Governance and Search Committee Minutes of the meeting held at 1.00 pm on 21st June 2023 via Teams

1.0 Apologies for Absence

025 Apologies were received from Sharon Townes.

2.0 Declaration of Interests

026 Interests Declared 

• JS declared the following interests: 
  • CEO/Principal Nottingham College 
  • Trustee and Board Members of Skills and Education Group (SEG), awarding organisation and charity 
  • Ofsted Inspector 
  • Member of D2N2 LEP Principals’ Group 

027 PH’s term of office comes to an end on 31 July 2023 and will be considered for renewal at this meeting. 

No other interests were declared in relation to items on this agenda.

3.0 Minutes and Actions 

3.1 Minutes of the previous meeting 

028 The Committee reviewed the minutes from the previous meeting held on  th February 2023 (distributed as G&S.210623.002). The Committee resolved that the minutes of the meeting be approved as a true record. 

3.2 Actions 

029 The Committee reviewed the Open Action Tracker (distributed as G&S.210623.003): 
12.9.22 Action 6 – to recruit a co-opted member for the audit committee. A governor has resigned but expressed a wish to remain as a co-opted member on the audit committee so this action will be closed if the committee decides to recommend this appointment. Action complete.
 6.2.23 Action 6 – to pick up with governors who gave a low score in the self-assessment questionnaire for 21/22 – committee agreed that this should be followed up with individual governor conversations over the Summer. 

The status of all other actions is as shown in the tracker. 

030 There were no matters arising.

4.0 Chair Designate Recruitment

031 The committee received a report on the recent chair designate recruitment process (distributed as G&S.210623.004). Four applicants were interviewed, and all candidates had performed well. The interview panel recommended the recruitment of David Marlow as the new chair designate, and that a further candidate should be invited to join the board as an external governor. 

The committee resolved to recommend to the board the appointment of David Marlow be appointed to the board as a governor with a four year term and as Chair Designate for 23/24. The Board to consider during 23/24 whether to appoint him as Chair from 24/25. The committee also resolved to recommend the appointment of the chair designate as a vice chair of the board for 23/24. 

Action: RR to go out to the board by email to request nominations for the chair and a second vice chair of the board for 23/24 in time for appointments to be made at the board meeting on 3rd July. CT confirmed that she was willing to continue in the Chair for 23/24.

5.0 Governors’ Terms of Office, Retirements, Re-appointments and Recruitment

032 The Committee noted the updated position (distributed as G&S.210623.005). Governors also noted that one of the shortlisted chair designate candidates has been approached to fill the vacancy created by a governor resigning due to work commitments. 

033 JS is working with the City Council to find a suitable candidate. The outcome of this will come back to this committee. 

The committee resolved to recommend the reappointment of PH for a further four years to the board for approval.

6.0 Committee Structure and Memberships 23/24 

034 The committee considered the committee structure and memberships for 23/24 (distributed as G&S.210623.006). Governors noted the recommendation that business of the workforce and development committee should move to the finance and assets committee, with that committee having an extra meeting in the year for 23/24. 

035 Governors discussed the vacancy on the audit committee and suggested that the chair designate candidate who had been approached to join the board might be appointed to audit. The committee were in agreement that appointing a governor with a non-curriculum background to the learning and quality committee is likely to provide a useful new perspective. Governors were reassured that AG would continue to support the college with its IT strategy even though he would no longer be on the finance and assets committee. 

Following discussion, the committee resolved to recommend for board approval: 

1. the committee chair proposals as shown in the paper 
2. committee membership changes as shown in the paper 
3. appointment of LM to remuneration committee and expansion of membership to five external governors to include both board vice chairs 
4. appointment of the chair designate to this committee 
5. appointment of the support staff governor to the learning and quality committee in addition to the academic staff governor and both student governors

Action: RR to make changes to the recommendations in the report as discussed ahead of board approval on 3rd July.

7.0 Standing Orders 

036 The committee reviewed the updated Standing Orders (circulated as G&S.210623.007). Reference is made to the additional requirements of HMT Managing Public Money (MPM) following reclassification of FE colleges to the government sector and a delegation schedule has been appended. 

Action: Following governor feedback, RR will amend item 52 in the scheme of delegation to include the words ‘as appropriate’. 

The committee resolved to recommend to the board the approval of the updated standing orders subject to the minor change detailed in the action above.

8.0 Link Governors 

037 The governors reviewed the paper (circulated as G&S.210623.008), feedback from link governors and managers on the link governor scheme. Governor feedback has been received on properly defining the link governor roles in essential areas such as safeguarding and SEND. The Deputy Principal will hold training for link governors and relevant college managers at the beginning of the 23/24 year. 

Action: RR to work on better defining the link governor scheme with continued governor support over the Summer period.

9.0 AOC Code of Good Governance 

038 Governors received a report on the proposed update to the code and a review of board compliance against the current code (distributed as G&S.210623.009). The proposed update to the code has been consulted on widely and revised in response. The college has given its feedback. It is still not clear when the new code will be released and when colleges will need to consider its adoption, or when the existing code will be withdrawn. RR will keep the committee and the Board updated on developments. 

039 The committee received the review of compliance with the current AoC code of good governance and agreed that the board is compliant.

10.0 Self Assessment

040 Governors reviewed the KPIs and development plan for 22/23 (distributed as G&S.210623.010). The committee indicated that it was satisfied with the progress made over 22/23.

11.0 External Governance Review 

041 Governors noted the review process and timetable for the upcoming external governance review (distributed as G&S.210623.011).

12.0  Committee Terms of Reference, Business Schedule and Self Assessment

042 The committee reviewed its Terms of Reference and Business Schedule ahead of 23/24 and the self-assessment questionnaire for 22/23 (distributed as G&S.210623.012). 

The committee resolved to recommend to Board the Terms of Reference and Business Schedule for 23/24 for approval. 

The committee resolved to approve the self-assessment questionnaire for distribution to members following this meeting.

13.0 Annual Report

043 The committee noted the draft annual report for 22/23 (distributed as G&S.210623.013). Governors are happy with the format and noted that attendance and the business considered at this meeting will need to be added to complete the report. The committee resolved to approve the report subject to its completion following this meeting.

14.0 AOB 

044 None.

15.0 Date of the Next Meeting 

045 The next meeting of the committee will take place on Monday 13th November at 4.30 pm, following a pre-meeting to receive the outcome of the external governance review at 3.30 pm. 

The Chair closed the meeting at 1:50 pm.