Minutes of the Ninety Fifth Meeting of the Board of Corporation of the Sunderland College held on Tuesday 13 December 2011 at 6.00pm in the Room 614 at Shiney Row Centre.

PRESENT: Mr D Ambrose, Ms S Atkinson, Mr G Blyth, Mr A Carter, Mr I Forster (Chair), Cllr C Gofton, Mrs A Hodgson, Mr A Holmes, Ms J Johnson, Mrs A Lawson-McLean, Ms K Murray, Ms A O’Donoghue, Mr M Ridley, Cllr T Wilkinson.

IN ATTENDANCE: Ms S Duncan, Mr N Harrett, Mr D Howells, Ms R Wiles (for item Bd/11/105), Ms M Earley (for item Bd/11/106 & Bd/11/107), Mrs J Ridley.

CLERK: Mr C Crossman.

Bd/11/100 APOLOGIES FOR ABSENCE AND DECLARATIONS OF INTEREST

Apologies for absence were received from Mrs D Butler and Mr R Edmonds.

Bd/11/101 i. MINUTES OF THE PREVIOUS MEETING HELD ON 5 JULY 2011

The minutes were accepted as an accurate record.

ii. MINUTES OF THE SPECIAL MEETING HELD ON 2 NOVEMBER 2011

The minutes were accepted as an accurate record.

Bd/11/102 MATTERS ARISING THEREFROM

SpBd/11/02 – Estates StrategyThe Chair advised that work was underway to develop an Estates Strategy and that it may be necessary to convene a Special Board Meeting in the New Year in order to discuss the options in detail.

J Johnson joined the meeting at 6.05pm

Bd/11/103 ARRANGEMENTS FOR THE REPLACEMENT CLERK

The Board was advised that four candidates had been interviewed for the position of Clerk to the Corporation on 11 November 2011. The Selection Panel comprising three members and the Vice Principal Quality & Business Support recommended the appointment of Rowan Ferguson as Clerk with effect from 1 January 2012.

The Board:

approved the recommendation of the Selection Panel to appoint Rowan Ferguson from Dickinson Dees as Clerk to the Corporation for an initial period of two years.

The Chair thanked Colin Crossman explaining that the level of service he had provided was over and beyond that of the work of a Clerk and on behalf of the Board he wished Colin well for the future.

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Ms J Johnson joined the meeting at 6.05pm

Bd/11/104 CLERK’S REPORT

The Clerk reported that Stewart Allen had resigned from the Board as he saw a conflict with his position at Gentoo due to the level of involvement between the company and the College in relation to a Town Centre project. He may re-consider joining the Board at a future date.

It was noted that members of the Governance & Search Committee had met with Steve Crake on 28 November and the Clerk confirmed that he had received the completed declaration of interests and eligibility statement.

Governors were asked to give consideration to filling the committee vacancies as described in section 2.2.2 of the report. It was noted that Janet Johnson had agreed to join the Audit Committee thus filling the vacancy created by the departure of Kath Murray.

Finally, it was explained that the self assessment process had identified that there had been a downward direction of travel in performance in the Subject Sector Area of Arts, Media and Publishing. Whilst it was not causing significant concern, management felt that it would benefit from the engagement of a Link Governor. The Chair encouraged Governors to consider taking up this role.

Ms S Atkinson joined the meeting at 6.10pm

The Board:

i. approved the recommendations of the Governance & Search Committee to appoint Steve Crake for a period of 4 years;

ii. appointed Janet Johnson to the Audit Committee;iii. agreed to seek a Link Governor for Arts, Media and Publishing.iv. noted the remaining committee vacancies which would be reviewed at the

next meeting of the Board.

Bd/11/105 BI-ANNUAL REPORT ON SAFEGUARDING MATTERS

The Student Services Manager presented the annual update of the Safeguarding policies and related procedures. She explained that changes had been made to reflect the new branding and that there were three new additions to the shared annexes provided in Annex 3 of the report. The new documents included a Safeguarding Process Flowchart, an Anti-Bullying Policy and a Positive Handling Policy.

The Student Services Manager described the safeguarding activity undertaken and the number and types of cases dealt with during 2011-12 as described in section 2 of the report. It was noted that one positive development was the good feedback from schools in relation to the sharing of information.

In response to a comment from a Governor it was noted that incidents of bullying relating to staff members would be referred through a separate HR policy.

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Board members commented on the excellent quality of the documentation which demonstrated the College’s ongoing commitment to Safeguarding. The Chair commented upon good examples of the operation of the policies which had been tested to his knowledge in relation to complex multi agency incidents.

The Board:

i. approved the revised policies and associated Annexes;ii. noted and commented on the general safeguarding activity and

safeguarding cases to date during 2011-2012;iii. approved the developments planned during 2011-12.

