MEETING: BOARD DATE: MEETING 8 th DECEMBER 2017 AT: BIOSPHERE OFFICE, HASTINGS BUSINESS ITEM DECISION/RESOLUTION ACTION/STATUS 1 PROCEDURAL BUSINESS 1.1 ACKNOWLEDGEMENT OF TRADITIONAL OWNERS The Mornington Peninsula and Western Port Biosphere Reserve Foundation acknowledges and pays respect to the Traditional Custodians on whose land we meet, the Boonwurrung/Bunurong Nation, with the vision of working together to protect and preserve the area s rich indigenous history. 1.2 ATTENDANCE Chair: Duncan Malcolm Directors: Rod Anderson, David Young, Neil Rankine, Jo McCoy, John Ginivan and Cr David Gill (Alternate for Cr Damien Rosario) Executive Officer (EO): Cecelia Witton Apology Cr Damien Rosario (Chair Councils Liaison Committee) 1.3 DECLARATION OF CONFLICTS OF INTEREST 1.4 MINUTES BOARD MEETINGS 16 TH November 2017 1.4.1 Ratification and signature Nil - The Chair informed the meeting that it is timely that all update their record of Interests Motion That the minutes for the Board meeting 16 th November 2017 as circulated to all Board members prior to the meeting, be accepted and signed as a true and correct record. Moved David Young seconded Jo McCoy carried Page 1 of 10
1.4.2 Matters arising/action list Actions from last meeting were reviewed and all have been completed with standing action below carried forward. ACTION WHO STATUS Meeting 16 th November2017 1.3 Register of Directors Interest circulate EO Completed ACNC template 2.1.1 Circulate Skills Matrix for board members to update EO Complete not all have updated 2.1.2 Planning of Ministers visit LL/EO Ask LL to draft letter to Minister re Water Stewardship to send 2.1.1 Prepare dot point of events to bring to EO/SC In progress attention of Councillors 2.1.2 Update appointment of John Ginivan with JMcC complete ASIC 2.1.3 Send Outlook invite for Board Meetings EO completed 2.1.5 Discuss preparation of Report Card with EO/SC In progress SC and send copy of template to CLC when content decided Check know your Council Website first 3.1. Executive Officer Report investigate Not eleigble funding of Port Phillip Bay funds also Small Farm Grants EO 3.2.3 Board Member reports investigate potential of inviting local members to meetings DY/DG/EO Invite R Joseph, D Mulino and N Springall 3.1.2.3 AGL draft reports circulate to NR and EO completed JG 3.3.3 Prepare list of locations where projects EO complete Page 2 of 10
were carried out as part of Growing Connections 3.3.3 Circulate email requesting data for DM complete feedback Meeting 5 th May 2017 3.5. Explore further Schools Connect program DM When MOU finalized DM to circulate email from RG to Board members STANDING ITEM Prepare brief summary of every board meeting EO to be forward to councils for incorporation in council papers. Ongoing 1.4.3 Minutes of AGM 16 th November 2017 Ratification and signature 1.5 REGISTER OF DIRECTORS INTERESTS 2.1 MAJOR/ STRATEGY Minutes of the Annual General Meeting held 16 th November 2017 were circulated to Board Members prior to the meeting. Motion That the minutes for the Annual General Meeting 16 th November 2017 as circulated to all Board members prior to the meeting, be accepted and signed as a true and correct record. Moved Jo McCoy seconded John Ginivan Pro forma Register of Directors Interests completed by R Anderson circulated with Board papers prior to the meeting - noted Board members were asked to review their interests and provide details to update the register. carried EO to circulate pro forma Page 3 of 10
DECISIONS 2.1.1 Skills Matrix Partially populated Skills Matrix was circulated to board members prior to board meeting. Skills Matrix table was projected on screen to facilitate discussion on current skills mix of the board members and those still required. Generic Skills across the Strategic Themes skills currently represented on the Board include - Understanding of federal/state or local government, Community Engagement/Social Science and Business and Strategic Planning. Skills highlighted as not adequately represented include - Finance/Accounting, Marketing/Communications, Fundraising, Legal, and Tourism Discussion on the feasibility of Councils being willing to assist with the provision of Legal advice relating to agreements for funding and delivery of projects. The possibility of securing pro bono legal and accounting services was also raised. EO prepare compressed skills matrix and circulate JMcC to contact Audrey Vinot PHD re marketing advice 2.1.2 Committee Structures Noted that position for Traditional Owner Representative is still unfilled on the Board. Our relationship with Traditional Owner groups is being built slowly and we will continue to foster that relationship. Discussion for additional board members considered the timing and process for selection committee membership and advertising. Agreed that process commence early to mid February Terms of Reference for committees circulated to Board Members prior to the meeting to enable a review. Noted DY expressed intent to Page 4 of 10
Discussion about the current TOR and membership including options for participation of community members. It was noted that Membership as stipulated in the TOR allow for these options. step down as Secretary in the near future. Governance Committee TOR no changes required members as confirmed. Projects Committee TOR - change to wording of Purpose The purpose of the Western Port Biosphere Reserve Foundation ( the Biosphere ) Projects Committee is to provide strategic advice to the Board regarding potential projects, oversight and decision making to govern the delivery of Biosphere projects. Suggested that monthly meetings are too frequent noting discretion of the Committee Chair to determine frequency. Stakeholder Engagement and Fundraising Committee TOR no change EO to circulate outline of Water Stewardship to JG Science and Education Committee TOR following discussion agreed to add engineers to membership and area of expertise 7 12 general members who are knowledgeable scientists, engineers researchers or educators, with genuine connections into universities and research institutions, with a mix of the following expertise: o Science expertise social science, ecology, marine science, natural resource management, agricultural science, climate science and engineering 2.1.3 Recruitment of Directors Position Description for Directors (Honorary) was circulated to board members period to the meeting. Page 5 of 10
