University of Waterloo Act

WHEREAS The University of Waterloo and The Board of Governors, The University of Waterloo, hereby represent that they were incorporated and established under the terms and provisions of The University of Waterloo Act, 1959, which Act has been from time to time amended; that The Board of Governors, The University of Waterloo and the Senate of The University of Waterloo, recognizing the necessity for institutional reform to achieve more fully the objects of the University, this reform to embody the broadening of the bases of membership in the bodies within the University structure, have agreed to broaden the representation on the said governing bodies to include student, staff, faculty and external representation, and have agreed to effect other changes in the University structure; that The University of Waterloo is a party to agreements of affiliation and federation with various colleges and intends herein to continue and to give full force and effect to the terms of such agreements; and whereas The University of Waterloo and The Board of Governors, The University of Waterloo, hereby apply for special legislation to effect such purpose including the repeal of The University of Waterloo Act, 1959; and whereas it is expedient to grant the application;

Therefore, Her Majesty, by and with the advice and consent of the Legislative Assembly of the Province of Ontario, enacts as follows:

1. In this Act,

(a) "affiliated college" means a college affiliated with the University;

(b) "alumni" means the persons who have received degrees from the University or from a university or college federated or affiliated with the University;

(c) "Board of Governors" means the Board of Governors, University of Waterloo;

(d) "college" means a school or other institution of higher learning;

(e) "faculty" means any academic division of the University either so designated by the Board of Governors, or, as determined by the Board of Governors, having status comparable to that of a faculty but being otherwise designated;

(f) "federated college" means a university or college federated with the University;

(g) "full-time staff" means those members of staff employed by the University on regular appointments to work the regular time, on a continuing basis, as scheduled by the University for the category in which such persons are employed;

(h) "full-time student" means a student registered as such by the Registrar of the University either for the payment by the student of full-time fees, or for the claiming by the University of full-time Provincial grants or for such other purposes as shall be determined by the Board of Governors, from time to time;

(i) "graduate student" means a full-time student or a part-time student registered as such by the Registrar of the University;

(j) "members of faculty" means those members of personnel employed by the University or employed by a federated or affiliated college, whose duties are basically those of performing and administering the teaching and research functions of the University, or, as the case may be, of a federated or affiliated college, and who are included in the Lecturer and professorial ranks;

(k) ''part-time student" means a student other than a full-time student, registered in a course leading to an academic degree;

(l) "property" includes all property, both real and personal;

(m) "real property" includes messuages, lands, tenements and hereditaments, whether corporeal or incorporeal and any undivided share thereof and any estate or interest therein;

(n) "regular members of faculty" means those members of faculty employed by the University, or, as the case may be, employed by a federated or affiliated college, in tenured, probationary term appointments, or, full-time definite term appointments;

(o) "Senate" means the Senate of the University;

(p) "staff" means that group of personnel employed by the University other than "members of faculty";

(q) "student" means all persons who are registered as such by the University;

(r) "undergraduate student" means a full-time student or a part-time student registered as such by the Registrar of the University;

(s) "University" means the University of Waterloo;

(t) "year" means the Board of Governors and Senate membership year, which shall be any twelve-month period established by the Board of Governors, from time to time, save that for the first Board of Governors and the first Senate the membership year shall be from the 1st day of November of the first year to the 30th day of April of the succeeding year.

2. - (1) The corporation, The University of Waterloo, is hereby continued as a body corporate with perpetual succession under the name "University of Waterloo" and, subject to the provisions of this Act, shall have, hold, possess and enjoy all the property, rights, powers and privileges which it now has, holds, possesses or enjoys.

(2) Subject to this Act, all by-laws, orders, and regulations of The University of Waterloo, of The Board of Governors, The University of Waterloo and of the Senate, now in force, shall continue in force until amended or repealed.

3. The objects of the University are the pursuit of learning through scholarship, teaching and research within a spirit of free enquiry and expression.

4. The University has all powers necessary and incidental to the satisfaction and furtherance of its objects as a University.

5. All proceedings by or against the University may be had and taken in the name of “University of Waterloo”.

6. The University has, in addition to the powers, rights, and privileges mentioned in section 26 of The Interpretation Act, power to purchase or otherwise acquire, take or receive, by deed, gift, bequest or devise, and to hold and enjoy any estate or property whatsoever and to sell, grant, convey, mortgage, lease or otherwise dispose of the same or any part thereof from time to time and as occasion may require and to acquire other estate and property in addition thereto, or in the place thereof, without licence in mortmain and without limitation as to the period of holding.

