8 June 2017
Please ask for: Miss Jane Maclennan
Telephone: (01463) 702121
To: Directors of the Board of High Life Highland
|Tom Heggie||Linda Munro|
|Andrew Jarvie||Ken Nicol|
|Tracy Ligema||Ian Ross|
|Donald McLachlan||Donald Somerville|
|Duncan Macpherson||Mark Tate|
|Ella MacRae||Jenny Welch|
A meeting of the Board of HIGH LIFE HIGHLAND will take place in the STRATHPEFFER PAVILION, STRATHPEFFER on THURSDAY 15 JUNE 2017 at 2.00 pm.
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. Confirmation of Minutes PP 1-12
The following Minutes are circulated for approval:-
i. Board Meeting held on 22 March 2017 (pp 1-5);
ii. Finance and Audit Committee held on 22 May 2017 (pp 6-9);
and for noting:-
iii. High Life Highland (Trading) (draft) held on 22 March 2017 (pp 10-12).
4. Matters Arising – Board Meeting of 22 March 2017 P 13
There is circulated, for information, matters arising from the meeting of the Board held on 22 March 2017.
The Board is invited to note the position.
5. Board/Committee Appointments
i. High Life Highland Board – Appointment of Chair
Directors are reminded that to ensure continuity, the Board agreed at their last meeting that Donald McLachlan continue as Chair in the interim. Directors are now asked to confirm this appointment or to seek nominations for the Chair.
ii. High Life Highland Board
As Directors will be aware, the Highland Council appointed Mr T Heggie, Mr A Jarvie, Mr D Macpherson and Ms L Munro to the Board of High Life Highland. In this connection, the Board is invited to consider the vacancies which have arisen on the following, as a result of the break in membership of the Board:-
a) Finance and Audit Committee – 1 to 3 Council Directors (there needs to be a minimum of 1 – former appointees were Ms J Douglas, Mr M Green and Mr F Parr);
b) Nominations Committee – 1 Council Director (former appointment – Mr K Gowans)
c) Chief Executive Performance Review Committee – 1 Council Director (former appointment – Mr K Gowans)
d) High Life Highland Representatives on Inverness Museum, Gallery and Library Working Group – 1 Director (former appointment – Mr K Gowans) N.B. The name of this Group will change as detailed at Item 6 vi
e) Membership of Duke of Edinburgh Award Scheme – Highland Award Partnership – 1 Director (former appointment – Ms J Douglas)
iii. High Life Highland (Trading) C.I.C.
Mr D McLachlan and Mr K Nicol’s 3 year terms as Directors on High Life Highland (Trading) C.I.C. have now passed/is about to end respectively. Accordingly, Directors are invited to reappoint or to seek nominations.
iv. National Nuclear Archive and Far North Archive Reference Group
As the above project is now complete the Board is invited to agree to disband the above Group.
v. Finance and Audit Committee
As Directors will be aware the Head of Resources has transferred over to deal with the development of Inverness Castle. Accordingly, the Board is invited to consider how to fill this vacancy, noting that this may require the Memorandum and Articles of Association to be amended.
vi. High Life Highland Representatives on Inverness Castle Project Development Group
The Board is invited to agree that the above Working Group, formally known as the Inverness Museum, Gallery and Library Working Group, be renamed the Inverness Castle Development Group. Following the Council elections, the Board is also invited to nominate a Director to fill the vacancy left by Mr K Gowans.
6. Annual Review of Vision and Priorities PP 14-16
There is circulated Joint Report No. HLH6/17 dated 26 May 2017 by the Chief Executive and Company Secretary reaffirming the vision and priorities for High Life Highland for the coming year.
The Board is invited to agree the reaffirmation of the charity’s vision and the priorities proposed for 2017/18.
7. Review of Scheme of Delegation PP 17-25
There is circulated Report No. HLH7/17 dated 23 May 2017 by the Company Secretary outlining proposals for amendments to the Board’s Schedule of Matters Reserved to the Board and Scheme of Delegation to Officers. Review of the document, on a two yearly basis, was agreed by the Board at its meeting on 20 June 2013.
The Board is invited to:-
i. agree to amend Part 1.5.1 (ii) and 1.5.2 (i) to increase the delegated authority of the Chief Executive to approve award of contract tenders;
ii. consider the suggested amendments as detailed in paragraph 3.3 and any other amendments which Directors feel are required at this time; and
iii. agree that the Scheme of Delegation be reviewed again in June 2019.
8. Golspie Tennis Court PP 26-27
There is circulated Report No. HLH8/17 dated 25 May 2017 by the Chief Executive seeking approval to adopt the management of Golspie Tennis Courts at the request of Golspie Bowling and Tennis Club.
The Board is invited to agree to accept the responsibility for the management of Golspie Tennis Courts.
QUALITY AND PERFORMANCE
9. Finance Report PP 28-34
There is circulated Report No. HLH9/17 dated 1 June 2017 by the Chief Executive providing an update on the financial performance of High Life Highland for the financial year 2016/17.
The Board is invited to:-
i. note the draft year end out-turn, subject to Audit, for 2016/17 for High Life Highland, as detailed in Appendix A of the report, reports a surplus of £119,232 to Unrestricted Reserves for the year and a transfer from Restricted Reserves to Unrestricted Reserves (Grant income) of £115,675 giving a total transfer to Unrestricted reserves of £234,907;
ii. note the award of contracts to Caterpods and Creative Services (Scotland) Ltd. as detailed in paragraph 9 of the report; and
iii. approve the three year Audit plan proposal.
10. Performance Report PP 35-64
There is circulated Report No. HLH10/17 dated 29 May 2017 by the Chief Executive presenting performance information for the period January to March 2017.
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. note that the number of customer visits has grown by an average of 10% per year over the past three years and in 2016/17 were 6,689,578.
11. Human Resources PP 65-69
There is circulated Report No. HLH11/17 dated 1 June 2017 by the Chief Executive updating Directors on Human Resources activity for January to March 2017 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. agree to homologate the decision of the Chief Executive who, using the emergency powers within HLH Scheme of Delegation and in consultation with the Chair and Vice Chair, updated HLH’s guidance on staff standing for local election between this and the previous Board meeting.
12. Annual Health and Safety and Environmental Compliance Report PP 70-85
As Directors will be aware, an important element of the Governance structure relating to the company’s Health and Safety and Environmental Compliance performance is the annual Health and Safety and Environmental Compliance Report. In this regard, there is circulated Report No. HLH12/17 dated 29 May 2017 by the Chief Executive informing Directors about the performance of High Life Highland in terms of health and safety and environmental compliance.
The Board is invited to note:-
i. there were no notifications for improvement or enforcement actions during 2016/17;
ii. there were no environmental incidents requiring SEPA notification;
iii. the low number and low severity of incidents over the period reflecting continuing good practice across the company;
iv. the Health and Safety Strategic Group continues to meet quarterly to review Health and Safety performance and on reviewing accident and incident trend data it concluded that there are no issues arising from this requiring companywide action;
v. the annual external audit in 2016/17 identified that there was no company wide action required; and
vi. four union safety audits have been completed in 2016/17 in line with the Safety Representatives Charter.
13. Marketing and Communications Update PP 86-95
There is circulated Report No. HLH13/17 dated 2 June 2017 by the Chief Executive providing an update on progress made in implementing the 2015-19 Marketing and Communications Plan.
The Board is invited to comment on and note the update.
14. Chair/Chief Executive’s Updates PP 96-97
There is circulated Report No. HLH14/17 dated 31 May 2017 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 comment on and note the updates.