FGB Minutes 16-12-14
MEETING OF THE FULL GOVERNING BODY,
OF IMPINGTON VILLAGE COLLEGE
Tuesday 16 December 2014 at 6.00 pm in the Library
Impington Village College
Present: Huw Jones, Martin Rigby (Chairman), Brian Harrison, Julian Mellor, Rob Campbell (Principal), Jayne Green, Elizabeth Sadler, Simon Guest, Valerie Hastings, Suzy Offord, Karen Momber, Rachel Pegg and Stephanie Norris.
In Attendance: Fran Difranco (Director of Finance & Resources [DFR]), Richard Spencer (Vice Principal Teaching & Learning [VPTL]) and Joe Greenway (Clerk)
Apologies were received and approved from Alan Rodger, David Jenkins, Jake Reynolds and Claire Beressi Jones
2 Minutes of the meeting of 25 November 2014
The minutes of the meeting held on 25 November 2014 were agreed and signed as a correct record.
3 Matters arising from the Minutes
Agenda item 10a Development of a new Sixth Form
The DFR reported that a bid document would be submitted by the closing date of 19 December 2014. It will consist of a bid of around £6.5M for a new sixth form block and £0.5M for refurbishment of the Science block. The DFR commented that Mouchel (architects) had worked particularly hard on behalf of the College by writing a substantial part of the bid document.
The Chairman congratulated the DFR and other staff for producing a credible document in such a short space of time.
Agenda item 5: Developing the House System: Outcome of the Consultation
The Chairman reported that he had written to parents regarding the consultation process. Governors agreed that in future consultations with stakeholders care needs to be exercised to avoid raising the expectations amongst the consultees that the consultation is a referendum rather than a canvass of views which may or may not impact on the FGB decision.
Agenda item 6: College response to Improving Governor effectiveness including Multi-Academy Trusts
A governor commented that she thought the College was in a collaborative relationship with another school when IVC became an academy. The Principal confirmed that there was a relationship with a school in Kings Lynn that was a result of a senior member of staff from IVC moving to work there. This member of staff had subsequently left that school and so the relationship lapsed.
4 Committees Terms of Reference
The Clerk reminded governors that Committees’ Terms of Reference need to be reviewed by each committee at the start of the academic year to ensure that they are up to date and then approved by the FGB, including any proposed amendments.
The Chairman of the Resources Committee asked governors to note a change to paragraph 3.3 of the Resources Committee’s ToRs that now refers to external audits occurring at least twice a year and deletes reference to a Responsible Officer. There were no changes proposed to the ToRs of the Learning Committee and Strategy & Engagement Committee.
Governors had no comments to make.
Decision: Governors approved the Committees’ Terms of Reference for 2014-15 nem con.
5 College response to Improving Governor effectiveness including Multi-Academy Trusts – Outcomes of the Governance Working Party deliberations
Simon Guest left the meeting during this item at 7.00pm
The Chairman apologised for the late issue of his paper and he hoped that governors had had sufficient time to consider it. Referring to the diagram of the proposed organisation chart he reminded governors that:
- The Members were the current FGB with minor changes to the numbers in the different categories with the total membership remaining at 20.
- The Directors (Trustees) would become an executive board consisting of the Principal, 4 Members two of whom are parent governors and up to 3 co-opted individuals of relevant skills. The latter need not necessarily be Members. This executive board would take over the responsibilities of the current Resources Committee and Strategy & Engagement Committee.
- The Learning Committee would continue and would have 3 Directors (who are also Members), 3 other Members and a student representative.
The main rationale for the proposed change is to improve the effectiveness and timeliness of decision-making at board level. This is because the current FGB is too large for this purpose and meets too infrequently.
The Chairman further explained that government policies seemed to be driving academies to associate by forming multi-academy trusts (MAT). As discussed at the previous meeting it was better for IVC to proactively form an MAT rather than for it to be asked to join one. The Principal confirmed that IVC could be asked to form and/or to participate in an MAT in a very short space of time. To achieve this, and to oversee an MAT, executive decisions would need to be made quickly. The Principal expressed concern that the current governance structure would not allow this and that he strongly supported the development of governance as proposed in the paper.
