Minutes of the Board - 16 December 2019

PART I – OPEN ITEMS

55/19. Declarations of Interest

1. 1. Andy Allen declared a Standing Interest as an employee of Harper Adams University.

56/19. Minutes of Board Meeting Held 14 October 2019 (Appendix – Agenda Item 3)

Resolved: That the Minutes of the meeting held on 14 October 2019, be signed and approved as a true record, subject to the correction to the Board membership to remove M. Thompson.

57/19. Matters Arising

None.

58/19. Chair’s Announcements

The Chair –

1. 1. Reported that, in accordance with Standing Order No. 19, he had, since the last Board meeting held, taken two Chair’s Actions;
   2. welcomed Robert Lopez, the appointed Parent Governor (London Road Campus) to his first meeting; and
   3. welcomed Michael Thompson to his first meeting as an Independent Governor.

59/19. Principal/CEO’s Report (Appendices – Agenda item 6)

The Principal/CEO spoke to his report (previously circulated). He provided further verbal updates on -

• • Progress on the College’s efforts to seek remarks of A level Sociology papers, with some success achieved in gaining higher grades.
  • Enrolments, including a presentation on full-time enrolments. The Board acknowledged that, at the census point, the College had recruited more students than projected, despite a downward demographic trend.
  • Year 11 Advice and Guidance Events. The College was analysing the number of people who attended the most recent College Year 11 Open Evenings. The GVP - CS&BD explained that the College could now track an applicant’s ‘journey’ from initial interest through to application and through weekly and monthly analysis, was aware of the numbers likely to enrol and from where. The College would also relaunch the ‘love SCG’ enrolment campaign in February 2020 and was currently considering its marketing strategy in areas outside Shrewsbury.
  • Engineering and Motor Vehicle provision were at capacity. The College planned to increase capacity further to meet demand; however, this would require capital investment. Whilst other colleges offered similar provision, the College had increased market share due to offering reputable progression routes, retaining high-quality staff and the Curriculum Leader developing positive relationships with large employers. The Board commended the six engineering apprentices who had won medals in the recent World Skills UK Final. All six medallists would be joined by three further qualifying apprentices and these nine would then compete against each other for the three places on the UK Team going to Shanghai in 2021, for the World Skills Games.
  • The Board also noted the high levels of achievement and retention secured, which had been a strategic objective.

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

60/19. Summary of Minutes and Recommendations from Committees (Appendices – Agenda Item 7a - 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 – 04 November 2019 (Appendices – Agenda item 9a) (Minutes previously circulated)

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

61/19. Health and Safety Annual Report 2018 – 2019 and Policy Review

The annual report on Health and Safety across the College for August 2018 to July 2019 (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.

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

R. Sartain reported that he was currently undertaking Induction as Link Governor for Health & Safety. The Chair confirmed that Health & Safety Reports to the Finance & Business Operations Committee would require the Link Governor’s sign-off, going forward, as the Link Governor was not currently a member of this Committee.

Resolved: That –

1. 1. the Health and Safety Annual Report 2018 – 2019, be approved; and
   2. the College’s Health & Safety Policy Statement be approved.

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

62/19. Terms of Reference of Finance & Business Operations Committee – Review

As part of its review of Committee membership 2019 – 2020, the Board had agreed that the Committee review its Terms of Reference, to consider including HR issues within its remit.

Having reviewed the Terms, the Committee agreed it was pertinent for effective governance to include consideration of an Annual Human Resources Report and any employment relations matters referred by the Principal\CEO within the Terms.

Resolved: That the Terms of the Finance & Business Operations Committee be amended to include the following –

1. 1. To consider and inform the Corporation on an Annual Human Resources Report; and
   2. To consider and make recommendations on any employment relations matters referred by the Principal/CEO.
      ACTION: Terms of Reference to be amended

Quality, Standards & Curriculum Committee – 18 November 2019 (Appendices – Agenda item 7b) (Minutes previously circulated)

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

The Board also noted that –

• • The link governors for Higher Education, Apprenticeships, Safeguarding and Equality & Diversity confirmed that they had met with the relevant SLT officer in the preceding Term and gave updates to the Committee.
  • The Committee had received apprenticeship data in a new format which would allow the Committee to scrutinise progress. Timeliness of completions required improvement and the GVP – M&I had set out ambitious targets.
  • Regarding Progress Check Period 1. The Committee had reviewed target grades and probed to check that target setting was reliable and consistent. The Committee was briefed on the aspects of target setting and monitoring which were done centrally and those which relied on the professional judgment of teaching staff. The Committee had received assurances that staff were trained to set challenging target grades. The Committee also monitored subjects where results were below benchmarks and expected targets.