7. All property hereafter granted, conveyed, devised or bequeathed to, or to any person in trust for or for the benefit of, the University or any faculty, school or department of the University, subject to any trusts affecting the same, shall be vested in the University.

8. All property vested in the University, so far as the application thereto of any statute of limitations is concerned, shall be deemed to have been and to be real property vested in the Crown for the public use of Ontario.

9. The funds of the University not immediately required for its purposes and the proceeds of all property which comes to the hands of the Board of Governors, subject to any trusts affecting the same, may be invested and reinvested in such investments as the Board of Governors shall deem suitable.

10. The corporation, The Board of Governors, The University of Waterloo, is hereby continued as a body corporate with perpetual succession under the name "Board of Governors, University of Waterloo".

11. The Board of Governors shall consist of thirty-six members, each of whom shall have voting rights, such membership to be made up as follows:

1. The President of the University, the Chancellor of the University, the Mayor of the City of Waterloo, the Mayor of the City of Kitchener, and the Warden of Waterloo County, who shall be ex-officio members.
2. Seven members to be appointed by the Lieutenant Governor in Council.
3. Seven members to be appointed by the Senate from among the members of faculty of the Senate.
4. Five members, two of whom shall be graduate students, to be appointed by the Senate from among the student members of the Senate.
5. Two members of the full-time staff to be elected by the full-time staff members of the University in such manner and in accordance with such procedures as shall be determined and established by the said Board of Governors.
6. Ten members from the community-at-large, at least three of whom shall be alumni, to be elected by the Board of Governors in such manner and in accordance with such procedures as shall be determined and established by the said Board of Governors, provided that such members shall represent a broad spectrum of the community, and provided further that such members shall not be members of faculty, or members of the staff or student body of the University or of any federated or affiliated college, or members of the faculty, staff, student body or governing body of any other Ontario university. S.O. 2016, c. 5, Sched. 31.

12. The term of membership of the members of the Board of Governors shall be as follows:

1. The members of faculty referred to in paragraph 3 of section 11 and the student members referred to in paragraph 4 of section 11 shall hold office for a period of two years, save that with respect to such members to be first appointed and in order to effect approximately equal annual rotation of office, the Senate shall determine, and select, in such manner as it shall determine and prescribe, so far as is reasonably practicable, a number thereof who shall serve for a period of one year and a number thereof who shall serve for a period of two years.

2. All other non ex-officio members shall hold office for a period of three years save that with respect to such members to be first elected or appointed and in order to effect approximately equal annual rotation of office, the Board of Governors shall determine, and select, in such manner as it shall determine and prescribe, so far as is reasonably practicable, a number thereof who shall serve for a period of one year, a number thereof who shall serve for a period of two years, and a number thereof who shall serve for a period of three years.

13. - (1) The Board of Governors shall elect from among the community-at-large members thereof, a chairman and a vice-chairman and, in the event of the absence or illness of the chairman, or, in the event of a temporary vacancy of that office, the vice-chairman shall act as and have all the powers of the chairman.

(2) In case of the absence or illness of the chairman and of the vice-chairman, the Board of Governors may appoint one of its members to act as chairman pro tempore and the member so appointed shall act as and have all the powers of the chairman.

(3) The term of office of the chairman and of the vice-chairman shall be three years, provided that each of them shall be eligible for re-election for one additional term.

14. - (1) The government of the University and the control of its property and revenues, the conduct of its business and affairs, save with respect to such matters as are assigned by this Act to the Senate, shall be vested in the Board of Governors and the Board of Governors shall have all powers necessary or convenient to perform its duties and to achieve the objects of the University, and without intending to restrict the generality of the foregoing, this shall include the power,

(a) to appoint, promote and remove the President and all other officers of the University, heads and associate heads of the faculties, or of any other academic unit, the members of faculty, or staff of the University, and all other agents and servants of the University;

(b) to grant tenure to the members of faculty, and to terminate tenure;

(c) to plan and implement the physical and operational development of the University and to exercise all the powers to control and achieve a planned rate and scope of such development;

(d) to borrow money for the purpose of the University and to give security therefor on such terms and in such amounts as the said Board of Governors may consider advisable, or as from time to time may be required;

(e) to regulate the conduct of the students, faculty and staff, and of all other persons coming upon and using the lands and premises of the University;

