Minutes of a Corporation Meeting held on

Minutes of a Corporation Meeting held on Wednesday 13 th July 2016 at 5.00pm Held in the Boardroom Present: In Attendance: Mr Stuart Brand Ms Di Crookes Mr Stewart Fergusson Ms Maggie Galliers (Chair) Dr Elaine McMahon (Principal) Dr Russell Moseley Mr Rajay Naik Mr Carl Pearson Mr Stuart Rolt Ms Sandra Smith Mr Steve Stewart Mr Jim Edwards, Clerk to the Corporation Ms Clare Hatton (Assistant Principal MIS) Ms Jo Lawrence (Assistant Principal Student and Learning Services) Ms Kirsti Lord (Deputy Principal) Mr Mark Payne, Assistant Principal Finance and Resources Ms Monica Wallace (Assistant Principal HR) C75/16 Apologies for Absence Apologies for absence were received from Ms Charlotte Bosworth and Martin Sparrow. C76/16 Declarations of Interest There were no declarations of interest. C77/16 Minutes from the meeting held on 22 nd June 2016 The minutes of the meeting held on 22 nd June 2016 were approved as a true record. 1

C78/16 Matters Arising from the Minutes i) Under C64/16 (i), Matters arising from the Minutes, the Chair reported that Charlotte Bosworth had kindly provided the names of two potential governors, and it was agreed that the Clerk should arrange for the Chair and Principal to meet them. C79/16 Report of the Principal and Senior Leadership Team 1. The Principal and Senior Leadership Team presented a report which updated Governors on a number of key areas; namely, the Area Based Review; meetings with the Education Funding Agency (EFA) and the Skills Funding Agency (SFA); safeguarding; conversion rates and withdrawals in 2015-16; 2016-17 student applications; staff restructuring; and end-of-year student celebrations. Area Based Review 2. The second Area Based Review Steering Group meeting took place on 27 th June 2016, at which the withdrawal of Hereward College from merger discussions between the Coventry colleges was formally reported. However, the College and Henley College were proceeding with their discussions with the intention of achieving a 1 st August 2017 merger. It was confirmed that a confidential item for Independent Governors would be considered at the end of the Corporation meeting. 3. The Principal reported that Warwickshire College had submitted a proposal, as part of the Area Based Review process, to merge with the Coventry colleges in a 2-3 year time period. This had been done without any consultation with the College, and, additionally, the proposal had contained a number of inaccuracies. 4. Their proposal had been rejected, but, nonetheless, positive collaborative debate was taking place between Coventry and Warwickshire Colleges about the possibility of working jointly on apprenticeships. Governors viewed this approach positively, and encouraged high level discussions that would maintain good relationships among the colleges, and allow for more radical thinking in the future. EFA/SFA Update 5. The College has met regularly with the EFA and SFA to discuss a range of issues including funding targets, the area based review; and progress being made in delivering the Financial Recovery Plan, the Post-Inspection Action Plan, and Improvement Plan. 6. Governors were informed that the College had submitted a business case to the (EFA) to review the college s 16-18 funding allocation in 2016-17. The business case had been partially successful, and, as a result, the allocation had increased by 52 learners and 244,000. Safeguarding 7. Following Governors recent request a survey of c25% of students referred through the safeguarding process during the year, had taken place via one-to-one interviews. The findings were generally positive, although some development work is required in 2016-17 to ensure that students are provided with information on all options open to them. 8. Governors suggested that the survey should be pre-planned in 2016-17, and it was confirmed that this was in hand. 2