Governors asked whether there were any issues they had not dealt with effectively under the current structure, what skills were missing from the current governors and were the individuals with the required skills ‘out there and available’ to be co-opted on the Executive Board. The Chairman responded that the FGB had spent an excessive amount of time in the recent past debating what were really operational matters within the purview of CET, for example the structure of the College Day and the House system. In his view the skills that were lacking within the FGB were ‘high end’ HR, Accountancy and Financial Management, Strategy & Business Development, ICT and Education. Board level experience of such areas is necessary to effectively challenge and support the CET as the College moves forward. The Chairman recognised that such individuals would not be recruited immediately but that the College should aim to do so over time.
The Principal referred governors to his recent discussions with the office of the Regional Schools Commissioner and confirmed the increase in accountability being expected of academies and the direction of government policy as given in the agenda paper. He was conscious of the necessity for the strategic decisions being made by CET to be subjected to more rigorous challenge than they are now. He was absolutely convinced that IVC should be proactive in developing relationships with other schools and so be the master of its own destiny otherwise he was fearful that the College would be ‘taken over’. As evidence of concern he noted that new schools were being built locally and that IVC had not been invited to take part in their governance or management. He also stated that a positive impact of an MAT was the career development opportunities available to staff.
A Governor expressed some concern of the lack of knowledge shown by other governors about the government’s thinking regarding academies and the formation of MATs. Another governor thought the paper as written was too vague and that there were two issues within it that should have been more overt: ineffective governance and how to address it and a strategy going forward to address MATs. To address the former in the manner proposed by the paper would necessitate a change to the Articles of Association. This would require the approval of the Secretary of State and so inevitably would take time. It was thought that the latter should be the subject of a separate paper. Finally governors thought it would be helpful if other members of CET were on the Executive Board.
The VPTL commented that he strongly supported the development of the College along the lines described in the paper and wished the Governors and College well for the future. The Chairman congratulated the VPTL on his new post as a VP in a multi-academy trust, thanked him for his significant contribution to the development of the College and in particular the work of the FGB and wished him well for the future. The VPTL thanked the FGB for its support.
The VPTL left the meeting at 7.05pm
HJ confirmed that amending the Articles of Association would take time and, to move matters forward, he proposed that the FGB establish a new committee that would, in effect, be the Executive Board and would include those members of CET that the Principal wishes to nominate and would also have the power to co-opt additional ‘Directors’ as it thinks fit. Governors debated this proposal and advised that:
- Within the Executive Board the numbers of non-executives should always exceed CET members.
- Directors from the current FGB should only be invited on to the new committee following a skills audit of current governors.
- Non-executive members of the new committee should be offered training if deemed necessary.
- The committee is established as soon as possible and its operation reviewed after a short period, say 3 months.
- Following a successful review the necessary constitutional changes are then set in motion.
Throughout the debate that resulted in the above points the Chairman ensured all governors present made comments. He then summarised the proposal as follows:
That the FGB adopt the recommendations of the governance working party with three important modifications:
- That it sets up an interim board, which is de jure a committee of the governing body, to undertake the functions set out in the paper.
2. That the board will comprise three executives (Principal, Vice Principal & Director Finance & Resources) and four non-executives (found from the present governors by a process including a skills audit prepared by the working party).
3. That the working party prepares draft articles to implement a permanent separation of the roles of members and directors as per the paper with the FGB reviewing the success of the new structure 3 months after setting up the interim board (at the next FGB meeting in January) and making a formal decision on adopting the new articles.
Decision: Governors approved the recommendations from the Governance Working Party, as modified above nem con.
Action: Chairman to convene a meeting of the Governance Working Party as soon as reasonably practicable in the new year to ensure draft articles, new committee terms of reference and skills audit are available for the FGB meeting of 27 January 2015.
Huw Jones agreed to be co-opted on to the Governance Working Party.
There then followed a debate about a connected, commercially sensitive item that is recorded in a confidential minute.
See confidential minute.
6 Minutes of Committees
Governors received and noted the minutes of the Strategy & Engagement Committee of 7 October 2014, Resources Committee of 20 October 2014 and the Learning Committee of 21 October 2014 and 2 December 2014.
7 Any other Business
a. 2014 RAISE On-line Report
The Chairman proposed that, as the meeting was already running late, that this item be deferred to the January 2015 meeting of the FGB. This was agreed nem con.
In conclusion the Principal comment that the RAISE On-line Report was far more positive than anticipated in that it placed IVC just outside the top 30% of schools nationally.
The meeting closed at 7.40 pm.