(f) to establish and collect fees and charges for academic tuition and for services of any kind which may be offered by the University and to collect such fees and charges, approved by the Board of Governors, on behalf of any entity, organization, or element of the University;

(g) to levy and enforce penalties and fines, suspend or expel from student membership or from employment with the University or deny access to the lands and premises of the University;

(h) to establish and enforce rules and regulations with regard to the use and occupancy of its buildings and grounds or other operations;

(i) to enter into agreements for the federation or affiliation of the University with any university or college of higher learning;

(j) to provide for the appointment and discharge of committees and for the delegation to and the conferring upon any such committees, authority to act for the Board of Governors with respect to any matter; and

(k) to enact by-laws and regulations for the conduct of its affairs.

(2) In order to maintain a non-denominational University, no more than two colleges of the same denominational control shall be affiliated or federated with the University.

(3) No college affiliated or federated with the University shall be affiliated with any other college, school or institute of higher learning without the approval of the Board of Governors.

(4) Any agreement entered into by the University for federation or affiliation with a college shall be subject to the approval of the governing body of each institute then federated or affiliated with the University, which approval shall not be unreasonably withheld.

15. The quorum of the Board of Governors, to be designated by by-law of the said Board, shall consist of not fewer than twelve members, at least one-half of whom shall consist of community-at-large members of the said Board elected under paragraph 6 of section 11 and members of the said Board appointed by the Lieutenant Governor in Council under paragraph 2 of section 11 and at least one-half of whom shall consist of other elected or appointed members of the Board.

16. The governing bodies of the federated and affiliated colleges shall, respectively, have jurisdiction over, and entire responsibility for, the regulation of the conduct of all persons in respect of all matters arising or occurring in, or upon, their respective buildings and grounds.

17. The Board of Governors shall determine the proper body within the University to exercise jurisdiction in any matter of discipline that may arise wherein there is a question as to the proper body under which it should come, and the decision of the Board of Governors in such matters shall be final.

18. There shall be a Senate of the University composed as follows:

(a) The following ex-officio members: 

1. The Chancellor. 

2. The President. 

3. The Vice-President, Academic, and the Vice President, Finance and Operations.

4. The Dean of each faculty of the University and the Dean of Graduate Studies. 

5. The Librarian of the University. 

6. The Registrar of the University. 

7. The principal or head of each federated or affiliated college. 

8. The chairman of the Board of Governors. 

9. Such other ex-officio members as the Senate by by-law may, from time to time, designate. 

(b) The following elected members who shall be elected in such manner and in accordance with such procedures as are determined and established by the Senate: 

1. Three members of the Board of Governors other than the chairman thereof, such members to be elected from the community-at-large members of the Board of Governors. 

2. Members of faculty equal in number to one more than the total number of all other members of the Senate, provided that, 

(i) three members of faculty shall be elected from each faculty of the University, provided that such minimum number to be elected from each faculty may by by-law be increased from time to time by the Senate, 

(ii) three members of faculty shall be elected from each of the federated colleges and one member of faculty shall be elected from each of the affiliated colleges, and 

(iii) the remaining members of faculty to be elected shall be elected from the members of faculty of the University. 

3. One undergraduate student from each faculty of the University. 

4. Three graduate students, who shall not be members of faculty or members of the full-time staff of the University or of any federated or affiliated college. 

5. Three members from the alumni of the University, who shall not be members of faculty or members of the staff or members of the student body of the University. 

(c) Upon the designation and addition, from time to time, by the Senate, under paragraph 9 of clause a, of any additional ex-officio members, the number of persons to be elected under paragraphs 1, 4 and 5 of clause b and the total of the number of persons to be elected under paragraph 3 of the said clause shall each be deemed to be increased by whatever number may be necessary in order to retain the ratio established by the said clause b, of the number of persons to be elected pursuant to each of the paragraphs 1, 3, 4 and 5 of the said clause b to the number of members of faculty to be elected pursuant to paragraph 2 thereof, provided that the additional undergraduate students to be elected in accordance with paragraph 3 shall be elected from the undergraduate students generally of the University in such manner and in accordance with such procedures as are determined and established by the Senate.

19. The President of the University shall be chairman of the Senate, and the Vice-President, Academic, shall be the vice-chairman thereof.

