Statutes and General Regulations Revised Version: December 2024 The revised version includes changes decided on by the Council of The Open University of Israel in August 2022. (The first version was approved in January 1982; amendments were approved in April 1986, May 1993, November 2000, May 2004, May 2010, December 2014, May 2015, June 2016, May 2018 and August 2022)
1 Statutes and General Regulations Revised Version: December 2024 The revised version includes changes decided on by the Council of The Open University of Israel in August 2022. (The first version was approved in January 1982; amendments were approved in April 1986, May 1993, November 2000, May 2004, May 2010, December 2014, May 2015, June 2016, May 2018, and August 2022) This is an English translation of the original Hebrew document. Should a contradiction be noted, the Hebrew version will prevail.
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3 Table of Contents Statutes 5 General 6 1. The University 6 2. Principles 6 3. Aims 6 4. Powers 7 5. Application of the University's Income and Assets 9 6. Distribution in the Event of Liquidation 10 University Authorities and Office Holders 10 7. The Council 10 8. The Executive Committee 10 9. The Senate 11 10. The Standing Committee 11 11. The Faculty Council 11 12. The Office Holders 12 13. General Regulations of the University 15 14. Amendment to the Statutes 15 15. Amendment to the General Regulations 15 16. Continuity of Office 16 17. Transfer of Office 16 18. Indemnification 16 19. Commencement of Validity and Transitional Provisions 17 General Regulations 20 1. The Council 20 2. The Executive Committee 27 3. The Senate 33 4. The Standing Committee 39 5. The Office Holders 40 6. Duties of Members in the University Authorities and Office Holders 48 7. The Comptroller 52 8. The Audit Committee and the Internal Auditor 53 9. Awarding Honorary Doctorates Degrees 54
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5 STATUTES The Open University of Israel (hereinafter the University) was founded in 1974 by virtue of an agreement between the Government of Israel and the Rothschild Foundation (Yad Hanadiv) and further to a decision of the Council for Higher Education dated October 2nd, 1973 and with the generous help of the Rothschild Foundation. The University was recognized as an institution of higher education by the Council for Higher Education in Israel at a meeting held on June 18th, 1980, pursuant to the Council for Higher Education Law, 5718-1958. The decision was approved by the Government of Israel at its meeting of July 6th, 1980. A certificate of accreditation, signed by the President of the State of Israel, was delivered to the University on July 23rd, 1980. Pursuant to Article 9 of the Council for Higher Education Law, 5718-1958, the University is a corporation that is competent to sue and be sued, to acquire, possess and relinquish property, to enter into contracts and be a party to any legal or other proceeding, and is at liberty to conduct its academic and administrative affairs pursuant to its Statutes, Regulations and decisions. Accordingly, the University has decided on these Statues, which shall define the aims and principles of the University, specify its institutions and outline the manner of its activities and management. The Statutes, to which the General Regulations are attached, represent the supreme document of the Open University.
6 GENERAL 1. The University Name: THE OPEN UNIVERSITY OF ISRAEL 2. Principles The University is an institution of higher education conducting academic studies via a range of media which are not necessarily campus based; it is an institution aspiring to the highest standard of teaching and research that pursues its activities while upholding the principles of academic freedom, freedom of opinion and freedom of conscience. No discrimination is permitted at the University on grounds of ethnicity, country of origin, socio-economic background, race, nationality, sex, religion, beliefs and opinions, physical or other limitation or sexual orientation. 3. Aims The aims of the University are as follows: 3.1 To maintain studies, promote scientific research and develop and disseminate education and knowledge by means of research, development of study materials and teaching. 3.2 To make academic degrees available to wider sectors of the public and, inter alia, to pursue defined study courses as determined by the University, which do not require attendance at regular study courses or regular presence at a central teaching institute. 3.3 To offer an opportunity to individual who previously interrupted their studies to re-integrate into an appropriate study environment with a view to advancing their education or vocational training.
7 3.4 To contribute to raising the educational level of teachers. 3.5 To promote the research and development of study material and innovative teaching methods, including the development of personal tutoring methods, via technological means, in meetings with students or in any other manner as deemed appropriate. 4. Powers The powers of the University are as follows: 4.1 To perform any act necessary for teaching and research or involved therein, including: 4.1.1 To establish and maintain study and research units as required for such activity. 4.1.2 To appoint or employ academic staff for the purpose of research and teaching, and to appoint or employ administrative staff and define job descriptions for the various personnel and faculty. 4.1.3 To determine regulations and procedures for the appointment of academic staff and to define their functions; to admit students; and any other activity pertaining to study, research and teaching. 4.1.4 To hold examinations and appoint examiners. 4.1.5 To admit students, demand and receive tuition fees or dues and other payments as determined from time to time. 4.1.6 To award degrees and grades, diplomas and various certificates to those who fulfill the requirements to that end, as defined by the University.
