Physical & Digital Infrastructure Committee
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Physical & Digital Infrastructure Committee Terms of Reference
Approving Authority: Board of Governors
Original Approval Date: July 1, 1989
Effective Date: June 19, 2024
Date of Most Recent Review: June 19, 2024
Previous Reviews: June 19, 2024; October 16, 2018; October 23, 2013; June 6, 2012; October 7, 2009; October 2,2008; April 7, 2004; October 30, 2001; March 8, 2001
1. Mandate
The Physical & Digital Infrastructure Committee is responsible for the oversight of major capital and information technology (IT) projects and the responsible stewardship of the University’s core land, buildings, and physical and IT infrastructure. The objective of its work is to enable the development and maintenance of the University’s physical and digital environment in a manner consistent with the University’s mission, strategic directions and operational plans.
2. Responsibilities
2.1. Strategic Planning and Development
2.1.1. Develop and recommend to the Board of Governors strategic policies and plans to serve as a framework for the planning, development, management and control of the land, property, buildings, and physical infrastructure of the University.
2.1.2. Provide ongoing oversight of digital and physical infrastructure related strategic policies and plans including:
• Ensuring strategic plans are renewed at appropriate intervals, including the IT Strategic Plan and the Campus Master Plan (in co-operation with the Board of Trustees).
• Reviewing annually reports on the implementation of the IT Strategic Plan, Campus Master Plan and related plan documents.
• Reviewing and recommending to the Board of Governors the annual Capital Plan, in conjunction with the Finance Committee.
• Reviewing annually reports on the implementation of multi-year and other operational plans to address University infrastructure renewal, including deferred and ongoing capital renewal and maintenance.
2.1.3. Ensure policies and practices are in place regarding the use and administration of physical infrastructure to mitigate the risk of loss or deterioration of capital assets.
2.1.4. Develop policies concerning the donation of real property, infrastructure or resources to support capital development or enhancement of University facilities. Ensure that the University honours the terms of gifts and bequests in the form of land or buildings except for those donations to the University of Guelph Heritage Trust.
2.2. Physical Infrastructure Project Oversight
2.2.1. Guided by the Campus Master Plan, Capital Plan, and related policies, consider proposals concerning the development and maintenance of the University’s lands, buildings, and physical infrastructure, including:
• new construction of buildings or infrastructure
• projects involving major capital maintenance, renovation, additions or replacement of buildings, or physical infrastructure
2.2.2. Examine the thoroughness of project proposals including:
• expenditure estimatessources of financing
• scope of work
• impact on teaching, research or other critical services
• assessment and mitigation of project-related risks including delays, financial claims, legal risk, and risks related to delaying or declining to undertake the project
• project management structure
• whether optimal use is made of existing resources
• integration of accessibility and sustainability
2.2.3. Review and recommend to the Board of Governors, through the Finance Committee, proposals for capital projects where the estimated expenditure is $2 million or more.
2.2.4. Receive regular reporting on approved capital projects and monitor progress.
2.2.5. Exercise authority delegated to the Committee by the Board with regard to the implementation of individual construction and ongoing capital renewal including, approval of site selection, appointment of architects and consultants, and approval of design, tendering and awarding of contracts.
2.2.6. Consider proposals for cost adjustments to Board-approved projects which are in excess of the original estimates and make recommendations, accordingly, to the Board of Governors through the Finance Committee.
2.2.7. Receive annually for information a listing of capital projects between $500,000 and $2 million.
2.3. Property and Facilities Oversight
2.3.1. Review and recommend to the Board of Governors, through the Finance Committee:
• agreements for the purchase, sale, mortgage or transfer of core land or property.
• licenses to use, leases and commitments of core land or facilities located on core land equal to or exceeding $2 million in value or 5 years in length.
• the assignment of University lands to the University of Guelph Heritage Trust.
2.3.2. Approve and permit, on behalf of the Board of Governors, the administration to do all acts and things as may be necessary or desirable to complete a transaction as authorized under University policies for easements, rights-of-way and agreements for the sale or transfer of core land or property where:
2.3.2.1. the value does not exceed $50,000 and
2.3.2.2. the easement, right-of-way or title is being conveyed to a government, utility or railway or is mandated under applicable legislation
2.3.3. Review and recommend to the Board of Governors the siting of new buildings.
2.3.4. Consider and recommend to the Board of Governors proposals for naming of lands, buildings and related physical infrastructure, consistent with relevant Board policies.
2.3.5. Receive relevant updates on the activities of the Board of Trustees.
2.3.6. Seek optimal financial return on those core lands and facilities on core lands not currently required for the University’s teaching and research mission.
2.4. Digital Infrastructure Project Oversight
2.4.1. Guided by the IT Strategic Plan and related policies, consider proposals concerning the procurement of:
• IT software solutions, as recommended by the IT Governance Council or Chief Information Officer
• IT hardware, as recommended by the IT Governance Council or Chief Information Officer
2.4.2. Examine the thoroughness of project proposals including:
• expenditure estimates sources of financing
• scope of work
• impact on teaching, research or other critical services
• assessment and mitigation of project-related risks including delays, financial claims, legal risk, and risks related to delaying or declining to undertake the project
• project management structure
• whether optimal use is made of existing resources
• integration of accessibility and sustainability
2.4.3. Review and recommend to the Board of Governors, through the Finance Committee, proposals for projects where the estimated expenditure is $2 million or more.
2.4.3.1. Where a solution is licensed, provided as a software as a service or includes an annual fee the estimated expenditure shall be calculated to include the total cost of the solution, inclusive of all fees, over the life of the contract.
2.4.3.2. Notwithstanding section 2.4.3., where a solution is licensed, provided as a software as a service or otherwise subject to renewal, no Board or Committee approval for a contract renewal is required.
2.4.4. Receive regular reporting on approved projects and monitor progress.
2.4.5. Exercise authority delegated to the Committee by the Board with regard to the implementation of individual projects.
2.4.6. Consider proposals for cost adjustments to Board-approved projects which are in excess of the original estimates and make recommendations, accordingly, to the Board of Governors through the Finance Committee.
2.5. Accessibility & Sustainability
Receive updates related to significant accessibility and sustainability initiatives.
2.6. Policy
Exercise oversight of policies within the Committee’s mandate, including the following policies and policy areas:
• Naming
• Real Estate Donation
2.7. Risk
As directed by the Audit & Risk Committee, the committee will monitor, receive updates and report on key developments and material risks within the Committee’s mandate, including in the following risk areas:
• Infrastructure
3. Membership
3.1. The committee shall be comprised of the following:
3.1.1. Regular Voting Members
• Up to eight members, who shall normally be members of the Board
• A member of the Board of Trustees from among its external members
3.1.2. Ex-Officio Voting Members
• Chair, Board of Governors
• President & Vice-Chancellor
3.1.3. Non-Voting Members
• University Secretary
3.2. The committee Chair shall be appointed by the Board of Governors from among the external members.
4. Rules of Order
4.1. Quorum
4.1.1. A quorum for the transaction of business at meetings of the committee shall consist of a majority of the regular voting membership.
4.1.2. In the event a meeting does not achieve quorum, any ex-officio voting members present may be counted as regular voting members for the purposes of establishing quorum.
4.2. Terms of Reference
4.2.1. The Committee shall review its terms of reference on an annual basis and recommend changes to the Governance Committee as necessary.