Minutes of the Board - 11 December 2023

PART I – OPEN ITEMS

Mr G. Mills, Vice Chair of the Board in the Chair, in the absence of the Board Chair.

59/23. Declarations of Interest

1. The Executive Director of Finance declared an interest in Minute Number 80/23. He left the meeting before consideration of the item.
2. The Clerk to the Board declared an interest in Minute Number 80/23. She left the meeting before consideration of the relevant item.
3. The Principal/CEO declared an interest in Minute Number 80/23. He left the meeting before consideration of the relevant item.

60/23. Minutes of Board Meeting Held 10 October 2023 (Appendices – Agenda item 3)

Resolved: That the Minutes of the meetings held on 10 October 2023, be approved as a true record.

61/23. Matters Arising

The P/CEO referred to the recent tragic deaths of four college students of which governors had been previously advised. The college had received many messages of sympathy and offers of support from the wider community and the sector, which had provided a source of comfort. He explained that the college had worked to support not only those students and staff directly affected but also the wider college community, as the deaths had attracted significant media attention.

In response to questions, the VP, S explained the details of the support offered to students, from working to support those students most closely affected, to ensure they felt safe and protected, to a broader response to the wider student cohort which included increasing the suite of support offered to students such as access to the Student Assistance Programme, funded by the Radbrook Foundation. The college was also working with several external agencies to put in place a structured, longer-term support strategy.

The VP, P explained how staff were being supported both generally and directly, including providing access to a supervision counsellor. The P/CEO had personally contacted the teachers directly affected and senior managers had twice met with all staff. The college had also circulated resources to teaching staff, developed by the Learning Enhancement Team (LET), on how to talk to students about the issues raised by the deaths and had offered supervision for impacted teaching teams and senior managers. The LET members had also received additional support. These initiatives had been received positively.

The P/CEO added that, sadly, a former student had also recently died, compounding the effect for the college. He thanked the SLT and staff for their professionalism, commitment and support during this unprecedented time. The Board Vice Chair echoed this on behalf of the Board and expressed the governors’ sympathy for the affected families, students and staff and extended their condolences. The Board endorsed the approach taken by the college to support students and staff at this difficult time.

62/23. Chair’s Announcements

The Vice Chair –

• Welcomed J. Vernon, the recently appointed co-opted committee member and A. Robertson, the Student Governor (Higher Education) elect to their first Board meeting.
• Advised that there had been one Learning Walk since the last Board meeting (Higher Education Provision). Those governors who had attended praised the organisation of the Walk, the staff and students they had met and that they had welcomed the opportunity to engage with this aspect of the college’s provision. The Board Chair encouraged participation in the next Walk which would be held next Term in Art and Design at the English Bridge Campus.
• Thanked those governors and members of the Senior Leadership Team who had attended the recent Governor/Employer Lunch, which launched the Governor Community and Employer Liaison Programme, held in Origins Restaurant, London Road Campus on 24 October 2023. The P/CEO confirmed that the lunch had been very successful, with a number of employer partnership opportunities being pursued as a result of the contacts made at the lunch.
• Several governors had attended the recent Student Union Executive (SUE) and first full student representative meetings.
• Student Governor Report – the 16 – 19 Student Governor provided a verbal report on his attendance at the recent UnLoc Festival of Student Governance. He reported that the event had been informative and he had appreciated to the opportunity to meet with student governors from other colleges. He also thanked the Board for their inclusive and equal treatment of student governors.
• Governors were encouraged to complete and evidence their mandatory annual development modules to the Clerk by 31 January 2023.
• The Board Chair was currently conducting ‘guided conversations’ with all governors, the outcomes of which would inform the Board’s improvement planning going forward.

Chair’s Actions

None.

63/23. Student Governor (Higher Education)

Following a Notice of Vacancy, Andrew Robertson (first year PGCE student) had been elected to the Student Governor (Higher Education) vacancy.
Resolved: that Andrew Robertson be appointed as the Student Governor (Higher Education) for a Two - Year Term, with effect from 12 December 2023 and be appointed to the Quality, Standards & Curriculum Committee as a co-opted committee member.

