Title: CIoS Local Enterprise Partnership Board Date: Wednesday 28 July 2021 Time: 10.00 to 13.00 Venue: : - Council Offices, Chy Trevail, Bodmin, PL31 2FR
Livestream Link: https://teams.microsoft.com/l/meetup- join/19%3ameeting_NmFkNzY4NWMtNmVjMy00YTgxLWFhZTMtMDZlZDRlZGIyNTU5 %40thread.v2/0?context=%7b%22Tid%22%3a%22efaa16aa-d1de-4d58-ba2e- 2833fdfdd29f%22%2c%22Oid%22%3a%22fa9d3751-6eb5-4308-b8c3- 006db67ed9ac%22%2c%22IsBroadcastMeeting%22%3atrue%7d&btype=a&role=a
Agenda Item Lead Action
1. 10.00 Welcome and Introductions
Apologies for Absence Directors: Louis Mathers Officers: Phil Mason, John Curnow
2. 10.05 Declarations of Interest ALL
3. 10.10 LEP Board (31 March 2021) 3 .1 Minutes (Pages 3 - 11) MD To note 3 .2 Action Summary (Page 12) GCG To note 4. Strategic Matters 4 .1 10.20 Chair Update MD To note
4 .2 10.30 CEO Report, with a focus on: (Pages 13 - 65) GCG To note/ Labour market and skills challenges presentation Green Industrial Revolution
4 .3 11.25 Fishing Sector Update (Pages 66 - 68) MD/NC Decision
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4 .4 11.50 Nominations Committee Update (Pages 69 - GCG Decision 122) 4 .5 12.15 Audit & Assurance Committee Update (Pages GCG Decision 123 - 198) 4 .6 12.25 Enterprise Zones Board Update (Pages 199 - SJ/GCG To note 202) 4 .7 12.35 Any other business
5. Exclusion of Press and Public 5 .1 12.40 Investment & Oversight Panel Update (Pages MD/GCG To note 203 - 206) 5 .2 12.50 Any other confidential business ALL
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Agenda No. 3.1 Information Classification: CONTROLLED
CORNWALL AND ISLES OF SCILLY LOCAL ENTERPRISE PARTNERSHIP
MINUTES of a Meeting of the Cornwall and Isles of Scilly Local Enterprise Partnership held in the Online - Virtual Meeting on Wednesday 31 March 2021 commencing at 10.00 am.
Present:- Mark Duddridge (Chair) Mark Goodwin (Vice-Chair)
John Acornley, Fran Grottick, Edwina Hannaford CC, Steve Jermy, Emmie Kell, Louis Mathers, Poppy Naylor, Lisa Oakes, Clare Parnell, Gordon Seabright, Linda Taylor CC and David Walrond
Also in Glenn Caplin-Grey, Nathan Cudmore, David Krohn, Carol attendance:- Bransgrove, Geraldine Baker and Emma Coad
Apologies for Directors: Frances Brennan, Tim Dwelly CC absence:- Officers: John Curnow, Phil Mason and Paul Masters
WELCOME AND INTRODUCTIONS (Agenda No. 1)
The Chair welcomed everyone to the meeting.
Apologies for absence had been received from Frances Brennan, Tim Dwelly CC, John Curnow, Paul Masters and Phil Mason.
Edwina Hannaford CC gave apologies for early departure.
The Chair, on behalf of the LEP Board, expressed his thanks and appreciation to Emmie Kell for her contribution to the LEP Board.
DECLARATIONS OF INTEREST (Agenda No. 2)
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The following declaration of interest was expressed:
Emmie Kell advised that she had an interest in any item relating to wAVE Project.
LEP BOARD (20 NOVEMBER 2020) (Agenda No. 3)
Minutes (Agenda No. 3.1)
It was agreed that the minutes of the meeting held on 20 November 2020 were a true and accurate record.
Actions Summary (Agenda No. 3.2)
Actions confirmed at the meeting held on 20 November 2020, details of which were noted together with a summary of ongoing actions.
The Chair advised that the LEP Executive had been working proactively with the Fishing Sector and that an item would be included on the Agenda for the July Board meeting regarding Fishing.
