Evaluation Report for
Corby Cube Theatre Trust Set-up
Contents Page Executive summary
Evaluation of CCTT set-up
Achievement of objectives
Key conclusions and recommendations
Executive summary This report combines an evaluation of the set-up of a new organisation, Corby Cube Theatre Trust, to run the new theatre, The Core at Corby Cube, with an assessment of the applicability of the parent/subsidiary business model used: the Northamptonshire model. The work was undertaken in the first quarter of 2011 after the opening of The Core in November 2010. There is an overwhelming consensus from those involved that the set-up of Corby Cube Theatre Trust has gone well. The project was initiated from a vision for cultural regeneration from Corby Borough Council through the development of the civic building, The Cube, and the theatre within it, The Core. Subsequently, the conditional support of Arts Council England and the proposed partnership with Royal & Derngate, Northampton, led to the current parent/subsidiary arrangement. The range of specialist external advisers was procured, coordinated and monitored effectively by Culture and Leisure at Corby Borough Council. In particular, the arts management consultancy support from Donna Munday Arts Management helped to maintain excellent working relationships, while ensuring that The Core had a strong protagonist in early discussions and negotiations. Bates Wells & Braithwaite Solicitors produced clear legal advice on the charitable company structures. Having a leading regional theatre in Northamptonshire, that was willing to extend its involvement in the arts of the county, provided the catalyst to the partnership opportunity. The artistic standards and strong leadership at Royal & Derngate have contributed to an effective partnership agreement. A parent/subsidiary business model has been established which shares senior management across all functions through the parent charity, yet provides financial independence and autonomy for the two theatres. The difficulties in recruiting two full boards of trustees were anticipated. Nevertheless the early months of operating the theatre indicate that the model has good long term prospects. The Northamptonshire model provides an option for other arts organisations that are considering partnership between an established, well-regarded theatre and a new theatre in the same geographic area. In particular, the model has advantages for the creation of a new theatre in other areas of high population growth and cultural regeneration, where similar pre-conditions apply. The effectiveness of the Northamptonshire model in practice should be monitored over a longer period in order that further lessons are learned.
1. Introduction Purpose of the Report A grant of Managed Funds from Arts Council England was awarded to Corby Borough Council in January 2009 for the set-up of Corby Cube Theatre Trust. This report contains the independent evaluation of the use of those funds. The report provides an assessment of how the set-up met its objectives and, at this early stage, less than six months after opening, its operational effectiveness. The scope of the evaluation also includes an assessment of the significance of the governance model used and its potential applicability to other arts venues nationally, particularly the establishment of new arts organisations in areas of significant population growth. The author of this report is Gary Jones of Blackbushe Associates, an independent management consultancy providing business planning and performance improvement for charities. Legal advice has been provided by Robert Meakin, Partner for Charity and Education, of Stone King, solicitors. The work has involved substantial desk research as well as meetings and discussions with key individuals and key organisations involved. These include: • Corby Borough Council (CBC) • Corby Cube Theatre Trust (CCTT) • Northamptonshire Arts Management Trust (NAMT) • Northampton Theatres Trust (Royal & Derngate, R&D) • Arts Council England (ACE) • Northamptonshire County Council (NCC) • Bates Wells & Braithwaite Solicitors (BWB) • Donna Munday Arts Management (DMAM) Additional discussions have been held with others regarding the applicability of this business model to other arts organisations and the current use of other business models. Financial information that is potentially sensitive has not been included in the body of this report to protect commercial confidentiality. Corby is a Borough of 58,000 people in the north-east of Northamptonshire. Its large integrated steelworks closed in 1980 with the resultant decline in employment and services. In the 1990s the town was identified as a national priority for regeneration and it was designated as part of the Milton Keynes South Midlands Growth Area in 2003. Corby is now one of the fastest growing places in the country. It is recognised that the calibre of the town’s cultural facilities will contribute to the key economic development objective to double the Borough’s population, to over 100,000 people, by 2030.
2. Evaluation of the set-up of Corby Cube Theatre Trust Background An urban regeneration company, Catalyst Corby, was established in 2001 to spearhead the regeneration of the town. The first business plan was commissioned by Catalyst Corby and then taken up by North Northants Development Company which is responsible for delivering the area’s potential. Growth zone status facilitated capital investment in Corby and in 2003 a new Chief Executive at CBC, a regeneration specialist, provided the stimulus for strategic conversations with ACE and others. The development of a new theatre in Corby was instigated by CBC. With the support of ACE, CBC initiated audience development research and other early planning work to explore the possibility of a new arts space in Corby to replace The Willows Arts Centre. The theatre space is included in The Cube, a landmark £35 million civic building containing the library, registry office and council offices and services in the heart of the town. Planning permission for The Cube was achieved in January 2007 and construction work started later that year. The Cube and the theatre within it, now called The Core at Corby Cube, both opened in November 2010. The 445 seat theatre has a traditional style curved auditorium with fold down and retractable stall seating, a well-equipped studio and a rehearsal room. In terms of governance and management, there were three key decision points for CBC: • In October 2007, to proceed with a detailed analysis of the most beneficial management arrangements for the theatre • In April 2008, to establish a not-for-profit company to govern and manage the theatre • In June 2009, to confirm a partnership with the Royal & Derngate for the governance and management of the theatre, to approve grant funding of £350,000 per annum and to nominate a councillor to be a director/trustee of the Corby Cube Theatre Trust Working closely with CBC and ACE, the outward looking and highly regarded R&D developed a vision for a new theatre that realised these partners’ aims and, importantly, placed children, young people and families at the very heart of it. With cross-organisation support for the idea, R&D was commissioned to develop their proposal further. The results attracted essential grant support from CBC, ACE and NCC, ensuring that artistic plans were not compromised due to financial constraints and that R&D remained interested in the venture R&D has continued to work closely with CBC to set up an independent charitable trust, CCTT, which now operates The Core, and NAMT, the parent charity that provides senior management and the full range of sales and marketing services. 5
The offer of Managed Funds (rather than Grants for the Arts applications with a longer lead time) in January 2009 exemplified the positive support from ACE for development in a cultural cold-spot and also for the novel approach that engaged the Royal & Derngate. Additional funding for equipment, set-up and first year costs followed successful Grants for the Arts applications and demonstrated the continued comfort with the direction of travel and financial support from CBC and NCC. The following timeline indicates some of the more significant milestones related to this evaluation. Jan-07 Planning approval granted for The Cube Oct-07 CBC decided to commission options analysis for theatre management Nov-07 New Chief Executive started at R&D Nov-07 Groundworks began at The Cube Jan-08 Building began at The Cube Apr-08 CBC decided to set up not-for-profit company for theatre Aug-08 R&D submitted proposal to manage Cube Theatre Nov-08 Business plan 2009/13 produced Jan-09 Jan-09 Mar-09 Apr-09 Jun-09 Jun-09 Aug-09 Jan-10 Mar-10 Mar-10 Apr-10 May-10 Aug-10 Nov-10 Nov-10 Nov-10 Nov-10
Managed Funds award Legal advisers appointed GFTA awarded for specialist fixtures and fittings Report of audiences and participation research Partnership with R&D confirmed Grant funding decided by CBC GFTA awarded for start-up funding CCTT name decided GFTA awarded for year one funding CCTT incorporated Staff and service transferred from R&D to NAMT Creative Director appointed at Cube Theatre NAMT incorporated The Cube and The Core opened Charity registration achieved for NAMT and CCTT CCTT held first Board meeting NAMT held first Board meeting
The Managed Funds award was supplemented by funds from CBC and NCC, and contributed to: • Legal advice • VAT advice • Recruitment and training of the Board • Recruitment and training of staff and volunteers • Organisation development • Arts management consultancy support • Audience research, audience development and marketing • Development of business plan and budget
Legal advice Solicitors were commissioned to advise on the preferred governance model that would be adopted for the partnership arrangement with the R&D. The brief for legal advice included: • Advice on the appropriate business model, whether standalone or with R&D • Advice on safeguarding the financial position of one theatre vis-à-vis the other • Establishment of the companies, including the provision of governing documents • Advice on the composition of the Board • Initially, acting as Company Secretary and providing the registered office address • Advice on the lease and a service level agreement The work was undertaken by Bates Wells & Braithwaite Solicitors. BWB has acknowledged expertise in this very specialist field, and is one of the top legal advisers by number of charity clients: 278 in 2008. Five responses were received to the legal brief with a very wide range of fees. The procurement process included interviews and use of a scoring system for experience and fees. The following is a brief summary of what was recommended and agreed as the preferred governance option: • The Core at Corby Cube will be run as part of a larger Northamptonshire arts trust together with Royal & Derngate • The company governance structure will be one parent charity and two subsidiary charities. The two subsidiaries would respectively be for The Core at Corby Cube and R&D. • The new organisations would be not-for-profit, companies limited by guarantee and charities • The current Northampton Theatres Trust charity would remain as the R&D company • The two new companies to be set up were the parent (Northamptonshire Arts Management Trust) and The Core at Corby Cube (Corby Cube Theatre Trust) • The core staff that support both subsidiaries would transfer to NAMT. The advice was received in May 2009 and confirmed as the way forward by CBC the following month.
