Shrewsbury Colleges Group
Group Minutes of the Board
Location HELD BY REMOTE ACCESS THROUGH MICROSOFT TEAMS
Date 14th December 20
Time 5.30p.m.
Minutes Membership In attendance by electronic device and contributing towards the meeting quorum, in accordance with Instrument 12. (Members may count towards the quorum if they are able to be present by electronic or digital communication (including attendance by video conferencing or telephone conferencing).
A. Allen, A. Benghiat, C. Davies, C. Gore, H. Hawksworth, N. Merchant, K. Quant, R. Sartain, J. Staniforth (Principal/CEO), M. Thompson, P. Tucker, C. Wassall, J. Wildman, M. Willmot and R. Wilson (Chair).
D. Pulford (co-opted F&BO Committee member)
G. Mills (co-opted F&BO Committee member)
C. Sharp (co-opted Audit Committee member)
In Attendance Members of the Senior Leadership Team (SLT):
C. Armstrong, Group Vice Principal, Curriculum Support and Business Development (GVP – CS&BD)
M. Brown, Group Vice Principal, I.T. and Strategic Development (GVP – I&SD)
D. Lucas, Group Vice Principal - Human Resource Development (GVP – HRD)
S. McAlinden - Director - Curriculum Support (DCS)
P. Partridge – Finance Director (FD)
C. Pemberton, Group Vice-Principal, Quality and Curriculum Development (GVP – Q&CS).
C. Sears – Director of A Level Studies (DoALS)
Mike Needham – Director of Communications, Admissions and Marketing (D-CAM) – present for Minute Number 85/20.

Clerk to the Board – T. Cottee

R. Newton-Syms – Education & Training Foundation Board Review nominee.

The Chair referred to the Remote Meeting Procedure and Protocol (previously circulated) and reminded those present that, although the meeting was held remotely, the Corporation’s Instrument & Articles and Standing Orders still applied.

PART I – OPEN ITEMS

80/20. Declarations of Interest

  1. A. Allen declared a Standing Interest as an employee of Harper Adams University.
  2. R. Heath declared a Standing Interest as an employee of Harper Adams University.
  3. R. Heath, R. Sartain and C. Wassall declared an interest in Minute Number 87/20. They left the meeting for the duration of the item.
  4. G. Mills declared an interest in Minute Number 98/20. He left the meeting for the duration of the item.
  5. R. Heath declared an interest in Minute Number 99/20. He left the meeting for the duration of the item.
  6. The Finance Director declared an interest in Minute Number 104/20. He left the meeting before consideration of the item.
  7. The Clerk to the Board declared an interest in Minute Number 104/20. She left the meeting before consideration of the relevant item.
  8. The Principal/CEO declared an interest in Minute Number 104/20. He left the meeting before consideration of the relevant item.

81/20. Minutes of Meeting Held 14 October 2020 (Appendix – Agenda item 3)

Resolved: That the Minutes of the meetings held on 14 October 2020, be approved as a true record.

82/20. Matters Arising

Minute Number 71/20 – Principal/CEO’s Report.

The Principal/CEO explained that, due to the Second National Lockdown, competitive sport did not commence in November, as planned. Although there were circumstances where some sports could continue, it was an unnecessary risk. However, training had commenced in December, on the conclusion of the National Lockdown. The College would, subject to robust risk assessment, endeavour to commence competitive sport from January 2021.

83/20. Chair’s Announcements

Departing Members of the Board
The Chair advised that the Terms of C. Davies, the former Quality, Standards & Curriculum Chair, C. Gore, the Safeguarding, PREVENT, SEND & E&D Link Governor and M. Willmot, current Vice-Chair of Board and H.E. Link Governor would conclude on 31 December 2020. Gifts of appreciation had been delivered to each governor on behalf of the Board. He invited A Allen, the GVP – CS&BD and Clerk to the Board to pay tribute to C. Davies, C, Gore and M. Willmot respectively on the immense contribution of each governor to the College and to the former Shrewsbury College of Arts & Technology. Other governors and officers also expressed their thanks to each governor for their support and commitment to the College, its staff and students.

FE Commissioner Final Report
The Chair referred to the publication of the FEC Final Report (previously circulated) and provided a verbal update that the Board was making good progress against each recommendation.