STRATEGIC MATTERS (Agenda No. 4)
Chair Update (Agenda No. 4.1)
The Chair provided the Board with a verbal update with reference to the following areas:
1. He provided an update on opening the UK economy and the support that the LEP could offer to businesses; 2. He referred to the emerging sectors and the attention they were attracting nationally and the need to mirror that internationally; 3. He commented that Government was beginning to undertake a review of Local Enterprise Partnerships across the country; the outcome of the review was expected prior to the summer recess;
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4. He provided an update regarding the current position of the LEP in regard to the Governments’ Clean Growth agenda, Lithium supply chain, Spaceport, Geothermal, investment in Cornwall, G7 impact, Further Education and communications with the LEP Network.
He thanked the LEP Board Directors and LEP Executive for their work over the last 12 months and in the virtual world.
CEO Report (Agenda No. 4.2)
The Board considered a report prepared by the LEP CEO and Head of LEP Commissioning regarding overall progress on operational activity.
The Head of LEP Commissioning highlighted the main points in this report with specific reference to Governance, Risk, Policy Updates and the Performance summary.
In the ensuing discussion the LEP Board Directors and Officers referred to the following areas:-
1. The success of the Cornwall and Isles of Scilly Growth Hub which had seen a significant ramp up of Growth Hub interventions, both in terms of engagement with business and activities undertaken. The Chair expressed his thanks to both the Head of LEP Commissioning and Louis Mathers for their work with the Growth Hub; 2. The outcome of the LEP Review would be announced by Government prior to the summer recess; it was unknown how the review would impact CIoS. Board Directors were urged to have their say on the Review via the LEP Network.
Arising from the above, the Board noted the contents of the report and the overall progress on operational activity.
Creative Industries Update (Agenda No. 4.3)
The Board considered a report prepared by the Head of LEP Commissioning and Emmie Kell, Creative Lead which provided an update on activity associated with Creative Industries and highlighted the key issues for the Board.
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Emmie Kell made specific reference during her presentation to the following areas:
1. The devastating impact COVID-19 had had on the Creative Industries sector; 2. The call on government by the Creative Industries Federation for urgent interventions to help mitigate the long-term effects of the pandemic on communities up and down the country; 3. The Creative Radar report had highlighted that Cornwall had a higher density of micro-clusters in almost all creative industries sub-sectors than other large rural regions, supporting Cornwall’s claim to be the UK’s leading Creative Rural Region in the LEP supported Creative Manifesto 2021-2025; 4. The Cultural Recovery Fund launched by Government in summer 2020 had provided a lifeline for cultural organisations and heritage sites; 5. Museums and Art Galleries were expected to re-open on 17 May, 2021; 6. The results of the second round of the Cultural Recovery Fund were expected shortly; 7. Succession planning relating to the departure of the LEP Cultural Lead; Mandy Berry had volunteered to be interim Chair of the Creative Industries Taskforce in the absence of a LEP Board Director.
In the ensuing discussion the LEP Board Directors and Officers referred to the following areas:
1. Support should be provided to cultural organisations and heritage sites applying to the Cultural Recovery Fund; it was important for the LEP to offer support where possible; the Chair commented that the Monday calls with organisations may be an opportunity to provide support; 2. The Delivery Plan 2021/22 would include industry engagement and activity; 3. Reference was made to the Gigabit roll out and the role of the Creative Industries Taskforce around connectivity issues; 4. The LEP Board was urged to look at the Creative Radar maps.
The LEP Board noted the contents of the report.
Decision: The LEP Board endorsed the priority areas for the 2021/22 as recommended by the LEP Creative Industries Taskforce and detailed in the report;
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Action 1: The Head of LEP Commissioning, LEP Chair and LEP CEO to discuss further the Gigabit roll out and connectivity with the creative industries sector.
Nominations Committee Update (Agenda No. 4.4)
The Board considered a report prepared by the Head of LEP Commissioning which provided an update following the LEP Nominations Committee on 20 January 2021 where the Committee considered the re-appointments of Directors coming to the end of their first 3-year term and also director representations on the various Board and sub-groups of the LEP.