Ms R Wiles left the meeting at 6.30pm

Bd/11/106 GOVERNANCE SELF ASSESSMENT REPORT 2010-11

The Director of Quality and Standards reported that the Governors’ Self-Assessment Working Party had met on 28 November to consider the Governance 2010-11 Self-Assessment Report and Improvement Plan for 2011-12. She drew attention to Annex A of the report which contained the closed off 2010-11 Improvement Plan where it was noted that all actions had been fully met. She further explained that the 2010-11 Self Assessment Report and 2011-12 Improvement Plan were based on an analysis of Governors’ responses to the Governance Questionnaire and incorporated the Chair’s findings from his one to one interviews with Governors.

The Chair commented that significant improvements had been made since the review of Governance undertaken during 2009-10, taking the grade from Good to Outstanding with an Outstanding Capacity to Improve. Work had begun on implementing the improvement plan including the addition of a Link Governors Report to the Board agenda. It was also noted that the Chair had been invited to join a non executive group of the Sunderland Partnership.

The Board:

accepted the recommendation of the Governors’ Self Assessment Working Party to approve the Governance 2010-11 Self Assessment Report and 2011-12 Improvement Plan.

Bd/11/107 ANNUAL SELF ASSESSMENT REPORT 2010-11 (WHOLE COLLEGE)

The Director of Quality and Standards presented the College Self Assessment Report and Improvement Plan. It was noted that the College’s process of self-assessment had been judged as Outstanding by Ofsted.

It was acknowledged that there were some areas in need of improvement and noted the actions to address the following issues set out in the Leadership and Management Improvement Plan for 2011-12: to improve value-added and high grades for AS and A2 students and

further improve success rates for 16-18 students on AS Maths; to reduce the variability in success rates across centres for some

qualifications;

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to improve retention of adults on Level 1 programmes; to further reduce the percentage of satisfactory and improve the

percentage of outstanding Teaching & Learning; to support the existing management structure to work more effectively;

and to formalise progression reporting arrangements to the next level of

qualification or into employment.

The Chair confirmed that the Working Party had debated the report at great length before coming to the overall conclusion set out in Part B of the Self-Assessment Report.

The Board:

i. accepted the recommendation of the Governors’ Self Assessment Working Party to receive and approve the College’s 2010-11 Self Assessment Report;

ii. thanked the Director of Quality & Standards, acknowledging the large amount of work involved in producing the report.

Ms M Earley left the meeting at 6.50pm Bd/11/108 EQUALITY & DIVERSITY ACTION PLAN 2010-11

The Vice Principal Quality & Business Support presented the report explaining that almost all actions on the 2010/11 action plan had been judged as “green” in terns of progress; the two actions judged as amber were progressing in line with the College’s longer term estates and IT infrastructure strategies.

One of the implications of the Equality Act was that the College was no longer required to publish a separate Equality Scheme; however it was proposed to publish the required information in the Equality & Diversity Annual Report. It was noted that the College was rolling out a CPD programme to raise staff awareness in relation to the new Equality Act.

The Chair referred to the Sector Developments section within the KPMG Audit Highlights Report where it was recommended that “management should ensure that appropriate action is taken to achieve the April 2012 deadline set out in the Equality Act for publishing its objectives in relation to this act.”

The Board:

i. signed off the Equality & Diversity Action Plan for 2010-11ii. noted and discussed the actions not completed iii. approved the action plan for 2011-12iv. approved the approach suggested in meeting the requirements for the

publication of information required by the Equality Act 2010.

Bd/11/109 STUDENT DISCIPLINE POLICY

The Vice Principal Curriculum and Student Support presented the report, explaining that a recent review of the policy had been undertaken and a number of minor amendments had been made to reflect changes to relevant

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job titles and to include social networking and IT issues. It was noted that the policy operates effectively throughout the College.

The Board:

approved the revised student Disciplinary Policy and Procedure.

Bd/11/110 FIFTEENTH AUDIT COMMITTEE ANNUAL REPORT

The Vice Principal Finance presented the report explaining that Internal Audit had in its 2010/11 annual report provided assurance that: The College had, for both risk management and corporate governance,

activities and controls which were suitably designed and operating with sufficient effectiveness

For internal controls the College had activities and controls which were suitably designed and operating with sufficient effectiveness.

The Board noted the conclusion of the Audit Committee in its annual report as follows:

“The Audit Committee is of the opinion, based on all of its work during the year, taking account of the views and management letter of the external auditors and in particular on the assurance given in the Internal Audit Annual Report, that:

i. the Governing Body’s responsibilities, included in the financial statements, have been satisfactorily discharged

ii. the College’s systems of internal control and its arrangements for risk management, control and governance processes and securing economy, efficiency and effectiveness are adequate and effective and the Board may rely on them.“

The Audit Committee Chair explained that the opinion given was stronger than given in the past and that members were happy to commend the report to the Board.