Action: Clerk to support newly appointed governor in Induction

64/23. Change to Agenda Order

The Chair advised that the items set out at Minute Numbers 65 - 69/23 would be taken out of Agenda order, so a representative of the College’s Financial Statement’s auditors could attend the meeting remotely by Microsoft Teams.

65/23. Summary of Audit Committee Minutes and Recommendations from Committee Meeting held 22 November 2023 (Appendices – Agenda Item 7b i - iv)

The Committee Chair gave a verbal update and presented recommendations.

The Committee had reviewed the Internal Audit Service (IAS) Annual Report 2022 – 2023, conducted by the college’s IAS provider, Validera; this summarised the outcomes of the reviews conducted on the college’s framework of governance, risk management and control to assist the Board in making its annual governance statement.

The Committee had approved 39 audit days and individual reviews were delivered within this. The total number of audit days had included 5 days for the ESFA Subcontracting Standard Validation and an Annex G Grant Certification for Taking Teaching Further funding. After the strategy was approved, management had requested that the Student Records review be postponed; therefore, five unused days were carried forward to 2023/24.

During the year, the service had conducted five reviews; two receiving Substantial Assurance, three receiving Reasonable Assurance; no reviews received a Limited or No Assurance judgement.

As the report was designed to assist the Governing Body in making its annual governance statement and complete its Annual Report to Board, the Committee had agreed that it had received sufficient assurance on the adequacy of the college’s controls and that this be reflected in the Committee’s Annual Report to Board.

66/23. Report from College Internal Audit Service – Internal Audit Plan 2023 – 2024 (Appendix, Agenda item 7 bi)

The Committee Chair presented the draft Internal Audit Service Annual Plan 2023 – 2024 (previously circulated) of the college’s IAS provider, Validera.

The report set out –

• The key findings of the Audit Needs Assessment (ANA), following discussions with key college personnel and the Audit Committee Chair;
• The Service’s approach to the development of the Strategy; and
• The Internal Audit Strategy, which would include an Assurance Review of Governance.

1. Having reviewed the Annual Plan and concluded that it reflected the control requirements of the Board, it was
2. Resolved: that the Internal Audit Service Annual Plan 2023 - 2024 be approved.

67/23. Whistleblowing Policy Review (Appendices, Agenda Item 7biii)

The Whistleblowing Policy had been amended slightly to include the updated contact details of the independent charity, ‘Protect’.

An appropriate reminder of the college’s expectations of staff and the policies and procedures in place to protect the college regarding bribery and corruption and support whistleblowing would be placed in the college internal newsletter ‘In The Loop‘.

Resolved: That the revised Whistleblowing Policy be approved.

68/23. Audit Committee Draft Annual Report 2022 – 2023 (Appendix – Agenda Item 7bii)

The Committee had reviewed a précis of its activities for the Year 1 August 2022 to 31 July 2023 (previously circulated).

The Annual Report to the Board provided -

• a summary of the work of the Committee during 2022 - 2023, 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.

The Report had been produced in accordance with reporting requirements and included a section on governors’ development.

Resolved: That the Audit Committee Annual Report 2022 – 2023, be accepted.
Action: Submit Report to ESFA before 31 December 2023

The Audit Committee Chair signed the Report.

69/23. Risk Register and Board Assurance Framework (BAF) (Appendix – Agenda Item 7biv)

The Board reviewed the 2023– 2024 Risk Register and Board Assurance Framework (previously circulated).

The EDoF explained the strategic risks identified and mitigating actions being undertaken. Whilst no risks were rated ‘red’, the strategic risk (Planned defunding of AGQs) remained ‘high amber’. The P/CEO considered this to be the most significant risk at this point.

The Committee Chair advised that he and a number of other governors, including members of the Committee, had recently attended a governance webinar on AI and its possible implications and risks. The Committee had discussed whether this should be included as a strategic risk. In response to questions, the EDoF and P/CEO considered that it was not AI in and of itself that presented a strategic risk rather than how it was used or misused by students and staff. In mitigation, development resources for teaching staff had been incorporated into the most recent Teacher Development Day and the Digital Strategy would be considered by Board going forward.