Decision: 1. That Frances Brennan’s position as Director of the Company be renewed for a further term of up to three years. 2. That Steve Jermy’s position as Director of the Company be renewed for a further term of up to three years. 3. That Gordon Seabright’s position as Director of the Company be renewed for a further term of up to three years. 4. That David Walrond’s position as Director of the Company be renewed for a further term of up to three years. 5. That the Board approves Lisa Oakes as a member of the Company, with such membership to take effect from 27 January 2021. 6. That the Board approves Frances Brennan as a member of the LEP Nominations Committee. 7. That the Board approves John Acornley as a member of the LEP Audit and Assurance Committee. 8. That the Board approves David Walrond as a member of the LEP Investment and Oversight Panel.
Action 2: the LEP Executive to ensure that above appointments were registered with Companies House.
NOTED THAT: 1. LEP Board Directors abstained from voting on their own relevant appointments:
2. Edwina Hannaford CC left the meeting at the conclusion of the above item.
2021/22 Draft Delivery Plan & Budget (Agenda No. 4.5)
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The Board considered a report prepared by the Head of LEP Commissioning which sought approval for the draft 2021/22 Delivery Plan and placed it in the context of available budget and priorities for 2021/22 building on the recent Board workshop on 24 February 2021.
The Head of LEP Commissioning made specific reference during his presentation to the following areas:
1. 2021-22 – Priorities – Strategy 2. 2021-22 – Priorities – Delivery 3. 2021-22 – Priorities – Governance 4. A look ahead Roadmap 2021-22 5. Draft 2021-22 Budget
In the ensuing discussion the LEP Board Directors and Officers referred to the following areas:
1. Due to the unique opportunity arising from the G7 summit being held in Cornwall it was suggested that the level of spend to support the G7 programme should be extended to enable engagement with PR agencies outside the county via trusted partners; 2. Reference was made to the opportunities arising from the G7 programme for private investment aligning with the Government’s Clean Growth agenda; 3. Confirmation that there was a lot of work being undertaken within working groups to ensure a successful spaceport launch in 2022; Government investment in Newquay airport demonstrated one of the activities being undertaken in this area; it was acknowledged that more could be done to articulate what was happening in this area within the Delivery Plan.
Decision: that the Board approves the draft 2021/22 Delivery Plan at appendix 1 to the report and budget at appendix 2 to the report, taking on board the comments raised in discussion regarding support for an increase in the G7 Programme budget allocation and that Space could be better articulated in the Delivery Plan.
Sustainable Tourism Strategy Update (Agenda No. 4.6)
The Board considered a report prepared by the Head of LEP Commissioning which sought to provide the Board with an update on activity associated with
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Cornwall and Isles of Scilly Local Enterprise Partnership 31 March 2021 the development of a Sustainable Tourism Strategy and also highlighted the key issues for the Board.
Malcolm Bell, Visit Cornwall Chief Executive, attended the meeting and provided the Board with a presentation highlighting the work currently being considered and co-developed by a number of stakeholders and partners, including the CIoS LEP partnership.
He made specific reference during his presentation to the following areas:
1. Key messages from the Review 2. Managed Growth 3. Draft Vision for the Visitor Economy in Cornwall 4. Priorities for Action 5. Next Steps
In the ensuing discussion the LEP Board Directors and Officers referred to the following areas:
1. Development of a National Research and Development Centre of Excellence for Sustainable, Competitive and Regenerative Tourism within Cornwall; 2. Development of a compulsory registration scheme for holiday accommodation and camp sites and the scope of this type of scheme; 3. Climate risk for the CIoS and sustainable forms of travel; 4. Role of the cultural sector in the engagement of visitors to protect and respect the environment; 5. Work being undertaken by Cornwall Council on sustainable carbon footprint; 6. Role of Exeter University in the tourism area via the Dean of the Business School; 7. Engagement with all sectors and role of Town Meetings to pick up the wider tourism debate; 8. The need to get residents to better understand and support the direction of travel.
The Board noted the strategic direction of the Sustainable Tourism Strategy under development and that the final version would be brought back to the LEP Board.
Decision: The CIoS LEP Board delegated the final strategy endorsement to the LEP Chair, Chief Executive and Chair of the LEP Rural Sub-Group.
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Enterprise Zones Board Update (Agenda No. 4.7)
The Board considered a report prepared by the Head of Investment and Growth which provided an update on activity associated with Cornwall’s Enterprise Zones and highlighted the key issues to the Board.
Steve Jermy, Board Director outlined the report highlighting the key points referenced within the report.
Further to the report, the following updates were provided:-
1. Importance of international oil companies which were critical to the FLOW supply chain; 2. Reference to the ‘Clean Marine’ fund and opportunities for the Fishing Sector.
