NATIONAL MUSEUMS LIVERPOOL BOARD OF TRUSTEES. 11 October 2016, 10.00am. (World Museum)

Transcription

1 NATIONAL MUSEUMS LIVERPOOL BOARD OF TRUSTEES 11 October 2016, 10.00am (World Museum) PRESENT: Professor Phil Redmond (Chair), Philip Price, Andy McCluskey, Laura Carstensen, Heather Lauder, Clive Wilson, Dr Nicola Thorp, Virginia Tandy and Jim Chapman In Attendance Dr David Fleming, Claire Harvey, Louise Parnell, Carol Rogers, Melanie Lewis and James Best 1. Introductions and Apologies for Absence There were apologies for absence from Carmel Booth and Ian Rosenblatt 2. Declarations of Interest The Chair invited members to indicate whether they had any conflicting or prejudicial interests within the items of business set out below and besides the standard Register of Interest for Trustees, L Carstensen declared that she had recently become a member of the Development Board for the Manchester International Festival. 3. Minutes of the last meeting and Matters Arising The minutes of the meeting of the Board of Trustees of 30 June 2016 were approved for signing as a correct record of proceedings. 4. Chairman s Overview The Chair provided a verbal update on recent and forthcoming meetings and matters of interest, noting; a) on behalf of the Remuneration Committee thanks be given to Executive Team members and their staff for having taken on additional duties in their roles, as evidenced in the recent appraisal process, to adapt to staff reductions as part of the funding cuts; and b) the recent award for winning the national Window with a View 1

2 competition with the view from the Museum of Liverpool window; the update be noted. Devolution Update EXEMPTED MATERIAL: The details of this item of business have been removed from this version of the minutes because they relate to the effective conduct of public affairs that might be prejudiced by disclosure Matters for Trustees The Chairman asked that Trustees be reminded of what specific decisions are for Trustee consideration within NML s remit and operation. the Schedule of Matters Reserved for Trustees document be circulated to all and be added to the agenda for the December Board. NML Foundation Trust EXEMPTED MATERIAL: The details of this item of business have been removed from this version of the minutes because they relate to the effective conduct of public affairs that might be prejudiced by disclosure NML Trading Ltd Board Diary The Board discussed the schedule of meetings for NML Trading Ltd Board of Directors, noting that; a) the schedule for this year had had a mix of meetings on the same day as NML Trustee Committees and some on days on its own, and that that combination had worked well; and b) the possibility of NML audit and finance committee meetings being shorter, more focused meetings, or be merged as one committee, would ease the time pressures on days when all meetings were on the same day. 1) the same schedule basis be used for 2017 meetings; and 2) the potential for NML finance and audit committees to be merged into one meeting be explored by both Committees. 5 Information Flow The Trustees discussed whether the information they receive is adequate for them to be able to fulfil their role or if they should receive more reports 2

3 than they currently do, especially reports that are presented to Committees. Trustees fell that they receive the correct level of information, but perhaps a move to circulating Board papers electronically could assist the process, and the important thing was ensuring that decisions requiring Trustee approval were brought to the Board. 6 Resources Trustees discussed whether there was a need to apprise whether adequate resources are in place for NML to operate effectively, noting that; a) it was apparent from the appraisals reviewed by the Remuneration Committee that staff resources were stretched and some staff are not working in the role they previously held, and were not yet fully up to speed in a new position; b) the Executive Team are currently reviewing management structures to ensure fit for purpose and may suggest investing in some areas of work and make reductions elsewhere. The Executive Team are mindful in their review that the wage bill must remain affordable; and c) the Civil Service Compensation Scheme is currently being revised, with a reduction in the compensation qualifying periods and may not be as attractive an option as previously offered terms for staff. The proposed option is currently with Unions for discussion; 1) an update on the review of structures be brought to the Board when feasible; and 2) as part of their review the Trustees would like the Executive Team to also review their effectiveness and capacity for strategic planning, and perhaps the need for additional resources at a senior level to enable this. 7 Agenda Items from Last Board The Board considered some items of action pending from the June meeting of the Board that are not covered on the agenda of this meeting, noting, in particular; a) the discussion on a possible literacy project has yet to take place; b) a report on estate rationalisation was not presented to this 3