Strategic Planning Events
The Chair referred to the success of the recent ‘pre-event’ held on 15 October 2020, and that, in accordance with actions agreed at that event, the Senior Leadership Team (SLT) was holding a further preparation meeting on 17 December and a Vision and Mission Task and Finish Group would be meeting on 18 December 2020. Link Governors were meeting with members of SLT as appropriate in preparation for the Strategic Planning Day to be held from 0900 on 29 January 2021.

Chair’s Actions
None.

The Chair expressed thanks on behalf of the Board to the Principal/CEO, SLT and staff for their hard work, resilience and commitment during an extremely challenging Term. He also expressed his thanks to the Board for their support.

84/20. Principal/CEO’s Report (Confidential Appendix – Agenda item 6)

The Principal/CEO provided a thorough strategic overview (previously circulated) on the following topics –

    • Covid Update.
    • Student Recruitment. The Board acknowledged that, at the census point, the College had recruited more students than projected. Given an anticipated reduction in students because of the potential for reputational damage following the Ofsted report and the uncertainty created by COVID, the Board recognised that this was a significant achievement, particularly as it was not because of a growth in the year 11 cohort – the small amount of cohort growth was in 11-18 schools in Telford. The Board agreed that this was testament to the work over several years to improve the quality of advice and guidance, teaching and learning and student experience, as well as a commitment to a broad offer. The Board recognised the work of the teaching teams to deliver on-line activities to year 11s and, to the work of D – CAM and his Team;
    • Attendance and retention had been supported by several measures introduced this year, both as part of the College’s programme of continuous improvement and in response to COVID and the College’s commitment to maintain face to face learning. Students had also been able to join lessons remotely if absent from College.
    • Free School Meals payments would be made to eligible students over the Christmas Break.
    • Applications for September 2021. The College had maintained a full schedule of advice and guidance events for students in Year 11; almost all on-line.
    • ‘Find your Future Day’ remote careers event held on 23 November 2020. More than 1,900 students across all three campuses had booked onto the event.
    • Catch-Up Funding.
    • Exams in 2021.
    • Ofsted. The Ofsted interim visit report would be published on the Ofsted website on 11 December 2020. Monitoring visits for grade 3 and grade 4 providers would resume from the end of January 2021; the College was already working on preparation for an anticipated visit.
    • FE Commissioner’s Report – recommendation regarding engaging with staff. The GVP – HRD was working to provide assurance to the recognised unions that there was a clear demarcation between the existing JCNC (for pay negotiations) and any developed staff forum.
    • Partnership Review with Staffordshire University. Following the review, undertaken every five years, the University had confirmed its commitment to the partnership without any conditions and had commended the College’s approach to Covid and innovation in teaching practice.
    • ECFA Accredited College status for 2020 – 21 season had been accepted.
    • The completion of the Automotive Engineering and Advanced Manufacturing Engineering Centre was now scheduled for the week commencing 4 January 2021.

The Principal/CEO referred to the high levels of student retention and attendance and the positive progress in learning and teaching acknowledged by external regulators. He commended the commitment and resilience of the College staff and students and SLT colleagues.

The Board also reviewed progress against Key Performance Indicators: Targets and Progress 2020-2021 and acknowledged the strong performance for the first Term.

Resolved: That the report of the Principal/CEO be noted.

85/20. Enrolment Update – Presentation

The Board received a presentation from the D- CAM on the College’s enrolment arrangements conducted during September 2020, including an analysis of the cohort by demography, curriculum area, by school type and school location. He explained that the College had developed an exhibition App, which could be used by staff to create content for events and also by prospective students and parents and was now part of a suite of methods developed and used by the College to engage with students. The App had now attracted interest from a variety of other educational providers. The GVP – CS&BD also explained that the College was looking to provide a balance of face-to-face and virtual elements for the 20/21 programme.

In response to a question, the Principal/CEO provided assurance that the College could accommodate safely the increased number of students now enrolled at the College.

86/20. Summary of Minutes and Recommendations from Committees (Appendices – Agenda Items 8 a – f)

Chairs of the committees presented the following meetings, drawing the Board’s attention to items of particular interest and presenting recommendations.