Governance structure of three charities
Northamptonshire Arts Management Trust
Northampton Theatre Trust
Corby Cube Theatre Trust
Single VAT Group
Corby Cube Theatre Trust The name for the trust governing The Core was decided as Corby Cube Theatre Trust in January 2010 and a company limited by guarantee was incorporated in March of that year. Charitable status followed in November 2010. The governing objects of CCTT are: To promote art for the benefit of the public, in particular (without limitation) the dramatic, musical, performance, literary and visual arts, and To advance the education of the public, in particular (without limitation) the dramatic, musical, performance, literary and visual arts. CCTT runs a stanalone venue whose objectives are not seen as secondary to another organisation. CCTT would receive directly Managed Funds and Grants for the Arts awards. There is a requirement for at least three trustees, and the Trust is seeking a complement of nine at present. One of the trustees is nominated by CBC. The Chief Executive of CCTT is also Chief Executive of both NAMT and R&D. Northamptonshire Arts Management Trust The parent company NAMT was incorporated in August 2010 and became a charity at the same time as CCTT in November 2010. It helped to streamline the registration process that the application for charity status was made at the same time as for CCTT. Staff were transferred from R&D to NAMT with effect from the 2010/11 financial year. This business model became irreversible when the parent company issued contracts of employment and staff moved from R&D to NAMT. 8
Northampton Arts Management Trust Organisation Chart
Board of Trustees
Marketing & Sales Director
HR & Admin Manager Programming Manager
HR & Admin Assistant
Business Development Manager
Trusts & Foundations Manager
Royal & Derngate Organisation Chart
Board of Trustees
Arts Team Administrator
Creative Projects Manager
Youth Theatre Director
Arts Team Administrator
Customer Service Managers
Customer Service Team
The governing objects of NAMT are: To promote art for the benefit of the public, with particular reference to but not exclusively in Northamptonshire, including (without limitation) the dramatic, musical, performance, literary and visual arts, and To promote the efficiency and effectiveness of registered charities and charitable organisations, including community groups, through the provision of services and support relating to the strategy, management and general administration of those organisations, with particular reference to but not limited to the venues known as Royal & Derngate and Corby Cube. BWB advised that having a wider remit would help in the application for charity status as the parent charity needed to establish potential activity over and above that of the two subsidiary charities. NAMT is effectively a not-for-profit management service, with a formal contract with each of R&D and CCTT for the provision of staff and services. Many of the staff transferring to NAMT had local government pensions and the transfer of pension arrangements under TUPE required specialist advice to ensure there was no break in service. The transfer of 32 staff, including the Chief Executive and the Artistic Director, was backdated to April 2010. There are to be at least six trustees: two from each of CCTT and NTT and at least two independent trustees. One of the independent trustees is to be Chair of the Trustees. Northampton Theatres Trust NTT trading as the Royal & Derngate is a long-standing company and charity albeit the structure and memorandum and articles have changed markedly in the last decade. NTT has thirteen trustees and operates with three committees to which some powers are delegated: Finance, Human Resources and Arts.
VAT advice Specialist advice from Grant Thornton regarding VAT focussed on cultural exemption and the parent/subsidiary relationship. R&D was already culturally exempt for VAT, which is advantageous because of the volume of presented work. VAT advice recommended: • Cultural exemption for CCTT, which removes the need to account for VAT on box office takings although VAT is not recoverable on many of the costs incurred in producing or presenting the shows at The Core. • NAMT is not VAT culturally-exempt but the formation of a group VAT registration for the three charities allows no VAT to be charged in inter-company transactions. • A group VAT registration infers joint liability on its members though the liability is limited. • Rent charges from CBC to CCTT are subject to VAT, but irrecoverable VAT is negligible on a peppercorn rent. 11
CCTT now sits within a group of arts organisations in Northamptonshire. It is legally linked by means of a parent company, NAMT, and via a VAT group, but is strategically, financially and artistically independent.
Recruitment and training of the Board Before setting up the two new companies there was a need for at least three trustees for each charity who were willing to act as initial trustees. It is recognised that an appropriate Board of Directors with the right skills, experience and commitment is critical to the success of the new organisations. NAMT was incorporated in August 2010 and became a registered charity in November 2010. Three directors were appointed in August 2010, two nominated by R&D and one nominated by CCTT. A first Board meeting was held in November 2010. An approach has been made to a potential independent Chair of the Trust. CCTT was incorporated in March 2010 and became a registered charity in November 2010. Three directors were appointed in March 2010 and they continued to meet as a Shadow Board until November 2010. Following a trustee recruitment process in July 2010 seeking to fill nine voluntary positions, two additional directors were appointed in January 2011. A second round of trustee recruitment is due in the early summer of 2011. Job descriptions for the CCTT trustees cover a range of skills and experience: artist, community arts, education, entrepreneur/business, finance, fundraising, human resources, legal, marketing and political. An induction pack for trustees is based on similar documentation that has worked well at R&D over many years. A specific CCTT Code of Conduct is being developed, based on Nolanâ€™s seven principles of public life, and other policies exist in draft. Training of trustees is ongoing. An electronic trustee handbook is distributed to new trustees promptly and induction is provided by the Chief Executive. Additional training will be provided once the second round of recruitment for trustees at CCTT has been completed, and with the recruitment to NAMT of independent trustees and nomination of a second representative from CCTT. At this early stage of implementation of the full governance model, it is not yet possible to evaluate fully the effectiveness of governance. Nevertheless trustees to the two Boards are confident that they are fully involved in all aspects of the role of the Board. The new Boards are aware of the need for trustees to act in the best interests of their particular charity and to manage potential conflicts of interest, which arise from representatives of the two subsidiaries on the Board of NAMT.