The Board concluded that the risks had been appropriately identified and the management actions reported were effectively mitigating these risks. In addition, each committee would review risks within its remit at each meeting during 2023/24 and the Strategic Risk Register would be reviewed at every Board meeting.

Resolved: That

1. the Risk Register and Board Assurance Framework (BAF) – November 2023 Update, be approved; and
2. the risks identified for the 2023 – 2024 Risk Register and BAF, be approved.

Mr M. Munro, of Bishop Fleming, the college’s Financial Statements auditors, attended the meeting by remote access for the following item.

70/23. Approval of Financial Statements and Going Concern Report (Appendices - Agenda item 8)

The Board reviewed the Financial Statements for the Year Ended 31 July 2023 (previously circulated), having already been considered by both the Audit Committee (Audit Min No. 32/23 refers) and the Finance & Business Operations Committee (F&BO Min No. 61/23 refers).

Financial Statements for the Year Ended 31 July 2023

Mr Munro presented the Financial Statements for the Year Ended 31 July 2023 (previously circulated). The auditors confirmed an unqualified audit opinion in terms of both truth and fairness and regularity.

Key Issues for Discussion

Mr Munro advised that there was nothing adverse in the discussion report (previously circulated). He explained the report’s contents, as follows –

• The Financial Statements auditors had reviewed the controls that operated within the college and had identified areas of risk to be control of journals. It had also looked more specifically this year at IT controls with respect to IT weaknesses that could affect the audit. Nothing significant had been found and consequently, the auditors were able to conclude positively with nothing to report.
• Audit findings – the commentary was explained to the Board’s satisfaction;
• Audit findings against other risks. These risks included –
  • Management override of controls;
  • Fraud in income recognition; and
  • Pension assumptions.
• Going Concern – The auditors considered that the Board’s Going Concern assessment was reasonable and therefore the accounts had been appropriately prepared on the going concern basis. The college had evidenced it had sufficient mechanisms in place to effectively manage cash flow. In addition, the college had not breached any covenants, which provided additional assurance to the Board;
• No matters in relation to fraud or breaches in relation to laws and regulations had been identified;

Going Concern Assessment

The EDoF presented a report (previously circulated) providing the Board with assurance regarding the status of the college as a going concern. This report had also been presented to the Audit and F&BO committees, both of which had concluded that the Report provided the necessary assurance. The draft year end accounts, 2023 - 2024 financial plan and year to date operating outcomes demonstrated continuing good financial health.

The Board concluded that the latest weekly cashflow forecast for the year illustrated a sound ongoing cashflow position with no period of pressure on cashflows. The changes to timing of ESFA funding payments made in April 2023, meant that the college’s Cash position was more stable and regular than in previous years.

Having received this report and the assurances of the Financial Statement auditors and the conclusions of the Audit & F&BO committees, the Board concluded that the college had in place adequate mitigating actions in place to ensure cash fluidity at this time during 2024.

Resolved: That, having considered the draft Financial Statements, the report of the Executive Director of Finance, the Financial Statements auditor’s report 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 2023 and Management Letter, for signature by the Chair and Principal/CEO.

ACTION: Signed Statements to be submitted to ESFA

Mr Munro left the meeting at this point.

71/23. Principal/CEO’s Report (Confidential Appendix – Agenda item 6)

The P/CEO presented his report (previously circulated).