4 meeting, but C Wilson and J Chapman have had a productive meeting with S Granville and her team, including a tour of some parts of the estate; and c) the proposed People Strategy to be brought to this meeting, has, as a result of a recent Internal Audit review of culture and behaviours, been expanded to a Cultural Transformations report, which will include a People Strategy, and on which the Director of HR is leading, and working with colleagues, and with the assistance of H Lauder. Action is already being taken against recommendations within the audit review. 1) the discussion relating to a possible literacy project be on the agenda for the December Board meeting; 2) Trustees ask that C Wilson and J Chapman assist officers, on behalf of the Board, in formulating a strategy for the estate, including best use of assets; and 3) the Cultural Transformation paper be brought to the December Board meeting. 8 Director and Executive Team Update The Board considered a verbal update from the Director and members of the Executive Team on matters of interest, as well as considering the Management Overview report and NML Dashboard, noting in particular; a) the recent publication and distribution of the Annual Review; b) the commissioning of Regeneris to undertake a regional impact study. The results of which will be used to expand our advocacy efforts; and c) EXEMPTED MATERIAL: The details of this item of business have disclosure. 1) the Management Overview report, and Dashboard document, be noted; and 2) EXEMPTED MATERIAL: The details of this item of business have disclosure 4

5 9 Committee Proceedings The Board considered the proceedings of the various Committees which have taken place since the last Board of Trustees meeting on 30 June 2016 a) the proceedings of the Audit Committee meeting of 27 September 2016, noting that; 1) the Committee members had reviewed the Terms of Reference for the Committee; 2) the National Audit Office have appointed Ernst & Young as auditors on their behalf and we no longer had BDO as our external auditors; and 3) the provision for Internal Audit services is likely to be put out to tender soon, for a new contract for 2018/19 1) the proceedings be noted; and 2) the revised Terms of Reference for the Committee be brought to the December Board meeting for approval. b) the proceedings of the Finance Committee meeting of 27 September 2016, noting that the Committee members had reviewed the Terms of Reference for the Committee. 1) the proceedings be noted; and 2) the revised Terms of Reference for the Committee be brought to the December Board meeting for approval c) the proceedings of the NML Trading Ltd Board of Directors meeting of 27 September 2016, noting that; 1) due to various factors, it had been necessary to reforecast the 2016/17 budget; 2) new branding for catering and retail venues was being worked through; and 3) the World Museum capital project, though underway, had some stakeholder issues still to be resolved. 1) the proceedings be noted; and 2) the proposed new branding designs be shared with Trustees. 5

6 10 Items Accessioned since the last Board of Trustees meeting The Board considered a report of the various Registrars listing acquisitions made, and gifts accepted, in exercise of delegated powers in the period since the last meeting of the Board, noting that, if appropriate, a request for funds to curate and/or store items gifted to the collections, is made at the time of giving/receiving. the report be noted. 11 Loans Agreed since the last Board of Trustees meeting The Board considered a report of the various Registrars listing loan arrangements entered into since the last meeting of the Board, noting that NML are entering into fewer loan agreements now, due to more limited resources and are seeking reciprocal loans, and/or charging to recover costs incurred, where appropriate. Each loan request is looked at on an individual basis and action agreed by the Executive Team. the report be noted. 12 NML Legal Register, Fraud Register, and Health & Safety Statistics The Board considered the latest version of the NML Legal Register, Fraud Register, and health and safety statistics for the organisation, noting that PI claims are now managed through the new insurance portal system to speed up the process and to cap liability costs. 1) the reports be noted; and 2) the Board are satisfied that they have discharged their statutory obligations in respect of Health and Safety management. 13 Income Generation Update The Board considered, and discussed, an update on income generation, noting that; a) charges for the Planetarium were re-introduced on 22 June For the period from 22 June to 31 August 11,113 tickets were issued generating income of 16,941 (excluding VAT). The public response to the Planetarium charging has been good, showing understanding of NML s funding situation and that the pricing structure was appropriate. A full visitor evaluation will take place in October 2016; b) EXEMPTED MATERIAL: The details of this item of business have 6

