, complex social issues. The Board appreciates this and is under the impression that this not only contributes to the realization of Strategy 2027 but also to the desire of many researchers, students, and other employees to jointly find solutions to social issues. The Board of Governors finds this gratifying in light of the university's own special and social mission.
Tilburg,
On behalf of the Board of Governors,
Mr. H. Reumkens (LLM)
Chair