20. The term of membership of the members of the Senate shall be as follows: 

1. The undergraduate student and graduate student members respectively referred to in paragraphs 3 and 4 of clause b of section 18 shall hold office for a period of two years, save that with respect to such members to be first elected and in order to effect approximately equal annual rotation of office, the Senate shall determine, and select, in such manner as it shall determine and prescribe, so far as is reasonably practical, a number thereof who shall serve for a period of one year and a number thereof who shall serve for a period of two years. 

2. All other non ex-officio members shall hold office for a period of three years save that with respect to such members first elected and in order to effect approximately equal annual rotation of office, the Senate shall determine, and select, so far as is reasonably practical, a number thereof who shall serve for a period of one year, a number who shall serve for a period of two years and a number who shall serve for a period of three years.

21. No person shall be eligible for election or appointment as a member of the Senate who is a member of the faculty or a member of the governing body or of the Senate of any degree-granting university, college or institution of higher learning, other than the University and its federated or affiliated colleges, unless such person is a regular member of faculty.

22. The Senate has the power to establish the educational policies of the University and to make recommendations to the Board of Governors with respect to any matter relative to the operation of the University and without restricting the generality of the foregoing, this includes the power, 

(a) to make recommendations to the Board of Governors relative to the creation, establishment, maintenance, modification, or removal of organizational structures such as faculties, schools, institutes, departments or chairs within the University; 

(b) subject to the approval of the Board of Governors, in so far as the expenditure of funds is concerned, to establish, maintain, modify or remove, curricula of all courses of instruction including extension courses; 

(c) to determine policies concerning the qualifications of faculty members within the University with respect to appointments or promotions in rank, or to the granting of tenure, in connection with research or teaching or academic administration;

(d) to determine standards of admission of students to the University; 

(e) to consider and determine the conduct and results of examinations in all faculties or academic units; 

(f) to hear and determine appeals from the decisions of the faculty councils on applications and examinations by students; 

(g) to confer degrees, diplomas and certificates or other awards in any and all branches of learning and in any subject taught in the University or its federated or affiliated college; 

(h) to confer honorary degrees in Divinity, without fees, upon the recommendation of any theological college federated or affiliated with the University; 

(i) to confer honorary degrees in any department of learning;

(j) to undertake, consider and co-ordinate long-range academic planning; 

(k) to consider and to recommend to the Board of Governors policies concerning the internal allocation or use of University resources; 

(l) to consider and to recommend to the Board of Governors the federation or affiliation of the University with any college for teaching any branch of learning; 

(m) to create councils and committees to exercise its powers; 

(n) to provide, if considered necessary, for an executive committee which shall act in the name and on behalf of the Senate between regular meetings of the Senate; and 

(o) to enact by-laws and regulations for the conduct of its affairs.

24. - (1) If, within any year, a member of the Board of Governors or of the Senate, not having been granted permission to be absent by such body, attends less than 50 per cent of the regular meetings of such body, his office shall ipso facto be vacated and a confirmatory resolution shall be passed by the Board of Governors or by the Senate, as the case may be, declaring the membership vacant. 

(2) A resolution passed under this section and entered in the minutes of the pertinent meeting of the Board of Governors or of the Senate, as the case may be, shall be conclusive evidence of the vacancy declared therein.

25. If within any year, any event occurs which would make any member of the Board of Governors or of the Senate, as the case may be, ineligible by reason of the occurrence of such event to be elected to such body, his membership on such body shall be ipso facto vacated and a confirmatory resolution shall be passed by the Board of Governors or by the Senate, as the case may be, declaring the membership vacant, save that a student member of the Board of Governors or of the Senate, as the case may be, who graduates during his term of office shall be entitled to serve for the remainder of such year.

26. Where a vacancy on the Board of Governors or on the Senate, as the case may be, occurs before the term of office for which a member has been appointed or elected has expired, the vacancy shall be filled in the same manner and by the same authority as the member whose membership is vacant was appointed or elected, as the case may be, and the member so appointed or elected shall hold office for the remainder of the term of office of the member whose membership is vacant.

27. - (1) Subject to subsection 2, the meetings, including committee meetings of the Board of Governors and of the Senate shall be open to the public, prior notice of the meetings of the Board of Governors and of the Senate shall be given to the members and to the public in such manner as the Board of Governors and the Senate by by-law shall determine, and no person shall be excluded therefrom except for improper conduct, but where confidential financial matters of the University are being considered that part of the meeting may be held in camera. 

(2) Where intimate financial or personal matters of any person may be disclosed at a meeting the part of the meeting concerning such person shall be held in camera unless such person requests that such part of the meeting be open to the public.

