For the purpose of these Guidelines, unless the content otherwise requires

"University" shall mean Hong Kong Baptist University;

"Statutes" shall mean the Hong Kong Baptist University Statutes;

"Member" shall mean a member of the Court of the University as defined under paragraphs 1(a) to 1(i) of Statute II of the Statutes;

"Chairman" shall mean the Chairman of the Court as defined under paragraph 2(a) of Statute II, or the person for the time being acting as the Chairman of the Court in accordance with paragraphs 3(a) and 3(b) of Statute II (i.e. such a person is either the Deputy Chairman of the Court or, in the case when both the Chairman and Deputy Chairman of the Court cannot perform their respective functions, a Member appointed by the Court from those Members appointed under paragraph 1(b) of Statute II to act as Chairman);

"Deputy Chairman" shall mean the Deputy Chairman of the Court as defined under paragraph 2(b) of Statute II;

"Secretary" shall mean the Secretary of the Court appointed by the Court;

"Presider" shall mean the person presiding at a meeting of the Court.

"Officer-in-attendance" shall be as defined under Guideline 5.

Calling of Meetings

Meetings of the Court shall be held at least once within each academic year at a time and place as the Chairman may from time to time appoint. On receipt of a request in writing signed by at least 8 Members, the Chairman shall convene an extraordinary meeting of the Court within 21 days of that notice.

The Secretary shall circulate a notice of meeting to each Member no later than 7 days before the date appointed for a meeting, except in case of emergency when such notice shall be given as circumstances allow. The notice of the meeting will be accompanied by the agenda of the meeting, together with any background papers relating to the matters on the agenda which are available. Other such background papers which are not then available shall be circulated by the Secretary as early as practicable thereafter. Exceptionally, such background papers may be tabled.

Accidental omission to supply such notice, agenda, or background papers to any Member shall not affect the validity of a meeting.

Members wishing to raise any matter not included on the agenda and requiring a formal decision by the Court should whenever possible notify the Secretary at least 48 hours before the meeting. It shall be for the Chairman to decide whether or not the matter should be discussed at that meeting or deferred until a later meeting.

The Chairman may invite any member of the staff of the University to attend meetings of the Court either regularly or for any particular item on an agenda. Such a staff member shall not have a vote and shall hereinafter be referred to as an "officer-in-attendance" at Court meetings.

Quorum and Presider

Any Member who is unable to attend a meeting or part of a meeting of the Court shall notify the Secretary accordingly.

The smallest whole number not less than one half of its Members for the time being holding office shall form a quorum at a meeting.

If a meeting does not have a quorum or subsequently becomes inquorate, the Presider may rule that the meeting shall proceed but that the (outstanding) matters of the meeting requiring the Court's decision, together with the recommendations of the Members present, shall be circulated subsequently to the full Court for approval.

The Presider of all Court meetings shall be the Chairman unless he is absent, in which case the Deputy Chairman shall preside. In the absence of both the Chairman and Deputy Chairman, the Court may appoint a Presider who shall be a Member defined under paragraph 1(b) of Statute II who is present at the meeting.

The validity of any proceeding of the Court shall not be affected by any defect in the appointment or nomination of any Member or by any vacancy among Members of the Court.

Order of business

The order of business at every meeting of the Court shall normally be:

To appoint a Presider if necessary, subject to Guideline 9.

To approve as a correct record the minutes of the preceding meeting.

To consider matters arising from the minutes of the preceding meeting.

To dispose of any business remaining from the preceding meeting.

To confirm decisions taken by circulation since the preceding meeting.

To receive information papers.

To consider matters entered on the agenda in the order so entered.

To consider any other business which may be raised by any Member and which the Court agrees to discuss.

To agree the time and place of the next meeting.

The order of business may be varied by agreement of the Court at any time during the meeting.

A meeting of the Court may be adjourned by the Chairman or Presider, or, where the Court so resolves, by the Court.

Procedure and voting

All Members shall speak to the Chair. Any Member unable to attend a meeting of the Court may send in written comments and such comments shall be read to the Court at the meeting by the Presider.