Recruitment and training of staff and volunteers
The organisation chart for CCTT is shown opposite. All positions have job descriptions and person specifications and were openly recruited starting with the Creative Director and General Manager positions in February 2010. There has been one round of recruitment for volunteers and a second round is planned for the end of March. CCTT has 17 staff (9.5 full time equivalents) with most management, sales and marketing staff employed by NAMT.
The Core at Corby Cube Organisation Chart Board of Trustees
Chaperones Creative Projects Manager
Marketing & Sales Director
Freelance Artists General Manager
Press & Marketing Officer (p/t)
Sales & Promotions Supervisor (f/t) Sales Advisers (x 2)
Duty Managers (x2)
Chief Technician (f/t)
Assistant Technician (f/t)
Technicians (Casual x 4)
Customer Service Assistants (Casual x 8)
Job descriptions and person specifications have been produced for 32 NAMT staff, most of whom transferred from R&D with effect from 1 April 2010. R&D had 75 salaried staff and 105 casual staff, excluding actors and musicians engaged on short-term contracts. After transfers of staff to NAMT, there are now 43 salaried staff. The Creative Director is the lead role based on site reporting directly to the Chief Executive of NAMT and leading a team of 16. When the opportunity to lead an organisation with a vision to be â€œthe pride of the local community while being a nationally recognised centre for participatory artsâ€? arose, it commanded my attention as it connects so directly with my recent career experience and resonates deeply with my ideology of community engagement. At the heart of my practice is a strong commitment to equality of opportunity, true cultural representation and diversity, and a genuine belief in the creative potential of our communities and in young people as artists, thinkers and leaders in their own right. I see Creative Development as a journey from first engagement in creative activity, through regular participation, to supporting young, emerging and community artists to develop their own work and progress (where desired and appropriate) to a career in the arts. The Core will support this journey for the people of Corby and the surrounding towns. My recent work, prior to taking on this role, has focused on youth leadership within the arts, intercultural exchange and the development of new performance work with young and emerging artists. However I am also deeply committed to the idea of arts venues as truly inclusive, shared spaces where all communities within a town or city can collaborate creatively, express themselves and exchange ideas beyond barriers or social divides based around race, class, gender, age or sexuality. Much of the recent performance work I have created has incorporated digital and media arts, exploring possibilities and combining artistic forms. The opportunity to build an inspirational and future-facing programme of participatory projects and performance work; and to support creative development in a town that has had little professional arts and culture provision, at a moment of major social change, is extremely exciting. Chris Sudworth, Creative Director Marketing and sales staff, including those based in Corby, are employed by NAMT and report to the Marketing and Sales Director.
Organisation development A mission and vision exist for Corby Cube Theatre Trust as set out in the 2009/13 and 2010/13 business plans: Mission: To imagine and inspire through live performance and creative projects. Vision:
The Core at Corby Cube will be the pride of the local community while being a nationally recognised centre for participatory arts.
The vision, mission, Artistic Policy and Business Plan have all been developed in response to the audience development work that was undertaken as a result of grant funding and further developed as a result of feedback since the appointment of the Creative Director, and since opening. The brand design work developed the organisation’s values: openness, people, opportunity, creativity and working together. Both the Mission and Vision have influenced the development of the Artistic Policy, which has been put into action during the last year: The Core at Corby Cube promotes participation in the arts through a schedule of creative projects for young people and families and a diverse programme of quality live performance. It will respond to its local community in order to further its mission to imagine and inspire • Imagine – we believe that through our imaginations we can explore the world around us and invent new possibilities for ourselves. The Core at Corby Cube will be a unique resource for local people to express themselves, and a catalyst for new and surprising artists. It will respond to the needs, values and interests of its local constituents, engaging and expanding their imaginations. • Inspire – we believe that the arts enrich lives by inspiring individuals and communities. The Core at Corby Cube will enhance the lives of its community by inspiring thought, feeling and celebrations and provide a national model of excellence for its participatory arts programme. Although originally envisaged that later organisation development work would be facilitated externally, the partnership with R&D, and the expertise within NAMT, ensure that this work can be undertaken internally. Regular staff communication is in place, as are induction and personnel performance processes. During 2010/11 the CCTT Shadow Board, who are now part of the current Board, have worked closely with the management to shape the delivery of the mission and vision for the theatre. Further organisational development involving the Boards will be arranged once the latest round of recruitment for trustees at CCTT and NAMT has completed.
Arts management consultancy support Until the governance was in place, CBC engaged a theatre professional consultancy, Donna Munday Arts Management, to help with decision-making on operational aspects of the theatre. The remit was to advise on: • the set-up of the Company and Board, working with the chosen Solicitors (BWB) • the management of the venue, including discussions with R&D and The Castle, Wellingborough • outstanding design decisions, especially for the box office • facilities management of the theatre in relation to The Cube • establishing dialogue with ACE with regard to grant funding • engagement of others with regard to audience research and development • recruitment of trustees and staff Some of the remit was correctly transferred to R&D when the partnership was confirmed in June 2009 and then to NAMT with effect from 2010/11. This covered aspects of setting up the Company and Board, finalising design details and box office management, facilities management discussions, grant applications, audience development plans and the recruitment of trustees and staff. The relationship with BWB Solicitors was excellent and the results of this have been documented earlier in the report. Discussions with other venues in Northamptonshire received a very positive response from R&D, resulting in the agreed partnership in June 2009. The vision for the design of The Cube, within which The Core is sited, is for a well-utilised, multi-use, high specification building. In order to provide the atmosphere and cost structure for a traditional theatre, issues of positioning of box office and building reception, cleaning times, utility costs and high maintenance costs for common areas were substantially resolved by DMAM. It was undoubtedly helpful that the consultant had experience of successful management of capital projects at R&D. In the latter stages, snagging items associated with a newly completed building, reception staffing and security issues were resolved by NAMT and CCTT. The relationship with Arts Council England was managed effectively by DMAM, with critically important contributions from CBC and R&D. At an early stage (March 2009) ACE considered the project to be an exciting arts opportunity for young people, with the potential to make a significant contribution to the wider regional/national network of arts provision.
Indications from ACE regarding potential future funding for the theatre gave encouragement to the partnership and signified the importance of The Core at Corby Cube. The partnership significantly improved the prospects of success at The Core, as R&D is a long established recipient of ACE funding with a great track record and acknowledged delivery of best practice. Additionally, the artistic and creative outcomes that would be delivered under the partnership are substantially different from those which would be delivered by a standalone arts centre.
The Arts Council’s Grants for the Arts programme awards grants for activities carried out over a set time period. All applications are assessed against four standard criteria that cover the quality of activity, how it engages with the public, its management and finances. The Core was successful in several applications to ACE. A grant of £10,000 was awarded to contribute towards the audience research project, with a further £10,000 provided by the Museums, Libraries and Archives Council (MLA) and £2,500 from NCC. A capital award of £200,000 allowed the studio (known as The Lab) to be fully equipped. ACE grants have been awarded from Managed Funds of £53,130 for set-up work detailed in this report, and from Grants for the Arts, of £50,000 for start-up and £170,000 for a programme of work for 2010/11. Applications for Grants for the Arts for 2011/12 for £153,000 and for national portfolio funding are under consideration in March 2011. It has been suggested that the grant funding is a multiple of three of the level that the venue could expect to receive if it were not working with R&D, and indeed it is possible that without the partnership with R&D there would not be any further funding. The audience research and development is documented in the next section, and the recruitment of trustees and staff has been documented earlier in the report.
