Minutes of a meeting of the Board of Directors of the
Truro and Penwith Academy Trust (TPAT) held on 8 December 2015 at
Penwith College, St Clare Street, Penzance
Directors: / Dr J Blunden (Chief Executive), Mr R Crossland, Mrs S Dickinson, Prof A Livingston, Mr J Penlerick, Ms S Roby, Mrs E Winser (Chair), Mr D Walrond and Mr P WroeIn attendance: / Mr M Williams (Partner, Robinson Reed Layton) – for item 15/29 and Mrs A Winter (Company Secretary)
Apologies: / Mr M Osterfield
Item / Decision / Action
15/24 / Election of Chair and Vice-Chair
Ellen Winser and Alan Livingston were duly nominated and elected as Chair and Vice Chair for 2015/16.
15/25 / Register of Interests
Directors were reminded of the requirement to declare any potential conflicts of interest and updated the register for 2015/16. / AW to update website
15/26 / Minutes
The minutes of the meeting held on 30 June 2015 were APPROVED and signed as a correct record, subject to one minor correction.
15/27 / Matters Arising
27.03 – Headteachers’ Forum (Minute 15/14.05)
The Board agreed that it was not feasible for every member school to be represented at the Curriculum and Standards Committee and AGREED that each of three primary school clusters should be invited to send a representative.
27.01 – National Policy Update (Minute 15/15)
Members noted recent announcements from the Secretary of State confirming that ‘coasting’ schools and academies would be treated in the same way in terms of intervention. The implications for local schools and academies were discussed.
27.02 – Operational Update (Minute 15/16)
The Chief Executive confirmed that the costs of local authority service level agreements had been clarified.
27.04 – LGB Representation on the Board (Minute 15/17.02)
The Chair explained that further consideration of Board and Committee membership had been postponed pending the appointment of new directors and new schools joining the Trust. A suggestion was raised about linking directors to specific schools. The general principle was supported although the Board currently had limited capacity to develop a link director scheme.
27.05 – External Review of LGB Governance (Minute 15/17.03)
In response to questions the Chief Executive outlined the range of actions implemented to address governance weaknesses including a (largely in-house) governor training programme. It was likely that the risk rating of ‘high’ at Pendeen following the external review in 2014/15 had been reduced to ‘medium’.
27.06 – Joint Consultative Committee
The Chief Executive confirmed that mechanisms to consult staff groups and unions on HR policies and staffing issues had been developed. Although this was not in the form of a fully constituted committee, good relationships and channels of communication were being established. / AW/JB to confirm C&S Committee reps
15/28 / Chair’s Business
28.01 Appointment of Directors
The Chair explained that following an advertisement and informal interviews, two candidates had been selected as prospective directors. Following consideration of the skills and experience offered by each candidate the Board agreed to RECOMMEND appointment by the College Corporation for a term of office beginning on 1 January 2016 and ending 31 December 2019.
28.02 Annual General Meeting
Members noted that the Articles of Association allowed for an AGM and a discussion followed on the purpose and possible format for a meeting. The Board AGREED that whilst the Trust was still being established and was undergoing a period of rapid development the AGM would be deferred until autumn 2016.
28.03 Chair’s Action
The Chair reported that on behalf of the Board, she had approved a recommendation from Pendeen LGB to appoint Fiona Wooten as Chair of governors. The Board RATIFIED this decision.
28.04 Committee Structure
Members noted that governance arrangements were being kept under review and directors were invited to comment on the effectiveness of current structures. The Board CONCLUDED that whilst arrangements were still bedding in it was not sensible to consider changes at this stage. Further consideration would be given to committee structures during 2016.
28.05 Regional Schools Commissioner
The Chair and Chief Executive provided feedback from their meeting at the end of September with Sir David Carter, Regional Schools Commissioner, to review the performance and plans of the TPAT. They had been rigorously questioned about the progress of the Trust, school improvements and future developments. The meeting had been constructive and useful. / AW to refer recommendation to Corporation
AW/JB to work towards autumn AGM
AW/JB initiate review in 2016
15/29 / Annual Financial Statements 2014/15 and Auditor’s Report
The Board considered the accounts and noted the end of year position for the the multi academy trust central services and each school. Directors asked about the negative outturn at Pendeen, the factors contributing to the deficit and proposed measures to rectify the position. Directors expressed concern that an overspend had not been highlighted at an early stage and the Chief Executive was REQUESTED to take steps to address the situation.
Mark Williams, (Auditor), joined the meeting and presented the audited financial statements for 2014/15 and the Audit Discussion Memorandum. The Board considered each section of the financial statements and discussed the key elements of the report, including, the breakdown of staff costs, pension liabilities as well as related party transactions. The Board PROPOSED additional text (to add to note 15) to explain the actions to mitigate the deficit at Pendeen.
Directors noted the benchmarking information comparing data across the Trust schools with national averages and INVITED the the Finance, Employment and Audit Committee to give further consideration to the comparative data.