The Board:

accepted the recommendation of the Audit Committee to approve the Annual Report and thanked the Audit Committee for its work.

Bd/11/111 AUDIT HIGHLIGHTS AND MANAGEMENT LETTER / ILR REPORT

The Vice Principal Finance presented the audit highlights report explaining that it had been discussed in detail by both the Audit and Resources Committees. He advised that the College had commissioned an ILR funding audit from KPMG to be undertaken at least biennially. The ILR funding audit was conducted in two component sections; the controls testing was undertaken in September 2011 and the substantive testing was completed in October 2011.

In terms of the overall control environment, KPMG made the following statement: “In our view the overall controls on Individualised Learner Record (“ILR”) data within your College are Good/Satisfactory.” KPMG were reported to

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have stated that they had never given a higher level of assurance on this topic. In its nature, securing the highest level of assurance was unlikely.

In relation to the substantive audit testing KPMG concluded that: “A number of errors have been identified within the College’s ILR data which require amendment. Subject to those errors identified being corrected across the entire population, then in our view, no material errors have been identified in the College’s funding claim in the areas reviewed”.

The Vice Principal Finance assured Board Members that the errors had been corrected across the entire population of the ILR and that there were no final funding implications as a result. He explained that in 2012 Grant Thornton would be undertaking a review of sub-contracting; KPMG would carry out a follow up review and a rolling implementation report would be taken to the Audit Committee to ensure that all issues have been addressed.

A Governor drew attention to the issue of the reduction in the annual pension allowance on page 23 of the Audit Highlights report. It was agreed that the Vice Principal Finance would seek further advice.

The Board:

noted the outcome of the Financial Statements Audit, Regularity Audit and ILR Audit.

Bd/11/112 ANNUAL REPORT AND FINANCIAL STATEMENTS

The Board received the report noting that the overall picture for 2010/11 was of a successful year in which the College had made an operating surplus of £2,116m. This was after accounting for the adverse impact of adjustments relating to FRS17 and taking account of restructuring costs.

It was noted that the College had fallen 7 learners short of its 16-18 Learner Responsive target. Whilst it did not impact on the accounts for this year and next, it might lead to a reduced allocation from 2012/13 onwards.

In response to a question it was noted that the Vice Principal Finance would provide an explanation to Janet Johnson regarding the purpose of the subsidiary company City of Sunderland College Supplies. The Vice Principal confirmed that there was an error in the covering report and that the company had in fact achieved a profit of £20,120 as described in the Directors’ report and financial statements.

The Vice Principal Finance advised members that the SFA funding statement should have been received today but had not arrived. It was therefore possible that the figures contained in the report may be subject to adjustment. He explained that the financial statements could not be signed off and requested that the Board delegate authority to the Chair to sign a more up to date statement provided that any changes were, in the opinion of the Vice Principal Finance and the Auditors not materially different.

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The Board:

i. authorised the Chair to approve the Report and Financial Statements for the financial year 2010-11 on behalf of the Corporation with any adjustments which occur after the Board Meeting on 13 December 2011 which were agreed by the Vice Principal and Auditors not to be materially different to those before the Board,

ii. noted the financial position of Blue Square Trading Limited and City of Sunderland College Supplies Limited and agreed, in the general interests of the College, to provide financial and other support to enable them to continue to trade;

iii. agreed the terms of the letter to the financial statements auditors set out in Annex D of the report.

Bd/11/113 BUDGETARY CONTROL STATEMENTS

The Vice Principal Finance presented the budgetary control statements for the two months ended September 2011. He explained that the report was early in terms of the financial year and that the areas of income, staff costs and non-staff costs were currently under budget. However it was expected that the situation would be corrected as the year progressed.

He provided an update explaining that to date there were currently 4,264 16-18 learner responsive student learners enrolled on the ILR. In terms of funding, the College was anticipating a reduction in 16-18 funding of between £1.5m – £1.8m in 2012/13 and a 25% reduction in 19+ funding during the period 2011/12 through to 2014/15. Management were considering potential responses to mitigate.

The Board:

received the Budgetary Control Statements.

Bd/11/114 COLLEGE FEES POLICY

The Vice Principal Finance presented the report and outlined the key implications set out in section 3 of the report. Governors requested that a report be brought to the Board informing governors where fees have been waived or amended so that a view could be taken of the overall financial impact.

During discussion a number of questions were asked and the following points were noted: the College would endeavour to set fees which are competitive and

affordable in terms of full time fees the College may need to establish a hardship fund to provide assistance to

students who have financial difficulties a report would be taken to the Resources Committee when the

arrangements for next year were known and any policy implications would be reported to the Board.