28. - (1) The by-laws of the Board of Governors and of the Senate shall be open to examination by members of the University community and by the public-at-large during normal business hours. 

(2) The Board of Governors and the Senate shall publish their by-laws from time to time in such manner as they may respectively consider proper.

(2) The President shall be appointed by the Board of Governors in such manner and for such term or terms as shall be determined, from time to time, by agreement of the Board of Governors and the Senate. 

(3) The President shall be the chief executive officer of the University, and without limiting the generality of the foregoing, the President shall have the authority and responsibility for administering the affairs of the University and accordingly shall act on behalf of the Board of Governors with respect to the operational management and control of the University.

(4) The President is hereby empowered to delegate his authority, during the period of any temporary absence, to any other officer of the University, provided that, in the absence of such delegation of authority, the senior Vice-President as designated from time to time by the Board of Governors shall have the authority to act in the place and stead of the President and in the absence of such designation, the Vice-President, Academic, shall be deemed to be the senior Vice-President. 
 

(5) The Board of Governors may, in the absence of the President and shall in the event of a vacancy in the office of President, appoint an acting President upon such terms and conditions as the Board of Governors may prescribe.

30. - (1) There shall be a Chancellor of the University who shall be elected by the Senate in such manner as the Senate shall determine.

(2) The term of office of the Chancellor shall be three years, provided that he shall be eligible for re-election for one additional term. 

(3) The Chancellor shall preside at all Convocations and shall admit to degrees, diplomas and certificates such candidates, including the recipients of honorary degrees, as may be designated by the Senate. 

(4) The President of the University shall be the Vice-Chancellor thereof and shall assume the duties of the Chancellor in his absence or during a temporary vacancy of that office.

(5) Notwithstanding anything in this section contained, the incumbent Chancellor of The University of Waterloo, as of the date that this Act comes into force, shall continue as Chancellor of the University until such time as his successor shall be elected by the Senate, provided that such election shall be held within three years of the date that this Act comes into force.

32. - (1) The Board of Governors shall make a financial report annually to the Minister of Colleges and Universities in such form and containing such information as the Minister may require. 

(2) The Minister shall submit the report to the Lieutenant Governor in Council and shall then lay the report before the Assembly if it is in session or, if not, at the next ensuing session.

33. The Board of Governors shall make available to students, faculty and staff of the University an annual report which shall include an annual financial report.

34. This Act shall not be deemed to alter, modify or affect the rights and obligations of the University or of any affiliated or federated college arising out of the terms of agreements of affiliation or federation presently existing between the University and such affiliated and federated colleges.

35. If any college, federated or affiliated with the University, has the right to grant degrees, such right, except for degrees in theology, shall remain dormant during the time that such college remains federated or affiliated with the University.

36. - (1) Notwithstanding anything in this Act, for the purpose of permitting the election or appointment, as the case may be, prior to the 1st day of November, 1972, of the members of the first Board of Governors and the first Senate to be established and constituted under the provisions of this Act, The Board of Governors, The University of Waterloo and the Senate of The University of Waterloo are hereby respectively authorized and empowered forthwith after this Act receives Royal Assent to act in the place and stead of the first Board of Governors and the first Senate to be established and constituted under the provisions of this Act to do all things necessary as expressed in, or implied by or contemplated by or required by reason of this Act to form and constitute the first such Board of Governors and Senate, and without restricting the generality of the foregoing, The Board of Governors, The University of Waterloo and the Senate of The University of Waterloo, are hereby respectively authorized and empowered to pass such by-laws, make such findings, establish such election procedures, arrange for the carrying out of such elections and to hold and carry out such elections as may be necessary for the formation and constitution of the said first Board of Governors and Senate.  

(2) The Board of Governors, The University of Waterloo, and the Senate of The University of Waterloo, are respectively hereby authorized and empowered to arrange for and call, after completion of the election and appointment of the members of the first Board of Governors and first Senate to be established and constituted under the terms and provisions of this Act, the first meeting of the Board of Governors and the first meeting of the Senate, such meetings to be held on or after the 1st day of November, 1972, the members of the said Board of Governors and the members of the said Senate to be given such notice of the said meetings as shall be deemed reasonable. 

(3) The term of office of the members of the first Board of Governors and of the first Senate, notwithstanding the matters hereinbefore set out, shall be deemed to run from the 1st day of May, 1972.

37. The following are repealed: