Minutes of the Ninety Ninth Meeting of the Board of Corporation of Sunderland College held on Tuesday 3 July 2012 at 6.00pm in the Seminar Room at Shiney Row Centre. PRESENT:
Mr D Ambrose, Ms S Atkinson, Mrs D Butler, Mr B Campbell, Mr S Crake, Mr R Edmonds, Mr I Forster (Chair), Mr A Holmes, Mrs A Lawson-McLean, Ms A O’Donoghue, Cllr A Wilkinson.
Ms S Duncan, Mr N Harrett, Mr D Howells, Mrs J Ridley, Mrs R Wiles (for item Bd/12/57), Mrs M Earley (for item Bd/12/58)
Ms R Ferguson (Dickinson Dees).
In order to allow the relevant staff members to leave the meeting it was agreed to change the order of the agenda. Item Bd/12/54 would move to the end of the agenda to be discussed under Confidential Items and Bd/12/56 would be taken first. Bd/12/51
APOLOGIES FOR ABSENCE AND DECLARATIONS OF INTEREST Apologies for absence were received from Mr G Blyth, Miss B Carr, Mr A Carter, Cllr C Gofton, Mrs A Hodgson and Ms J Johnson.
MINUTES OF THE PREVIOUS MEETING HELD ON 15 MAY 2012 The minutes were accepted as an accurate record.
MATTERS ARISING THEREFROM There were none.
EDUCATIONAL CHARACTER The Vice Principal Curriculum and Student Support presented the proposed statement of Educational Character. It was noted that this statement had been drawn up following initial discussions at the Governor Strategy Day. In addition, a number of focus groups had been conducted to seek the views of a wide range of stakeholders and the resulting draft had been considered in detail by the Curriculum and Quality Committee. The Committee had suggested a number of changes, which had been incorporated into the version presented to the Board. Governors discussed the statement and agreed that it met the brief, however it was suggested that reference to the College’s mission should be incorporated. It was agreed that the Vice Principal would review the statement and amend it accordingly. 1
The Board: i. approved the statement of Educational Character as recommended by the Curriculum and Quality Committee subject to review and amendment by the Vice Principal Curriculum and Student Support; ii. agreed that future papers, policies should be considered against the statement to ensure that decisions are made in line with the current or future aspirational character. N Harrett left the meeting at 6.05pm Bd/12/55
BUSINESS PLAN â€“ PHASE 1 SHARED SERVICES PROJECT The Principal presented the report which had been considered in detail by the Resources Committee. She explained that the original proposals had been scaled back considerably and the project would be implemented more slowly and incrementally in order to minimise the risk to the College. In order to move forward, it was necessary to activate the currently dormant subsidiary company which was established to enable the partner colleges to claim VAT cost sharing exemption.
S Crake joined the meeting at 6.10pm There would be two phases in delivering the business plan. Phase 1 of the implementation would involve the TUPE transfer of the Procurement Director into the Shared Services Company. The second phase would involve transferring the Collegeâ€™s payroll team to the Shared Services Company to offer a payroll service to one of the partner colleges (in addition to Sunderland) initially with the other colleges joining at a later date. It was noted that there would be no financial risk to the College. If the project was successful and savings realised it would be possible to move on to the next stage however if it transpired that savings could not be made then any costs associated with winding up the company would be covered within the project from the grant funding received. The Board: i. approved the Annual Business Plan for North East Shared Services Ltd ii. agreed to activate the Shared Services Company. Bd/12/57
BI-ANNUAL REPORT ON SAFEGUARDING MATTERS The Student Services Manager presented the bi-annual report outlining the key achievements and developments during 2011-12. It was noted that a great deal of work had taken place in relation to safeguarding during the year including the following activities: 2
• • • • • •
A Safeguarding training session for Governors held in October 2011 PREVENT training had been delivered to 200 members of staff An on-line Safeguarding survey had been created. This was undertaken by 87 members of staff who rated the service as ‘outstanding’ A Safeguarding work plan had been developed to ensure the monitoring and implementation of all essential safeguarding activity takes place Monthly checks against the Single Central Record were undertaken by HRM to ensure compliance relating to mandatory training and safeguarding checks Safeguarding meetings between the Link Governor and Lead Manager had taken place in October and March. The Link Governor commented that she had not produced a separate report as all the information was contained within this report. An updated Safeguarding/Equality & Diversity card was issued to all staff and Governors. It was noted that a further card would be issued in September as it was currently being updated to reflect changes in personnel.