8 4.2 To employ workers in full time or part time positions or on a contractual basis in order to execute work in research, teaching, development of resources and teaching materials, administration and all other activities necessary for the proper operation of the University and the advancement of its aims. 4.3 To confer honorary degrees or other honors. 4.4 To establish, maintain and safeguard facilities, equipment and services for the execution and advancement of the University's aims. 4.5 To purchase, sell, rent, exchange, improve, manage, lease or perform any other activity in real estate and movables and to obtain rights and special permits as required or expedient for the advancement of the University's aims. 4.6 To establish and maintain a University publishing house for the publication, distribution and sale of study material, research papers, books, brochures and journals; and to develop, manufacture, distribute and sell digital media, illustration methods and the conveyance of information of any kind whatsoever. 4.7 To develop methods of study and knowledge in all areas of its business, or to purchase or sell same or perform any other act pertaining thereto. 4.8 To establish or hold or grant licenses to establish or hold halls, clubs and restaurants for the use of students, members of the academic and administrative staff and visitors. 4.9 To register or acquire copyrights, designs and patents and to hold and use, in any manner deemed fit by the University authorities, copyrights or designs and patents registered or acquired in Israel or abroad. 4.10 To engage in recruitment of the means and resources required for the operation of the University in accordance with its aims. 4.11 To solicit and receive gifts, donations, membership fees, endowments, estates, bequests, trust funds, subsidies and grants, to administer and
9 use or dispose of same, all with a view to advancing the aims of the University. To establish not-for-profit organizations, companies, trusts and foundations and participate therein with a view to advancing the University's aims. 4.12 To obtain loans and guarantee the repayment thereof, to purchase securities of any kind whatsoever and to invest the University's funds at the discretion of the University authorities, to provide and receive collaterals and liens of any kind whatsoever in order to safeguard such loans or investments as aforementioned. 4.13 To create and award scholarships and prizes for the advancement of learning, teaching and research and for other purposes, as determined by the University. 4.14 To supervise discipline among the University's students, academic staff and employees and to undertake disciplinary measures. 4.15 To cooperate with other institutions and authorities or with persons or groups of people, in such manner and for such purposes as defined from time to time by the University, subject to Paragraph 3 above. 4.16 To continue to exercise all the powers and rights of a corporation as stipulated in the Second Schedule to the Companies Ordinance (notwithstanding the rescission of the Companies Ordinance), for the purpose of achieving the University's aims, insofar as this does not conflict with the provisions of these Statutes or the General Regulations instituted by virtue thereof. 4.17 To engage in any other act for the advancement of the University's aims, including such acts as not included in the aforementioned. All of the powers specified above include also the power to revoke or alter a decision or impose conditions and restrictions. 5. Application of the University's Income and Assets The University shall not distribute profits and all income shall be designated exclusively for the achievement of its Aims, as defined in these Statutes.
10 6. Distribution in the Event of Liquidation In the event of liquidation of the University or the permanent cessation of its activities, should any funds or assets remain after the discharge of all its debts and liabilities, such funds or assets shall, at the Council's discretion, be given or transferred to an institution or institutions having aims similar to those of the University or other educational aims, which are restricted in the distribution of its or their income or assets to at least the same extent as the University is restricted. UNIVERSITY AUTHORITIES AND OFFICE HOLDERS 7. The Council The Council is the supreme authority of the University and is vested with all the powers thereof, unless otherwise determined in the Statutes or the General Regulations. 8. The Executive Committee 8.1 The Executive Committee shall be responsible for outlining policies, determining strategy, overseeing corporate organizational structure and overseeing the proper management of the institution and its assets. 8.2 The Executive Committee shall be elected by the Council from among the members thereof, further to the recommendation of the Chancellor, the Chairman of the Executive Committee, and the President. The Executive Committee shall be responsible to the Council for its activities. 8.3 The Council shall elect the Chairman of the Executive Committee, and may but is not obliged to, elect a substitute therefor, as specified in the General Regulations.
11 8.4 In the event that a substitute for the Chairman of the Executive Committee is elected he shall have all the powers and fulfill all the duties of the Chairman in the latter's absence from Israel or in the event that the Chairman is unable to fulfill his position and he or members of the Executive Committee request that he be replaced by his substitute. 8.5 The Chairman shall report to the Council on the activities of the Executive Committee. 9. The Senate The Senate is the supreme academic body of the University. The Senate shall be composed of Office Holders by virtue of their position and members of the senior academic faculty, as defined in the General Regulations. 10. The Standing Committee The standing committee shall act on behalf of the Senate, within the Senate's authority, in order to optimize the ongoing relationship of the University administration with the academic staff and the Senate. The Standing Committee will consist of office bearers by virtue of their position and members of the academic staff, and its powers will be as specified in the general regulations. 11. The Faculty Council The Faculty Council is an academic body which includes all senior faculty members of the University, as defined in the General Regulations, the President of the University and the Rector. The role of the Faculty Council is to provide counsel on academic affairs and shall submit its recommendations and proposals via the President who will bring them before the relevant institutions of the University for deliberation. The Council shall be headed by an academic faculty member, to be elected in a secret ballot by Council members, who shall serve as Chairman of the Council. The Faculty Council shall determine the modus operandi via procedure.
