Glenurquhart Road
Inverness
IV3 5NX
16 August 2016
Please ask for: Miss Jane Maclennan
Telephone: (01463) 702121
To: Directors of the Board of High Life Highland
| Jaci Douglas | Kenneth Nicol |
| Ken Gowans | Fraser Parr |
| Douglas Graham | Ian Ross |
| Michael Green | Donald Somerville |
| Donald McLachlan | Mark Tate |
| Ella MacRae | Jenny Welch |
Dear Director
A meeting of the Board of HIGH LIFE HIGHLAND will take place in AM FASGADH, THE HIGHLAND FOLK MUSEUM, NEWTONMORE on TUESDAY 23 AUGUST 2016 at 2.30 pm.
Yours faithfully
MICHELLE MORRIS
COMPANY SECRETARY
BUSINESS
1. Apologies for Absence
2. Declarations of Interest
Directors are asked to consider whether they have an interest to declare in relation to any item on the agenda for this meeting. Any Director making a declaration of interest should indicate whether it is a financial or non-financial interest and include some information on the nature of the interest. Advice may be sought from Officers prior to the meeting taking place.
3. High Life Highland Purpose, Key Business Objectives and Corporate Values 2015-19 P 1
There is circulated summary of High Life Highland’s purpose, key business objectives and corporate values as extracted from the High Life Highland Business Plan 2015-19.
4. Confirmation of Minutes PP 2-7
The Minutes of the Board Meeting held on 16 June 2016 are circulated for approval.
The Minutes of the Finance and Audit Committee on 15 August 2016, also for approval, will follow/be tabled.
5. Matters Arising – Board Meeting of 16 June 2016 P 8
There is circulated, for information, matters arising from the meeting of the Board held on 16 June 2016.
The Board is invited to note the position.
GOVERNANCE
6. Board/Committee Appointments
i. High Life Highland Board
In terms of the Memorandum and Articles of Association, the question of which Independent Directors are to retire at the next Annual General Meeting (AGM) requires to be determined at this Board meeting. Should no other Independent Directors put themselves forward for retiral, the two longest serving Director are Douglas Graham and Donald McLachlan. Directors electing to retire are reminded that they must intimate whether or not they are willing to be re-appointed with effect from the conclusion of the AGM with any such declaration being final and conclusive.
The Board is therefore also invited to:-
i. agree that individual Directors consider if they wish to retire with effect from the AGM, bearing in mind that they can also intimate their intention to seek re-election;
ii. should no Director indicate their intention to resign, note the terms of office and, consequently, those Directors scheduled to stand down/seek re-appointment;
iii. note the two Directors’ terms of office would take effect from the next AGM, scheduled at present for February/March 2017;
iv. note the generic Skills Set; and
v. agree that specific skills required by the Board be identified in the accompanying advert.
ii. High Life Highland (Trading) C.I.C.
The Board is invited to approve the appointment, subject to confirmation of their acceptance, of Freda Newton and Lorraine Christie to the Board of High Life Highland (Trading) C.I.C.
iii. Finance and Audit Committee
As Mr F Parr and Mr I Ross have completed a two year term, the Board is invited to appoint two Directors to the Finance and Audit Committee.
iv. Nominations Committee
As Mr K Gowans has completed a two year term, the Board is invited to appoint a Director to the Nominations Committee.
v. HLH Representatives on Inverness Museum, Gallery and Library Working Group
As Mr K Gowans has completed a two year term, the Board is invited to appoint a Director as a representative to the Inverness Museum, Gallery and Library Working Group.
The Board is asked to resolve that the following item be restricted to Directors and representatives from HLH, the Company Secretary’s office and the company Auditors, Ernst and Young.
7. Approval of Draft Annual Report and Accounts to 31 March 2016 Booklet A
There is circulated separately to Directors Report No. HLH17/16 dated 10 August 2016 by the Chief Executive presenting the annual report and accounts for High Life Highland for the period ending 31 March 2016.
The Board is invited to agree the Annual Report and Audit Accounts as detailed in Appendix A of the report.
STRATEGY
8. Highland Folk Museum Long Term Vision PP 9-13
There is circulated Report No. HLH18/16 dated 10 August 2016 by the Chief Executive presenting a draft vision for the Highland Folk Museum.
The Board is invited to:-
i. consider and comment on the draft; and
ii. approve the Vision document.
9. Staff Recognition Scheme Review PP 14-20
There is circulated Report No. HLH19/16 dated 10 August 2016 by the Chief Executive providing an update on the outcomes and recommendations from the working group created to review the staff recognition scheme.