Governors commented that the report gives assurance that the safeguarding arrangements of the college continue to be effective in supporting students as well as maintaining compliance with statutory requirements. The Board: i.
received the report with thanks
noted the achievements and developments during 2011-2012
iii. approved the developments planned for 2012-2013 R Wiles left the meeting at 6.15pm Bd/12/58
PROGRESS AGAINST 2011-14 STRATEGIC PLAN TARGETS The Director of Quality and Standards presented the report explaining that good progress has been made in the first year of the College’s Strategic Plan with 50% of the targets being fully achieved by June 2012. The Board’s attention was drawn to the detailed summary contained in the annex to the report which provided evidence of progress made against each of the seven strategic objectives including a traffic light status of achievement. In summary it was noted that as at June 2012: • good progress had been made in meeting the strategic aims of providing personalised learning opportunities for all learners and raising standards through the delivery of outstanding teach, training and learning; • reasonable progress had been made in developing and growing a viable innovative and responsive college. One target had not been achieved the College was unlikely to reach its target to exceed the YPLA (EFA) 1619 learner target;
• good progress had been made towards the targets relating to the strategic aim of developing the economic prosperity of the City and the region. One target was no longer applicable as the Adult Learning Committee had been disbanded • two targets relating to the development of a highly skilled, innovating and flexible workforce had been deferred due to the HR team’s involvement in the current restructure; • there were a number of ‘ongoing’ targets which related to the provision of high quality facilities and state of the art resources In response to a question raised by a Governor it was agreed to provide clarification on the following two points: - a more meaningful statement on the figures quoted in the evidence of progress column was required in relation to Strategic Target 3.3 - Strategic Target 5 referred to the development of entrepreneurial skills in staff. Feedback on progress made in relation to this would be welcomed. The Board: noted the progress made against the 2011-14 Strategic Plan Targets. M Earley left the meeting at 6.20pm Bd/12/59
BUDGETARY CONTROL STATEMENTS The Vice Principal Finance presented a report setting out the budgetary control statements for the seven months ended 30 April 2012. He explained that the income and expenditure account was showing an operating surplus of £764k after providing £270k for potential contingencies. The significant variances were outlined in full in the commentary attached as Annex A to the submitted report. In terms of enrolments, it was noted that the College had enrolled 4,700 learners in the 16-18 learner responsive category and whilst this was slightly ahead of the same point in 2011, it was unlikely that the final target would be reach by the year end. In terms of 19+ delivery, management were confident that the College will achieve its contracted allocation for 2011/12. The Vice Principal Finance advised the Board that the College’s Treasury Management Policy states that investments should only be made with institutions which are classified as at least A+ and A1 by the credit rating agencies. He explained that the recent downgrading of Lloyds and Barclays Banks meant that the College’s deposits were no longer in line with its Treasury Management Policy however, the Board could be assured that the College would continue to invest with reliable institutions and would look to minimise any risk by spreading its investments between four Banks rather than two. The Vice Principal Finance advised that he had discussed this approach with auditors and they had confirmed that this would be their 4
recommended approach. It was noted that investment in the Estates Strategy would reduce the amount currently held on deposit. The Board: i.
received the Budgetary Control Statements for the nine months ended 30 April 2012; ii. noted that the Vice Principal Finance will circulate a briefing note advising which Banks had been affected and what the ratings were. iii. noted that the Treasury Management Policy would be reviewed in light of the changes and a report brought back to the Board in December. Bd/12/60
THREE YEAR FINANCIAL FORECAST AND ANNUAL BUDGET 2012/2013 The Vice Principal Finance presented the three year financial forecast and annual budget for 2012/13 which had been considered in detail by the Resources Committee. He explained that the forecast was based on best known facts and assuming no funding growth. As requested by the Resources Committee the report included a summary of operating surpluses to show the underlying operating position as a percentage of income throughout the forecast period. It was noted that the budget had been put together in a very prudent way using cautious assumptions. The Collegeâ€™s financial health was expected to remain in at least good financial health throughout the forecast period. Further financial updates will be prepared as the year progresses and management remain confident that the strategic target of achieving a 5% underlying surplus would be achieved in general although it is possible it may slip to 4% during the building phase of the Estates Strategy. The Board: approved the three year financial forecast and the 2012-13 budget.