Staff Restructure 9. The Principal reported that collective consultation on the staff restructure and realignment had been completed, and no major issues had been raised by trade union representatives. A difficult process had been made easier by the co-operation of teaching and support staff departments, and by the professionalism of the Assistant Principal HR and her team. Conversion Rates and Withdrawals 2015-16 10. 41.4% of all prospective students applying to join the College in 2015-16 enrolled, but only 27% enrolled on a study programme that they had originally applied for. However, in terms of those with conditional or unconditional offers, 64.8% enrolled, which is line with the sector average. Student Applications 2016-17 11. Governors were informed that the overall current number of student applications for 2016-17 had increased compared with July 2015. Internal progressions were at the same level as last year, and Governors were assured that the College would be maintaining contact with these students, as well as prospective students, during the summer break via social media and SMS. End-of-Year Celebrations 12. Each School has been holding end-of-year celebrations and student awards, which have proved popular with students and staff. The Shine Awards will be held in December 2016 to celebrate each curriculum area s Student of the Year. 13. After due consideration, Governors resolved:- i) to note the report of the Principal and the Senior Leadership Team; to approve the continuing merger discussions with Henley College; i to note the positive outcome of the College s business case in respect of the 16-18 funding allocation in 2016-17, and to thank the Assistant Principal MIS for her work in securing this; iv) to thank the Assistant Principal HR and her team for their work during the staff restructuring and realignment process; v) to note the promising student application process for 2016-17, and to agree that a full report be brought to the Corporation meeting on 21 st September 2016; vi) to agree that the Clerk to the Corporation should circulate details of student events in 2016-17 to Governors. C80/16 Risk Register 1. The Clerk to the Corporation presented Governors with the latest update of the Risk Register, which had been considered by the Audit Committee at its meeting on 14 th June 2016. 2. The Audit Committee had expressed concern that the document had become somewhat unwieldy and unclear, thus making it less user-friendly. In response, the format of the risk register has therefore been revised with the aim of making it more effective. The risks remain 3

the same and have been RAG rated, but an additional assessment as to the risk trends has been added. 3. Governors reviewed the risk register and suggested a few amendments to the format to make the information on risk trends clearer, and to review the wording of some of the risks. 4. Governors resolved:- i) to receive the updated Risk Register, and to agree some content errors. to agree that the wording of the risks should be reviewed to ensure that they remained up-to-date and relevant, and that the format should be updated to clarify risk trends. C81/16 Post-Inspection Action Plan 1. The Deputy Principal presented the updated Post-Inspection Action Plan (PIAP), and a summary of progress made since the last Corporation meeting against the plan. Governors were briefed on key issues and developments. 2. It was also reported that the format of the PIAP was being reviewed to improve its clarity and transparency for Governors. 3. The Blueprint for Change Working Group, which had been established to address staff issues and concerns arising from the recent staff survey, will report its impact at the Corporation meeting on 21 st September 2016. 4. The overall predicted achievement rate is a worst case of 76.3%. This has dipped marginally by 0.1% since the last Corporation meeting. 5. Since the last Corporation meeting on 22 nd June 2016, the predicted achievement rates for Construction (69.7%) and English and Maths (68.7%) have remained the same. However, Construction s achievement rate is at risk because of a number of emerging issues. Discussion ensued on the difficulties within Construction, and it was confirmed that a working group of key senior managers and Governors would be convened to formulate an action plan for this curriculum area. The action plan would be presented to the Corporation meeting on 21 st September 2016. 6. English and maths revision classes are being held during the summer break for those students who have not yet achieved their qualifications. 7. The predicted achievement rates for Service Industries, Creative and Digital Industries, and Engineering have increased to 83.9%, 89.5% and 77.7% respectively. 8. The predicted achievement rates for Foundation Studies, and Business, Professional, Access and Science have reduced to 85.5% and 74.8% respectively. 9. Participation in work experience had increased to 60%, and is significantly better than in 2014-15. Level 1 and 2 students were now being included. Arrangements were in place for all students in scope to undertake work experience in 2016-17, and Governors requested a status report at the Corporation meeting on 21 st September 2016. 4

10. Excellent feedback has been received from BAM and Coventry City Council in respect of the Shared Apprenticeship Scheme. The College had been commended for its improved communication, management and assessment processes. 11. Governors resolved:- i) to note the Milestones Report on progress being made against the PIAP; i iv) to agree that an impact report from the Blueprint for Change Working Group should be presented at the Corporation meeting on 21st September 2016 to confirm that an action plan for Construction should be presented at the Corporation meeting on 21st September 2016; to request that a status report on work experience should be presented at the Corporation meeting on 21 st September 2016. C82/16 Improvement Implementation Plan 1. The Principal presented the Improvement Implementation Plan, and summarised progress made since the last Corporation meeting. Particular areas of consideration were given to the Reconfiguration of Leadership; Strategic Repositioning of the College; Improving Quality and Curriculum; and the Reshaping of the College. Each of these areas was assessed as being implemented. 2. It was reported, though, that the Financial Rebasing and Restructuring of the College, and the Cultural Change Development required further work. 3. The Assistant Principal Finance and Resources presented the draft Accommodation and Environment Strategy for consideration. Governors reviewed the proposed strategic objectives, and concurred that they were both sensible and pragmatic, given the potential merger in 2017. 4. The Assistant Principal HR and Assistant Principal Student and Learning Services presented the draft People Strategy 2016-17, and Governors discussed the proposed vision and associated strategic objectives. It was reported that good progress had been made in strengthening the staff appraisal process, and embedding a positive culture in the College, all of which was part of preparing staff for the future. Further work was required, though, and a full review of the target outcomes within the strategy would be undertaken in July 2017. 5. Governors resolved:- i) to note the good progress being made against the Improvement Implementation Plan; i to approve the Accommodation and Environment Strategy and the People Strategy 2016-17; to endorse the actions being undertaken to implement the outstanding strategic objectives 5

