Governance Policy – Mentor Merlin UK Ltd
October 14, 2026 2026-10-14 10:07Governance Policy – Mentor Merlin UK Ltd
Governance Policy – Mentor Merlin UK Ltd
Document control
| Item | Detail |
| Policy title | Governance Policy |
| Organisation | Mentor Merlin UK Ltd, including Merlin School of Future Skills |
| Version | 1.0 |
| Effective date | 01/01/2024 |
| Policy owner | Chief Executive Officer (Cyril Roy) |
| Approved by | Board of Directors |
| Date of approval | [01/01/2024] |
| Next review date | [31/12/2028], or sooner if legislation, regulation or a partner agreement changes |
| Applies to | Directors, the Independent Academic Chair, all staff, contractors and committee members |
1. Purpose and scope
This policy sets out how Mentor Merlin UK Ltd is directed, controlled and held to account. It ensures that decisions are made by the right people, recorded properly and open to independent challenge.
The policy covers:
- corporate governance of Mentor Merlin UK Ltd as a company
- academic governance of Merlin School of Future Skills, including programmes delivered in partnership with a university or awarding body
- the relationship between the Board of Directors, the Chief Executive Officer, the Independent Academic Chair and the academic and corporate functions
Where a programme is delivered under a partnership agreement, the awarding university retains ultimate responsibility for academic standards and awards. Mentor Merlin UK Ltd will comply with that university’s regulations, and this policy will be read alongside the partnership agreement. If the two conflict, the partnership agreement takes precedence for that programme.
2. Governance principles
All governance activity follows six principles.
- Accountability. Every significant area of the organisation has a named person who is answerable for it (see section 4 and Appendix A).
- Separation of academic and commercial decisions. Decisions on admissions, assessment, progression and awards are made through academic governance, independent of financial or marketing pressure.
- Independent challenge. The Independent Academic Chair provides external scrutiny of academic quality and can escalate concerns directly to the Board.
- Student interest. Decisions consider their effect on students, including fair treatment, information, support and complaints.
- Transparency. Decisions are minuted, actions are tracked and reports are shared with partners as the partnership agreement requires.
- Compliance. The organisation meets its obligations under UK company, employment, equality and data protection law, and the requirements of each partner university. Academic practice is aligned with the expectations of the UK Quality Code for Higher Education.
3. Roles and responsibilities
| Role | Post holder | Key responsibilities |
| Board of Directors | Hermercheese Balan | Sets strategy and risk appetite; approves budgets, major contracts and partnership agreements; appoints and holds the CEO to account; approves this policy |
| Chief Executive Officer | Cyril Roy | Leads the organisation day to day; delivers the Board’s strategy; owns this policy; reports to the Board on performance, risk and compliance |
| Independent Academic Chair | Dr Francis Donbesuur | Chairs the Academic Board; provides independent scrutiny of academic standards and quality; may report concerns directly to the Board and the partner university |
| Principal | Dr Juila Nobari | Academic leader of Merlin School of Future Skills; responsible for teaching quality, the student experience and academic staff |
| Registrar | Lesley Smitheringale | Admissions, student records, assessment regulations, academic integrity and data returns to partners |
| Head of Department – Business | Dr Sony Mathew | Quality and delivery of business programmes; line management of programme leaders |
| Head of Department – Healthcare | Dr Rakhy Raghavan Nair | Quality and delivery of healthcare programmes; line management of programme leaders |
| Programme Leaders | Day-to-day running of each programme; module review; student feedback | |
| Lecturers / Mentors | Teaching, mentoring and assessment in line with partner regulations | |
| Course Development | Divyasree Nair | Design and revision of programmes and materials for approval |
| Student Coordination | Sadhika Iyyappan | Student communication, attendance, support and welfare referrals |
| Operations | Sahandriya Salim | Facilities, scheduling and operational processes |
| Information Technology | Sachin Ravindran Nair | Learning systems, IT security and data protection controls |
| Finance | Archana Arunrai | Budgets, financial controls, fee management and financial reporting to the Board |
| Marketing | Krishnasagar Gopalakrishnan | Accurate, partner-approved recruitment and marketing information |
| Human Resources | Justin Abraham | Recruitment, staff qualifications checks, training and employment policies |
| Business Development | Sijin Sakariah | New partnerships and commercial opportunities, subject to Board approval |
4. Committees and meetings
Governance business is conducted through three bodies. Frequencies below are proposed and should be confirmed by the Board.