Audience research, audience development and marketing Given the lack of a professional venue, there was very little known about how the public engage with culture in Corby. Research commissioned in December 2008, and reported in April 2009, provided an overview of demand for and perceptions of culture in Corby. The report by Tom Fleming Creative Consultancy provides a summary of: • analysis of the current and future audience dynamics in Corby and across a set of drive-time ranges; • implications of this for existing and oncoming cultural provision; • a set of principles for ongoing public engagement and audience development and – by extension – cultural provision in Corby; • a role for Corby as a place that champions good practice in cultural provision, public engagement, audience development and programming: establishing the Borough as a pioneer for cultural planning and culture-led regeneration that has a critical role to play for the success of the wider Milton Keynes South Midlands (MKSM) Growth Agenda and for the emergence of Northamptonshire as a leader in the provision of high quality and open cultural infrastructure. A major catalyst here is Corby’s role in the Milton Keynes South Midlands Growth Area. Corby is expected to absorb a significant proportion of housing and employment growth: for example, while housing completion rates averaged around 300 units per annum between 2001– 2006, future growth is anticipated to average around 1,000 units per annum to 2021. 17
Summary of Audience Profile The considerable challenges that Corby needs to overcome to engage the population in cultural activities, include: • Over 50% of Corby’s adult (15+) population are from the least culturally active group. This is more than 2.5 times greater than the national average. • Those who have the propensity to actively consume culture and who act informally as gatekeepers to the arts are few in number. • Low numbers with degree level qualifications impact dramatically on the propensity for cultural consumption for the population as a whole. • Compared to its Northamptonshire neighbours, Corby has the highest percentage of unengaged population and lowest percentage of those described as highly engaged. Despite the above figures showing a low propensity for cultural engagement, the survey reports a fairly high level of cultural consumption, with 48% of respondents reporting engagement in cultural activity at least once a week Recognising the Barriers – Demand and Supply Current audience activity rates in Corby are relatively low and certainly under-developed. • For a town of over 50,000 people, the current cultural infrastructure offer is relatively underdeveloped. Most activity operates at a community level in multi-use buildings such as community centres and social clubs, and is thus ‘below the radar’, weakly resourced and volunteer-led. • To some extent, supply elsewhere has catered for existing demand from Corby. This is because demand has been developed in relation to available supply in Corby. Corby has become disassociated with cultural supply, which has depressed demand. • The town is relatively polarised by sub-cultural groupings. A challenge in Corby will be to establish cultural and social spaces/programmes for which there is common ownership while also enabling cultural differences to be explored and performed. • Corby is not recognised as a cultural destination or infrastructure provider by its hinterland. This presents a real challenge in ‘opening up’ a new cultural offer to a public that extends beyond the town. • Corby has a strong and self-affirming DIY culture. For public engagement and audience development, this points to major opportunities to develop a self-proclaimed ‘Corby audience’, but does introduce challenges in terms of introducing cultural opportunities that are not viewed as of and for Corby, and in turn developing arts and cultural programmes that have a wider appeal beyond Corby. Major challenges exist in attracting, retaining and growing audiences for culture in Corby. Audiences in Corby and for Corby need to be engaged with on their own terms. Partners will need to adopt a committed, intensive, deeply engaged and long-term view to audience development. Audience development and Marketing Marketing strategy and implementation is led by the Marketing and Sales Director of NAMT. Plans aim to attract and engage the communities of Corby to the participatory, producing and presenting theatre and to create a nationally recognised centre for work with children, young people and families. 18
The component elements of the marketing and communications strategy to launch The Core at Corby Cube included name and brand development, public relations, print campaigns and digital communications. These remain key elements through the ongoing marketing strategy. There were high levels of community engagement in the branding research. While the naming and brand design took a little longer than anticipated, a general timeline for key launch communications was prepared and more detailed plans developed in spreadsheet format. Senior management decided against a summer programme of events to ease the pressure on the staff team and ensure that the launch of the brand and the Christmas show were of the highest quality. There were test events in October. Access to the substantially completed theatre was available from 29 October 2010, little more than a week before the open weekend starting 6 November. Over 5,000 people attended the two-day open weekend, enjoying tours, participating in free workshops and watching the culmination of the launch project residencies. Corbyâ€™s secondary schools were involved in the launch project to develop a ten minute performance for the Open Weekend. This marked the first time all the secondary schools had worked together and has led to the development of the secondary teachersâ€™ forum. CCTT receives a full, individually tailored Customer Relationship Management service (including ticket sales) from NAMT. This includes full counter service in Corby, telephone sales provided remotely from R&D and via the internet through the dedicated website www.thecorecorby.com. The Core receives all marketing and audience data support required, with a focus on appropriate development initiatives to ensure sustainable audiences. CCTT Press & Marketing Officer and Sales & Promotions Supervisor started during August 2010.
Development of business plan and budget There has been a wide range of business planning work. The earliest commissions were to assess the revenue funding requirement and financial viability of the theatre. R&D presented their management proposal in August 2008. This was developed into a business plan 2009/13 and budget by management of the R&D in November 2008 as a prelude to the partnership arrangement. This document (now 2010/13) has recently been updated. CCTT sits within a group of arts organisations in Northamptonshire, legally linked by means of a parent company, NAMT, and via a VAT group, but strategically and artistically independent. The management from R&D transferred to become employees of NAMT and are delivering finance, administration, human resources, marketing, programming, IT and management services for both The Core and R&D. This is both financially and strategically important, with cost savings made for both charities while also ensuring that there is greater connection between the arts organisations in the county. There is no financial arrangement or dependency between R&D and CCTT. The Business Plan has been developed to deliver the Mission and Vision as endorsed by the Board of Trustees as well as supporting the development and growth agendas of key stakeholders CBC, ACE and NCC. A draft annual budget for 2011-2012 has been prepared for CCTT. Both a show model and Creative Projects model have been developed, serving to outline the range of activities being planned at The Core.
R&D put forward a fully costed business case for The Core. This offered an artistic led venue with a focus on families, children and young people. It aims to change people’s attitudes, raise expectations and create a more culturally aware community. It meets the needs of people who live in the area, but also broadens what audiences want by offering more challenging and wide ranging programming. It is a highly visible symbol of how Corby is changing, and will help convince people that they can have an excellent quality of life in Corby. The Core is not set up with facilities to become a producing house, but this arrangement allows it to borrow from the facilities and expertise of R&D with regular produced work specifically for Corby. The Management Team provide: • a high quality wide ranging programme in accordance with the artistic vision focussed on the need of Corby’s population • professional service standards • a high quality service to hirers • a professional marketing operation • trained and experienced technicians to operate state of the art theatre equipment • professional management to operate the venue • the ability to hit the ground running in terms of knowledge of managing a performing arts building – vastly reduced organisational establishment time and associated costs. The inaugural season established the tone of the work to be undertaken by the team at The Core. The first season included a vibrant mix of visiting artists across all performing art-forms, an in-house produced Christmas show, a number of local amateur and community groups performing, residencies and an extensive programme of participatory activity, with an emphasis on Urban Arts. All of this was intended to welcome a broad range of audiences to the building for the first time, and to ensure that The Core is accessible and welcoming to all. The programme features three elements - "Get Involved", "See a Show", and "Sunday Sessions" - providing a programming framework and a very straightforward way of communicating what The Core does. "Get Involved" incorporates four areas of activity: Urban Arts, Youth Theatre, Family Fun, and Community. The Urban Arts programme is a platform for local residents to showcase their skills and take them to the next level, working with leading artists from across the UK. At The Core Youth Theatre, weekly workshops develop skills and experience of making theatre in new and imaginative ways. Alongside regular Family Shows that take place in The Lab (capacity 80) three projects ensure that families are central to the activities of The Core: • • •
Rhyme Time, where parents/carers and their Under 5s can join in with actions, nursery rhymes and songs First Moves group is run by a professional dancer and encourages Under 5s and their grown-ups to join in music and dance Every week, Make & Do sessions range from arts and crafts to messy play, from music and movement to den-making and drama.