C83/16 Key Performance Indicators 1. The Assistant Principal MIS presented a summary of progress against the College s key performance indicators for 2016-17, and drew their attention to areas of concern. 3. Predicted overall student achievement is 76.3% against 74.4% in 2014-15. Governors noted the improved predicted out-turn, but the Chair sounded a note of caution, given the continued low levels of student attendance (81%); the falling retention rate now below the target for the year and the out-turn in 2014-15; and the impact that English and maths results would have on the overall achievement rate. The GCSE and Functional Skills outcomes were reviewed, and it was reported that over 1,200 GCSE English and maths results, and therefore the overall achievement rate, would not be known until results day on 25th August 2016. The A*-C pass rate would be reported to Governors as soon as they were known. 4. Apprenticeship overall achievement is predicted to be 69% against the target of 76%. The best case for timely achievement is 56% against the target of 66%. Governors were informed of a number of legacy issues that had negatively impacted on apprenticeship performance in 2015-16. 5. Lesson observations graded Good or better during the year are at 72%. Although this represents a decline compared with 2014-15, Governors were assured that this figure represents a more accurate position. 6. The Commercial Income target for 2015-16 will not be achieved, but much work is being undertaken on developments that are expected to materialise in 2016-17. 7. The Assistant Principal HR reported that, although the College s sickness target would not be met, the out-turn was below the sector average. 8. Governors resolved:- i) to note the latest position against the key performance indicators for 2015-16. C84/16 Management Accounts to 31 st May 2016 1. The Assistant Principal Finance and Resources presented Governors with the latest Management Accounts as at 31 st May 2016, along with a projection of the out-turn position for 2015-16. 2. It was reported that the current forecast out-turn was an operating surplus of 524k, before allowing for restructuring costs of c 750,000, against the budget of a 324k operating surplus. This represented an improvement against the projected operating surplus of 374,000 reported at the Corporation meeting on 18 th May 2016. It was likely that the position would further improve following the June management accounts. 3. Governors reviewed the reasons for the improved projected surplus position, and noted that overall income was 55k below budget, while pay expenditure was 135,000 over budget. However, these negative out-turns were offset by a non-pay saving of 390,000, thus resulting in the improved surplus position. 4. The Vice-Chair reported that he had met the Assistant Principal Finance and Resources on a regular basis between meetings to review management actions, and to monitor progress against the budget during the year. He reiterated that, although the financial out-turn was better than 6

expected, the underlying business performance was unsatisfactory and would result in lagged funding reductions in 2016-17; hence the need for significant pay and non-pay restructuring at this time. 5. The Assistant Principal Finance and Resources reported that he and the Principal had now received written confirmation from Barclays bank that the staff restructuring costs in 2015-16 would not be taken into account when assessing compliance with the College s bank covenants 6. The key financial indicators for the year (current ratio, cash days in hand, and pay expenditure:income), were reviewed, and it was reported that slight improvements had been made since 31 st March 2016, but that each target would be under-achieved by year-end. 7. Governors resolved:- i) to note the management accounts as at 31 st May 2016, and the projected surplus of 524,000; i to note, however, the underlying poor financial performance, and to endorse the actions in place to redress the position; to thank the Assistant Principal Finance and Resources and his team for their work during the year. C85/16 Budget 2016-17 and Financial Forecast 2015-18 1. The Assistant Principal Finance and Resources presented Governors with the financial forecast 2015-18 for approval, which consisted of the projected out-turn for 2015-16, the proposed budget for 2016-17, and the forecast for 2017-18. 2. It was confirmed that the College would submit the financial forecast and detailed commentary to the SFA by 31 st July 2016 as required. 3. The out-turn for 2015-16 was confirmed as an operating surplus of 654,000 (a deficit of 126,000 after restructuring costs of 780,000). 4. The budget for 2016-17 is an operating surplus of 235,000, and is based on growth in HE, adult loans, apprenticeships and full cost programmes. The additional funding of 244,000 (gross), arising from the successful business case to the EFA, has also been taken into account. 5. The forecast for 2017-18 is for an operating surplus of 342,000. 6. For the duration of the forecast period, the cashflow position is expected to improve, with cash balances rising from 1.181m to 1.824m. However, this position would be adversely affected should there be a significant downturn in achieving the key planning assumptions in 2016-18. 7. Governors were informed that the SFA had introduced a revised methodology for calculating financial health, and the new criteria was considered. Under this new methodology, the College would be assessed as Inadequate in 2015-16, particularly because of the level of its exceptional restructuring costs. However, the College was proposing to self-assess its financial health as 7

