Minutes of a meeting of the Board of Leicester College Corporation:

Search and Governance Committee held on 21 September 2023 Via MS Teams

Present: Danielle Gillett (Chair), Verity Hancock, Shaun Curtis, Jackie Rossa*

In Attendance: Louise Hazel- Director of Governance and Policy, Matt Widdowson- Governance and Policy Officer

*Jackie Rossa joined the meeting from item 5.2 onwards

1. Declarations of Interest

   • 1.1 All governors had an interest in item 5.1.

   • 1.2 Danielle Gillett declared an interest in item 5.2.

2. Apologies for Absence

   • 2.1 Apologies had been received from Chan Kataria.

3. Minutes and matters arising from the previous meeting held on 24 May 2023

   • 3.1 The Director of Governance and Policy briefly summarised the change which had made in response to the actions from the previous minutes:

     • 3.1.1 The requested changes had been made to the Scheme of Delegation and Terms of References. This had been approved by the July 2023 meeting of the Corporation.

     • 3.1.2 Governors would begin to receive the College email newsletter which would include some good news stories. Consideration will also be given to sending governors the Employer newsletter.

     • 3.1.3 Governors commented that good news stories could often be found on social media channels such as LinkedIn.

   • 3.2 The minutes of the meeting held on 24 May 2023 were agreed as an accurate record and approved.

4. Succession Planning

   • 4.1 The Director of Governance and Policy presented a paper on succession planning. The following points were highlighted.

     • 4.1.1 There was one vacancy due to the resignation of Nicola Gonsalves at the end of August 2023.

     • 4.1.2 There were currently no student governors as Alfie Ibbott had not returned to the College in the new academic year. The SET team had indicated that there was a lot of interest in Student Union positions including the role of student governor. The intention was to have two student governors in place by the end of October 2023.

     • 4.1.3 Elections were due for both staff governor positions in October 2023. Nominations would open on 25 September 2023. Shaun Curtis would not be standing for another term. There had been some interest from both support and curriculum staff.

     • 4.1.4 At the previous meeting it had been suggested that there should be a review of the skills matrix. The proposed skills matrix attempted to align governor skills to the sectors in which the College has provision. It would also be moved onto an electronic form.

   • 4.2 Governors made the following comments.

     • 4.2.1 Governors noted that former student governor Maureen Magutu continued to do a good job of promoting the role.

     • 4.2.2 How would the skills matrix show what level governors had worked at? This could be added and new governors could be asked about executive or board experience.

     • 4.2.3 In the current skills matrix, there was a line which covered teaching, assessment, and curriculum. Did this need to be in more than one category? This had been split by including a quality category.

     • 4.2.4 Would governors need to complete the skills matrix again? Governors would be asked to complete the new skills matrix as it included personal data. The new form would be an electronic form.

   • 4.3 The Committee noted committee membership and agreed the revised skills matrix format.

5. Governor Engagement

   • 5.1 The Director of Governance and Policy presented the report on Governors’ attendance and engagement for 2022/23. The following points were highlighted:

     • 5.1.1 Overall, attendance had been similar to the previous year at 79%. Attendance was slightly below the target of 80% and a little below the national benchmark of 82%. Due to the small number of governors, individual attendance skewed the figures.

     • 5.1.2 Governors had been engaged in a wide range of activities through 2022/23 and everyone had undertaken some training.

     • 5.1.3 There had been more learning walks carried out in 2022/23 than in previous years. Some governors had taken part in multiple learning walks. This would enable governors to talk confidently to Ofsted about the College.

   • 5.2 Governors made the following comments:

     • 5.2.1 It would be interesting to see if the new governors would have an impact on attendance.

     • 5.2.2 79% attendance was not bad.

     • 5.2.3 It was possible to tell early on which governors might have difficulty attending. Should there be early conversations with these governors and was there a process for this? There was not a formal process but if governors did not attend a meeting and did not send apologies, then the Director of Governance and Policy would make contact. In addition to this, catch-up meetings had been arranged between the new governors and both the Director of Governance and Policy and Chair to find out how they were getting on.