Search & Governance Committee – 21 October 2020 (Appendix – Agenda Item 8a) (Draft Minutes previously circulated)

R. Heath, R. Sartain and C. Wassall left the meeting for the consideration of this item.

87/20. Terms of Board Members

Having been assured that the Committee had considered carefully the Board’s succession plan, skills audit returns, the future skills requirements of the Board and to maintain quality governance, the Board –

Resolved: that –

    1. R. Sartain be appointed as an Independent Governor for a further Four-Year Term, commencing 01 January 2021;
    2. the current Term of C. Wassall as the Student Governor (Higher Education cohort) be extended until 31 July 2021; and
    3. R. Heath be appointed as an Independent Governor for a further Four-Year Term, commencing 24 March 2021.

R. Heath, R. Sartain and C. Wassall returned to the meeting.

88/20. Radbrook Foundation Board Nominee

The Board Chair advised that he had, with regret, decided to withdraw as the Board’s Nominee and that the Clerk to the Board had sought nominations to the vacancy.

Resolved: It was AGREED that, having been proposed and seconded, R. Sartain be appointed as the Radbrook Foundation Board Nominee with effect from 15 December 2020.

89/20. Academic Staff Governor (EB & WB)

The Committee Chair reported that, after the publication of the Notice of Vacancy, one Valid Nomination was received, and Belinda Greenaway, Curriculum Leader at English Bridge Campus, was appointed as the Academic Staff Governor (EB & WB) with effect from 15 December 2020.

Finance & Business Operations Committee – 03 November 2020 (Appendix – Agenda Item 8b) (Minutes previously circulated)

The Committee Chair gave a verbal update and presented the following recommendations.

90/20. Health and Safety Annual Report 2019 – 2020 (Appendix – Agenda Item 8bi)

The Annual Report on Health and Safety across the College for August 2019 to July 2020 (previously circulated) also included an Assurance Statement based on the Institute of Directors and the Health and Safety Commission ‘Leading Health and Safety at Work’ guidance as assurance on the effective leadership of health and safety.

In response to a question, the Health & Safety Link Governor confirmed that he had reviewed the Report and his comments had been included in the final version. He further reported that he had recently visited the College’s Health & Safety Officer and reported that the local Shropshire Public Health Team had been impressed by the College’s pro-active response to Covid management. He had also witnessed members of the College’s on-site security team engaging pro-actively with students to manage social distancing.

Resolved: That the Health and Safety Annual Report 2019 – 2020, be approved.

91/20. Terms of Reference of Committee (Appendix – Agenda Item 8bii)

The Committee had reviewed its Terms (previously circulated) and agreed it was appropriate, in line with sector practice, to recommend the required Committee quorum be 40% of its membership (i.e. 3 governors).

Resolved: That the revised Terms of Reference be approved.

Quality, Standards & Curriculum Committee – 16 November 2020 (Appendix – Agenda Item 8c) (Draft Minutes previously circulated)

The Committee Chair reported that –

    • The Committee had reviewed the Higher Education Access & Participation Plan and had sought assurances on under-represented groups, how the College was addressing digital poverty and whether students from areas with the lowest level of progression to H.E. were able to fully participate in online and streamed teaching services.
    • The Clerk to the Board had provided an update on an Office for Students (OfS) report on supporting H.E. students’ mental health and the requirement that providers explain changes to how courses would be delivered during the Covid pandemic.
    • The Committee continued to monitor student voice survey outcomes on behalf of the Board and had received a briefing on the May 2020 Student Perception of College Survey. The favourability of results was down – in line with expectations and because teaching and exams had been severely disrupted by the first national lockdown. The survey had led to recommendations to improve online resources and feedback to learners. The Committee requested updates on the resulting action plan going forward.
    • Reports on complaints and compliments received, updates on student voice activities and the Link Governor’s reports on E&D and Safeguarding had also been considered.
    • On safeguarding, the Committee had been briefed on the additional measures introduced to keep learners safe, the work to replace the outgoing link governor for safeguarding and the work to follow up with new students who reported that they didn’t feel safe in their induction survey.
    • Regarding Progress Grade 1, the Committee had reviewed progress grades and probed to check that that the process for awarding progress grades was reliable and consistent. The Committee also monitored subjects where results were below benchmarks and expected targets.