7 disclosure; c) processes and systems for the production of print on demand and image sales are still being explored, but is more complex than the initial quick win process first envisaged; d) a full time marketing person is now in post for House of Memories and the new website will be launched in April There has been plenty of interest internationally for the project, and work continues on establishing a viable commercial model; e) work continues on negotiating the Terra-cotta Warriors exhibition for 2018; and f) the Co-operative Bank have named House of Memories as their partnership fundraising charity for November and December. 1) the update be noted; 2) EXEMPTED MATERIAL: The details of this item of business have disclosure; and 3) the full business case for the Terra-cotta Warriors exhibition be brought to the December Board meeting. 14 Pre-Raphaelites: Beauty and Rebellion Evaluation The Board considered a report presenting a summary of the final evaluation of the Pre-Raphaelites: Beauty and Rebellion exhibition, noting that; a) the exhibition delivered visitor numbers to the gallery of 107.6K, which was up 58% on the 68K visitor numbers forecast; b) the number of tickets sold was 34.3K, up 118% on forecast ticket sales of 15.6K. Ticketing income achieved was 144.3K (ex VAT) EXEMPTED MATERIAL: The details of this item of business have disclosure; c) the exhibition was delivered on time and within the projected budget. EXEMPTED MATERIAL: The details of this item of business have been removed from this version of the minutes because they relate to the effective conduct of public affairs that 7

8 might be prejudiced by disclosure; d) visitor satisfaction was extremely high, with 96% of visitors surveyed expressing that the exhibition was good value for money, and 93.5% of comments in visitor books being positive; e) the planning, implementation, and analysis, of the exhibition has provided a clear model that can be applied for future charging exhibitions at the Walker Art Gallery; and f) Trustees would like to see dynamic pricing considered for future exhibition charges, with perhaps, if the need deemed sufficient, some free time slots so as not to exclude disadvantaged visitors. Perhaps companies approached to sponsor a set number of tickets for certain defined times. 1) the report be noted; and 2) the congratulations from the Trustees be passed to all staff involved in the exhibition and visitor experience for the successful outcome. 15 Risk Management The Board considered a report apprising them of the work undertaken with regards to risk management, noting that; a) the Audit Committee reviews risk management processes on behalf of the Board at each meeting; b) the Executive Team performed a full review of the Risk Register on 5 September and any changes to risk levels, and details, as a result of that review, were submitted to the Audit Committee on 27 September; and c) the reports presented were the approved risk registers following that 27 September Audit Committee meeting. 1) the report be noted; and 2) when the Board next review risk management the reports contain a note of any risks that have increased over the period, and detail as to why. 8

9 16 Pay Proposal 2016/17 EXEMPTED MATERIAL: The details of this item of business have been removed from this version of the minutes because they relate to the effective conduct of public affairs that might be prejudiced by disclosure 17 Strategic Plan The Board considered the draft Strategic Plan , noting that the plan presented is an updated version of the document submitted to Trustees at the Board meeting on 30 June. 1) the report be noted; 2) subject to one minor amend in relation to a reference to BREXIT, the Strategic Plan for be approved for distribution. 18 Any Other Business There following matter was discussed under this agenda item. MLK Building/Dock Traffic Office Lease EXEMPTED MATERIAL: The details of this item of business have been removed from this version of the minutes because they relate to the effective conduct of public affairs that might be prejudiced by disclosure 19 Date and time of next meeting The next meeting will be held on Tuesday 8 December 2016 at 10.00am, venue to be advised CHAIRMAN 9