Satisfactory because, apart from the issue with the restructuring costs, the performance against the other criteria was good. 8. The risks associated with the successful delivery of the financial plan in 2016-17 were considered, particularly with regard to student recruitment and growth targets; the outcome of the Ofsted re-inspection; the implementation of the new staff structure; and embedding the new curriculum and commercial development structures. 9. Accordingly, the implementation of the financial plan, the Improvement Plan and the PIAP would be monitored closely. In addition, work would continue to ensure that the bank covenants would be complied with. 10. After due consideration, Governors resolved:- i) to approve the draft budget for 2016-17 of an operating surplus of 235,000; to approve the forecast budget for 2017-18 of an operating surplus of 342,000; i to agree to self-assess the College s financial health as Satisfactory for 2015-16; iv) to note the risks associated with the delivery of the financial plan, and to agree that monitoring reports should be presented to Corporation regularly. C86/16 External Audit Engagement Plan 2015-16 1. The Assistant Principal Finance and Resources presented Governors with the proposed External Audit Plan for 2015-16, which had been discussed and recommended to the Corporation for approval by the Audit Committee at its meeting on 14th June 2016. 2. It was reported that the external audit would take place during October 2015, and the audited financial statements would be brought to the Corporation for approval on 7 th December 2016, before being submitted to the SFA by the deadline of 31 st December 2016. 3. A key aspect of the audit related to the new F&HE Statements of Recommended Practice (SORP) and the new financial reporting standard FRS102, which the statutory accounts would be prepared in accordance with. 4. Governors noted the recommendation, and resolved:- i) to approve the External Audit Plan for 2015-16, and the proposed fee level recommended by the Audit Committee. C87/16 Internal Audit Plan 2016-17 1. The Assistant Principal Finance and Resources presented Governors with the draft Internal Audit Plan for 2016-17, which had been discussed by the Audit Committee at its meeting on 14 th June 2016. The plan had been amended from the three-year plan previously agreed by the Corporation, and was linked more closely to the College s risk register. 2. Governors considered the proposed internal audit plan, and a query was raised over whether the College s implementation of the apprenticeship levy, which would commence 8

on 1 st April 2017, should be reviewed by the internal auditors, as suggested by the Audit Committee. It was agreed that this was a sensible suggestion. 3. Governors resolved:- i) to approve the proposed Internal Audit Plan for 2016-17, subject to the accommodation of a review of the Apprenticeship Levy implementation; to agree that the timetable for the internal audit reviews should remain unchanged. C88/16 Committee Minutes for Information Governors received and noted the following draft committee minutes for information:- i) Draft minutes of the Audit Committee meeting held on 14 th June 2016 Draft minutes of the Governance Committee meeting held on 22 nd June 2016 C89/16 Dates of Meetings 2016-17 The dates of the next meetings in 2016-17 were confirmed for:- Wednesday 21 st September 2016 at 5pm Wednesday 19 th October 2016 at 5pm Wednesday 23 rd November 2016 at 5pm Wednesday 7 th December 2016 at 5pm C90/16 Publication of Documents The publication of papers was approved with the exception of Document 9 (Budget 2016-17 and Three-Year Plan 2016-19) due to its commercially sensitive nature, and Document 11 (Internal Audit Plan 2016-17) because of its draft status. The External Audit Plan 2015-16, and the Internal Audit Plan 2016-17 will be redacted to remove any reference to fees. C91/16 Confidential Item [Staff and Student Governors, and members of staff left the meeting at this point] Confidential minutes were taken by the Clerk for this item. Meeting opened 5.00pm Meeting closed 7.32pm JE 9