Audit Committee – 26 November 2020 (Appendices – Agenda item 8d) (Draft Minutes previously circulated)

The Committee Chair gave a verbal update and presented recommendations. The Committee had also reviewed the Financial Statements and Going Concern Report.

92/20. Internal Audit Service (IAS) Annual Report 2019 – 2020 and Strategy 2020 – 2021 (Appendices – Agenda items 8di & 8dii)

The Committee had reviewed the Annual Report 2019 – 2020 (previously circulated) summarising the outcomes of reviews undertaken by the College’s Internal Audit Service (IAS).

As the delivery of the internal audit work for 2019/20, had been impacted by the global Covid-19 pandemic which had taken hold during this accounting period, three reviews had not been completed in accordance with the Plan timetable. Therefore, the IAS had not been able to provide an Annual Opinion in line with Public Sector Internal Audit Standards/IIA – UK & Ireland Standards. However, an assessment of the outcomes from the work completed during the year, had suggested that the College would be heading for a reasonable assurance opinion, as the reviews undertaken had not resulted in any urgent recommendations and there were no areas reviewed where it was assessed that the effectiveness of some of the internal control arrangements provided ‘limited’ or ‘no assurance’.

The Committee Chair reported that, whilst the IAS had not been in a position to formally confirm its Opinion, following the re-opening of the College in September, the IAS had completed two of the three postponed reviews, which had provided assurance that the IAS had been able to progress the Plan. The third review had also been programmed.

The Committee was of the view therefore, that, as two of the three outstanding reviews had been progressed and had secured assurance, it had received sufficient assurance on the adequacy of the College’s controls, and this be reflected in the Committee’s Annual Report to Board.

The 2020 – 2021 IAS Strategy (previously circulated), had been developed by carrying out an updated audit risk assessment to ensure that the planned coverage for the year would be focussed on the key audit risk and that coverage would enable a robust annual Head of Internal Audit Opinion to be provided.

Resolved: That the Internal Audit Service Annual Report 2019 – 2020 and Strategy 2020 – 2021, be accepted.

ACTION: Clerk to advise IAS

93/20. Audit Committee Draft Annual Report 2019 – 2020 (Appendix – Agenda Item 8diii)

The Committee had reviewed a précis of the activities of the Committee in an annual report for the Year 1 August 2019 to 31 July 2020 (previously circulated).

The Annual Report to the Board provided –

    • a summary of the work of the Committee during the financial year under review, including any significant issues arising up to the date of preparation of the Report;
    • any significant matters of internal control included in the management letters and reports from auditors or other assurance providers;
    • the Committee’s view on its own effectiveness and how it had fulfilled its terms of reference; and
    • the Committee’s opinion on the adequacy and effectiveness of the College’s audit arrangements, its framework of governance, risk management and control and its processes for securing economy, efficiency and effectiveness.

Resolved: That the Audit Committee Annual Report 2019 – 2020, be accepted.

ACTION: Clerk to submit signed Report to ESFA

94/20. Risk Register and Board Assurance Framework (BAF) (Appendix – Agenda Item 8div)

As recommended by the Committee (Audit Committee Min. No. 30/19 refers), the format of the Risk Register had been revised in line with the proposals subsequently approved by Board (Board Min. No. 65/19 refers) to incorporate a new set of definitions and working methodology.

In response to a question, the Committee Chair reported that some structural changes had been made to the Register since the last review in July 2020. All SLT members had revisited the inherent risk scores to reflect the naturally occurring risk as if no key controls were in place. As a result of this and changes in presentation, some inherent risk scores were higher. The FE Commissioner had included in his recently published Report a recommendation that risk management processes be reviewed to ensure control measures can demonstrably mitigate identified risk and the Committee considered that these revisions meet this recommendation. The College has also moved away from risks being owned by more than one SLT member. The Committee had concluded that risks had been appropriately identified and that the management actions reported effectively mitigated these risks.

Resolved: That

the Risk Register and Board Assurance Framework (BAF) – November 2020 Update, be approved; and

the risks identified for the 2020 – 2021 Risk Register and BAF, be approved.

95/20. Terms of Reference of Committee (Appendix – Agenda Item 8dv)

The Committee had reviewed its Terms (previously circulated) and had that, whilst the Board membership was in a period of transition, with new members joining, it was appropriate to recommend the amendment of the Terms of Reference to “The quorum for the Committee shall be three members (at least two of whom must be governors)” to ensure that meetings were quorate going forward.