The Board noted the update on activity associated with Cornwall Enterprise Zones.
EXCLUSION OF PRESS AND PUBLIC (Agenda No. 5)
The Board agreed to exclude the press and public from the meeting for items 5.1 and 5.2 due to the confidential nature of the items.
Investment and Oversight Panel Update (Agenda No. 5.1)
The Board considered an exempt report prepared by the Head of LEP Commissioning which provided an update on the recent activity within the remit of the Cornwall and Isles of Scilly Local Enterprise Partnership Investment and Oversight Panel.
The Head of LEP Commissioning drew attention to the main points detailed in the report.
The LEP Board noted the contents of the Board.
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Decision: 1. The Board endorses the decision of the Investment and Oversight Panel to approve a £1 million grant as set out in the report; and 2. The Board delegates any further funding decisions relating to Getting Building Fund to the Investment and Oversight Panel.
NOTED THAT Linda Taylor CC and Fran Grottick (IoS Council) abstained from voting on the above decision due to ‘Purdah’ restrictions.
Any other confidential business (Agenda No. 5.2)
G7 Activity
The LEP CEO briefly joined the meeting to provide the Board with an update on G7 activity with particular reference to the legacy element arising from G7 Summit, Culture and Creative Programme and Trade, Export opportunities and Communications.
The Whitehall Representative provided an update from the Government’s perspective.
Freeports
Steve Jermy, Board Director, provided an update on the Freeports announcement. He confirmed that Plymouth had successfully bid for a Freeport.
The meeting ended at 1.00 pm.
[The agenda and reports relating to the items referred to above are attached to the signed copy of the Minutes].
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LEP Board Agenda No. 3.2 31 March 2021
Summary of Actions from 31 March 2021
No Action Initials Progress Creative Industries Update (Agenda No. 4.3)
1 The Head of LEP Commissioning, LEP Chair and LEP CEO to discuss further the Gigabit roll out and NC/MD/GCG Ongoing connectivity with the creative industries sector. Nominations Committee Update
Page 12 Page (Agenda No. 4.4)
2 The LEP Executive to ensure that the appointments are registered with Companies House. CB Done
InformationAgenda Classification: No. CONTROLLED4.2
Date of Board Meeting: 28 July 2021
Report Title: CEO Report
Author: Glenn Caplin-Grey
Contact: [email protected]
Decision Required by the Board Y/N: N
For Information Only Y/N: Y
Recommendation(s)
1. That the Board notes the contents of this report and the overall progress across operational activity, with a particular focus on our activity on; a. The Green Industrial Revolution b. Labour Market and skills.
1. Executive Summary This report seeks to provide the Board with an update on activity and also highlights any key operational issues that the Board needs to be aware of. Supplementary presentations on emerging issues for the economy of Cornwall and the Isles of Scilly and the LEP work programme will be provided. Specifically, on the subject of;
• Labour market and skills challenges • Green Industrial Revolution opportunities
This reflects concerns raised by the Employment and Skills Board and the wider private sector as part of COVID recovery, as well as opportunities to further develop our approach to securing the economic and social benefits of the Green Industrial Revolution ahead of COP26.
2. Progress/Update/Impact/Outcomes/Issues
2.1 Governance
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APR update Every year LEP’s have an Annual Performance Review (APR) with Government to: Discuss the contribution the LEP has made towards driving forward local economic growth. Review LEP governance and assurance processes. Look at progress on delivery of key local growth programmes. Discuss the LEP’s strategic impact, priorities and challenges for the year ahead.
The CIoS LEP’s APR meeting took place on 4 February 2021 and was attended by the LEP CEO, Head of LEP Commissioning, Programmes Lead, Executive and Governance Manager and representatives from the Cities and Local Growth Unit. In May, the Cities and Local Growth Unit informed the LEP of the positive outcome for the three criteria: Governance: Met Strategic Impact: Met Delivery: Met
LEP Review The government led review is due to report by the Summer Recess, to inform advice to Ministers, the Levelling-up White Paper and the Spending Review, on how to evolve LEPs to best support and represent businesses in places whilst LA’s take on elements of local growth capital funding.
The review is considering future LEP objectives, functions, form, departmental ownership, geography, representation, relationship with Local Government, people implications, funding and implementation.