Confidential The Board agreed to deem the report confidential from public scrutiny as it contains sensitive financial information. Bd/12/62
RISK MANAGEMENT AND INTERNAL CONTROL The Vice Principal Finance presented the report which had been considered by the Audit Committee. It was noted that since risk was last 5
discussed at the Governors Away Day in April, no risks have emerged that need to be added to the risk register. A further risk review would take place in the autumn term prior to signing off the accounts, to confirm that no post year end risks have emerged which would impact on the 2011-12 financial statements. In response to a question, the Vice Principal confirmed that following the Grant Thornton review of Risk Management and subsequent discussion at the Away Day, the risk register was being reviewed in line with the recommendation to remove the operational risks and to develop a high level strategic document. Grant Thornton would be undertaking follow up work to ensure that the recommendations have been implemented and a report will be brought back in due course. The Board: approved the report Bd/12/63
REAPPOINTMENT AND REMUNERATION OF INTERNAL AUDIT The Vice Principal Finance presented the report explaining that the Audit Committee had reviewed the performance of Grant Thornton using the revised performance indicators developed last year. In addition, Grant Thornton had been asked to conduct a self-assessment exercise which had been reviewed by management. It was noted that Grant Thornton have proposed to hold their fees at the 2011/12 rate of £34,420 plus VAT with expenses capped at £2,000. On the basis of the work done, the Audit Committee were happy to recommend the reappointment of Grant Thornton for the year to 31 July 2013. In response to a question, the Vice Principal confirmed that a procurement exercise to appoint Internal Auditors was not due to be undertaken until 2014, subject to Grant Thornton meeting the required level of performance. The Board: i. accepted the recommendation of the Audit Committee to approve the reappointment of Grant Thornton as the Internal Auditors to the College for the year to 31 July 2013; ii. approved the level of remuneration of £34,420 plus VAT with expenses capped at £2,000 per annum i.e. at the same level as in 2011/2012.
INTERNAL AUDIT PLAN 2012/13
The Vice Principal Finance outlined the Internal Audit Plan for 2012-13. It was noted that the Chair of the Audit Committee and the Senior Management Team had had considerable input in drawing up the audit plan. A Governor commented that the focus of Internal Audit appeared to centre on strategic business risks faced by the College rather than core systems audits and asked if External Audit had any issues as they place their reliance on checks carried out by Internal Audit. The Vice Principal Finance advised that External Audit had no issues in terms of the information on which they base their opinion. The Board: accepted the recommendation of the Audit Committee and approved the 2012/13 Internal Audit Plan. Bd/12/65
CLERKâ€™S REPORT The Clerk presented the report explaining that the Governance & Search Committee had considered a number of issues requiring the Boardâ€™s consideration which included filling the vacancies on the Board and its Committees. It was noted that Chair had contacted individual governors to ask them about their availability to join those Committees where vacancies existed. As a result, it was proposed that: - Barry Campbell would join the Curriculum & Quality and Resources Committees - Alan Holmes would join the Resources Committee - Steve Crake would join the Capital Projects and Estates Committee - Janet Johnson would join the Capital Projects and Estates Committee - Shirley Atkinson would join the Remuneration Committee and become Vice-Chair of the Resources Committee In terms of the Board vacancies, it was noted that the Committee had been working with the Executive for some time to recruit a new governor but unfortunately discussions with a candidate identified last year have not been fruitful. The College was continuing to explore possibilities with a member of the Bangladeshi community and a couple of other potential candidates from the wider business community. The Committee reviewed the skills mix on the Board and identified areas where skills would be useful, such as property management, IT and the curriculum (particularly Arts/Performing Arts). Mrs D Butler had advised the Committee that she would be standing down as a school governor and would therefore no longer be eligible to be a Joint Committee member. Whilst the Board has made a conscious 7
decision not to re-appoint Governors for more than two, four year terms, because of the current vacancies it was felt that an exception should be made in this case to ensure the continued sustainability of the Board. Mrs Butler had confirmed her availability to fill the current vacancy on the Board. Therefore it was proposed that Mrs Butler be appointed for an initial limited period of one year, as a governor in her own right in order that the College can continue to review its skills base and continue its search for new governors. There were a number of other issues requiring the Board’s consideration such as: - Succession Planning which is a key part of compliance with the English Colleges’ Foundation Code. - Reviewing the College’s Standing Orders in light of the adoption of the Foundation Code. - Reviewing the Instruments and Articles of Government to determine whether the Board could take advantage of the opportunity to produce its own Instruments and Articles. The Governance and Search Committee concluded that the best way to address the above issues was to establish a Governance Working Party that would meet over the summer. The Working Party will then bring proposals back to the Board in the Autumn. The Board: i.