The Board is invited to:-
i. note the working group’s views on the existing staff awards scheme;
ii. agree to the group’s recommendations to create new award criteria to generate a wider reach across High Life Highland;
iii. comment on the categories and criteria as proposed by the working group;
iv. appoint two Directors to work with the Chief Executive to consider and short-list ‘successes’ submitted to the regular Board meetings;
v. appoint two Directors to work with the Chief Executive to judge each of the Award categories; and
vi. agree to continue the Staff Awards events to operate as in previous years.
10. Catering, Cleaning and Facilities Management Update PP 21-25
There is circulated Report No. HLH20/16 dated 10 August 2016 by the Chief Executive providing an update on the progress the Highland Council is making in considering options for the future management of its catering, cleaning, facilities management and janitorial services, with one of the options involving the proposed transfer of all or part of these services to High Life Highland.
The Board is invited to:-
i. discuss the advice received thus far from Ernst and Young and Anderson Strathern;
ii. agree on the feedback which the Chief Executive should present to the Council Re-design Board on behalf of the High Life Highland Directors; and
iii. agree that a Directors’ Seminar be scheduled following the Re-design Board Meeting in order that the Directors can discuss the outcome of both the meeting and the ongoing legal advice – to assist in the development of the Business Case, should an HLH option remain.
QUALITY AND PERFORMANCE
11. Finance Report PP 26-38
There is circulated Report No. HLH21/16 dated 15 August 2016 by the Chief Executive providing an update on the financial performance of High Life Highland for the period ending 30 June 2016.
The Board is invited to note:-
i. the current financial position of High Life Highland as detailed in Appendix A of the report;
ii. the financial results for the 3 months to 30 June 2016 report a slight negative variance on budget of £3,850;
iii. the projected final out-turn for the year remains on target to the approved budget;
iv. the award of contracts to Randak Design and Technogym;
v. the update on VAT; and
vi. make any additions or amendments and approve the risk register
12. Performance Report PP 39-73
There is circulated Report No. HLH22/16 dated 10 August 2016 by the Chief Executive presenting performance information for the period April to June 2016.
The Board is invited to:-
i. comment on the report and agree that the overall health check on the company for the period is assessed as green;
ii. note that the delivery of the business plan is assessed as green; and
iii. comment on and approve the new Health, Safety and Environmental Compliance Policy as detailed in Appendix B of the report.
13. Membership Analysis PP 74-106
There is circulated Report No. HLH23/16 dated 12 August 2016 by the Chief Executive providing information on a membership analysis which has been carried out on the leisure and library memberships.
The Board is invited to comment on and note:-
i. that the High Life leisure scheme and library memberships reach 39.5% and 27.67% of the Highland population respectively;
ii. the confirmation that the leisure and library memberships have a broad appeal, reaching all sections of the Highland population;
iii. the long-term sustainable growth in participation and income which has been achieved through the High Life leisure scheme;
iv. the confirmation that the High Life leisure scheme successfully targets middle to low earning individuals and families; and
v. the continuing further analysis being carried out through the ScotGrad/HIE Graduate Placement.
14. Board Review Action Plan PP 107-119
There is circulated Joint Report No. HLH23/16 dated 10 August 2016 by the Chief Executive and Company Secretary undertaking the 6 monthly review of the action plan developed as an outcome of the High Life Highland Board Review and Appraisal Workshop held on 2 December 2015.
The Board is invited to note and comment upon the status of each action within the action plan.
15. Human Resources PP 120-133
There is circulated Report No. HLH24/16 dated 10 August 2016 by the Chief Executive providing an update on Human Resources activity for April to June 2016 including a quarterly report on absence, disciplinary and grievance issues.
The Board is invited to:-
i. note the content of the quarterly report including the update on the staffing establishment; and
ii. comment on and approve the updated employee Code of Conduct.
16. Chair/Chief Executive Updates P 134-136
There is circulated Report No. HLH25/16 dated 10 August 2016 by the Chief Executive providing Directors with information and the opportunity to discuss issues affecting High Life Highland and its work at an early stage.
The Board is invited to note:-
i. note the updates from Directors on opportunities to represent High Life Highland;
ii. agree the principle of having Board Advisors/Friends of High Life Highland and the circulation of appropriate material to them; and
iii. comment on the detail of the role profile and agree the delegation of the detail of this to the Chief Executive in conjunction with the chairs and vice chairs of both companies and its presentation to the next Boards for information.
