Board Minutes 12 September 2016
MEETING /Board of Governors
DATE / 12 September2016VENUE / Board Room, Pelham Street
LENGTH / 5.30 – 7.47pm
PRESENT:
Members / Julie Nerney (Chair)
Gary Anderson (Vice Chair)
Frances Duncan
Nick Juba (Chief Executive Officer)
Joy Mercer (Vice Chair)
Tony Mernagh
Karen Norquay
Adelle Quinn (Student Governor)
Sal Wilson
APOLOGIES: / Natalie Brett
Jim Hynes (Staff Governor)
IN ATTENDANCE:
Chief Operating Officer (COO)
Principal (P)
Clerk to the Corporation / Jon Rollings
Sharon Collett
Melissa Drayson
QUORUM (5) / The meeting was quorate throughout
REGISTER OF INTERESTS / No new declarations of interests
CIRCULATION / Agenda and papers emailed: 5 September 2016
Full Board mailing: 7 September 2016
Item / Action
1. / Welcome, introductions and apologies
The Chairs welcomed governors back for the first meeting of the new academic year.
Adelle Quinn was welcomed to her first meeting as student governor.
It was agreed that the College Seal report should be moved from the consent agenda to the main agenda to allow an amendment to the report to be recorded.
Apologies were received from Jim Hynes and Natalie Brett
2. / Minutes of the meeting on 25July2016
The Minutes of the meeting were approved as an accurate record and were signed by the Chair. Confidential minutes were confirmed.
3. / Matters Arising
All matters arising were either completed or due at a future meeting.
4. / Merger
- Joint Working Group report and forward timeline
The JWG met on 25 August. Feedback from Northbrook’s July Board meeting was that they had liked the draft consultation document and approved next steps with establishing the workforce developmentarrangements. A number of issues had arisen from the financial due diligence undertaken for Northbrook, which required further clarification and information. Northbrook’s Board would be attending City College later in September for a presentation on these issues, and to view the estate.
The rest of the meeting had focused on proposals for a name for the merged college, and the timeline for executive appointments, with positive discussions and a high level of agreement on both. Following the meeting, the two Chairs had been in correspondence to ensure that there was clarity in terms of Northbrook’s requirements for the presentation in September. It was believed that both Boards understood the need to progress to a decision as quickly as possible following the presentation..
- Legal due diligence
The Board noted that the recommendations in the report did not highlight any areas of material risk should City merge with Northbrook College. A number of high level actions were flagged which would form part of the merger implementation plan. In terms of overall assurance, Governors confirmed that they were satisfied, although it was considered that an overall opinion on risk would have been helpful. Post meeting note:an opinion was subsequently provided by Pinsent Masons that the proposed merger would be low legal risk for City College.
RESOLVED: that the Board confirmed that it had received sufficient assurance from the legal due diligence process to progress to the next stage of merger with Northbrook College.
- Pensions liability advice
The COO reported that the written report had now been promised for Wednesday of that week. Provisional oral feedback was that a transfer from one scheme to another would require an application for approval by the Secretary of State but that the risk of crystallisation of liability was very low. Further information would be contained within the report about the likely contribution rates. It was hoped that the report would also provide guidance on the impact of the triennial revaluation of LGPS, and any implications on repayment periods arising from the government’s proposed College Insolvency Regime.
The report was due to be considered by the Joint Working Group on 22 September, and governors requested a briefing on any key issues, circulated outside of the main Board meetings,as soon as the report was available.
AGREED: that the pensions report would be circulated to the Board in correspondence when available, with key issues drawn out in an executive summary.
- Joint financial plan
Governors were reminded that the joint financial plan supporting the original business case provided to the Area Review team met all but one of the key financial measures set out by the FE Commissioner/JARDU, but the current ratio fell below target. This translated into strong financial performance on the income and expenditure statement and relatively lowborrowing levels, butconcern that there would be insufficient headroom to absorb unexpected pressure on cashflow. The potential for additional borrowing to strengthen the cash position was currently being investigated.The reworked financial plan was nearing completion and would be submitted to Barclays as a next step in order to explore both a) their willingness to sustain the current level of borrowing and refinance existing debt held by both colleges, and b) the likelihood that further borrowing might be obtained to increase liquidity. Should further borrowing not be agreed by the bank, this would enable an application to be made to the restructuring facility.
The Joint Financial Plan would be considered by the JWG at its meeting on 22 September in advance of the presentation to the Northbrook Board. It was also agreed that the plan would be circulated to governors outside of the main Board meetings and as soon as the final version was produced.
AGREED: that, in view of the timescales involved, Board approval for the joint financial plan would be obtained by written resolution.
- Executive appointment proposals
RESOLVED: due to personal sensitivity, a confidential minute be taken and that the CEO, staff in attendance and the student governor should withdraw for this item. / COO
COO/
Clerk
5. / CEO Report
Supporting paper by the Executive Team.
The CEO updated the Board on the branding work, upon which board members had received a presentation on 25 July. The first phase ofoutputs - the brand blueprint - would be distributed to all staff for feedback within the forthcoming weeks. The creative work would start after the decision to merge had taken place. Following the Board presentation, further work had been done to refine the options for the name of the merged college. Four had been discussed with Northbrook, of which the clear favourite was Metropolitan College, shortened to ‘Met’. This was considered to reflect the ambitions of the new college well, have the benefit of being free of associations with either existing college or geographical location, and to have positive associations within the sector. It would also enable existing local identities to be retained within the overall brand.
A detailed update on student recruitment was also provided. It was too early to provide a firm indication of student numbers as the main recruitment period had not ended and a number of students had yet to complete the enrolment process. Early signs were that 16-18 numbers would be slightly below target. The picture across the curriculum was variable, with some areas over-recruiting significantly. Others, particularly motor vehicle, construction and engineering, were below target. This was considered to be due to a range of factorsto be explored fully as part of the enrolment/recruitment review process.