The lead minister for the review is Minister Scully. The LEP Chair and CEO are working together with the LEP Network to provide information and guidance to the Whitehall team’s work on the LEP Review.
Sub-Groups Sub-Groups of the Board have continued to meet virtually and play a key part in governance.
LEP Audit and Assurance Committee The Committee have met twice since the last LEP Board meeting in March. At their meeting on 14 April 2021 the Committee agreed a revised budget monitor layout, which now includes income and expenditure broken down into
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ringfenced and un-ringfenced funds and provides more information in the balance sheet. The Committee also considered the 2021/22 LEP/Cornwall Council Internal Audit Plan options and undertook a review of the risk register which included the following amendments: amended the risk headings from governance, delivery and strategy to the headings of organisational, economic and strategic risks. combined the previous governance, resources and finance risks to remove potential duplication. combined the previous programme management and bad debt risk. included a new risk relating to succession planning arrangements under the organisational risk heading. included the escalation of the EU Transition horizon scanning risk to the main risk register under the economic risk heading. included the escalation of the climate change horizon scanning risk to the main risk register under the strategic risk heading.
At the Committee’s meeting on 7 July 2021, the Committee considered the preparation and audit timetable for the 2020/21 Annual Report and Financial Statements. They also considered the inclusion of a safeguarding statement with the Local Assurance Framework. A full report on this is provided at agenda item 4.6. The Committee also considered a revised risk register and proposed risk profiles. The latest register can be found at appendix 2.
LEP Nominations Committee At their meeting on 28 April 2021, the Committee discussed the LEP Review and succession planning arrangements. A full report is provided under agenda item 4.5.
CIoS LEP Investment and Oversight Panel A full report on the CIoS LEP Investment and Oversight Panel is provided under Agenda Item 5.1. However, the Board should note the significant progress made in delivering the Growth Deal programme on time and on budget in the last quarter of 20/21.
CIoS LEP Enterprise Zones Board A full report on the CIoS LEP Enterprise Zones (EZ) Board is provided under Agenda Item 4.7.
2.2 Finance Attached at Appendix 1 is the May 2021 budget monitor, including a detailed narrative on spend and commitments.
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2.3 Risk In terms of corporate risk, the Board will note the latest risk register at Appendix 2. The Board is asked to note the following risk profiles: Red risks - the risk in respect of changes in government policy, approach and regulations (risk A) remains red, due to potential LEP Reform implications. Risk G (coronavirus) also remains red due to ongoing implications of the national restrictions and recovery requirements, including emerging housing/labour market implications. Risk F (EU Transition) has increased to a red risk due to EU funds and potential emerging gaps in business support provision as ESIF funding comes to a close and Shared Prosperity Fund arrangements are established. Changes in risks - Risk B (governance and resource) has increased due to core funding not yet received from Government. Risk D (comms/reputation) has reduced due to positive G7 LEP messaging and coverage. Risk E (succession planning) has increased due to proximity of required Board changes. The remaining amber risk is showing as stable due to mitigations in place. Horizon scanning - horizon scanning items included for review, covering future programming, devolution white paper, G7 legacy and UK City of Culture.
3. Policy update
3.1 Post COVID-19 Recovery Work is ongoing through the LEP led Economic Recovery Group, with additional activities continuing across the recovery areas set out in the Delivery Plan.
Recent focus of the Economic Recovery Cell has included the housing and labour market impacts, intelligence gathering, G7, COVID-19 increase mitigations, further development of Local Authority grant approach, ERDF changes, furlough and support scheme extensions and emerging recovery priorities, including the post-support landscape and G7 opportunity.
3.2 UK Shared Prosperity Fund / Levelling-up Following the March 2021 Budget announcement of a Community Renewal Fund (CRF), Cornwall Council conducted a local call for CRF projects during April-May, appraised the bids received and submitted a package of 5 projects at a total value of just below £3 million (the maximum limit) to central Government. Government is likely to announce which projects can be taken forward by early August 2021 and successful projects will have until end of March 2022 to complete project activity.
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The UK Shared Prosperity Fund Investment Framework is expected to be published during 2021 and the funding envelope for the UK SPF may be published following the Comprehensive Spending Review in Autumn.