12 12. The Office Holders Chancellor The Chancellor serves as Chairperson of the University Council. The function of Chancellor shall be fulfilled by a representative of the public who is active in one or more of the following areas of public activity: finance, society, culture, education or science, including academics of repute in Israel and abroad. Deputy Chancellor The Deputy Chancellor, if any is appointed, replaces the Chancellor in his/her absence. The position of Deputy Chancellor shall be fulfilled by a representative of the public who is active in one or more of the following areas of public activity: finance, society, culture, education or science, including academics of repute in Israel and abroad. Vice Chancellor The Vice Chancellor, if any is appointed, replaces the Chancellor and Deputy Chancellor in their joint absence. The position of Vice Chancellor shall be fulfilled by a representative of the public who is active in one or more of the following areas of public activity: finance, society, culture, education or science, including academics of repute in Israel and abroad.
13 Chairman of the Executive Committee The Chairman of the Executive Committee heads the Executive Committee. The Position of Chairman of the Executive Committee shall be fulfilled by a representative of the public who is active in one or more of the following areas: culture and society, science, finance, technology, law, media, industry, etc. The Chairman of the Executive Committee shall be a citizen and resident of Israel from the beginning of his term. President The President heads the University and administers the institution's affairs under the powers vested in him/her and is responsible to the Executive Committee for the administration, standards and quality of the institution. The role of President shall be fulfilled by a senior academic of Full Professor rank, closely engaged in the academic world in Israel, and endowed with academic vision, leadership capacity and proven administrative skills. The President shall be a citizen and resident of Israel from the time of beginning his/her term of office. Rector The Rector is responsible for the academic affairs of the University pursuant to the powers vested in him/her by the President. The Rector replaces the President in his/her absence. Director General The Director General is responsible for the University's administrative affairs under the powers vested in him/her by the President.
14 Deans and Vice Presidents Advisor to the President for Promoting Gender Equity The President may appoint additional vice presidents and Deans, subject to the specifications below, and delegate powers to them. The Advisor shall attend to the promotion of gender equality at the University. Election of Office Holders The Chancellor, the Deputy Chancellor, the Vice Chancellor and the Chairman of the Executive Committee shall be elected by the Council as stated in the General Regulations. The President shall be elected by the Executive Committee and his/her appointment shall be sanctioned by the Council, as stated in the General Regulations. The Rector shall be appointed by the President from among senior academic faculty of the University with the rank of Full Professor, on consultation with the Senate, by means of the Advisory Committee to the President, to be elected by the Senate, and sanctioned by the Executive Committee. The Director General and any additional vice presidents shall be appointed by the President and sanctioned by the Executive Committee. Deans shall be appointed by the President from among senior academic faculty of the University with the rank of Associate or Full Professor, by means of the Advisory Committee to the President, to be elected by the Senate, and sanctioned by the Senate. The President shall appoint an Advisor on the Promotion of Gender Equity from among the women members of the senior academic faculty or members of the Senate, with the rank of Professor.
15 13. General Regulations of the University The Executive Committee is empowered to institute General Regulations ratified by the University Council. The General Regulations of the University shall determine the composition of its authorities and specify their powers, the powers of the Office Holders and the use thereof, as well as other matters relating to the University and requiring a general arrangement or the determination of rules, all pursuant to these Statutes. 14. Amendment to the Statutes Any proposal for an amendment to the Statutes shall be deliberated and approved only in a meeting of the Executive Committee, whose agenda must include such proposed amendment in advance. The Senate's position on the amendment and on academic matters shall be presented at such deliberations. The Senate must approve the proposed amendment prior to its presentation for deliberation by the Executive Committee. The Executive Committee's decision in the matter of an amendment to the Statues must be brought before the Open University Council for ratification by a majority of three quarters of the members present at such meeting and participating in the vote, provided a quorum is present as prescribed in the General Regulations. In this paragraph "academic affairs" means the determination of academic standards and academic programs in teaching, academic development and research, the composition of the Senate and arrangements, all subject to Paragraph 3.1.2.15 of the General Regulations. 15. Amendment to the General Regulations Any proposal for an amendment to the General Regulations shall be deliberated and approved only in a meeting of the Executive Committee, whose agenda must include such proposed amendment in advance. The Senate's position on the amendment and on academic matters shall be presented at such deliberations. The Senate must approve the proposed amendment prior to its presentation for deliberation by the Executive Committee. The Executive Committee's decision in the matter of an amendment to the Statues must be brought before the Open University Council for ratification by a majority of
