Paper SG05/09/15 The Chair advised that at the beginning of the year the agreed number of governors was 16.. However with the appointment of Dr J Selby in March 2015 and the appointment
Trang 1SEARCH and GOVERNANCE COMMITTEE
Minutes of a Meeting
Thomas Mawson Room
Present: Mr Edward Keene (Chair) (EK)
Mrs Rosamund Blomfield-Smith (RBS)
Mr Mark Davison (MJD)
Mr Russell Marchant (RM)
Mr Ken Nottage (KN)
Mr Graham Papenfus (GP)
Mr Graham van der Lely (GvdL)
Mr C Whitehouse (CW)
ACTION ACTION
DATE
1 Apologies
All Members were present
The Chair welcomed Mr G Papenfus to his first meeting
2 Declaration of Interest – Paper SG02/09/15
The Clerk advised that members’ interests would be taken as those
disclosed in the Register of Members Interests There were no
declarations of members interests for agenda items
3 Minutes of the Last Meeting – Paper S0G3/09/15
Minutes of the meeting held on the 16th June 2015 were agreed to be a
true and accurate record and signed by the Chair.
4 Matters Arising
4.1 (4.1, 4.2, 8.0) Update on setting up annual event for
stakeholders in specific curriculum area.
RM confirmed that an annual event will be held and be focused on the
equine area Timing and content still to be decided
4.2 (4.4, 6.0) The Vice Chancellor has nominated Ms Jo
Midgley, Pro Vice-Chancellor Student Experience, as his
Trang 2DATE temporary nominee to Hartpury Board in the absence of
Mrs R Cowie.
5 Discuss and recommend governor recruitment requirements.
Paper SG05/09/15
The Chair advised that at the beginning of the year the agreed number
of governors was 16 At that time, after the appointment of Ms I Barker
and Mr G Papenfus, we had 17 governors With the retirement of Mrs J
Holderness-Roddam in July 2015 this would have brought the level back
to 16 However with the appointment of Dr J Selby in March 2015 and
the appointment of Mrs B Buck in July 2015 this brought the level to 18
governors and the Board increased the number to this level made up of
13 governors, 2 student governors, 1 staff governor, 1 UWE nominated
governor and the Principal The resignation of Mr R Barnett and Mr D
Clegg has now brought this level down to 16 the agreed level at the
beginning of the year The Clerk circulated an update, which had
previously been circulated electronically, of an analysis of the Skills and
Knowledge Survey which now included the new governors Ms Barker, Mr
Papenfus and Dr Selby Their combined skills and knowledge have
considerably strengthened the overall profile of the Board However
“Sport and the industries it serves” has dropped into the red with less
than 50% of governors noting this is not an area in which they have
high or good knowledge RBS felt that boards operate more effectively
when they are smaller but with the resignation of Mr Barnett and Mr
Clegg, who both had considerable business experience, and questioned
whether we needed to strengthen in this area KN agreed that larger
boards make it difficult to contribute and felt that governors should be
there to make a difference and this is far easier with a smaller board
The results of the skills analysis still showed a good range of skills in the
area of finance and business MJD felt that it was more important to
have a high level of attendance rather than making poor attendance up
with more governors The areas where we had no governors who had
indicated a high level of experience or where the overall score of high or
good experience fell below 50% were discussed EK felt that in areas
such as the law, which fell short, we would be able to seek external
professional advice CW felt that we were missing some of the
experience of industry, particularly sport, as governors with strengths in
this area had retired EK agreed and advised that he looked at the areas
where we had a high percentage of minimal experience and this was
particularly relevant in Animal and Veterinary Science where 50% of
governors had indicated that they had minimal experience in this area
RM advised that he was less concerned about the curriculum areas as
we have professionals in the College Executive to keep abreast of the
industries we serve and he gave as an example the results of the last
QAA review EK suggested that if we kept the current number of
governors it will give us the opportunity in the future, if someone
became available with skills that would strengthen the board, to
approach them GvdL agreed that when he was Chair with a higher
number of governors it was far more difficult to manage and ensure that
everyone contributed and pointed out that we have refreshed the Board
this year with three new governors
Trang 3It is recommended therefore that we should not formally be
looking for new governors.