3.3 EU Programmes
European Regional Development Fund (ERDF) The Integrated Territorial Investment (ITI) Board continue to meet to discuss programming and performance with ERDF, via MS Teams or through written procedures.
Following a discussion on how to use the remaining ERDF funds at the February ITI Board, Project Change Requests (PCRs) were invited from: Projects seeking additional funds to meet existing Grant Funding Agreements (GFA); PA1 & PA3 projects seeking additional funds to extend activity; and Two PA4 applications for new projects.
Subsequently, analysis of Programme values meant the sterling allocation was significantly reduced and it was identified that there were insufficient funds available to support all the additional activity. Factors impacting the sterling allocation were: Revaluation of England programme in Jan 2020; Exchange rate relevant to payment of each European Commission Payment Allocation (ECPA) (reimbursement from European Commission (EC) to the Managing Authority (MA)); Rate at which funds were drawn down (i.e. Priority intervention rate v project intervention rate); Projection of exchange rate for future payments; and Need to manage risk of overcommitting in sterling to avoid cost to domestic budgets.
All the PCRs seeking funds for additional activity and the PA4 applications were rejected in June and advised this was due to a significantly reduced budget. With the reduced budget available, funds were prioritised for existing contracts that had been impacted by Covid-19, or other unforeseen circumstances, and where additional support was required to meet GFA targets. All PCRs in this category have been or are being taken forward.
At present the MA is working with projects that submitted proposals for additional activity and are due to financially complete in 2021. Smaller sums may be available to enable 6-12 month extensions relative to the differing
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levels of running costs and the amount of underspend each project has. PA3 projects with financial completion dates in 2022, and who had been seeking to undertake additional activity, will be contacted by the MA in the autumn to discuss options, subject to funds being available. There are a number of projects that have fallen behind their GFA profiles due to the impact of Covid- 19 and it is anticipated that PCRs to use underspend and/or extend the timeline will be taken forward. Any funds returned to the Programme through underspends or irregularity payments will be recycled into existing projects.
European Social Fund (ESF) One National ESF Call was live in CIoS during this reporting period which was a repeat of the digital inclusion offer with the delivery window extended, and the additional requirement for applicants to provide match. It is understood that there were no applications received by the MA in response to this Call from CIoS or nationally.
Whilst the turnaround time for new projects has reduced significantly, with a number of GFAs issued recently, PCRs are still taking a long time to go through, with some partners reporting up to 7 months wait.
No further Calls are anticipated, any underspends/recycled funds will likely be managed through PCRs. DWP are managing and monitoring the FOREX position and a recent ESF action note has confirmed that the use of electronic signatures is now business as usual.
European Agricultural Fund for Rural Development (EAFRD) The third round of the Growth Programme closed to new full applications on 31 October 2020. Since then, the MA team has been working through the appraisal of these applications. Round 1, 2 and 3 of the Growth Programme (£8.940m) has been formally contracted to 54 projects. A further 3 projects remain in appraisal seeking £162k of grant. If these are approved the final “landing point” for the EAFRD Growth programme will be 97% commitment against the original allocation of £9.4 million.
3.4 EU Transition The LEP continues to monitor the impact of the end of the transition period. The non-tariff barriers that are now being applied for goods such as fisheries products has led the significant disruption of trade and loss of income to many fishers. The ban on exports of bi-valves without depuration came at very short notice and stopped that trade immediately. Some exporters are beginning to re-open markets but volumes are low and the costs and risks associated with exports are high in comparison to the average size of each
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consignment which is discouraging small exporters from exporting to the EU. Partner discussions with DEFRA and Plymouth City Council about the scope for a “logistics hub” in the South West has highlighted that export levels are down by at least 19% on 2019 levels.
The LEP funded Growth Hub continues to provide EU Transition support to businesses via its core funding from BEIS.
The availability of seasonal labour remains a concern especially in the agricultural and hospitality sectors. For agriculture, there is an need to consider extending the duration, scope (to include non-food crops) and duration of the Seasonal Agricultural Workers Scheme as industry evidence suggests that there is a real risk of crops going unharvested in 2021/22 if sufficient seasonal labour cannot be sourced.
3.5 Great South West (GSW) Following publication of the GSW prospectus, and the work of the GSW All Party Parliamentary Group (APPG) chaired by Sir Gary Streeter and Ben Bradshaw, work continues on the GSW initiative. The GSW geography continues to be utilised by Department for International Trade for adviser geography, the GSW tourism partnership and joint work across the South West Peninsula Growth Hub Cluster.