Partnership with local community groups develops new creative programmes and activities. The first of these, in the Community strand of our Get Involved programmes is "Express Yourself", a Street Dance workshop for young parents and their friends.
The "See a Show" programme is intended to cater for a multitude of tastes and audiences, often supported by Creative Projects. The first season included • comedy from Kevin Bridges, Jenny Eclair and Hardeep Singh Kohli • music from Lau, The Counterfeit Stones and Kenny Ball • children's theatre from The Little Angel and Widdershins • local performances from Corby Amateur Theatrical Society and Shape Dance • and the first in-house produced show, Hansel & Gretel, by Phil Porter, directed by Gary Sefton. "Sunday Sessions" are an opportunity for audiences and artists to come together in a more informal cabaret setting to watch or participate in one of our weekly events, celebrating Spoken Word, Music, Comedy and Local Artists. The Core is supporting the NCC vision and joint projects have been undertaken between The Core and the Corby Library, both of which are sited in The Cube. The Core is working on a video trailer project in partnership with Corby’s Youth Library Headspace. NCC awarded almost £20,000 in March 2011 to The Core for activity with children and young people. With the initial focus on the opening of The Core, the development of the regional participatory arts network is in its early stages, although the urban arts network is progressing well. Leading arts organisations have approached The Core to work in partnership with them to shape the future direction of children’s and young people’s arts provision in the UK. The Core is a lead partner with Contact (Manchester), The Albany (London) and The Hat Factory (Luton) in a network of venues keen to support the development of young, emerging artists and the distribution of urban arts work. The Core has joined Spark Festival (Leicester), Lakeside Arts Centre (Nottingham), DeDa (Derby) and Royal & Derngate in forming an East Midlands Children’s Theatre Network The Core is also working with local arts and education organisations on: • the creation of a site-specific dance piece in the foyer and bistro areas with Northants Dance • a diversity project with Corby Community Partnerships • arts workshops at Adrenaline Alley, in partnership with Northants Association of Youth Clubs • a re-engagement project with Youth Works CIC, Forest Gate and Springboard • Corby’s Got Talent, in partnership with World Matters, a social enterprise formed by local young people • an online creative research project in partnership with The Mighty Creatives, Corby Business Academy and Robert Smyth School. In the education sector, there is a strong relationship with Corby Learning Partnership that is subsidising theatre performances so that disadvantaged children and families from Sure Start centres will be able to experience productions. The Core remains confident that the planned activity delivers a number of stakeholder priorities.
In 2011/12 The Core will be seeking annual attendance in excess of 36,000 people. The audience profile will largely feature young people and families. The provision will ensure that 13,000 young people and families engage with The Core, with the complementary programming of dance, comedy, drama and live music engaging more than 23,000 people annually. The level of subsidy is a key factor to this proposal being successful. The R&D business plan budget projections show operational costs requiring a target of £872,000 income in the first full year of operation, 2011/12. This is made up by grant income, ticket sales, bar sales and fundraising. Various versions of the financial plan were developed in order to narrow the financial shortfall. R&D had maintained the stance throughout that they would be less interested in the partnership arrangement if artistic plans were compromised. Grant funding for The Core for 2010/11 is • CBC £350,000 • ACE £170,000 • NCC £35,000 Recharges from NAMT are projected at £175,000 for 2010/11, rising to £221,000 in 2011/12.
3. Achievement of objectives One of the purposes of this evaluation is to provide an accurate, fair and objective opinion about how the project met its aims, objectives and outcomes and to what degree it was operationally effective. It is clear that ACE grant funding, and particularly Managed Funds, have: • Supported the creation and set-up of a new arts organisation Legal advisers, arts management consultancy and R&D, all through grant funding, undertook the incorporation of the company limited by guarantee and the charity registration, and the recruitment of trustees and staff. • Ensured optimum governance arrangements are put in place A range of governance options was considered using legal, VAT and arts management advice funded by ACE grant. The parent/subsidiary relationship was recommended by legal advisers and has been checked by a second firm of charity solicitors as part of this evaluation. Although the governance arrangement is innovative, it is the optimum option for achieving the specific needs of The Core at Corby Cube. •
Provided expert support for the organisation in the early phases of its establishment and development The grant award has contributed to audience research, which identified unique features of the Corby setting, and audience development, which engaged specialists and local residents in pre-opening and launch planning. The grant award supported business planning. It also provided early external support to the dialogue and negotiations with CBC and ACE over funding and in-kind support. • Provided the venue with organisational development support Organisation development support has been provided through the audience development, trustee and staff recruitment and business planning activities. The experience and expertise of NAMT ensures that current and future organisational support can be undertaken internally. This is an ongoing process which has delivered the means to support staff and trustees in the first year and which will be taken further when the current round of trustee recruitment is completed. •
Achieved better understanding of the environment for growing audiences in Corby and the surrounding areas Grant funding has contributed directly to audience research, which met this objective. •
Identified the most cost effective way to share governance with another established arts organisation in the region The decision to adopt the particular governance arrangement was taken after lengthy research and analysis of the options, the offer of partnership by R&D and legal and VAT advice on the preferred conditions. Governance through a Board of trustees is a 23
cost-effective solution as the trustees are not paid, and charitable status allows the receipt of funds from trusts and foundations, private individuals and business in a way that commercial organisations and local authorities cannot. The VAT position is optimised by the group structure. The parent/subsidiary relationship allows sharing of management expertise and costs, while the theatre retains its autonomy, with liabilities between theatres minimised. Overall the process of setting-up of a new theatre in Corby is deemed reasonable in the prevailing conditions. The process was also fair and objective in practice and the governance arrangements were both operationally effective and cost effective up to the quarter since opening. The anticipated advantages of the chosen governance arrangements when CBC decided to set up a not-for-profit company in April 2008 and decided to partner with R&D in June 2009 still stand. There is widespread comfort from key stakeholders that the preparatory work was successful and the decisions made are still appropriate. The consensus is that the set-up has met or exceeded its aims and objectives at this early stage of operation. There are mutual advantages in the partnership arrangement. The R&D Board, remain enthusiastic about the partnership, which has enhanced further the position of R&D, strengthened its position financially and strategically within the county, and has done no harm whatsoever to the R&D theatre. The vision and ambition of CBC and its record of achievement, and the cooperation, trust and good relations with Chief Executive and Leader underpin the advantages to R&D. Through NAMT there is also an opportunity to expand horizons further within Northamptonshire, if appropriate. CBC gain the benefit of partnership with â€˜the best regional theatre in the countryâ€™, of two levels of leadership and arts experience (NAMT and CCTT), of the R&D Chief Executive as an ambassador in Northamptonshire, and more professionally delivered performances. The governance structure gives an arms length relationship for CBC, without control but with a strong influence through its lease, service level agreement and nominee to the Board. The only financial exposure to CBC is via the service level agreement and lease. For CBC, the vision has become a reality and the next step taken in the regeneration of Corby. There has been enormous cooperation between the major stakeholders: CBC, R&D and ACE. This reflects positively on the individuals involved in the project as well as the organisations they represent. The range of specialist external advisers was procured, coordinated and monitored effectively by Culture and Leisure at Corby Borough Council. The Core is an exciting arts opportunity for young people, with the potential to make a significant contribution to the wider regional/national network of arts provision. The partnership significantly improves the prospects of success at The Core, as R&D has a great track record and acknowledged delivery of best practice. Additionally the artistic and creative outcomes that would be delivered under the partnership are substantially different from those which would be delivered by a standalone arts centre, for example, Hansel and Gretel, the first Made in Corby professional production.