Clerk 08/10/15
6 Discuss and recommend Chair, Vice Chair and Membership of
the Audit Committee Paper SG06/09/15
The Clerk advised that the Audit Committee currently has an
establishment of three Governors and one Co-opted Member and with
the resignation of Mr R Barnett and Mr D Clegg there are vacancies for
Chair and Vice-Chair The establishment level of this Committee was
four Governors and one Co-opted Member until October 2014 and with
a quorum of two governors the Clerk proposed that we should revert to
this level This was agreed and the Chair confirmed that we were
therefore looking for Chair, Vice Chair and another Member all should
have the appropriate knowledge and skills to fill these positions The
current workload of governors was discussed and the skills required and
who would be the most appropriate governors to fill these positions In
response to EK the Clerk confirmed that Mr D Seymour had been on the
Committee for three years KN believed that continuity was important
In response to GP the Clerk confirmed that the Co-opted Member was
an accountant and RM advised that the internal and external auditors
were present at meetings RBS felt that it was important to have a
probing mind and GvdL agreed that the people on this committee
needed to be clear thinking and have common sense
It is recommended that Mr D Seymour should be offered the
position of Chair of Audit Committee with Mr G van der Lely
and Mr G Papenfus becoming members The appointment of a
further member and the position of Vice-Chair will be held over
to the next meeting.
Clerk 08/10/15
7 Discuss Eversheds Report on Matters Relating to University
College Title Paper SG07/09/15
EK advised that as a follow-up to the Principals presentation at the
March Strategic Planning Day he, together with the Vice-Chair, Principal
and Clerk met a representative from Eversheds to discuss options for
possible future structures of the College The outcome of this meeting
was that they would produce a report that would be discussed by the
Board and it has therefore been arranged that Eversheds will make a
presentation at a meeting after the Board Meeting on the 8th October
2015 EK advised that we would like to market HE as a university and
the report outlines the possible options RM advised that the information
on the QAA web site is not correct and on the advice of Eversheds we
have written to BIS to apply for university status under the previous
regulations and conditional on achieving TDAP We have not as yet
received a response from BIS, however, they have just issued new
guidance which had not been expected until next year and this will
probably alter the content of Eversheds Report In response to GvdL RM
advised that the new guidance has only just been issued and we still
need to look at the detail Also in response to GvdL RM confirmed that
Trang 4we will need to move from a Further Education Corporation to a Higher
Education Corporation to be granted university college status RBS
advised that obviously the report will need to be changed but felt that
there should also be a covering paper from the Principal setting out his
advice and the reasons why EK advised that it is important to ensure
that the options fit with what we want and MJD agreed in that we need
to narrow the options with GvdL suggesting that we do not want options
that are not relevant KN warned about the possible change to the
profile and image of the College which as a college was very high and at
the top but to step in to the university area with league tables could
affect image and student numbers GP agreed that there were huge
marketing risks RM advised that he was very aware of this We would
still want to be a very successful FE college but we need to increase the
image of degrees at a college and externally a university tag would be
very beneficial particularly internationally GvdL agreed and stressed
that league tables are important but our performance is currently
monitored by UWE and we had an excellent QAA Report EK agreed that
there was a need to understand the risks and complexities at our
meeting in October
It was agreed that Eversheds will be asked to amend their
Report taking in to consideration the above discussion and
recent BIS announcements and the Principal will provide to the
Board a paper outlining his preferred course and the reasons
for this.
Discussions took place on the Eversheds Board Skills Matrix Analysis but
it was thought it did not offer any overall advantages on our current
questionnaire In response to RM the Clerk confirmed that our TDAP
consultant had seen our current documentation and confirmed that it
was appropriate for skills analysis of an HE institution
It was agreed that we will continue with our current
questionnaire and amend from Eversheds document where
appropriate.
RM
Clerk
08/10/15
08/10/15
8 Update on the implementation of the Code of Good Governance
for English Colleges
The Clerk advised that he had put this on hold pending the outcome of
the discussion on University title at the next Board Meeting as we may
need an HE Code of Governance
9 Any Other Business
9.1 Governor attendance at events.
GvdL advised that we have no formal policy for inviting retired
governors to college events GP advised that it is absolutely key to have
former governors involved EK believed that we should produce a
calendar of appropriate events that governors and former governors
should be invited and this should be done through the Clerk RM
Trang 5confirmed that all current governors plus current co-opted members will
be invited to all events but we did not currently have list of retired
governors GP outlined a process that he currently uses for inviting past
governors and alumni to events at his institution
It was agreed that a process will be developed for inviting
governors and co-opted members both past and present to
College events.
RM/
Clerk
Urgent
10 Dates of future meetings at 9.30am Changes in red.
Thursday 3rd March 2016
Wednesday 22 nd June 2016 (change from 23 rd June 2016
as it clashes with FE Prize Day)
Thursday 15th September 2016
Thursday 9 th March 2017
Wednesday 21 st June 2017
Thursday 9 th November 2017
Mr Edward Keene 3 rd March 2016
Chair Search and Governance Committee