3.6 Town Deals All Town Deal Boards have now accepted their respective offers from Government in order to deliver against the aspirations set out in the TIPs available to view here, along with the amounts agreed: Camborne - £23.7m Penzance - £21.5m St Ives - £19.9m Truro - £23.6m
LEP Board Directors continue to play a positive role across the Town Boards, in support of the realisation of the Town Investment Plans.
3.7 Joint Local Enterprise Partnership/Local Nature Partnership Sub Group The joint LEP/LNP sub group have met in April and July to discuss support in the transition to a low carbon economy, funding and project opportunities and pilot project activity relating to ‘greening’ of town centres. Co-chaired by Mark Duddridge and Lord Teverson, with LEP Executive and LNP officers progressing a variety of joint initiatives.
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3.8 G7 An item at the last LEP Informal Board meeting highlighted the various media impacts related to G7, outlining national and international media coverage, both general and industry specific media relating to lithium, FLOW, space and more. The LEP edited Business Cornwall magazine was included in the journalist packs. The LEP’s press briefing had 1.8K views on Youtube.
A sub-group of the LEP are meeting to discuss further follow up around communications and legacy.
3.9 UK City of Culture Bid Cornwall has announced its intention to bid for City of Culture 2025 as groups of towns become able to bid for the first time.
Launched by UK Culture Minister Oliver Dowden, the winner of the four-yearly contest will pick up the baton from Coventry, which predicts a £110m investment dividend from being this year’s host.
Cornwall’s creative economy includes more than 1,000 businesses employing over 5,700 people and it boasts a fast-growing tech sector. Falmouth University specialises in creative industries and contributes some £100m to the Cornish economy every year, with courses ranging from fine art to computer gaming.
Cornwall has world-class cultural institutions, from the Tate St Ives to the Eden Project, more than 70 museums, and a range of spectacular venues from the rugged clifftop Minack Theatre to plain-an-gwary (translated ‘playing-place’) medieval amphitheatres. It is also a place with a thriving community culture fuelled by the participation of the wider community in Cornwall’s many choirs, dances, bands, festivals and sporting events. The year-long festival would celebrate culture and creativity exploring the spaces where culture meets the environment and wellbeing, connecting local communities with global change.
The LEP are working with Cornwall’s creative and cultural community, through Hall For Cornwall, to finalise our programme and create a very unique bid which makes the case for rural creativity and builds on both our cultural heritage and supports our plan for an innovative future.
3.10 Green Industrial Revolution The LEP declared a climate emergency in 2019, in line with Cornwall Council and a number of other key stakeholders in the region, and the LIS sets out an ambition for a carbon neutral economy by 2030.
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In the lead up to G7, Government announced it will back a major drive to restore Cornwall’s renowned natural environment and make Cornwall the first net zero region of the UK.1
In a response to the Climate Change Committee (CCC) 6th carbon budget report in December, which for the first time included a local element to the report, government are developing a Net Zero Strategy, due in the Autumn, before COP26.
The BEIS Local Energy Team are engaging Local Authorities and stakeholder to develop a more place-based approach to net zero, both at a devolved administration level and at a local government level. They are seeking views on what big asks needs to be in the Net Zero Strategy and what government needs to do to unlock what is trying to be achieved locally, i.e., reg barriers, finance etc.
The LEP supports key strategic sectors that will be part of a ‘green industrial revolution’ and the UK’s decarbonisation and enjoys a positive reputation as being able to facilitate joint working between the private, public and community/voluntary sector. This joint working, at pace, will be required if the region wants to become the first net zero region in the UK and capture the likely economic benefits that will bring. We intend to work with our public and private partners over the Summer and Autumn to refocus both our investment offer (building on G7 messaging) and our suggestions on how energy policy can be improved to support the further growth of the sector.
The presentation to the Board will set out our initial thinking, based on engagement with private sector and the table below sets out a number of possible key immediate and intermediate things CIoS ‘needs’, when considering a ‘green industrial revolution’, economic recovery, levelling up as well as net zero or carbon neutrality, across a number of areas to be addressed. How these different things can be achieved or leveraged, what approach will be taken by who and when, will require further consideration with partners and stakeholders.