4. Business model The evaluation of the effectiveness of the parent/subsidiary model in Northamptonshire (the Northamptonshire model) informs the applicability of this model elsewhere. These findings may assist others wishing to determine whether it is possible for the Northamptonshire model to apply in their circumstances. There is an increased impetus to look at new business models and methods as the public and independent sectors respond to funding cuts. Arts organisations have to adapt to the new world of ACE national portfolio funding and local authority decision-making on funding priorities. During the course of the evaluation of the Northamptonshire model there have been many who have expressed the view that this model is applicable elsewhere. There have been suggestions that a combination of specific circumstances, comparable to Northamptonshire, would make this more appropriate, including: • A local authority with a vision for cultural regeneration • Areas of planned high population growth and lack of cultural infrastructure (although other areas of housing growth in the East, South East and London are not completely lacking in cultural infrastructure) • Preparedness of key stakeholders to work together • Two arts organisations within the same geographic area, with compatible visions and limited competition for audience • An existing arts partner having high artistic standards, strong leadership and sound finances
Characteristics of the Northamptonshire model The main features of the model are: • Two arts organisations working in partnership, sharing senior management • A parent charity employing senior management, marketing and sales staff • Independent subsidiary charities each running a theatre • An engaged visionary local authority • A supportive national funding body • A strong senior partner arts organisation The implications of the model for the Local Authority are: • The Local Authority does not retain ownership or control of the new theatre. It influences the theatre through a service level agreement. It also has a representative as a trustee of the governing body and an officer observer. It is important to manage councillor expectation at the outset. • The scale of subsidy is lower than for a standalone theatre for the same artistic standards; or standards are much higher for the same level of subsidy. However the partnership requires the local authority to make a long-term commitment to funding at a substantial level 25
The new theatre ambition and community objectives are facilitated through partnership with a strong, reputable, existing theatre, drawing on the experience of the full range of senior managers to maximise effective decision-making, raising confidence from funders and improving prospects for grant funding The County Council is supportive of the partnership. The current financial circumstances limit the degree of financial involvement and the partnership provides a better integrated approach to programming, education and community work and audience development across the county.
For the arts organisations Both partners • see the benefits of a more co-ordinated approach to programming, audience development and education/community work into a wider spread of communities in the county • achieve economies of scale through shared management • deal effectively with the complexities of management • achieve careful protection of finances between the theatres • benefit from strong commitment and a clear win-win relationship through cost sharing, experience sharing, vision fulfilment and personnel development • have facilities that are geographically separate but with similar or compatible objectives. The existing theatre • is a strong arts organisation that can extend beyond its current buildings and prime geographical catchment area to act as a strategic partner • has the internal expertise or capacity to be a viable partner, through sound finances, business acumen, marketing expertise, previous experience in programming and venue management, expertise in education and outreach, relationships with prospective partners and funders • has management capacity that is stretched at busy times (theatre opening, and coincident deadlines) • engages in a more meaningful way with local authorities as it has a broader remit than a single theatre and is a more significant arts organisation in the county The new theatre • achieves synergy, flexibility and security on a scale exceeding that if the venue was run as a single entity • helps to ensure parity in partner relationship, especially when one organisation is much bigger than the other With substantial cooperation from stakeholders and enthusiasm for success, only two significant concerns have arisen in the implementation of the Northamptonshire model. Management capacity has been a concern although the achievements demonstrate it has the capacity through the most stretching circumstances. Secondly, it is taking time for the new Boards to become fully established.
Looking forward, the charity objectives of the parent organisation allow broader activities than currently undertaken by the two theatres – partly to resolve charity registration requirements that require that the parent charity role is potentially greater than the two subsidiary charities. To promote the efficiency and effectiveness of registered charities and charitable organisations, including community groups, through the provision of services and support relating to the strategy, management and general administration of those organisations, with particular reference to but not limited to the venues known as Royal & Derngate and Corby Cube. This offers a greater range of opportunities, such as the involvement with another theatre or diversifying into visual arts. The potential disadvantages to the extension of the partnership role to other arts organisations are, that it could: • stretch further the existing management capacity • test its ability and understanding of other art forms • create difficulties for the maintenance of an appropriate artistic vision • leave many cultural eggs in one leadership basket
Other business models There are a multiplicity of business models which could be considered to a lesser or greater degree alongside the Northamptonshire model. Many of these were fully examined by CBC in deciding on and proceeding with the current model. Some models are innovative due to recent changes in legislation, and additionally the net has been cast further to look at other current models. •
Other models considered for Corby o Management on a voluntary basis o Local authority direct management o Management by an existing not-for-profit company o Management by a cross-leisure not-for-profit company o Management by a commercial company o Standalone new trust without a partnership
Updates on innovative models o Charitable Incorporated Organisation o Community Interest Company
Other current models o The partnership with one charitable company o Charity with trading company o Charity mergers o Shared service models o Organisational structures for collaboration o International models for not-for-profit organisations
Other models considered for Corby Donna Munday Arts Management was commissioned to advise on options for governance and management (building on earlier consultancy work), and to make recommendations as to the best option for CBC in May 2008. The models summarised below have been explored during the course of the set-up of CCTT and the evaluation. The following italicised paragraphs are abstracted from the Report on Governance and Management issues for The Core. They explain the governance recommendation, the other major options considered and the reasons for rejecting those options in March 2008. Recommendation We recommend that the Venue is run as a professionally staffed, not-for-profit company that has charitable status, by a new company that is set up for the purpose. We also recommend that the decisions regarding the exact set-up of the new company be delayed for a short period of time while the possibility of working with either Royal & Derngate in Northampton or The Castle in Wellingborough is investigated further. It is perhaps worth outlining in slightly more detail why we have rejected the other options. Management on a voluntary basis Firstly, we believe that to run the Venue as on a predominantly voluntary basis would not be giving it optimum conditions for success. Whilst the group currently running The Willows have successfully kept it going since the Council stopped managing it, this is on a limited basis with a restricted programme of work. Continuing with the current voluntary arrangements would mean that it is highly unlikely that grants from other sources could be obtained, and the programme would be unlikely to make a significant step forward from the limitations of the current programme at The Willows. The Venue is going to bring a significant opportunity for Corby to reposition itself, and it will need to maintain high service standards, and have in-house expertise in a number of areas that will not be possible to achieve under voluntary management. We also feel that as such a considerable investment has been made in the infrastructure and equipment for the Venue, that it is essential that experienced, trained and qualified personnel are responsible for running and maintaining it. Finally, there are many legal, licensing and Health & Safety obligations on organisations that run performing arts venues that are open to the public, and it is unlikely that all of the required standards would be met by a voluntary organisation. It is worth adding here that users of the Willows Arts Centre had been involved in discussions to agree the layout of the theatre and associated facilities. It was important that there was continuing dialogue, awareness of the plans and implications and, for those who wished to be involved, an opportunity to continue in a voluntary capacity at The Core.