The position with Higher Education recruitment was slightly clearer. Numbers were currently around 20 below target. The financial implications of any HE under-recruitment would be examined once final numbers were confirmed.
Apprenticeship numbers for August and September starts were currently slightly below target although the number of starts at the beginning of the year was well above the previous year. Adult and commercial provision was a growth area and there was confidence that it would meet the 20% higher target.
Governors also asked for numbers of students who had progressed internally from the previous year. It was confirmed that a number of students who hadn’t yet enrolled were part of the current caseload. Exact numbers would be confirmed in October once all data had been analysed.
The impact of the increased number of students retaking English and Maths was raised, following the national increase in the grade boundary for a C in summer 2016. The Principal confirmed that the percentage of new students who would need to take English or Maths had increased.
Enrolment processes had been improved considerably and had run smoothly. An enrolment review was planned to identify any further areas for improvement, underpinned by robust and reliable data. Governors expressed satisfaction with the assurances given about the improvements that had been made.
Governors asked about the degree to which reputation had impacted on recruitment. It was considered that a combination of factors were in play, includinglocal competition, reputation damage done in previous years, alongside local demographics. For some curriculum areas, numbers were down nationally across the sector. A full analysis would be undertaken later in the year in the context of national trends, to identify any action or improvements required.
AGREED: that the Executive should consider and advise the board on the appropriate time in the Board calendar for a presentation of the college marketing and recruitment strategy and analysis of factors affecting recruitment.
Quality
More information was provided about the quality issues which had been raised bythe University of Brighton relating to one of the College’s HE qualifications. It was confirmed that the appointment of a new curriculum lead in this area had already had an impactonrestoring robust QA processes and that the University had indicated that it was reassured that appropriate action was being taken.
The Board noted that the new Quality Assurance statement, required by HEFCE would be brought to the November meeting for consideration and approval before the 1 December submission date.
An update was provided on Construction. Early feedback from the course induction had been very positive andit was hoped that a good experience at the start of the course would impact favourably on retention.
Although down on the previous year, it was believed that Maths and English A*-C rates remained significantly above the national and regional average. FE Sussex was in the process of compiling anonymous results from Sussex colleges, which would enable a more accurate comparison. The overall A-G pass rates, which included 100% in 19+ Maths, were commended by the Board.
Data relating to success rates for other courses was currently being compiled. It was anticipated that the position regarding 15-16 outcomes would be clear by the end of September.
The Board noted that the earliest call for Ofsted would be that Friday. The College Improvement Plan (CIP) was being updated and an early, high level self-assessmentreport was being produced. A range of measures to ensure that governors were Ofsted-ready were discussed and governors were urged to ensure that they were up to date with the online safeguarding training. The Clerk would advise as required.
agreed: That, as part of the preparation for Ofsted:
- A workshop be held at the October Away Day
- The Governor briefing from November 2015 be reissued by email
- The all governors ensure that they have completed the online safeguarding module
- That all governors complete the online governance self-assessment survey, issued earlier that day.
It was noted that there were no significant changes to the figures since the report to the July Board. The underlying surplus was slightly lower than predicted as a result of due diligence costs. There was reasonable confidence that there would be no material change to the surplus figure, although this was subject to audit. The Board recognised the significance of reaching an underlying end of year surplus, and commended the Executive team and college staff for their work in achieving this position.
The key issue to impact on the accounts would be the changes under FRS102. It was confirmed that the college was on track to be able to bring the final audited accounts to the December Board for approval.
Governors asked why the college did not hit its staff utilisation target of 95%. The difficulties in achieving utilisation levels this high were explained. Nonetheless, the sector benchmark was 92%, and this should be aspired to.
Human Resources
The Board noted that an administrative error had led to the under-reporting of staff turnover figures in previous reports. The actual figure was higher than the AOC benchmark. There were considered to be a number of reasons for the high turnover. The exit interview process was being reviewed to provide high quality management information to enable a better understanding of these in future.
The Board was keen to understand more fully the impact on the capacity and capability of the college to recruit or retain staff, and in which curriculum areas this was a particular challenge. The link between staffing, workforce development and quality was recognised. Local issues such as cost of living compared to average pay were known to be factors. A priority for the College would be providing opportunities for development and promotion for existing staff. An audit and map of staff requirements and recruitment would be a major consideration in mergerimplementation planning.
Governors discussed setting a target for turnover but acknowledged that this would be difficult given the amount of uncertainty and change within the sector.
AGREED: that an update on staff appraisal completion would be provided to governors in the next CEO report.
Property
Governors noted the sale of Preston Road had completed as planned. A full update on Pelham Street would be provided at a later date.
Risk management
The updated risk register was noted and the adjustment to some of the rankings. The risk related to Brexit had been changed to reflect the impact of the forthcoming autumn statement, and international student recruitment. / CEO/Clerk
Principal
Principal
Clerk
Governors
Governors
6. / Freedom of Information Act report (consent item)
Supporting paper by the Clerk
RESOLVED: that the Board notes the annual FOIA report 2015-16 and confirms that it is satisfied that the College has complied with the Act during the year.
7. / Use of College seal report (moved from consent agenda)
Supporting paper by the Clerk
It was clarified that page three of the report was superfluous and the correct information was contained within page 2. Governors asked for more information about why the Seal was used. This would be reviewed and advice brought back as part of the next update of the financial regulations. / Clerk
8. / Other Business
There was no other business
The meeting closed at 7.47pm
SIGNED ______(Chair)
DATE ______
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