63/19. Office for Students (OfS) - Compliance with Regulatory Deadlines: Reminder for Governing Bodies

The Board Chair (and Principal/CEO) had received a letter (previously circulated) from the OfS, advising that the College had failed to complete the Submission of 2019 Unistats return on time.

The OfS had indicated that, whilst it had not reached a formal regulatory finding in relation to this missed deadline, it had recorded the instance of lateness. The Committee (Min No. 47/19 refers) had been advised that the Return had been submitted to deadline; however, it had not successfully uploaded and whilst re-submitted the following working day, the submission deadline had been missed. The Committee was assured this would not occur again, as data submission deadlines had been diarised going forward and the Committee would receive assurance submission deadlines had been met.
As the OfS required the Board to submit a record of this discussion of the reason the deadline was missed and the steps that would be taken to ensure that future deadlines were met, the Committee Recommended to Board the letter.

The Board, having considered the report of the Committee, accepted the reason the deadline was missed and was assured of the steps that would be taken to ensure that future deadlines were met.

Resolved: That extracts of the Minutes of the meetings of the Quality, Standards & Curriculum Committee and Board be submitted to the Office for Students as evidence of compliance.

ACTION: Clerk to submit to the OfS

Audit Committee – 27 November 2019 (Appendices – Agenda item 7c) (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.

64/19. Internal Audit Service (IAS) Strategy 2019 – 2020 and Annual Report 2018 – 2019

The 2019 – 2020 Strategy of the College’s Internal Audit Service, TIAA, (previously circulated), had been developed by carrying out an updated audit risk assessment to ensure that the planned coverage for the year was focussed on the key audit risk and that coverage would enable a robust annual Head of Internal Audit Opinion to be provided.

The Board also reviewed the Annual Report 2018 – 2019 (previously circulated) summarising the outcomes of reviews undertaken by the IAS, which was satisfied that, for the areas reviewed during the year, the College has reasonable and effective risk management, control and governance processes in place.

Resolved: That Internal Audit Service Strategy 2019 – 2020 and Annual Report 2018 – 2019, be accepted.

ACTION: Clerk to advise IAS

65/19. Risk Register and Board Assurance Framework (BAF)

The Committee had reviewed (previously circulated) the Risk Register and Board Assurance Framework – November 2019 Update and had identified the live risks for the 2019 – 2020 Risk Register and BAF. The Committee had been assured that risks had been identified and were being actively managed. All governors also received the regular financial reports which contained financial risk analysis.

The Committee Chair advised the Board that the Finance Director had explained that the current College Risk Register followed a traditional and generally accepted format and that it had been some time since the Board had reviewed and considered its appetite for risk and the associated scoring and RAG rating used. He also explained that there was currently no formally documented approach to assessing probability and that the current Assurance levels did not include the revised impact and probability scores – only the RAG rating.

The Committee had considered a proposed alternative approach and method of presentation, including revised definitions about how impact should be assessed and proposed revised definitions about how probability should be assessed. The Committee had agreed that –

Having considered the proposals and the risk needs of the Board, the Board AGREED that –

1. 1. the proposed risk impact and probability descriptors shown should reflect the Board’s risk appetite; and
   2. the proposed scoring mechanism and RAG presentation, proposed format of presentation and proposed reporting arrangements to the Board and Audit Committee would provide assurance to the Board on the robustness of the College’s risk management arrangements and a robust Board Assurance Framework.
   3. The revised approach be presented to the Audit Committee at its next meeting in March 2020.

Resolved: That

1. 1. the Risk Register and Board Assurance Framework (BAF) – November 2019 Update, be approved; and
   2. the risks identified for the 2019 – 2020 Risk Register and BAF, be approved, subject to the revised approach being considered at the March 2020 Audit Committee meeting.