Having delivered the report, in response to questions, the P/CEO made the following additional observations –

• Recruitment, retention and attendance.
  • The Board acknowledged that the college’s 2023/24 full-time 16 – 18 recruitment had been excellent, attracting the highest enrolment since merger. The college had experienced significant growth in student numbers since 2016.
  • 123 students had enrolled onto the college’s seven new T Levels; slightly lower than the enrolment target. A number of students had transferred to the alternative vocational qualification (AGQs). In response to questions on this, the P/CEO observed that T Levels were more theoretical and less practical than AGQs and nationally there were still significant challenges around recruitment and retention to the courses. The Board observed that the current government remained committed to defunding AGQs and Labour had indicated that, if it were to become the government after the general election, it would ‘pause and review’ the policy. This uncertainty presented strategic challenges to the college in planning future provision to meet students’ needs.
  • The college had enrolled apprentices above its financial target as more apprentices had enrolled onto high value standards, though below the planned number.
  • Adult enrolments had generated slightly lower funding, because of the changing mix and balance of provision; however, the college was on track to fully deliver the Adult Education Budget.
  • HE recruitment was below target number and budget. In response to questions on actions to mitigate this risk, the P/CEO explained that the college had now arranged the HE curriculum by semesters, thereby allowing multiple start dates, providing more opportunities for students to enrol.
  • Retention of full-time students was positive compared the same period in 2022/23. Attendance was also better, despite the numerous challenges faced this Term; the college had put in place additional measures as part of its commitment to improve communication with parent/carers and embed the benefits of attendance and the impacts of absence.
• Pay Awards and Industrial Action. The college had paid increments with effect from 1 September 2023 for teaching staff and support staff. A base cost of living pay award of 6.5% had also been paid to all teachers and support staff in November 2023, backdated to 1 September. The Department of Education had provided additional funding to support these pay awards to the education.
• Open Evenings and Applications for September 2024. The P/CEO provided a thorough update on full-time applications for September 2024.
  • The pattern of school engagement was different this year, with the college engaging with more schools than ever before.
  • The ‘partner school’ demography would also increase this year, which offered the opportunity to enrol additional students.
  • The college had also seen more students progressing from year 1 to year 2.
  • Attendance at the Autumn Term open evenings had increased compared to 2022/23.
• In response to a question, the P/CEO considered that the college could reasonably conclude that the college should plan for additional student numbers in September 2024. In discussing the strategic implications of the, the Board agreed that the successful completion of the summer 2024 estates projects to create additional classrooms and workshop space at the Welsh Bridge and London Road campuses were, therefore, critical. The college had also secured additional Investment in:
  • HE (to support HE recruitment, upskills staff and improve the existing HE Centre and classrooms)
  • Construction and Engineering (addressing the skills shortages in Automation and Modern Methods of Welding Manufacture and skills shortages in Modern Methods of Construction).
• The Marches Education Partnership with Herefordshire, Ludlow & North Shropshire College, and Telford College, had successfully delivered two Strategic Development Fund bids and had now secured LSIF funding.
• The college had also bid for the Higher-Level Modular Accelerator Programme to develop HE programmes to meet LSIP priorities and a bid to the Marches LEP to improve Electric, Plumbing and Gas workshops.

72/23. Summary of Minutes and Recommendations from Committees (Appendices – Agenda Items 7ai & 7c & d)

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

Finance & Business Operations Committee – 24 October 2023 (Appendix – Agenda Item 8a) (Minutes previously circulated)

The Committee Chair presented the following recommendation –

73/23. Health and Safety Annual Report 2022 – 2023 and Draft Policy (Appendix – Agenda Item 7ai)

The Committee had reviewed the Termly and Annual Reports on Health and Safety across the college (previously circulated), which provided an update on Health and Safety and included an Assurance Statement about the Board’s responsibilities for health and safety.

The Committee in reviewing the reports had particularly noted the following -

• All sites’ Fire Risk Assessments had been audited by an external service, with low-risk remaining action points being implemented.
• Annual Invacuation/Lockdown drills were completed in the Autumn term of 2022, and had recently been re-performed, with no significant issues raised.
• Health and Safety Audit outcomes. Key findings had been remedied quickly, with outstanding items followed-up.
• There had been no RIDDOR reportable events during the reporting period.
• A new procedure for reporting Accidents and first aid calls had been implemented.
• All health & safety incidents and near misses were analysed for any trends or training needs; no unexpected issues or unplanned additional needs had been identified during the period.
• Risk assessments were continually reviewed and adjustments made where required to ensure the continued safety of all staff, students and visitors.
• All college procedures had either been reviewed or were in the process of being so, by the Health and Safety Manager and EDoF.