| Body | Chair | Members | Meets | Reports to |
| Board of Directors | Chair of the Board | Directors; CEO attends; Independent Academic Chair attends for academic items | Quarterly | Shareholders |
| Academic Board | Independent Academic Chair | Principal, Registrar, Heads of Department, Course Development, a student representative; partner university representative invited | Termly (3 times a year) | Board of Directors |
| Executive Management Team | CEO | Principal, heads of Operations, IT, Finance, Marketing, HR and Business Development | Monthly | Board of Directors |
For every meeting:
- papers are circulated at least 5 working days in advance
- a meeting is quorate when at least half of the members, including the chair or a nominated deputy, are present
- minutes record decisions, actions, owners and deadlines, and are approved at the next meeting
- members declare any conflict of interest at the start of the meeting
5. Academic governance and quality assurance
The Academic Board is the senior academic authority within Mentor Merlin UK Ltd. Its decisions on academic matters cannot be overruled on commercial grounds.
The Academic Board is responsible for:
- approving new programmes and major changes before they are submitted to the partner university
- monitoring student admissions, retention, progression, achievement and satisfaction
- receiving annual programme monitoring reports and external examiner reports, and agreeing action plans
- overseeing academic integrity, academic appeals and student complaints
- confirming that teaching and mentoring staff hold appropriate qualifications and receive development
For partnership programmes, Mentor Merlin UK Ltd will:
- follow the partner university’s academic regulations, assessment rules and approval processes
- give the partner access to staff, students, records and premises for quality reviews
- report serious academic or student welfare concerns to the partner within [X] working days
- obtain the partner’s approval for all marketing and recruitment material that refers to the partnership or its awards
6. Delegation of authority
The Board delegates day-to-day management to the CEO, who may delegate further to named post holders. Delegated authority is recorded in writing and reviewed annually. Spending limits below are placeholders for the Board to set.
| Decision | Decided by | Consulted |
| Strategy, annual budget, risk appetite | Board of Directors | CEO, Independent Academic Chair |
| New or ended university partnerships | Board of Directors | Academic Board, Business Development |
| Expenditure over £[X] | Board of Directors | Finance |
| Expenditure up to £[X] | CEO | Finance |
| New programmes and major programme changes | Academic Board, then partner university | Course Development, Heads of Department |
| Admissions, assessment, progression and awards | Academic Board, within partner regulations | Registrar |
| Senior appointments (Principal, Registrar, Heads of Department) | CEO, with Board approval | Human Resources, Independent Academic Chair |
| Other staff appointments | Relevant head of function | Human Resources |
No commercial function (Finance, Marketing or Business Development) may make or change an academic decision.
7. Conflicts of interest, risk and compliance
Conflicts of interest: Directors, the Independent Academic Chair and senior staff complete a declaration of interests on appointment and every year. Anyone with a conflict on an agenda item declares it and takes no part in that decision. The Registrar keeps the register of interests.
Risk management: The CEO maintains a risk register covering academic, financial, legal, reputational, data and partnership risks. Each risk has a named owner, a rating and a mitigation. The Board reviews the register every quarter.
Compliance: Each head of function confirms compliance in their area to the CEO once a year. This covers company law, equality, health and safety, data protection (UK GDPR), safeguarding and the terms of each partnership agreement.
Whistleblowing: Staff, students and partners can raise concerns about wrongdoing without fear of reprisal. Concerns go to the CEO, or to the Chair of the Board or the Independent Academic Chair if the CEO is involved. All concerns are logged and investigated, and the outcome is reported to the Board.
8. Monitoring and review
The CEO reports to the Board each year on how well this policy has worked, including attendance at meetings, decisions taken and any governance failures. The Board reviews the policy at least every two years, or sooner if regulation, legislation or a partnership agreement changes.
This policy should be read with the following related policies: [Academic Regulations], [Quality Assurance Policy], [Conflicts of Interest Policy], [Risk Management Policy], [Whistleblowing Policy], [Complaints and Appeals Policy], [Data Protection Policy] and [Safeguarding Policy].
Appendix A: Organisational structure and named accountability
The two-page Organisational Structure and Named Accountability document (version 1.0, effective 01/01/2024) forms Appendix A of this policy should be considered along with it. Section 4 of this policy lists the same post holders and their responsibilities.