     • 5.2.4 Where would this report go next? This report would go to Corporation as an information item.

   • 5.3 Governors noted the Governors’ Attendance and Engagement Report.

     Jackie Rossa joined the meeting.

   • 5.4 The Director of Governance and Policy presented the report on work undertaken by the Chair during 2022/23. The following points were highlighted:

     • 5.4.1 The committee had previously asked for this report to give governors a sense of the range of activities which the Chair was involved in and an idea of the time commitment.

     • 5.4.2 This report detailed the activities of the current chair and did not include activities undertaken by Jonathan Kerry.

   • 5.5 Governors noted the report on the work undertaken by the Chair.

6. Committee’s Annual Report to corporation

   • 6.1 The Director of Governance and Policy presented the Search and Governance Committee’s Annual Report to Corporation. The following points were highlighted:

     • 6.1.1 The Department for Education governance guide suggested that it was good practice for the Search and Governance Committee to make a formal work on its work to the Corporation.

     • 6.1.2 This report included details of appointments, committee membership and work undertaken on the external review.

   • 6.2 Governors made the following comments:

     • 6.2.1 Did Corporation receive a report from every committee? Reports were received from the Audit Committee and the Search and Governance Committee. One of the reasons this committee reported to Corporation was for the purposes of transparency around appointments.

   • 6.3 Governors approved the Committee’s Annual Report to Corporation.

7. Review of confidential items filed in 2022/23

   • 7.1 The Director of Governance and Policy presented a paper on confidential items filed in 2022/23. The following points were highlighted:

     • 7.1.1 Although this was not a requirement, it was considered to be good practice to review whether any confidential items could be release.

     • 7.1.2 Six documents had been recommended for release as these detailed the decisions around restructuring and redundancies which had been concluded. There was nothing in the papers which identified individuals.

     • 7.1.3 The paper detailing staff pay was now known about and the College always released these papers once a pay award had been agreed.

     • 7.1.4 The Senior Postholders Pay papers included personal details and it was not recommended that these be released.

     • 7.1.5 There were papers which included commercially sensitive information and it was not recommended that these be released.

   • 7.2 In response to a question as to whether this number of confidential papers was typical for a year, it was confirmed that it was.

   • 7.3 Governors approved the recommendations contained within the paper.

8. Committee and corporation self-assessment

   • 8.1 The Director of Governance and Policy presented a paper setting out the outcomes of the Committee and Corporation self-assessment. The following points were highlighted:

     • 8.1.1 This paper detailed the results of the self-assessments for the Search and Governance Committee and Corporation. Each committee would receive their own results at their first meeting.

     • 8.1.2 For the Search and Governance Committee, the issue raised around inducting new governors was in the 2023/24 plan.

     • 8.1.3 The results for Corporation had been positive around the strategic plan and mission, risk management, EDI, diversity of membership and the information provided to governors.

     • 8.1.4 The Corporation results highlighted that the question of committees being fit for purpose was not scored so highly. Changes had been made to the Terms of Reference and new governors would be able to offer their perspective on how the committees functioned. There had also been changes to the format of agendas. It had been useful to have this flagged as the way in which committees worked needed to be kept under review.

     • 8.1.5 Areas for improvement had been included providing summaries in papers and balancing live data with the need to provide data in advance. A new dashboard was in development which would allow governors to scrutinise data in advance. Papers would still be provided which would include a narrative.

     • 8.1.6 There was still work to be done regarding the ethnic diversity of the Corporation.

     • 8.1.7 The need for better engagement between governors and stakeholders was identified, particularly with employers. A stakeholder dinner was arranged for 4 October 2023 and six governors would be in attendance. There was the need to think about how to create opportunities for governors to speak with key partners and how to make use of governors’ own networks.

     • 8.1.8 On the question of how governors knew what the impacts of their decisions were, the dashboard would start to show this. This was also included in the termly operating statement.

   • 8.2 Governors made the following comments.