The Health & Safety Link Governor had reviewed the report prior to submission to the Committee and had submitted comments and questions, to which the EDoF had responded, to provide additional assurance.

The Committee had sought assurance that the college had sufficient first aiders, to ensure an even response to incidents across the campuses. The H&S Manager continued to work with the First Aiders to ensure they felt supported and recognised; an honorarium continued to be paid monthly in recognition. H&S audits were undertaken on a cyclical basis and focused on high-risk areas; there were no ‘outstanding’ actions.

Having reviewed the report, the Committee had requested that the H&S Manager discuss key trends and actions in their next meeting with the H&S Link Governor. It had also requested that the Annual Report going forward include accidents and near misses trend analysis over the past 2 years.

The Board then reviewed the Draft Health & Safety Policy, noting that there were no major changes for 2023 – 2024. The Annual Health & Safety Policy Statement would also be signed by the Board Chair and Principal/CEO.

Resolved: That:

1. the Health and Safety Annual Report 2022 – 2023, be approved; and
2. That the college’s Health & Safety Policy be approved.

Finance & Business Operations Committee – 05 December 2023 (Appendix – Agenda Item 8a) (Draft Minutes circulated at meeting)

The Committee Chair reported that the Committee had received the Period 3 Management Accounts and update, noting the key issues and differences between the Budget and Forecast out-turn, which included -

• Increased 16-18 Funding reflected the revised 16-18 funding allocation.
• Reduced HE and Learner loan income reflected the lower enrolments to date.
• Exams costs remained a significant challenge as was the cost of supporting bursary payments and transport costs.

The Committee also noted that the college had been successful in securing grants from the Higher Skills Improvement Fund and the Local Skills Improvement Fund. However, whilst the funding was welcome, the strategic challenges in developing the estate to meet the longer-term demographic growth expected remained.

The Committee had concluded that, whilst the current year outlook remained positive, there remained some risks in the delivery of the 2023-24 Budget, including:

• Inflationary cost and pay pressures.
• Recruitment to HE provision. In response to questions, the EDoF reported that the college was planning January HE starts but that this would not fill the anticipated shortfall in HE funding.
• Exams fees continued to be a concern area with increase in qualifications requiring exams.

The P/CEO advised that, whist acknowledging the value to the college of the numerous grant funding bids secured so far, the college would now consider carefully what funds to bid for going forward, due to the ability of the college to manage and deliver to the funding deadlines multiple and complex capital projects at the same time. The Committee had supported this approach.

The EDoF presented a verbal progress report on the numerous grants secured together with an update on where the funding would be spent and how this linked into the strategic plan.

Estates Strategy Working Group – 11 December 2023 (Agenda Item 7d)

The Committee Chair provided a verbal update explaining that the Working Group had met just prior to the Board meeting to receive a report from “LocatED” DfE Estates consultants, who were providing support for several estate-related activities (at no cost to the college). The Group had agreed that the direction of travel set out in the Report was a sound basis on which to proceed and that the Group should meet again in February 2024.

74/23. Risk (Agenda Item 09)

The Board reviewed those risks specific to the Board and agreed that the risks have been appropriately identified and the management actions reported were effectively mitigating these risks.

In response to questions, the EDoF explained that the Register included a new ‘Board’ risk previously assigned to the Finance & Business Operations Committee: campuses are not sufficient to meet demand: teaching/workshop space is systematically or significantly insufficient to meet demand by more than 2 groups of students in any year. The risk had been escalated to the Board to reflect the college’s longer-term strategic estates challenges.

75/23. Date of Next Meeting

Scheduled Meeting – Monday, 18 March 2024 from 5.30 p.m. Venue – Higher Education Centre, London Road Campus.
Strategic Planning Day – Friday, 21 April 2023 from 9.00 a.m. Venue – Higher Education Centre, London Road Campus.