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The Board:

i. received and commented on the report;ii. agreed to set its tuition and related fees policy for 19+ FE and HE provision

in line with government and Funding Body policy for 2012-13;iii. agreed to delegate authority to the Resources Committee to agree the

details resulting for Funding Body funded provision, on the basis that any requirement for refinement of the policy would be referred to the Board;

iv. delegated authority to the Vice Principal (Curriculum and Student Support) to waive or amend fees where this is required due to market forces or in cases of individual hardship

v. delegated authority to the Vice Principal (Curriculum and Student Support) to agree appropriate fees for international work, based on market rates.

vi. required that the financial impact of any waivers be reported to Resources Committee as part of the regular Budget Update Reports

Bd/11/115 ANNUAL REPORT ON TREASURY MANAGEMENT

The Vice Principal Finance presented the annual report on Treasury Management which had been considered by the Resources Committee. He confirmed that the College had made required repayments on all borrowing and there had been no breaches of loan covenants. It was noted that the credit ratings of the main banking institutions had been downgraded recently; however the Vice Principal Finance saw no reason to change the College’s Banking arrangements.

The Board:

i. received and commented on the report considered by the Resources Committee;

ii. agreed that investments should only be made with major banking institutions that are classified as at least A+ by Standard & Poors and A1 by Moodys.

Bd/11/116 FINANCIAL MANAGEMENT CONTROL EVALUATION (FMCE)

The Vice Principal Finance explained that the short version of the FMCE return would be submitted to the SFA on the basis that: the College did not wish to change its previous year’s overall self-assessed

grade the College had not undergone any relevant significant changes since the

previous year, such as; organisational changes, changes in the governance framework, mergers, changes in ownership, deterioration in financial health, or adverse audits or inspection outcomes

at the January 2010 inspection the overall opinion of the PFA was to confirm the college’s self assessment grades for the FMCE return.

there was no requirement on the College to complete the longer version for 2010/11, and to do so would be an inefficient use of management time, considering how relatively recently the exercise was last carried out

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The Board:

approved the submission of a short FMCE return to the SFA for 2010-11, as recommended by the Audit Committee.

Bd/11/117 STUDENT MATTERS

There was nothing to report in terms of Student Matters.

Bd/11/118 LINK GOVERNOR FEEDBACK

The Chair (Link Governor for Equality & Diversity) gave a detailed account of his involvement in the College in the last year including the Equality & Diversity week. In particular he summed up that, in his opinion, it had covered all the’ protected characteristics’.

In summary, he had: engaged with both staff, students and visitors to the college to see at first

hand how the College is complying with the requirements of the Equality Act. He had received positive feedback from students and others that they felt the College had gone a long way to foster goods relations

attended a range of events including disabled focus group ensured that in terms of success rates there were no significant

differences from different groups and where there were some small gaps these continued to narrow

The Chair explained that Equality & Diversity was no longer a limiting grade at inspection but he felt that it was still a significant area which warranted the continued engagement of a Link Governor.

Mr Holmes (Link Governor for Marketing) circulated press clippings collated by the new PR Company and a copy of the new Brand Guide. He gave an update on the work of the Marketing Department which included:- Carrying out market research which the College would use to align

its curriculum offer with market needs- Developments with Facebook and social media- Development of the new College website and increasing the

number of registrations being made via the website

Mrs Hodgson (Link Governor for International and Hylton Skills Campus) explained that she had spent a full day at the International Summer School. She had taken part in lessons, visited the city centre and gone for a meal with the international students and had had a most enjoyable day. She also said that she had used the restaurant and salon facilities at the Hylton Skills Campus as a customer and that the experience had been “terrific”.

Mrs Hodgson was disappointed that she had not known about the Equality & Diversity week. It was agreed to add this to the calendar of Governors meetings included with the papers.

The Board:

noted the feedback presented by I Forster, A Hodgson and A Holmes.

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Bd/11/119 APPROVED MINUTES FROM COMMITTEES

The Board:

received the minutes.

Bd/11/120 ANY OTHER BUSINESS

The Chair explained that it was Kathleen Murray’s last meeting and on behalf of everyone, thanked her for her contribution to the work of the Board. Governors would be invited to a celebration event for Kathleen Murray and Colin Crossman to be held at the Hylton Restaurant in the New Year.

Bd/11/121 DATE, TIME AND VENUE OF NEXT MEETING

The Chair raised his concerns regarding the capacity of the meeting room at Shiney Row for Board meetings and suggested that Usworth or Hylton would be more appropriate as they had larger meeting rooms.

The Board:

agreed that the next meeting would take place on Tuesday 7 February 2012 at 6.00pm in the Seminar Room at Usworth Sixth Form Centre.

The Meeting closed at 8.20pm

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