agreed the following Committee appointments: - Barry Campbell to join the Curriculum & Quality and Resources Committees - Alan Holmes to join the Resources Committee - Steve Crake to join the Capital Projects and Estates Committee - Janet Johnson to join the Capital Projects and Estates Committee - Shirley Atkinson to join the Remuneration Committee and become Vice-Chair of the Resources Committee; ii. agreed that Dorothy Butler be appointed as Governor for a term of one year; iii. agreed to the establishment of a Working Party to consider the other matters identified in the report (i.e. succession planning, review of standing orders and Instruments and Articles of Government) and report to the first meeting of the Board in 2012/13; and iv. agreed that all interested members be invited to join the Working Party. Bd/12/66
COMMITTEE TERMS OF REFERENCE The Clerk presented the report advising that in accordance with standing Orders, each Committee had reviewed its terms of reference. The Curriculum and Quality and the Governance and Search Committees had suggested a number of changes which had been incorporated into revised terms of reference presented with the report. The Board: approved the revised terms of8 reference of the Curriculum and Quality and Governance and Search Committees.
GOVERNANCE IMPROVEMENT PLAN The Clerk presented the Governance Improvement progress report explaining that the actions relate to demonstrating compliance with the Foundation Code or to actions listed in the SAR Improvement Plan. It was noted that all actions had either been achieved or were on target to be achieved with the exception of one, which would be taken up by the new Principal. In terms of the actions relating to the Foundation Code, it was explained that a draft interim Public Value Statement had been prepared, this will be reviewed when further guidance due to be released in September comes out. Also provided for approval were role descriptions for Chairs/Vice Chairs of Committees and Link Governors together with a draft role description for governors. The Board: i. ii.
considered and approved the Role Description for Link Governors; considered and approved the Role Description for Chairs and Vice Chairs of Committees; and iii. considered and approved the draft interim Public Value Statement. Bd/12/68
REVIEW OF INFORMATION RECEIVED FROM THE COLLEGE EXECUTIVE The Board: i. received the report which had been considered by the Resources, Curriculum and Quality and Audit Committees and noted the positive comments made by those Committees; ii. agreed that the quality of information received from the College Executive was of a very good standard.
ESTATES UPDATE Confidential The Board agreed to deem the report confidential from public scrutiny as it contains commercially sensitive information.
STUDENT MATTERS There was nothing to report in terms of student matters
LINK GOVERNOR FEEDBACK There was nothing to report in terms of Link Governor Feedback. 9
APPROVED MINUTES FROM COMMITTEES The Board: received the minutes.
ANY OTHER BUSINESS The Chair thanked Angela Oâ€™Donoghue and Suzanne Duncan on behalf of the Board for the work they had undertaken and their commitment to the College and wished them both well in their future careers.
DATE, TIME AND VENUE OF NEXT MEETING The next meeting will take place on Tuesday 23 October 2012 at 6.00pm in the Seminar Room at Usworth Sixth Form Centre.
All Members of College Staff including the Staff Governor withdrew from the meeting at 7.25pm Bd/12/54
APPOINTMENT OF PRINCIPAL & CHIEF EXECUTIVE Confidential The Board agreed to deem the report and its minute confidential from public scrutiny as it contains information on staff matters relating to Senior Post Holders.
EXECUTIVE REPORTING ARRANGEMENTS Confidential: The Board agreed to deem the report and its minute confidential from public scrutiny as it contains information on staff matters relating to Senior Post Holders.
CHANGE UPDATE CONFIDENTIAL It was agreed to deem the minute confidential from public scrutiny as it contains sensitive information.
The Meeting closed at 7.55pm 10
Minutes from the 99th Board Conference meeting on the 3rd of July 2012