Local Authority direct management Firstly, the Council has previously been in the position of running the town’s venue in-house and it was not successful. Indications have been given to us that the Council does not desire to take on this level of responsibility, with its associated financial imperatives, and it has been acknowledged that it does not have the required expertise in-house so would need to undertake a significant recruitment programme. The obligations and constraints that affect the running and management of a council are an inappropriate structure to place around the running of a performing arts venue. We have worked with a number of other local authority run venues in the past few months, and, irrespective of how successful the venue actually is, in all cases there has been a sense of frustration that the management cannot be as fleet of foot as it would wish in its management style and operational methods. It would almost certainly be harder to recruit and work with volunteers as there is already a sense of disenfranchisement amongst the volunteers towards the Council, and we feel that it is also possible that if the Council were running the venue the local community would feel less involved and feel a reduced sense of ownership. Management by an existing not-for-profit company Firstly, we believe that at the present time there is not an obvious company that has the existing organisational capacity to make the organisational leap required to fulfil this option. There is a risk that the time that it would take for a strengthened and revitalised Board and management to become fully established and effective would be significant, and there is a possibility that the Venue will not be considered as new, exciting and viable as if it was being run by an entirely new entity. It has been evident from the meetings we have had with the Council that there is a desire for the Venue to be seen as a vibrant and fresh offering for the town, and we feel that there is a possibility that it could be viewed as an existing organisation relocated into new premises, therefore more difficult to establish in its own right. Management by a cross-leisure not-for-profit company As we have established that this option is not available as a choice in the short term, due to the management of the swimming pool being kept in-house by the Council for the first two years of its operation (until 2011), we do not feel that it is worth pursuing this option at the present time. We have however outlined the advantages and disadvantages of this option: Advantages • It could create opportunities for economies of scale through shared function e.g. front of house, finance, personnel, programming, marketing, PR • It could create valuable flexibilities with the option of moving staff around as required within the jointly managed venues • There would be potential to integrate development services (e.g. sports development, arts development) with facilities provision
Disadvantages • It could create complexities of management • Sports and arts have different ethos which can be difficult (but not impossible) to bring together in one operation • It would require careful allocation of resources between the different arms of the operation • Risk that the Venue would be overwhelmed by the high running costs of the swimming pool and starved of resources if finances become strained, and vice versa • May not be welcomed by external funding bodies, who would need to beconvinced that their respective fields of interest were protected Management by a commercial company Having undertaken research into the various companies that might potentially be interested in operating the Venue under a contract from the Council, we have established that of the five companies we have approached, only two would be interested in pursuing discussions. One of them has concerns about the quantum of possible financial return and would insist on managing the entire food and beverage side within the Cube. The other is predominantly a sports and leisure organisation that is currently only managing three performing arts venues and we do not believe that they are well enough established in this sector to warrant serious consideration. Therefore we have not pursued this option further at the present time. It is worthwhile providing a brief update on commercial management although many of the same principles still apply. By their nature, commercial organisations seek to be profitable, with or without a subsidy from the local authority. To be profitable without subsidy either relies on a theatre with a substantial capacity enabling economies of scale, or on safer, shared, less distinctive or less tailored programming that would be unlikely to suit unique audience characteristics and social objectives linked to regeneration as in Corby. For example, Aylesbury Waterside Theatre operated by Ambassador Theatre Group opened in October 2010 and has a main performance space with 1,200 seats which converts into a 1,800 capacity hall. It is anticipating 300,000 visitors in its first year. By comparison, The Core has a 445 seat theatre and 33,000 audience in the first year. The March 2008 governance and management report recommended proceeding on two fronts – a standalone trust without a partnership and a partnership arrangement. Subsequently the partnership arrangement proved to be the preferred option. It is however worthwhile repeating some of the advantages and disadvantages of proceeding without a partnership.
Standalone new trust without a partnership The critical factor in the success or otherwise of this option is whether an appropriate Board of Directors with the right skills and experience can be brought together, that is willing and able to take on the responsibilities of the Venue, and whether the right staff with the best skills and experience can be recruited. The advantages and disadvantages of this model are as follows: Advantages • Forming a new company makes a clear statement that the Venue will be a new organisation driven by a new set of people, practices and policies, not a reincarnation of the existing venue • The financial risk to the Council is contractually contained • Management responsibility would rest with the organisation, not the Council • The Council would retain a vested interest in the Venue via presence on the Board • An organisation with independent status would provide a structure for involving members of the local community in shaping the management and development of the Venue • This arrangement has greater potential to satisfy the governance requirements of key potential funders e.g. Arts Council England • There is support for this option from stakeholders i.e. NCC, ACE EM • The status of the company would provide the protection of limited liability and protection for the Directors in the case of insolvency • If the organisation was to opt for charitable status, this would confer entitlement to various benefits such as mandatory rates relief at 80%, and other tax advantages and reliefs e.g. Gift Aid • The organisation may be eligible for VAT cultural exemption. Disadvantages • It would take time for a new Board to become fully established and effective, and appropriate support would need to be provided • This option runs the risk of alienating those people who are strong supporters of, or who volunteer at, The Willows Whereas the basis for deciding against the foregoing models is specific to Corby and the circumstances that pertained at the time, the next two models were innovative at that time and an update is provided below.
Updates on innovative models Charitable Incorporated Organisation (CIO) The CIO is a new type of organisation being set up by the Charity Commission and due to become available in 2011. It is specifically designed for charities registered in England and Wales, and will be available to new organisations and existing charities that meet all the criteria for being a charity but do not want to use the charity format. It has the advantage of only having one regulator, the Charity Commission, rather than two in the case of a charitable company, the Charity Commission and Companies House. At one time, the CIO appeared to be quite an attractive option because its articles were designed specifically for charities e.g. directors are referred to as trustees. However, following the Companies Act 2006, charitable companies limited by guarantee are now much more geared towards charities. 31
Community Interest Company (CIC) A CIC is a relatively new type of company introduced in 2005, designed for social enterprises that want to use their profits and assets for the public good. The CIC is intended to be easy to set up, with all the flexibility and certainty of the company form, but with some special features to ensure they are working for the benefit of the community. The advent of the CIC has encouraged some arts organisations to adopt this novel legal form, sometimes as a completely separate entity, e.g. Future Everything CIC, and other times in combination with other legal entities, e.g. Watershed CIC works alongside a charity and a trading arm. CICs cannot be charities and can be limited by shares or by guarantee. CICs limited by shares can be particularly suitable for trading activities featuring non-charitable objectives where there is a significant element of entrepreneurial intent. The model allows the raising of commercial funding and a commercial return to be paid although there have been some issues with this model which are causing some CICs to consider conversion to charitable companies.