The Presider shall put such proposals, as he deems necessary, to the Court in the form of resolutions to be voted on by Members.

Any Member may propose a resolution and if this is seconded by another Member, it shall be put to the Court by the Presider and voted on.

Voting shall be by show of hands, unless any Member requests the Presider to hold the vote by secret ballot. Every question or resolution shall be decided by a simple majority of votes of the Members present and voting thereon. Each Member shall have only one vote, except when Guideline 19 applies.

Any Member may propose an amendment to a resolution, and if this is seconded by another Member, the amendment shall be voted on by the Court. All such amendments shall be voted on separately before a vote is taken on the resolution. The original resolution thereafter shall be amended in accordance with the amendment(s) agreed and put to and voted on by the Court.

The Presider shall in the case of an equality of votes have the right of an additional vote which shall be a casting vote and should so declare it.

If any Member present at a meeting has an interest, including a pecuniary interest, in any matter which is to be considered by the Court at the meeting, he shall as soon as possible after the commencement of the meeting state this fact and the nature of his interest. The Presider shall thereupon ask the Court to decide whether such a Member should withdraw from the meeting while the matter is considered or be present but abstain from participating and voting on the matter under discussion, and whether those parts of the minutes relating to the matter shall be circulated to the Member who has been requested to withdraw.

The Presider is responsible for the observance of the Guidelines of Procedure in the Court and his decision upon any point of the Procedure shall not be opened to appeal and shall not be reviewed by the Court except on a substantive resolution made after notice.

Whenever the Presider wishes to intervene, the other Members must refrain from speaking so that he may be heard without interruption.

The Presider may designate a particular matter considered by the Court as "Confidential", "Restricted" or "Open" and matters so designated shall be treated accordingly. Matters designated as "Confidential" shall not be discussed with any person outside the Court. Those designated as "Restricted" may be discussed with parties with a direct interest in the matter only. All other matters shall be regarded as "Open" and may be discussed freely outside the Court meeting.

Minutes

The Secretary shall be responsible for indicating the extent to which papers and minutes are confidential in accordance with Guideline 23.

The minutes shall record business in the order of discussion, and shall include the names of Members attending or absent at a meeting and persons in attendance at it. The minutes shall include a brief summary of the principal points discussed, and shall record all decisions. The Secretary shall ensure that a copy of the draft minutes is sent to each Member within one month after the meeting.

The Chairman shall at the next ensuing meeting of the Court obtain the confirmation of the Court that the minutes are a true record. The confirmed minutes shall then be signed by the Chairman and the Secretary. Any minutes so signed shall be received in evidence without further proof. No discussion shall take place during the confirmation of the minutes except upon their accuracy.

Until the contrary is proved, a meeting of the Court in respect of the proceedings whereof the minutes have been so signed shall be deemed to have been duly convened and held, and all the Members present at the meeting shall be deemed to have been duly qualified and to have had power to deal with the matters referred to in the minutes.

Transaction of business by circulation

The Court may transact its business by the circulation of papers, and the Chairman may instruct the Secretary to transact business in this way.

When business is transacted by circulation, the matter shall be clearly set out in a letter or a memorandum addressed separately to every Member at that time available in Hong Kong. The letter or memorandum shall be accompanied by a paper in which it is possible for Members to clearly express approval or disapproval of the matter proposed for consideration and then return the paper to the Secretary by the date stipulated. The form of the letter or memorandum shall be approved by the Chairman before dispatch.

Unless 8 Members in writing request the Chairman to refer any particular item of the business being transacted by circulation to the next Court meeting, a resolution in writing which is approved in writing by a majority of the Members shall be as valid and effectual as if it had been passed at a Court meeting.

Revision of these Guidelines

Any resolution to vary or revoke these Guidelines may be approved by a simple majority of votes of the Members present at a Court meeting and voting thereon. Any such resolution, when duly proposed and seconded in the course of a Court meeting, shall stand adjourned without discussion to the next Court meeting and shall be included on the agenda for discussion at that next meeting.