16 three quarters of the members present at the session and participating in the vote, provided a quorum as prescribed in the General Regulations is present. In this paragraph "academic affairs" means the determination of academic standards and academic programs in teaching, academic development and research, the composition of the Senate and arrangements, all subject to Paragraph 3.1.2.15 of the General Regulations. 16. Continuity of Office An Office Holder in any of the authorities of the University, who was elected or appointed, as the case may be, for a fixed period as stated in the Statutes or the General Regulations, and whose term of office has ended, shall continue to serve in such office, with all applicable rights and duties, until such time as another person is elected or appointed in lieu of him. 17. Transfer of Office The power to make an appointment also applies to the power to revoke such appointment, dismiss the person therefrom or suspend him/her from his/her position, as stated in the General Regulations. 18. Indemnification The members of the Council, the Executive Committee, the Senate, the Chancellor, the Deputy Chancellor and Vice Chancellor, the Chairman of the Executive Committee, the President, the Rector, the Vice President and the Director General, members of committees established or that may be established by the Council or by the Executive Committee, and any employee or other Office Holder of the Open University, and any trustee thereof, and anyone lawfully acting on its behalf, who shall act in connection with its affairs, and the heirs and estate administrators thereof, shall be indemnified by the University from its assets for court trials, costs, losses, compensation and other liabilities borne or incurred by them or their heirs or their estate administrators as a result of any act, participation in any act or omission connected to the execution of their duties or what appeared to them to be the bona fide execution of their duties or trust, unless caused by gross negligence or with prior intent;
17 none of the aforementioned shall be liable for any act or omission of any other, or for any damage or loss incurred as a result of the execution of their duties or their trust, unless incurred as a result of gross negligence or with prior intent. 19. Commencement of Validity and Transitional Provisions 19.1 These Statues come into effect on January 1st, 1982, as determined by the Council at its meeting held on November 17th, 1981, and are binding on the University and all its authorities as of the date of coming into effect. 19.2 Upon these Statutes coming into effect, the effectiveness of the Memorandum and Articles of Association of Everyman's University (Pilot Project) of Israel and any other statutes that were applicable to the University's activities until such time shall cease. 19.3 Other regulations and resolutions adopted by the institutions of the University prior to these Statutes coming into effect, which were effective immediately prior to same, shall continue to have effect as long as they were not expressly revoked. 19.4 In the event of any disparity between the Hebrew language version and the English language version of the Statutes and General Regulations, the Hebrew language version shall prevail. 19.5 Amendment no. 5 to the Statutes and the General Regulations (hereinafter Amendment 5) came into effect on May 12, 2010. Any Office Holder who was duly appointed before Amendment 5 came into effect, and whose term of office is limited thereunder, shall be deemed as having commenced his/her appointment to his/her term of office for the first time upon Amendment 5 coming into effect. 19.6 Amendment no. 6 to the Statutes and General Regulations was approved on December 29, 2014. Whereby, in any place where "Vice President for Academic Affairs" is written in the Statutes and General Regulations or procedural instructions of the university, "Executive Vice President for Academic Affairs" shall replace it.
18 19.7 Amendment no. 7 to the Statutes and General Regulations was approved on May 18, 2015. 19.8 Amendment no. 8 to the Statutes and General Regulations was approved on June 1, 2016. A member of the Committee for Conferment of Honorary Fellowships (as described before Amendment No. 10 to the Constitution and the General Regulations) to be duly appointed prior to the entry of Amendment no. 8 into validity, and whose term of office is limited in the aforestated amendment, shall be deemed for the purpose of counting the periods as having first been appointed at the time of entry of Amendment no. 8 into validity. Notwithstanding that which is stated in Paragraph 8.3.2 of the General Regulations, during the interim period and until such time as the place of one member of the Committee for Conferment of Honorary Fellowships is vacated, such member being a Council member, the maximum number of Council members on the Committee shall not exceed three (3) members.
19 19.9 Amendment no. 9 to the Statutes and General Regulations was approved on May 10th, 2018. The limitation of the Director General's term shall enter into validity on completion of the term of the current Director General. 19.10 Amendment No. 10 of the Constitution and the General Regulations was approved on August 29, 2022. The members of the Committee for the Conferment of Honorary Fellowships, as it was before amendment No. 10, will continue to serve as members of the Committee for the Conferment of Honorary Doctoral Degrees, and continuity in appointments will apply. Whenever Honorary Degrees are registered, it also refers to Honorary Fellowships, which were awarded before amendment No. 10 to the Constitution. 19.11 Amendment No. 11 to the Statutes and General Regulations was approved on December 23, 2024. Wherever the term "Vice President for Academic Affairs" appears in the regulations or the university's procedural instructions, it will be replaced with "Rector." The amendment to section 3.2.7 of the General Regulations will take effect from the appointments made after the amendment comes into force.
20 GENERAL REGULATIONS 1. The Council 1.1 Powers of the Council The powers of the Council are as follows: 1.1.1 To ratify the Statutes and the General Regulations further to the recommendations of the Executive Committee. 1.1.2 To approve the outlines of the University's policies as defined by the Executive Committee. 1.1.3 To follow up the management of the affairs, activities and assets of the University and its institutions. 1.1.4 To recommend policies for the development of the University. 1.1.5 To discuss and recommend methods of fundraising and other means of financing the University's activities. 1.1.6 To supervise the implementation, modus operandi and extent of implementing the Regulations, rules and procedural provisions of all kinds. 1.1.7 To discuss and ratify financial reports. 1.1.8 To discuss reports of the President of the University on the University's activities. 1.1.9 To elect the Chancellor, the Deputy Chancellor and the Vice Chancellor. To co-opt members to the Council as stated in Paragraph 1.3.4.4. 1.1.10 To elect the members of the Executive Committee further to the recommendation of the Chancellor, the Chairman of the Executive Committee and the President. To elect the Chairman of the Executive Committee and it may, but is not obliged to elect a Substitute for the Chairman of the Executive Committee, as specified below.
