Shrewsbury Colleges Group
Group Minutes of Finance & Business Operations Committee
Date 3rd March 21
Time 5.30 pm
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, B. Greenaway, J. Staniforth (Principal/CEO) and R. Wilson (Chair).

In Attendance
T. Cottee - Clerk to the Board
R. Newton-Syms, Education & Training Foundation (ETF) Board Review Facilitator (Present for Minute Number 03/21.)
Apologies None.

Prior to the meeting, the Chair welcomed B. Greenaway to the Committee meeting; her first Committee meeting since appointment as the Academic Staff Governor (English and Welsh Bridge campuses).

01/21. Declarations of Interest

A Allen declared a standing interest as an employee of Harper Adams University.

02/21. Minutes of Previous Meetings (Appendices – Agenda Items 3a & 3b) (previously circulated)

Resolved: That
The Minutes of the Meeting held on 14 October 2020, were approved as a true record.

The Minutes of the Special Meeting held 09 December 2020, were approved as a true record.

Mr R. Newton-Syms joined the meeting at this point.

03/21. ETF Board Review – Final Report and Draft Action Plan – Confidential (Confidential Appendix – Agenda Item 5b)

The Committee considered the Draft Final Report and Draft Action Plan (previously circulated) arising from the Board Review undertaken on behalf of the Education and Training Foundation as part of the national pilot during November – December 2020.

Mr Newton-Syms, who had undertaken the Review on behalf of the ETF, explained the process involved in the Review; he thanked governors for their support and participation in the process. He explained the findings of the review and confirmed that governance was good. The Draft Action Plan set out three recommendations to support how the Board measured and the improvements the College had put in place. If the Draft Report and Action Plan were accepted by the Committee, they would be submitted to the ETF and the review process concluded. He confirmed that he would be available to support the Clerk to the Board in implementing the recommendations, should this be required.

The Chair thanked Mr Newton-Syms for undertaking the Review and that the Draft Report’s findings would be valuable in supporting the Board. He confirmed that the recommendations would be included in the Board’s Quality Improvement Plan going forward and that the Committee would assess the implementation of the recommendations and their impact on the effectiveness of governance.

Having reviewed the Draft Report and Draft Action Plan, the Committee

Resolved: That the Draft ETF Board Review and Draft Action Plan and its recommendations, be accepted and included in the Board’s Quality Improvement Plan.

04/21. Board Vacancies and Succession Planning – Update (Appendices – Agenda Items 4a & b)

Application for Board Opportunity – Interview

The Committee acknowledged that there was currently one Independent Governor Vacancy on the Board. The Clerk to the Board had received an application for an opportunity to join the Board (completed application pack previously circulated). The applicant had passed Due Diligence Checks and had also taken up the opportunity to meet informally the Principal/CEO and Board Chair.

The Applicant joined the meeting by Teams.

Having conducted the informal meeting and due diligence checks, the Committee interviewed the applicant formally, based on assessment of a submitted CV, application and skills audit (previously circulated).

The Applicant left the meeting.

The Committee, having conducted the interview, referred to the Board Governor Person Specification and the current Board Skills Audit (previously circulated). Having considered the skills and experience of the applicant, the future skills requirements of the Board and to maintain quality governance, the Committee made the following recommendation –

Resolved: It was recommended to Board that Mr J. Barratt be appointed as a co-opted Audit Committee member for a Term of Two years with effect from 30 March 2021.

Action: Item to Board

Board Vacancies and Succession Planning
The Committee considered an update on progress in search activities in anticipation of upcoming vacancies on the Board, including an application received (previously circulated). The Report also included the latest update with respect to –

      • current vacancies and opportunities; and
      • actions taken since the last Committee meeting.

Since the last Committee Meeting

      • The recently appointed Independent Governors and the Staff Governor (EB & WB Academic), had commenced Induction.
      • The Term of the current Parent Governor (English and Welsh Bridge campuses) had been extended (Board Min. No. 87/20 refers).
      • The Board had appointed a Safeguarding Link Governor by the deadline set in the FE Commissioner recommendation.
      • Regarding search activities and applicants on the Waiting List, one expression of interest had resulted in a formal application, one applicant had withdrawn due to current work pressures and one application was still outstanding. The applicant, however, had confirmed they would apply.
      • The Board confirmed it was looking to broaden its cognitive diversity in addition to broadening its diversity in terms of gender, race and age range and directed the Clerk to direct further search activities accordingly.

Governor Opportunities and Succession Planning

      • A total of 5 Terms would end within the next 8 months; an Appointed Governor and Committee Chair on an extended Second Term, the Support Staff Governor, the Parent Governors and the two student governors. Both co-opted committee members’ terms were also due to end in March 2021. A further Appointed Governor and experienced Committee Chair on their second term was due to leave at the end of the year. Thereafter, the Board entered a relatively stable period.
      • With the appreciated support of College colleagues, strong candidates for the student governor vacancies had been secured and would be appointed in good time for a handover with the current student governors.
      • Both co-opted committee members had indicated that they would wish to continue in their roles, if it were the wish of the Board.