Other current models The Partnership within one charitable company This is an alternative form which serves the same purpose as the Northamptonshire model. The explanation is provided by Stone King Solicitors. Having three charitable companies is arguably over-complex. A similar structure involves one charitable company with one board of trustees. The board delegates the management of the two theatres to sub-committees comprising at least one trustee with other members of the committee comprising executive staff members. The sub-committees operate within a delegated budget subject to appropriate controls and reporting-back mechanisms. Any property or contracts are held in the name of the sole charitable company. This not only facilitates the holding of such property or contracts, as the company has perpetual succession, but would also provide limited liability for both theatres. An advantage to the three company structure is that the assets of each company are ring-fenced so that if one entity is in financial difficulty the assets of the other two companies will be protected. Such protection is equally achieved by the assets of the two theatres being held subject to two restricted trusts. These subsidiary trusts are operated by one charitable company as their trustee with the two sub-committees running their day-to-day affairs. The subsidiary trusts appear as restricted funds in the accounts but are separately registered as charities. In effect, there is, therefore, one entity running both theatres. This is a structure that exists for charities although it is not known to be employed for an arts organisation. This structure would avoid the problem of conflicts of interest because there would, in effect, be just one organisation. The charitable company selected to be the sole charitable company is the one with the most favourable VAT treatment. 32
Charity with trading company A wholly-owned non-charitable trading company enables otherwise taxable profits to be donated by Gift Aid to a charity. The tax exemption for small trading is as follows: Total Gross Annual Income of a Charity from all source
Turnover Limit for Trading Profits to be exempt from Tax
Under £20,000 £20,000 to £200,000 Over £200,000
£5,000 25% of the charity’s total income £50,000 (the maximum limit)
R&D currently has a trading company which is dormant. The dormancy is reviewed on an annual basis. The in-house café has a turnover of less than £50k achieves and a financial break-even position. Charity mergers Although mergers are not unusual, the Charities Act 2006 has introduced new measures designed to facilitate charity mergers and create a new entity. There are a number of ways of merging. Some examples are: • Charity A dissolves and passes its assets to charity B. • Charity A and charity B dissolve and pass their assets to a new charity C. Charity C has a joint trusteeship made up of charity A and charity B trustees and, where relevant, a joint charity A and charity B membership. • Charity A is appointed as the sole trustee of charity B which then becomes a subsidiary charity of charity A. • Charity A has a representation on charity B’s Board of Trustees and vice versa. Charity A has powers of appointment and removal of charity B’s trustees. Until those powers are exercised charity B is managed by charity B but there are funding and resource sharing arrangements.
Shared service models There are a large number of shared service business models in existence within and outside the arts. The sharing can be a genuine partnership of resources or, alternatively, it represents the outsourcing of one service to another party. In marketing and sales there are organisations that share market research and box office in the same way as the Northamptonshire model. London’s National Theatre has recently extended its support to smaller theatrical companies to help with human resources and legal advice, as well as marketing and box office expertise and technology.
Organisational structures for collaboration â€˜The organisational structures that support collaborative activity tend to sit somewhere on a broad spectrum, ranging from fully integrated (when collaborators merge their operations) to the purely ad hoc (where individuals work together). Organisational structures for collaboration, An MMM guide. The Northamptonshire model is towards the integrated end of the spectrum. The MMM guide quotes other models at that end of the spectrum to be the fully integrated merger model and the partially integrated merger. In the latter case the separate identities of the two organisations are retained in the Trinity Alban Conservatoire of Music and Dance. Of the nine models quoted in this guide, less integrated models include the Joint Programme Office and Joint Partnership with affiliated programming. International models for not-for-profit organisations. A swift assessment has been made of models in eight other countries. The prevalent models are determined by the legislation applying to companies and not-for-profit organisations, and the agency for and extent of regulation. While the differences from England & Wales are interesting, the models are not transferable into areas with different legislation.
5. Key conclusions and recommendations There is an overwhelming consensus from those involved that the set-up of Corby Cube Theatre Trust has gone well. The project was initiated from a vision for cultural regeneration from Corby Borough Council through the development of the civic building, The Cube, and the theatre within it, The Core. Subsequently, the conditional support of Arts Council England and the proposed partnership with Royal & Derngate, Northampton, led to the current parent/subsidiary arrangement. The range of specialist external advisers was procured, coordinated and monitored effectively by Culture and Leisure at Corby Borough Council. In particular, the arts management consultancy support from Donna Munday Arts Management helped to maintain excellent working relationships, while ensuring that The Core had a strong protagonist in early discussions and negotiations. Bates Wells & Braithwaite Solicitors produced clear legal advice on the charitable company structures. Having a leading regional theatre in Northamptonshire, that was willing to extend its involvement in the arts of the county, provided the catalyst to the partnership opportunity. The artistic standards and strong leadership at Royal & Derngate have contributed to an effective partnership agreement. A parent/subsidiary business model has been established which shares senior management across all functions through the parent charity, yet provides financial independence and autonomy for the two theatres. The difficulties in recruiting two full boards of trustees were anticipated. Nevertheless the early months of operating the theatre indicate that the model has good long-term prospects. Recommendations 1. The Northamptonshire model provides an option for other arts organisations that are considering partnership between an established, well-regarded theatre and a new theatre in the same geographic area. In particular, the model has advantages for the creation of a new theatre in areas of high population growth and cultural regeneration, where similar pre-conditions apply 2. The effectiveness of the Northamptonshire model in practice should be monitored over a longer period in order that further lessons are learned.
Acknowledgements Many people have provided information and advice in the course of this evaluation. Our thanks go to the following: • • • • • • • • • • • • • • • • • • • • • • • • • • • • • • •
Chris Mallender, Chief Executive, Corby Borough Council Cllr Pat Fawcett, Leader, Corby Borough Council Chris Stephenson, Head of Culture and Leisure, Corby Borough Council J Devereux, Strategic Arts and Cultural Officer, Corby Borough Council Peter Griggs, Head of Special Projects, Corby Borough Council Alan Hughes, Accountancy Manager, Corby Borough Council Steven Redfern, Head of Property, Corby Borough Council Les Manning, Chair, Corby Cube Theatre Trust Jane Arthur, Trustee, Corby Cube Theatre Trust Sally Cook, Trustee, Corby Cube Theatre Trust Cllr John McGhee, Trustee, Corby Cube Theatre Trust Rosalind Stoddart, Trustee, Corby Cube Theatre Trust and Trustee Northamtonshire Arts Management Trust Paul Southworth, Chair, Northampton Theatre Trust and Trustee Northamptonshire Arts Management Trust Laurie Embury, Trustee Northampton Theatre Trust and Trustee Northamptonshire Arts Management Trust Martin Sutherland, Chief Executive, Northamptonshire Arts Management Trust Andrea Facey, HR & Administration Manager, Northamptonshire Arts Management Trust Jo Gordon, Marketing & Sales Director, Northamptonshire Arts Management Trust Lorraine Kaye, Finance Director, Northamptonshire Arts Management Trust Alexandra Robinson, Executive Assistant, Northamptonshire Arts Management Trust Chris Sudworth, Creative Director, The Core at Corby Cube Laura Dyer, Executive Director for Midlands and the South-West, Arts Council England Simon Fitch, Senior Manager Funding Programme, Arts Council England East Midlands John Cairns, Relationship Manager, Regional Planning, Arts Council England East Midlands Rebecca Dunning, Relationship Manager Combined Arts and Touring, Arts Council England East Midlands Dom Jinks, Senior Manager, Regional Planning, Arts Council England East Midlands Laura White, Relationship Manager Theatre, Arts Council England East Midlands Sue Grace, Head of Customer and Cultural Services, Northamptonshire County Council Sean Egan, Partner and Head of Theatre and Arts Department, Bates Wells and Braithwaite Donna Munday, Consultant, Donna Munday Arts Management David Brownlee, Chief Executive, Audiences UK Clare Cooper, Missions Models Money
The following documents have been used and quoted within this report: Donna Munday; A report on the governance and management issues for The Cube, Corby; March 2008 Tom Fleming Creative Consultancy; Corby priority place. Living places partnership, audiences & participation research; April 2009 Dr Robert Meakin, Stone King LLP; Charity mergers, an EAPG special report; 28 July 2008 Clare Cooper, Mission Models Money; Fuelling â€˜the necessary revolutionâ€™; 2010
Blackbushe Associates Gary Jones, Director
email@example.com 01279 755221 077 3403 6403
Stone King Robert Meakin, Partner
RobertMeakin@stoneking.co.uk 020 7324 1734
Published on Jun 1, 2011