21 1.1.11 To approve the appointment of the President. 1.1.12 To appoint permanent or ad hoc committees and to appoint members therein from among members of the Council or otherwise and define their roles and the powers vested in them. 1.1.13 To receive ongoing reporting from the Chairman of the Executive Committee on the activities thereof, including activities of the Audit Committee, and on material matters raised in the Audit Report. All of the powers specified above include also the power to revoke or alter a decision or impose conditions and restrictions. The power to elect or appoint includes the power to revoke such appointment, accept a resignation or dismiss. The Council shall have residual power in all of the University's affairs which are not expressly conveyed in the Statutes or Regulations to another authority of the University's institutions, with the exception of residual academic power, which shall be the domain of the Senate. In this paragraph, "ratify" means to provide further authorization in addition to prior approval by another authority in the University. 1.2 Number of Council Members The Council shall comprise persons from Israel and abroad who have an interest in developing and promoting the University. The number of members of the Council shall be determined from time to time by the Council, provided that it shall be no less than 30 and no more than 60. 1.3 Composition of the Council 1.3.1 The following were life members of the Council who have passed away: The late Mrs. James de Rothschild, the first Chancellor of the University, who passed away on December 10, 1988.
22 The late Mr. Max Rowe, the founding President and first Vice Chancellor of the University, who passed away on January 1, 1985. May they rest in peace. 1.3.2 Life member of the Council who has passed away: The late Hon. Lord Jacob Rothschild, Deputy Chancellor of the University, who passed away on February 26, 2024. 1.3.3 Ex-officio members of the Council: The Chancellor The Deputy Chancellor The Vice Chancellor The President The Rector 1.3.4 Other members of the Council: 1.3.4.1 Two members to be appointed by the Rothschild Foundation. 1.3.4.2 Two members from among members of the Senate to be elected by the Senate, at least one of whom is a member of the Open University's senior academic faculty. 1.3.4.3 Three members from among the senior academic faculty with the rank of senior lecturer at least, to be elected in a secret ballot by members of the senior faculty with the rank of lecturer and over. Pursuant to these Statutes and Regulations, the "secret ballot" may also be held by means of a written vote, including by mail. 1.3.4.4 The manner of electing members from among members of the Senate and senior academic faculty members further to Paragraphs 1.3.4.2 and 1.3.4.3 shall ensure that at least two (2) representative from among members of the Senate or members of the senior
23 academic faculty of the University shall hold the rank of full professor, shall not serve in an academicadministrative position and will not be members of the Standing Committee. 1.3.4.5 Additional members to be co-opted by the Council, while maintaining a range of disciplines and a balance of sectors and genders, to be representatives of the public who are active in public, financial, social, cultural, educational and scientific affairs, including members of the academic community in Israel, of national and international reputation, provided the number of members of the Council who are not residents of Israel does not exceed one third of the Council members. 1.3.5 The procedure for electing members according to Paragraph 1.3.4.5 shall be as follows: The Chancellor shall bring the proposal to elect new members to the Council members' attention and shall request suggestions for candidates. The Chairman or a person so authorized by him, or the Appointments Committee in the event that same is established by the Council, shall examine together with the proposed candidates their fitness for office. A list of candidates who expressed agreement to serve in office shall be brought to the attention of the Council members no less than fourteen days before the date of the vote. Prior to the vote members of the Council may state their opinion of any candidate. Every candidate on the list shall be elected individually in a secret ballot. The requisite number of candidates receiving the highest number of votes shall be elected, provided they received a simple majority of votes from among the participants in the vote. 1.3.6 A representative of the Student Union shall attend meetings of the Council as an observer, except where the Council determines that
24 certain deliberations or part thereof are to be held without the participation of the observer. 1.3.7 The President's office shall maintain a list of Council members listing every Council member and his address, the date on which his membership begins, the manner in which he joined or was appointed and the date on which his term of office ends. 1.4 Duration of Term of Office of Council Members 1.4.1 A Council member who was elected by the Senate or the academic faculty shall serve in office for three (3) years from the date of his election and at the end of the term of office may be re-elected for an additional period (or additional periods). In the event that such a member leaves on sabbatical or other extended leave or terminates his employment at the University, another member shall be elected to complete his term of office. 1.4.2 A member who was co-opted by the Council shall serve in office for a term of four years from the date of his election. At the end of four (4) years he/she may be re-elected for an additional term. Election procedures are as specified in Paragraph 1.3.5 above. At the end of the additional term the member may be elected for a further term (or further terms) if he/she has the support of two thirds of the Council members who participated in the secret ballot, provided that at least one third of the Council members participated in the vote. 1.4.3 All appointments to the Council shall terminate on September 30th of the relevant year. 1.5 Cessation of Term of Office 1.5.1 A Council member may resign his term of office in written notice to be delivered to the Chancellor of the University, and in the case of a member as specified in Paragraphs 1.3.4.1 to 1.3.4.3 and 1.3.4.5, to the person who appointed him/her.