The Board noted that overall a clean audit had been confirmed with no significant issues arising. The Board APPROVED the accounts for 2014/15, subject to the additional text proposed. / JB to take appropriate steps
Auditor to amend as appropriate
FEA to consider
15/30 / Chief Executive’s Report
The CE provided an update on the following:
· School Performance, the establishment of a Trust Headteacher Improvement Framework and 4 themed Focus Groups (Early Years, Mathematics, English and Special Educational Needs & Disabilities)
· the Visit from the Regional Schools Commissioner’s Advisory Team on 26/27 November 2015 – the report was awaited
· HR matters
· Health and Safety
· Safeguarding
· Future Growth and proposed central staffing structure
Directors asked questions about:
· the Trust Headteacher Improvement Framework, about talent management and succession planning - the CE explained the framework and indicated that headteachers were generally positive and willing to engage with the process
· the future growth, capacity and proposed developments to the TPAT central structure – a balance between expansion and consolidation of the current set up was needed with a very close oversight on quality and financial management
· the two pupil tracking systems in use by schools and whether different systems could produce inconsistencies or lack of clarity in relation to target setting and monitoring – the CE explained the merits of maintaining existing systems and longer term plans to develop in-house tracking tools.
15/31 / Pay Policy Principles
The Board noted that for 2015/16 the Standard Teachers Pay and Conditions Document (STPCD) had moved away from a single, nationally negotiated settlement but made four recommendations.
The Board carefully considered each of the recommendations and discussed the implications for staff groups across the TPAT and the projected costs. Directors noted that an allowance for a 1% increase in staff salaries had been incorporated into the 2015/16 budget.
Following discussion the Board AGREED to implement three of the recommendations from 1 September 2015 as follows, (but not to freeze the headteacher pay group ranges as recommended).
· 1% uplift to the minima and maxima of all pay ranges
· 2% uplift to the maxima of the main pay range (main scale 6)
· 1% increase to minima and maxima of all allowances.
The Board also AGREED to carry out a review of HR policies and procedures and consultation to establish a pay policy for 2016/17. This process to be supported by the external HR consultants neo:PM as part of the current service contract. / Business Manager to implement pay increases
JB to take forward HR review
15/32 / Budget 2015/16
The Board received amended budgets which had been updated to take account of the additional schools joining during 2015/16 and other known changes. The projected figures indicated a close to breakeven position overall with a deficit in the central services. Each school was expected to make a small surplus.
The Board asked about the value for money in relation to the legal services provided by Michelmores. Members noted that they completed preliminary legal work with potential schools at their own risk; had extensive experience of academy conversions and PFI arrangements; and had developed an effective working relationship with the Trust. Members were satisfied with these arrangements.
The Board APPROVED the amended budgets for 2015/16.
15/33 / Reports and Recommendations from Sub-Committees
33.01 Curriculum and Standards Committee
The Board received and noted the minutes of the Curriculum and Standards Committee meeting held on 22 September 2015.
Members considered the Trust improvement priorities identified and explored the background issues including reasons for underachievement by boys.
Members also noted the safeguarding update and concerns about the amount of leadership time taken up by safeguarding issues.
It was suggested that all Directors should complete the ‘Prevent’ online training module: http://course.ncalt.com/Channel_General_Awareness/01/index.html.
The Board agreed to ADOPT the improvement priorities for 2015/16
33.02 Finance, Employment and Audit Committee
The Board received and noted the minutes of the Finance, Employment and Audit Committee meeting held on 10 November 2015.
Members ENDORSED the process for approval of new schools to join the Trust by the College Principal, Chief Executive and Chair, once appropriate assurances had been obtained, with decisions ratified by the Board.
The Board APPROVED the appointment of Sarah Roby as Health and Safety Link Director, John Penlerick as the Safeguarding Link Director and Joanna Harvey as the Trust Designated Safeguarding Lead Headteacher.
The Board also AGREED to the renewal of the appointment of the internal auditors TIAA Ltd until 31 July 2017 and the external auditors Robinson Reed Layton for the 2015/16 financial year. / All to note
15/34 / Reports from Forums
34.01 Chairs’ Forum – 22 October 2015
A range of issues had been discussed including LGB committee structures and mentoring support for new LGB Chairs. Most LGBs were reinstating a finance committee.
34.02 Headteachers’ Group – 16 September/18 November 2015
The Group had considered various matters such as support for headteachers, draft HR policies and the establishment of focus groups to look at key areas of school improvement.
34.03 Clerks’ Forum
Clerks had considered good practice for writing effective minutes, maintaining school website governance information, link governor roles and declarations of interest.
The Board APPROVED terms of reference for the Chairs’ Forum, Headteachers’ Group and Clerks’ Forum.
15/34 / Schedule of Meetings for 2016/17
The Committee APPROVED dates of meetings for 2016/17. / All to note
15/35 / Any Other Business
35.01 St Ives School – Tennis Facilities
The Chief Executive reported that Carbis Bay Tennis Club had approached St Ives School about the possible development and shared use of tennis courts and associated facilities at the School. In response to questions the Chief Executive explained the proposed investment by the Tennis Club (funded by the sale of the existing Club site), the joint use arrangements, the potential improvements to sports facilities and positive community links offered by the partnership. Members also considered the possible drawbacks and implications for the School.
Following consideration, on the basis that Michelmores was prepared to progress initial legal issues at risk and that the costs would be met by the Tennis Club, the Board AGREED that negotiations should be taken forward. / JB to progress negotiations
15/36 / Date of Next Meeting
Tuesday 23 February 2016 at 10.00 – 12.00noon at Truro College. / All to note
AW/SD/TPAT Board Minutes 9Dec2015 - APPROVED Page 6/64 February 2016