The Committee considered each of these issues in turn against the Board’s succession plan, Skills Audit 2021 (previously circulated) and future skills requirements. The Committee concluded that after due consideration of skills, attendance and future skills needs,

Resolved: It was recommended to Board that –

  1. the Term of Mr D. Pulford as a co-opted Finance & Business Operations Committee member be extended for One Year with effect from 30 March 2021, to support the search for co-opted committee member candidates with appropriate professional expertise to support the development of the College’s property strategy; and
  2. The Term of Mr C. Sharp as a co-opted Audit Committee member be extended for Two Years with effect from 30 March 2021.

Action: Item to Board

05/21. Governor Development and Skills Audit – Update (Appendix – Agenda Item 6)

The Committee considered the latest update (previously circulated) on –

Learning Walks Programme

      • Due to restrictions on visitors to College campuses due to Covid-19, and the subsequent National Lockdown, it had not been possible to undertake on-site Learning Walks for the 2020 – 21 year to date. The Committee discussed this issue and AGREED that, on balance and mindful of the College’s rapidly evolving response to the requirement to re-open the College to students and staff and facilitate an extensive programme of Lateral Flow Tests, it would not be prudent to undertake Walks on College sites for this Term and that the issue be kept under review. The Chair asked if there were other opportunities to be considered such as any online opportunities. It was recognised that Governors were given the opportunity to engage with students through invitations to the Student Union Executive through remote technology.

Mandatory Development Modules

      • Safeguarding and PREVENT – 100% compliance;
      • Equality Essentials – 90% compliance reflecting that recently appointed governors were currently on Induction and had been set targets to complete the Modules;
      • Health & Safety - 90% compliance with the Mandatory Development Module, reflecting that recently appointed governors were currently on Induction and had been set targets to complete the Modules;
      • GDPR – 90% compliance with the Mandatory Development Module, reflecting that recently appointed governors were currently on Induction and had been set targets to complete the Modules.

The Committee expected all Induction Development Modules for these governors to be completed before the next meeting.

      • Safeguarding. The Board has considered the Annual Safeguarding Report at its meeting in December 2020 (Board Min. No. 103/20 refers) and the Director of Curriculum Support had presented a general Safeguarding update, as part of the Governor Development Plan 2020 – 2021.

Governor Development Plan 2020 – 2021

Several governors had attended external events provided by the Association of Colleges to supplement their development over the period. Several governors had also attended webinars produced as part of the 2020 – 21 Sixth Form Colleges’ Association’s (SFCA) webinar programme.

Skills Audit

The Board Skills Audit, which had been updated to include the most recently appointed governors was considered (previously circulated). The Skills Audit showed that all the key skills identified as required were present except for at least one member having self-assessed a ‘High’ level of expertise/knowledge in ‘understanding local employer needs and skills gaps’. The Committee acknowledged that it should be mindful of this in its search and governor development plans going forward, in addition to search for estates skills.

Board Diversity Data – Update

The Committee considered the current Board Diversity Report (previously circulated) and acknowledged the need to improve the gender and age diversity of Board membership. In accordance with the ETF Board Review recommendation, the Chair and Clerk to the Board would investigate the setting and use of equality targets for Board membership and report back to the next meeting.

06/21. Estates Working Party (Agenda item 7)

Further to the Strategic Planning Event held on 29 January 2021, the Committee discussed the creation of a governor/officer group to support the development of the next phase of the College’s property strategy. The Committee AGREED that a high-level Property Strategy Group be created, comprising the Board Chair and Vice-Chair, Principal/CEO and Finance Director, supported by a co-opted member with appropriate expertise, to oversee the development of the College’s property strategy. This title was preferred to ‘working party’.

The Clerk to the Board offered to submit a Draft Terms of Reference for the Property Strategy Group for consideration by the Principal/CEO.

07/21. Risk

As part of the discussions on the College’s Risk Register and Board Assurance Framework agreed (Board Min No. 67/17 refers), the Audit Committee had requested that each committee, at each meeting, examine those risks within its remit and ensure that they had either been identified or adequately discussed at the meeting.

The Committee concluded that the risks identified should be supplemented by an additional reputational risk if the Board failed to improve the diversity of its membership with respect to gender, age range and ethnicity. It agreed that Risk Number 2 (The College cannot attract/retain Governors with an appropriate mix and level of skills required) be amended as follows - The College cannot attract/retain Governors with an appropriate mix and level of skills with cognitive and demographic diversity required. It agreed that there had been sufficient discussion of the other risk issues at the meeting, particularly, the need to focus search activities going forward on maintaining a high level of Safeguarding skills on the Board.

The meeting concluded at 7.15 p.m.