     • 8.2.1 There was a lot of information contained in the operating statement and the importance of this needed highlighting. There was the need to guide governors towards the essential information in the operating statement.

     • 8.2.2 Measuring impact was always going to be difficult.

     • 8.2.3 Some governors liked to look at data in advance which meant that the dashboard would be particularly useful.

     • 8.2.4 The AoC Chairs’ Conference had discussed how to improve board diversity. The issue of paying governors had been raised as a barrier to participation. There had also been discussions around having observers as a means of providing opportunities for participation. A lot of colleges provided a six-month observer opportunity so that prospective governors could determine whether they were interested and comfortable with the role. This could certainly be considered.

     • 8.2.5 Were travel expenses covered by the College? Travel expenses were covered. The College could also consider paying other costs such as childcare if that was a barrier for some people.

     • 8.2.6 The College wanted to attract the best candidates. Governors were the best advocates for the governor’s role. It might be useful to talk to governors about how they could assist in identifying and encouraging prospective governors.

   • 8.3 Governors noted the Committee and Corporation Self-Assessment outcomes.

9. Board effectiveness review action plan update

   • 9.1 The Director of Governance and Policy provided an update on the on the Board Effectiveness Review Action Plan. The following points were highlighted:

     • 9.1.1 The work had now drawn to a close. All the action were included in the plan with most completed and some still in progress.

     • 9.1.2 After consideration, the Board had decided that some of the recommendations would not be taken forward.

   • 9.2 Governors made the following comments.

     • 9.2.1 Where was the Corporation in the review cycle? In the middle of the three-year cycle. The next review might not need to be as in-depth as the first one.

     • 9.2.2 How would the feedback be acted on? This was dealt with in different ways. The Governance Improvement Plan would pull through the feedback and actions would be added to throughout the year depending on policy changes or comments from governors. The new Code of Governance might result in some changes which need to be made.

     • 9.2.3 Governors noted that the external review had been engaged with seriously and it had proven to be useful.

   • 9.3 Governors noted the update on the Board Effectiveness Review Action Plan.

10. Draft Sar and governance improvement action plan

    • 10.1 The Director of Governance and Policy presented the draft Governance SAR. The following points were highlighted:

      • 10.1.1 There was a requirement for governing bodies to carry out an annual self-assessment. This was in addition to the three yearly external review.

      • 10.1.2 Impacts still needed to be included, notably the impact that the board has had on teaching, learning and achievement. Once the College SAR process had been completed this could be populated.

      • 10.1.3 The strengths identified were similar to previous years. The weakness identified by governors included the financial position, attendance, and staff recruitment.

      • 10.1.4 Some of the actions in the Improvement Action Plan were year-on- year actions.

      • 10.1.5 Governors’ involvement in College life had required improvement and governors were now taking lead roles for certain areas.

    • 10.2 Governors made the following comments.

      • 10.2.1 Capital decisions were missing from this. One of the strengths of the College was the effort to improve facilities and it was governors’ decision whether to fund these. It was sometimes not immediately clear due to the time which projects took to come to fruition, but it was a good example of impact. The governors had approved the decision to deliver T Levels which had also provided funds for capital. The whole capital strategy had been approved by governors and this had a direct line to quality through improving the environment.

      • 10.2.2 The Sustainability road map was also on track due to the capital strategy. Could this be reflected in the SAR and Governance Improvement Action Plan? This would be added.

      • 10.2.3 Where would this report go to? It would go before the Corporation.

    • 10.3 Governors noted the Draft SAR and Governance Improvement Action Plan.

11. Any other urgent business notified to the chair prior to the meeting.

    • 11.1 There was no further business.

12. Use of the college SEAL

    • 12.1 Governors received the paper detailing the use of the College seal.

13. Freedom of information/data protection review 2022/23

    • 13.1 Governors received the Freedom of Information / Data Protection Review 2022/23.

14. Action record 2022/23

    • 14.1 Governors received the Action Record for 2022/23.

15. Dates and times of future meetings

    • 15 February 2024

    • 23 May 2024