Resolved: That the revised Terms of Reference be approved.

Finance & Business Operations Committee – 01 December 2020 (Appendix – Agenda item 8e) (Draft Minutes previously circulated)

The Committee Chair gave a verbal update and presented recommendations. The Committee had also reviewed the Financial Statements and Going Concern Report.

96/20. Health & Safety Policy and Statement (Appendix – Agenda Item 8ei)

The Board was recommended to approve the College’s Health & Safety Policy and Statement, which would be signed by the Chair of Board and the Principal/CEO.

Resolved: That the College’s Health & Safety Policy Statement be approved.

ACTION: Health & Safety Policy Statement to be signed by Chair of Board & Principal/CEO

97/20. Financial Regulations (Appendix – Agenda Item 8eii)

The Committee had reviewed the College’s Financial Regulations (previously circulated) and noted the minor amendments made, including the financial scheme of delegation.

Resolved: That the College’s Financial Statements be approved.

Special Search & Governance Committee – 09 December 2020 (Appendix – Agenda item 8f) (Draft Minutes previously circulated)

98/20. Appointments to Board

Having been assured that the Committee had considered carefully the Board’s succession plan, skills audit returns, the future skills requirements of the Board and to maintain quality governance, the Board –

Safeguarding and Prevent Link Governor

Resolved: that J. Sharrock be appointed as an Independent Governor (Safeguarding and Prevent Link Governor) for a Four-Year Term, commencing 01 January 2021 and be appointed to the Quality, Standards & Curriculum Committee and the Post Inspection Action Plan Steering Committee.

G. Mills left the meeting for the duration of this item.

Independent Governor Vacancies

Resolved: that

    1. J. Rowe be appointed as an Independent Governor for a Four-Year Term, commencing 15 December 2020 and be appointed to the Quality, Standards & Curriculum Committee and as the SEND & E&D Link Governor; and
    2. G. Mills be appointed as an Independent Governor for a Four-Year Term, commencing 01 January 2021, and be appointed to the Finance & Business Operations Committee.

G. Mills returned to the meeting at this point.

R. Heath left the meeting for the duration of this item.

99/20. Election of Vice-Chair

As the term of the current Vice-Chair would end on 31 December 2020, in accordance with Instrument 5 (8), the Board considered the appointment of a successor.

The Clerk to the Board reported that, having sought nominations from eligible members, one valid nomination had been received.

Having been proposed by A Allen and seconded by R. Sartain, it was

Resolved: That R. Heath be appointed Vice Chair of the Board with effect from 01January 2021 and, in that capacity, be appointed to the Post Inspection Action Plan Steering Committee.

R. Heath returned to the meeting.

100/20. Financial Statements and Going Concern Report (Appendix – Agenda Item 10)

The Board reviewed the presented Financial Statements for the Year Ended 31 July 2020 (previously circulated), having already been considered by both the Audit Committee (Audit Min No. 23/20 refers) and the Finance & Business Operations Committee (F&BO Min No. 59/20 refers).

The Draft Financial Statements had been audited by the Financial Statements auditors who had indicated a ‘clean’ unqualified audit opinion in terms of both truth and fairness and regularity.

The FD advised the Board that the Statements included a Note to satisfy the funding condition required by the Office for Students (OfS) related to the College’s Higher Education Access and Participation Plan and a Note, requested by the Statement’s auditors, related to pensions. The FD explained that the Shropshire Council pension scheme, in common with other pension schemes, had been unable to value its property assets during the financial period, due to the uncertainty caused by the global Covid-19 pandemic. As a result, the pension scheme would insert an Emphasis of Matter Statement highlighting this uncertainty, meaning that the College should make a similar disclosure in the Statements as a contributor to the Shropshire Council Pension Scheme.

The FD also advised the Board that governors were required to assess the College’s going concern and that the auditors needed to be satisfied that the assessment was robust. The Board accordingly considered a paper (previously circulated) with assurance regarding the status of the College as a going concern.
In July 2020, the College had provided a 24-month cashflow forecast to the Education & Skills Funding Agency (ESFA), based on the 2020-21 Budget and 2021-22 Plan’s expected cashflow profiles (“The July Return”). At the end of November 2020, the College was required to submit an updated cashflow forecast covering at least the next 12 months to the end of October 2021 (“The November return”).