76/23 Governance Pack

The Board reviewed the following reports (previously circulated) –

77/23. Terms of Reference

The following terms of reference were reviewed and approved –

1. Audit Committee
2. Finance & Business Operations Committee
3. Search & Governance Committee

78/23. Compliance Reports

The following compliance reports (previously circulated) were reviewed and approved –

1. Safeguarding
2. Prevent
3. SEND

PART II – CONFIDENTIAL SESSION

It was agreed that Minute Numbers 79, 80 & 81 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 Items 80 & 81.

79/23. Safeguarding Annual Report and Policy (Confidential Appendix – Agenda Item 12)

The Board considered the Safeguarding Annual Self-Assessment Report (previously circulated) which provided updates on Safeguarding at the college including –

• During 2022 – 2023, the college focussed on keeping students safe in and out of college. However, due to the legacy of Covid-19, students continued to need more support in terms of their mental health and there continued to be high levels of safeguarding referrals in and out of college.
• In response to questions, the VP, S explained that the college continued with its strategy to embed positive attendance behaviours in students as consistent attendance at college was a significant protective factor for young people. The gap between attendance of safeguarded students and the college average had risen back to the levels seen before an improvement last year.
• Most students felt safe in, and supported by, the college. Students received an Induction into the college approach to safeguarding, Prevent and EHWB during their first week in college. This included where to go to access support if it was needed. In the end of year student survey 97% (97 in 2022/23) of students informed that they felt safe in college.
• The Safeguarding Team offered a comprehensive safeguarding support service for students across all campuses, with an in-person service for students to drop in and receive support provided during core college opening hours. This service was used more than ever during 2022 – 2023; with the college supporting large numbers of students with increasingly complex support which required ongoing intervention and support. In response to questions, the VP, S explained the categories of declarations and the interventions provided. There had been an increase in certain types of risk including the risk to criminal exploitation of children. The VP, S explained the mitigating actions being taken by the college and its partners with an increased focus on supporting students around substance misuse, for example, having brought in a substance misuse worker from the local authority to work with students on campus.
• In 2022 – 2023, the college had contacted DSLs on all local schools to secure the transfer of safeguarding information for September 2022 enrolment. This allowed plans to be in place for more students in September 2022, enabled the college to detect early safeguarding issues and ensure a smoother transition to college for safeguarded students more effectively.
• Regarding the Prevent Duty, the college engaged with West Mercia Police on staff training on the increased risk around the Incel movement and were able to use this information to educate and support students. The college continued to support students around the risk of radicalisation.
• The college identified the important link between Safeguarding and the allied area of Emotional Health and Well-Being, to ensure that appropriate referrals were made and that students accessing EHWB provision were appropriately escalated where safeguarding concerns were identified. The out of hours support in 2022-23, provided through the provision of the Student Assistance programme from Health Assured represented a significant development in the support, directly ensuring that students had the support needed to keep them safe at any time on any day.
• Staff continued to receive mandatory training on Safeguarding and Prevent as well as providing information on these themes via other CPD and regular updates. However, the college approach to staff training went beyond basic compliance, to raise confidence in what to look for in terms of safeguarding concerns amongst students and how to respond if they had a concern. During 2022-23 this focussed on key issues such as online safety, criminal exploitation and Prevent. During 2022-23, staff training focussed on key issues such as online safety, criminal exploitation and Prevent.
• Regarding Looked After Young People (including Care Leavers), the specific Progression Specialist role introduced in the post pandemic period had made a significant impact on improving outcomes in this area with respect to Retention, pass rates and achievement. Although still below the college average, gaps were closing.

Resolved: That the Safeguarding Annual Self-Assessment Report 2022 – 2023, and Policy be accepted and approved.

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

The Principal/CEO, Executive Director of Finance 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.

80/23. Draft Confidential Minutes and Recommendations – Remuneration Committee – 11 December 2023 (Confidential Verbal Report)

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

81/23. Senior Post Holder Remuneration

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

The meeting concluded at 7.27 p.m.