25 In the event that a member was appointed or elected by a factor outside of the Council, the President shall give notice to the appointing or electing factor, as the case may be, of the need to appoint or elect another member in his/her stead. 1.5.2 A Council member who absents himself from four consecutive meetings shall be deemed as wishing to resign his term of office, unless the Chancellor determines otherwise. 1.5.3 The Council may decide, further to a proposal from the Chairman of the Council or three Council members, in a secret ballot in which at least two thirds of Council members participate and which was passed by a majority of three quarters of the voters, on the cessation of the term of office of a Council member, effective as of the date determined in the Council's decision. 1.5.4 The membership of a Council member shall cease upon his/her death or if he/she is declared bankrupt or legally incompetent or if he/she is convicted of an infamous crime or is disqualified by law from serving as a Council member.
26 1.6 Dates and Times of Council Meetings 1.6.1 The Council shall meet on the dates and at the times determined by the Chairman, provided it meets at least twice a year. 1.6.2 A special meeting shall be convened by the Chairman of the Council whenever he deems fit so to do, or further to a written request from at least 10% of the Council members, or from the President or from the Chairman of the Executive Committee addressed to the Chairman of the Council. 1.7 Invitation and Agenda 1.7.1 Notice of the date of a Council meeting shall be sent at least 21 days prior to the actual date of the meeting. 1.7.2 A detailed agenda shall be attached with the invitation. 1.8 Quorum 1.8.1 One third of the members of the Council shall constitute a quorum at Council meetings; however, a meeting convened for the purpose of amending the Statutes or the General Regulations shall begin and be conducted only in the event that at least half of the Council members are present at the meeting and the vote. 1.8.2 Decisions of the Council shall be passed by a simple majority of Council members present at the meeting, unless otherwise determined in these Statutes or Regulations in respect of the subject under discussion and provided a quorum is present at the time of voting. 1.9 Chairman of the Council The Chancellor of the University shall act as Chairman of the Council. In the event that the Chancellor is unable to attend a meeting of the Council, the Chancellor shall appoint a Chairman for the meeting from among members of the Council. In the event that the Chancellor is unable to appoint a Chairman for the meeting, the Council shall appoint a Chairman for the meeting from among members of the Council present at the meeting.
27 1.10 Chairman's Casting Vote In the event of a tied vote among participating members of the Council, the Chairman shall have the casting vote. 1.11 Persons Invited to Council Meetings The Chairman may, where necessary, invite persons who are not Council members to attend Council meetings. Anyone so invited to attend a meeting may participate in deliberations but shall not have the right to vote. 1.12 Minutes The deliberations of Council meetings shall be recorded in minutes, to be signed by the Chairman of the meeting. 2. The Executive Committee 2.1 Election and Term of Office 2.1.1 The Council, further to the recommendation of the Chancellor, the Chairman of the Executive Committee and the President shall elect from among its members an Executive Committee, whose members shall number no less than ten (10) and no more than fourteen (14), including the President and the Rector. The ratio of Israeli residents serving on the Executive Committee must be no less than eighty five percent (85%). Some of the members of the Executive Committee, at the Council's discretion, shall be members of the Council who are full professors. Two members of the Executive Committee, in addition to the President and the Rector, shall be a senior faculty member of the University with the rank of full professor, who is not a member of the Faculty Workers Committee and does not serve in an academic-administrative position and is not a
28 member of the Standing Committee, as specified in Paragraph 6.3.3 below. The remaining members shall be representatives of the public who are active in one or more of the following fields: culture, society, science, finance, technology, law, communications, industry and so forth, provided that at least one of them shall be a full professor from another university. The Council shall elect the Chairman of the Executive Committee by means of a Search Committee, as specified in Paragraph 5.3.1 below. The Director General shall hold permanent observer status at meetings of the Executive Council. The Chairman of the Executive Committee shall, at his discretion, invite the Chairman of the Student Union to attend meetings. 2.1.2 Duration of Office of a Member of the Executive Committee The duration of office of an Executive Committee member shall be for three years (hereinafter: term of office); however, on expiration of such term the Council may re-elect the member for an additional term. Election procedures shall be as stated in Paragraph 1.3.5 above. On termination of the additional term the member may be reelected for up to two further terms of office, provided he/has the support of two thirds of Council members who participate in a secret ballot and provided that at least half of Council members participate in the vote.