66/19. Audit Committee Draft Annual Report 2018 - 2019

The Committee had reviewed a précis of the activities of the Committee in an annual report for the Year 1 August 2017 to 31 July 2019 (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 2018 - 2019, be accepted.

ACTION: Clerk to submit Report to ESFA

(Note: The Audit Committee Chair signed the Report at the meeting.)

Finance & Business Operations Committee – 03 December 2019 (Appendix – Agenda item 8d) (Draft Minutes circulated at meeting)

The Draft Minutes were presented. It was confirmed that all governors had received the Management Accounts to 31 October 2019. The Committee had also reviewed the Financial Statements and Going Concern Report.

67/19. External Audit Report Financial Statements for the Year Ended 31 July 2019 (Appendix – Agenda item 08)

The Board reviewed the presented Financial Statements for the Year Ended 31 July 2019 (previously circulated), having already been considered by both the Audit Committee (Audit Min No. 27/19 refers) and the Finance & Business Operations Committee (F&BO Min No. 51/19 refers). The F&BO Committee, having reviewed the Statement’s commentary, had requested that the final version submitted to the Board and, after approval, placed on the College’s website, incorporate a preface, explaining the College’s financial position and strong educational performance to provide context to the Statement of Comprehensive Income.

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

The Finance Director advised 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 Audit Committee had considered the observations arising from the audit, which are contained in the Financial Statements Auditor’s Report (Audit Min. No. 27/19 refers).

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. 1. the Board considered the Shrewsbury Colleges Group to be a going concern; and
   2. approved the draft year-end financial statements 31 July 2019 and Management Letter, for signature by the Chair and Principal/CEO.
      ACTION: Signed Statements to be submitted to ESFA

(Note: The Chair of the Board and Principal/CEO signed four copies
of the Financial Statements after the meeting)

68/19. Safeguarding Annual Report 2018 – 2019 (Appendix – Agenda item 09)

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

• • The College had self-assessed Safeguarding provision as ‘Good’, using the ‘Inspecting Safeguarding in Early Years, Education and Skills’ Guidance;
  • The College recorded cases across both academic and vocational provision;
  • Analysis of case continued to highlight an increasing trend in mental health and anxiety issues and, in anticipation of this, the College had targeted staff development for the 06 January 2020 Staff Wellbeing Day and increased resources to support students’ mental health and wellbeing;
  • The GVP – CS&BD described how the College had trialled working with a school partner to support identified students transitioning to the College, to support their induction, retention and achievement.
  • The Safeguarding Link Governor drew the Board’s attention to the work done by the College to reduce the number of students waiting to access counselling, including introducing a ‘triage’ service, to assess students who sought support.
  • The Board requested that the Radbrook Foundation be approached for financial support for support services.

Resolved: That the Safeguarding Annual Report 2018 – 2019, be accepted.

69/19. Risk

As part of the discussions on the College’s Risk Register and Board Assurance Framework agreed (Board Min No. 67/17 refers), all committee agendas now featured a final item to consider whether risks connected with that committee had been effectively addressed in the meeting.

The Board also undertook a review of the risks within the remit of the Board. It was assured that the College was taking reasonable actions to mitigate these risks.

70/19. Date of Next Meeting – 30 March 2020. Venue – H.E. Centre, London Road Campus.

PART II – CONFIDENTIAL SESSION

It was agreed that Minute Number 71/19 be considered as confidential under Article 16(2) (d) and Standing Order 11.

The Staff and Student Governors left the meeting at this point.

71/19. Summary of Draft Confidential Minutes and Recommendations from Committees

Board – 14 October 2019 (Confidential Appendix 12a) (previously circulated)

The Draft Confidential Minutes were presented.

Resolved: That the Confidential Minutes of the meeting held on 14 October 2019, be signed and approved as a true record.

Finance & Business Operations Committee – 14 November 2019 (Confidential Appendix – Agenda item 12b) (previously circulated)

The Confidential Minutes were presented. The Principal\CEO and FD provided a verbal update on potential campus redevelopment.

The meeting concluded at 7.00 p.m.