This item addressed when considering Agenda item 2.1.1 2.2 ROUTINE DECISIONS 2.2.1 New Members Two new members Gavin Brock Cardinia and Bob Davie - Bass Coast 2.5 RISK REVIEW No items at this time review at next meeting 3 MATTERS FOR DISCUSSION 3.1 EXECUTIVE OFFICER Report circulated to board members prior to the meeting. REPORT Key points - Funding received from State Government for CEEM Cultural Effort Environment Management project a more catchy working name to be found. Bass Coast Shire contributions not yet received and now MoU has been signed by all councils this should be processed in December. Financial Statements to 30 th November 2017 were not available for this meeting new contract bookkeeper did not have sufficient time to prepare them prior to the meeting as her first day was Thursday 7 th December 2017 Bookkeeper will come again on 21 st December 2017 to finish November accounts and process wages and other matters required prior to Christmas. A timetable for 2018 will then be set. Reported that Sally Jacka has advised her intention to leave in early February to relocate to northern Victoria. Will advertise for replacement beginning of January specific skill sets to include demonstrated use of GIS systems. Reported on positive meeting with Helen Macpherson Trust during discussion emphasis was made of the requirement for a strong business model for projects if funding is going to be provided by philanthropic organisations. Page 6 of 10
The model must demonstrate that the program will be sustainable beyond the funding term to generate an income stream, which should be built up over the term of the project funding. HMST have a round of funding opening in February and the current Water Stewardship project will need to be acquitted to be eligible to apply. The Lord Mayors Foundation has a funding opportunity for under Thrive funding for Capacity Building which could support the EO Business Development position submissions close 18 th January 2018. Will contact Wettenhall Foundation re possible funding also Smart Farm Partnerships funding applications close 21 st December 2017 looking at an application for Water Stewardship. 3.1.1 Financial Report Meeting with David Buntine of PPWCMA regarding National Landcare Program Phase 2. Water Stewardship project would be considered as a project to be put forward as part of Ramsar focus. Project would be over 5 year period. Need to develop project further and speak with Peter Ronalds WP Landcare as their project is also working with landowners. Suggestion put forward that Biosphere should consider briefings for local councils and local members. View expressed that finances are within budget Extra funds were spent on publication of Growing Connections final report Financial Statements will be circulated on completion. EO Circulate list of grants being submitted Possible action for CLC EO circulate financial statements Page 7 of 10
3.2 Other matters for discussion 3.2.3 Board Member Reports 3.3 Committee/Project reports 3.3.1 Science & Education Committee Nil NIl No written report RA to circulate TOR of Science and Education Committee to all past Research Committee members and propose a meeting beginning February. 3.3.2 Growing Connections No written report 3.3.2.2 Ramsar Report circulated to Board Members prior to the meeting. 3.3.3 Water Stewardship No written report Meeting advised that there is funding available for Lance to continue for the next few months and he has confirmed his willingness to continue. 3.3.4 Council Liaison Committee 3.3.5 Fundraising and stakeholder engagement committee 3.3.6 Governance No written report Change to membership noted with Frankston Cr Kris Bolam replaced by Cr Quinn MacCormack Council Liaison Committee noted that Cr Damien Rosario had not been in attendance at any Board meetings, noting the provisions of Clause 25.3 of the Constitution. No written report No report Committee 3.4 Secretary s Report No report 3.5 Chairman s Report Chair reported on upcoming meeting with Prof Toshinori Tanaka of Tokyo EO to send RA email list and TOR. Page 8 of 10
University regarding the management of Biosphere Reserves. Cecelia asked to leave meeting. Board advised that an invitation has been made for Cecelia to put forward her name forward for consideration to attend Conference in Tokyo on 2-3 March 2018. Noosa representative also to be considered. Following discussion and tabling of invitation it was agreed that Cecelia put her name forward for consideration. Noted that Jo McCoy would also be in Tokyo at that same time. Cecelia rejoined the meeting, 3.6 Guest Presentations Nil 4 MATTERS FOR NOTING 4.1 Record of the Executive Record of meeting circulated to board members prior to the meeting. Meeting 30 th October 2017 4.2 Correspondence Correspondence circulated at meeting. 4.3 Other matters for Now MoU signed KPI s from the MoU to be added to agenda and reported on noting at each meeting. To clarify when KPI s to be reviewed as MoU not signed until December. 4.4 Review Actions to be Done - taken 4.5 Meeting Evaluation General response good meeting. John Ginivan expressed view that he is still trying to come to terms with Biosphere, understands UNESCO view, but why try to attract project funding, when there are already projects being done that are furthering the objectives of what the Biosphere is about, there should be a collaborative effort called Biosphere, regardless of funding source. How do we Reporting template to be drafted for KPI s CLC to clarify when KPI s reviewed Page 9 of 10
elevate Biosphere, from giving money to different people, to funding because it is a Biosphere. Communications challenge is how to elevate Biosphere. 4.6 Next meeting 2 nd February 2018 - Page 10 of 10