29 2.1.3 An Executive Committee member may resign his/her term of office by means of notification in writing, to be delivered to the Chancellor and the Chairman of the Executive Committee. An Executive Committee member who absents himself from three consecutive meetings shall be deemed as wishing to resign his term of office, unless otherwise determined by the Chairman of the Executive Committee. The Council may decide, further to a proposal from the Chairman of the Council or three members thereof, in a secret ballot in which at least half of the Council members participate and which is passed by a two thirds majority of voters, on the cessation of the term of office of the Chairman of the Executive Committee or a member thereof, effective as of the date determined in the Council's decision. 2.1.4 The membership of an Executive Committee member shall expire on his/her death or if he/she is declared bankrupt or legally incompetent or if he/she is convicted of an infamous crime or if he/she is disqualified by law from serving as a Council member. 2.1.5 In the event that a position on the Executive Committee falls vacant before completion of the member's term of office, whether as a result of that member's resignation or for any other reason, the Council shall elect another member in his stead. The Executive Committee may continue to fulfill its functions with its incomplete composition as long as the vacancy remains unfilled by the Council. 2.2 Modus Operandi 2.2.1 The Executive Committee shall determine its modus operandi unless otherwise determined in these Regulations, including the determination of observers and guests, as well as the frequency
30 of its meetings, provided such meetings are convened no less than six (6) times a year. 2.2.2 The Executive Committee shall convene further to a decision of the Chairman, at the request of the President or further to a written request from two members thereof. 2.2.3 The agenda of the Executive Committee shall be determined by the Chairman, but Committee members may request that the Chairman include any additional matters in the agenda. 2.2.4 The legal quorum at Executive Committee meetings shall be no less than 60% of the total number of members provided they include the Chairman or his/her substitute and the President or Rector. The President and Rector shall be precluded from participating in decision-making regarding the election of a President, including the appointment of a Search Committee. 2.2.5 Decisions of the Executive Committee shall be passed by a simple majority of members participating in the vote, provided a quorum is present at the time of voting. In the event of a tied vote the Chairman shall have the casting vote. 2.2.6 At meetings of the Executive Committee wherein the pay or working conditions of University employees are addressed, University employees to whom such conditions as aforesaid apply may not attend or vote. 2.3 Powers The powers accorded to the Executive Committee are as follows: 2.3.1 Determination of policies and strategies and deliberation of programs for the advancement of the Open University, as brought before it by the President or any member of the Executive Committee.
31 2.3.2 Supervision of the proper administration of the University and its assets. 2.3.3 The election of the President and transfer of his/her term of office (as stipulated below), subject to approval by the Council. 2.3.4 Supervision of the modus operandi of the President and fulfillment of his/her functions. 2.3.5 Recommendation to the Council on amendments to the University Regulations/Statutes, as specified in Paragraphs 1415 of the Statutes. 2.3.6 Approval of the University's budgets. 2.3.7 Approval of financial reports. 2.3.8 Approval of the establishment of academic units and alterations therein. 2.3.9 Approval of development programs of the University as brought before the Committee by the President. 2.3.10 Approval of rules for the appointment of senior Office Holders of the University (with the exception of those expressly determined in the Statutes and Regulations) and determination of their working conditions and pay. 2.3.11 Determination of authorized signatories of the University and their powers and approval of opening bank accounts in the University's name. 2.3.12 The appointment of a Comptroller and Internal Auditor for the University, and approval of the appointment of the Rector, Vice Presidents, the Director General and the Legal Advisor therefor. 2.3.13 Receipt of regular reports on the activities and programs of the University.
32 2.3.14 Prior examination of matters requiring resolution by the Council, in order to prepare same for deliberation as aforesaid. 2.3.15 Deliberation and resolution of any matter referred to the Executive Committee by the Council, whether in general terms or regarding specific cases. 2.3.16 Follow-up of implementation of Council resolutions. 2.3.17 The appointment of an Audit Committee, a Finance Committee, and an Investments Committee, and the appointment of permanent and ad hoc subcommittees from among Committee members or otherwise, as well as determination of their functions and the appointment of their Heads. 2.3.18 The receipt of reports, whether on a regular basis or by request, from the Internal Auditor, the Chairman of the Finance Committee and the Chairman of the Audit Committee. 2.3.19 The execution of any additional function assigned to the Executive Committee further to a Council resolution. 2.3.20 Decisions on matters within the Council's authority which may not be postponed during periods between Council meetings. Such decisions shall be delivered in writing to the Council members and shall be valid for a period of 90 days. In the event that the Council does not meet within such period, the Council shall conduct a written voting procedure in order to approve or dismiss the decision of the Executive Committee.
33 3. The Senate 3.1 Functions and Powers of the Senate 3.1.1 General The Senate is the supreme academic body of the University. The Senate is responsible for the determination of academic standards and shall strive to maintain the standard of the University's academic activity, especially that of the academic faculty and academic study programs, and shall outline academic development programs. 3.1.2 The powers of the Senate are as follows: 3.1.2.1 The Senate shall determine academic policy in matters of research, development and teaching. 3.1.2.2 The Senate shall determine and from time to time update the academic study programs of the University and plans for program development. 3.1.2.3 The Senate shall recommend the development, renewal and/or cancellation of academic courses in accordance with the procedure determined to that end. 3.1.2.4 The Senate shall deliberate and decide on all matters pertaining to the establishment of new academic units. 3.1.2.5 The Senate shall determine various academic regulations. 3.1.2.6 The President shall approve on behalf of the Senate the list of recipients of academic degrees from the University.