The report provided a financial commentary on the COVID-19 November financial return provided to the ESFA, which provided:

  • a bridge between the July and November returns;
  • a Summary assessment of cashflow cover;
  • an Exception report on key variables and sensitivities; and
  • an assessment of the College’s status as a going concern to provide governors with the assurance required to approve the 2019-20 Financial statements.

The Board reviewed a list of considerations and the responding management comments in order to make their assessment, including the key changes in Cash between the July return and the November return to the ESFA, the key drivers behind these changes, and a summary assessment of cash flow cover. The Board agreed that the paper indicated that the College had sufficient resources to meet the going concern requirement.

The Board thanked the Finance Manager and Team for their hard work in assisting the Financial Statements Auditors.

Resolved: That, having considered the draft Financial Statements, the report of the Finance Director and Financial Statements auditors and the reports on going concern –

    1. the Board considered the Shrewsbury Colleges Group to be a going concern; and
    2. approved the draft year-end financial statements 31 July 2020 and Management Letter, for signature by the Chair and Principal/CEO.

ACTION: Signed Statements to be submitted to ESFA

101/20. Risk

Further to Minute No. 18/20, the Board reviewed those risks specific to the Board. In response to a question, the FD explained the difference between Board Risks 3 (a risk regarding implementation and compliance with safeguarding regulations and requirements), Board 8 (a risk in respect of student perception of campus safety) and Board 9 (a risk which separated out staff perceptions regarding campus safety).

102/20. Date of Next Meetings –

Strategic Planning Day – Friday, 29 January 2021 from 9.00 a.m. Venue – tbc; and
Scheduled Meeting – Monday, 29 March 2021 from 5.30 p.m. Venue – tbc.

PART II – CONFIDENTIAL SESSION

It was agreed that Minute Numbers 103 & 104 be considered as confidential items under Instrument 16(2) (c ) and (d) and Standing Order 11 and that, in accordance with Instrument 13(5) (d), Staff and Student Governors, members of the Senior Leadership Team and affected Staff be excluded during consideration of Item 104.

103/20. Safeguarding Annual Report (Confidential Appendix – Agenda Item 13)

The Board considered the Safeguarding Annual Report (previously circulated) which provided updates on Safeguarding at the College including -

    • Staffing structure to safeguard students
    • Partnership relationships with external stakeholders
    • An evaluation of the College’s safeguarding arrangements and details of the College’s response to the OFSTED Inspection Report
    • Safeguarding referrals
    • Emotional Health & Well Being
    • The impact of Covid-19 on safeguarding students and the College’s response
    • Looked After Young People
    • Employment Checks
    • Safeguarding Training and Development
    • Risk Assessment and transition
    • Safeguarding Delivered through Tutorial and Enrichment
    • Policy review and updates
    • Safeguarding Committee activity; and
    • Focus for 20/21
      • E-safety and on-line safety for students and staff
      • Development of small group EHWB services

The GVP - CS&BD expressed her thanks to the DCS and his Team who had responded to the OFSTED outcome with resilience and determination to ensure that the College’s vulnerable students continued to be safeguarded. The DCS explained that the Team had identified and reviewed plans to ensure that vulnerable students had coping strategies in place to ensure that they were safe over the Christmas period when the College was shut. The GVP – CS&BD explained that the Emotional Health & Wellbeing staff had also put together a pack of resources for students to access over Christmas.

Resolved: That the Safeguarding Annual Report 2019 – 2020, be accepted.

Staff and Student Governors and all members of SLT, except for the GVP – HRD, left the meeting at this point.

The Principal/CEO and Clerk to the Board left the meeting at the appropriate point.

In accordance with Instrument 12, a Board member was appointed to act as Clerk to the Committee during her absence.

104/20. Draft Confidential Minutes and Recommendations – Remuneration Committee – 14 December 2020 (Verbal Report)

The Chair of the Committee provided a confidential verbal update, details set out in a Confidential Minute.

Resolved: That the recommendations set out in a Confidential Minute, be agreed.

The meeting concluded at 7.45 p.m.