4 crucial TOR components for successful council meetings

In order to have a successful and fully functioning data governance council/ committee, you need to establish a Terms of Reference (TOR). What is this TOR? It’s a document which outlines the purpose, structure, and roles and sets certain expectations for the members.

The details listed in the TOR are are important as the selection of the council members. By the end of this article you should be able to create your own Terms of Reference or see if you need to improve the one you already have. You can also make use of this free TOR template to get you started.

1. Purpose, roles, and authority

Each Terms of Reference should outline the purpose of the committee. Most often it is responsible for the strategic guidance of the data governance program. I’ve wrote in more detail about its purpose, roles and responsibilities in the Data governance council – what is it and why do you need one? article so I won’t cover this again here.


2. Member composition & appointment

Outline the criteria for how members have been, are, and  will be selected. Especially if the program is enterprise-wide, covering a large organization, there can be a lot senior leaders at different levels and plenty subject matter experts which might feel they should be included. You want to make the selection process transparent and fair. The selection criteria could consider:

  • seniority level
  • business expertise over key systems or business domains
  • representation from key business areas such as Finance, IT, HR
  • personality traits

As there could be many to choose from, you want to set a ceiling for the number of members. Depending on the scale of your organization, this could range anywhere from 7 to 15, though I’ve also seen more. You just need to be able to handle a large group if that is the preference. Ideally you set an odd number as that will help in certain voting situations.

Besides the regular members, you need to have a chair to conduct the meetings. The chair is usually the Data Governance lead, which could be the Data Governance Director, Chief Data Officer, Chief Data Steward, etc., but not necessarily. Sometimes it could even be an external mediator. Regardless who it is, state how this person is appointed – usually by the sponsor(s) of the data governance program.

It is best practice to list the names and positions of your regular members, as these should not change often.

The council should might also allow invited guests or adjunct members. These are usually subject matter experts brought in for consultation or reporting purposes. These won’t be on the roster, but should be announced in the meeting agendas.


3. Consensus and voting

A quorum should consist of

50% of voting members plus one and should be required for all material decisions affecting project proposals and business cases.

Which ones are the voting members? All regular members, besides the chair, will be entitled to one vote. If consensus cannot be achieved, the decision will be deferred to next meeting if other regular members did not vote or it will referred to the data governance program sponsor(s). The voting procedure will be conducted by the chair.

An absent member may send an opinion or notes pertaining to an agenda item for the council’s deliberation through a representative.


4. Meeting expectations

Outline the frequency of the meetings, which should be at least monthly on a specific day of the week and time. This will allow your members to commit this time in advance. Additional meetings may be called where there is extra demand for a review of projects, policies, or strategies due to new priorities. – here are 5 topics to cover in data governance council meetings.

You might also choose to have a clause which allows proxies to take a member’s place, should they not be able to make the meetings. In certain councils, they only allow attendance in person, and not via telephone or video conference.

A meeting agenda should also be circulated at least 2 business days prior to the meeting, but ideally at least a week in advance. Most organizations require for any documents pertaining to the meeting to be read before the meeting, whereas others such as Amazon, reserve the first part of the meeting for its members to go through the reading materials together. The choice is yours, just set the expectation. Normally, each meeting agenda should have:

  • data, time & location
  • attendee list
  • review of previous meeting decisions
  • review of data governance projects – in progress, future, submitted
  • review of risks and setting mitigation
  • review of priority list and re-prioritization, if needed
  • voting on any projects, resources, policies, standards, etc.
  • link to TOR document

Meeting summaries should also be captured and sent to the members within a week. Ideally they will not only be emailed, but also be made available to all stakeholders, should they choose to stay informed. Communication and transparency play important factors in the success of your data governance program.


The details of each TOR correspond to the scope of your data governance program, size of the organization and organizational culture, but they would all cover the same sections covered above. One last thing to keep in mind, is that as your data governance program evolves, so can the TOR. Therefore, the council membership and the details of the TOR should be reviewed every two years.

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