34 3.1.2.7 The Senate shall uphold professional and ethical norms among the academic faculty. 3.1.2.8 The Senate may make a recommendation to the Executive Committee that there be a code of ethics and rules of conduct for the academic faculty. 3.1.2.9 In order to discharge the aforementioned functions, the Senate may appoint sub-committees from among its members, and with additional members, provided the Chairperson of such a sub-committee shall be a member of the Senate. 3.1.2.10 The Senate shall elect from among its members the Head of the Disciplinary Court of Appeal for students. 3.1.2.11 The Senate shall elect from among its members, in a secret ballot, representatives to serve on the Council of the University. 3.1.2.12 As part of its powers, the Senate shall deliberate any matter brought before it by the University Council, the Executive Committee, or the President. 3.1.2.13 The Senate shall make recommendations to the University Council or the Executive Committee on any matter pertaining to the University. 3.1.2.14 The Senate shall deliver to the Executive Committee its opinion regarding any proposed amendment to the Statutes and the General Regulations, prior to such amendment being presented to the Executive Committee for deliberation, and regarding academic affairs, the Senate shall approve the proposed amendment prior to its being presented to the Executive Committee for deliberation. Failure on the part of the Senate to deliver its opinion to the Executive Committee prior to deliberation of the
35 proposed amendment shall be deemed an objection to such proposed amendment. 3.1.2.15 Any decisions of the Senate which have budgetary implications or which could have such implications on the budget in the future, or which were not taken into account in the approved budget or the approved work program, must be approved by the Executive Committee. 3.2 Composition of the Senate 3.2.1 The Chairman of the Senate shall be the President of the University, in whose absence the Rector shall serve as Acting Chairman. 3.2.2 The Rector. 3.2.3 The Deans, who shall be members of the senior academic faculty. 3.2.4 Heads of the academic departments. 3.2.5 The Chairman of Senate sub-committees – departmental subcommittees, the committees for the approval of study programs and the committee for the recognition of prior studies. 3.2.6 All members of the academic faculty of the University with the rank of Full Professor holding full time positions. 3.2.7 Representatives of the members of the university's academic staff at the rank of full-time Associate Professor, who have served for at least three (3) years at the Open University, who will bring the number of members of the Senate to seventy-one (71) members, after the staffing of the representatives as specified in sections 3.2.1-3.2.6, 3.2.8-3.2.12.
36 3.2.8 One (1) representative from among the senior academic faculty with the rank of senior lecturer holding full time positions and having served in their position at least three years at the Open University. 3.2.9 One representative of the faculty with the rank of lecturer holding a full time position and having served three years in that position at the Open University. 3.2.10 Three representatives of the course coordinators holding PhD degrees and full time positions at the Open University. 3.2.11 One (1) representative from among the tutors, teaching fellow holding a PhD degree serving, during the previous two years, in at least a two-thirds (2/3) position (yearly average), and active at the Open University during the period of the appointment. 3.2.12 Professors from different disciplines at other universities, as determined by the President, provided they number no more than seven and subject to the stipulations of Paragraph 3.3.3. 3.2.13 The Chairman of the Student Union shall attend as an observer, except where the Senate determines that certain deliberations or part thereof are to be held without the participation of the observer. 3.3 Number and Appointment of Senate Members 3.3.1 The number of members of the Senate shall not exceed 71. 3.3.2 The members listed in sections 3.2.11-3.2.7 will be elected once every three (3) years by their colleagues in the same faculty group in a secret ballot. Once a year, elections will be held, as needed, if a seat in the Senate becomes vacant or if a seat in the Senate is required to be vacant for any reason (promotion, retirement, etc.).
37 The selection method of the members of the senior faculty at the rank of associate professor, listed in section 3.2.7, will ensure that there will be at least three (3) representatives for each major field of knowledge (humanities, social sciences, sciences). The method of selecting the course coordinators, listed in section 3.2.10, will ensure that there will be one (1) representative for each major field of knowledge (humanities, social sciences, sciences). The members listed in section 3.2.12 will be elected by secret ballot by the members of the Senate only from among candidates proposed by the President of the University. 3.4 Term of Office and Termination of Office of Members of the Senate 3.4.1 A member of the Senate who is appointed by virtue of his position shall serve as long as he is an Office Holder. 3.4.2 Senate members appointed under Paragraphs 3.2.7-3.2.11 shall serve on the Senate for three (3) years, and at the end of their term of office they may be re-elected for an additional period (or additional periods). Senate members appointed under Paragraph 3.2.12 shall serve on the Senate for three (3) years, and at the end of their term of office may be re-elected for no more than one additional period. 3.4.3 A member of the Senate who was appointed to his position shall be deemed as resigning in the event that he absents himself from three consecutive meetings, unless otherwise decided by the President.
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