1 PM announces new funding for Cornwall to create a G7 legacy for the region - GOV.UK (www.gov.uk) Page 21 Information Classification: CONTROLLED
The need The outcome £300-500k for the first rural and island Local Area Energy Plan; an open and Strategic infrastructure investment decisions, accessible evidence base, scenario and roadmap to a Net Zero energy demand led RD&I, business creation and scale system, developed with business and communities. up, engagement and behavioural change across society. Ongoing support from the SW Energy Hub and increased/devolved locally CIoS taking a leading role in the Net Zero 1. The building blocks based support to build capacity and capability. transition, growing inhouse expertise, supporting businesses and communities, developing and delivering solutions, whilst sharing lessons learned and good practice. Net Zero working group across central and local government, private and Dissemination and diffusion of innovation, public sector, that includes developing opportunities for devolved powers. new products, technology and alternative business models and practices.
Page 22 Page Greater resources to manage both the transition and enforcement Carbon capture will form a key part of CIoS functions required to embed nature recovery and natural climate solutions becoming net zero, as there will have to be 2. Nature recovery throughout CIoS, including the transition to the ELMs scheme. drawn down of significant amounts of carbon to deal with the residual emissions. Support and increased recognition for the “technology metals” low carbon CIoS providing the UK with the low carbon extraction industry, particularly the lithium resource in Cornwall. strategic minerals necessary for the 3. Resource efficiency transition. The UK leading the world by example, whilst supporting local economies.
Strategically aligned onshore and offshore transmission and grid Onshore and offshore transmission and reinforcement programmes, that value and incentivises flexibility. Greater distribution networks that are ready for CIoS links between local strategic intent and planning and the WPD 2023-2030 to be Net Zero, with the potential to integrate 4. Infrastructure investment timelines, ensuring that the required changes can be made FLOW to become exporters of power. effectively to reflect market conditions and consumer patterns.
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The need The outcome UKGIB investment ahead of need into Port infrastructure, and the Ports that are ready and able to benefit from repurposing of existing infrastructure. FLOW and help maximise UK content and ports and railways that the nascent battery metals industry. Urgent upskilling provision to ‘green’ existing jobs and to locally fill new The scaling up of businesses, required in jobs response to policy driven demand and economic opportunities. Deep dive into the FLOW supply chain, jobs and skills required in The local economy filling the high value preparation for GW’s off the CIoS coast. sustainable jobs that will be created by new industries and to help maximise UK content. 5. Business base Increased and expert business support via Growth Hubs, focussed on the Increased participation in the Race to Zero Net Zero transition and opportunity it creates. and the development of Net Zero business Page 23 Page plans. Expanded roles of businesses within Funding conditions related to decarbonisation commitments. supply chains, and opportunities for value add within a circular economy. A pilot for the first regional Office for Investment, utilising the existing Local knowledge attracting substantial inward knowledge and expertise within Cornwall Trade and Investment. investment and increased trade. Early advisory services and support from UKIB to develop and finance Significant investment into high value and 6. Finance projects, linked to the regional Office for Investment complex economic infrastructure projects, sharing experiences and lessons learned with other areas. Devolved Net Zero Innovation Portfolio funding and bid writing support. CIoS pioneering transformational RD&I, increased expenditure and a higher success 7. Innovation rate of securing an increased amount of funding.
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The need The outcome Regulation that supports fugitive biomethane capture, usage and storage Greater recognition of the climate change and particularly its use in homes for heating, for rural EV charging and as a impact of fugitive biomethane and its value marine transport fuel. across in a Net Zero energy system, where there are technology gaps. A focus on funding Hydrogen innovation into areas that cannot be Advances in the hardest to decarbonise parts electrified, such as specialised vehicles, aerospace and marine. of the energy system. Direct allocation of retrofit budgets to the Local Authorities, with longer- More efficient and accelerated delivery of term funding agreements retrofits and a secure pipeline for the local supply chain. 8. Built environment Support to develop business models to recover additional cost to A sustainable model for developers and LA’s developers of domestic renewables from affordable energy sales to for new net zero homes that does not impact
Page 24 Page homeowners. further on affordability and the housing crisis.
Zonal Planning, Leasing & Licensing and Offshore Consenting (ZiPLOC) - UK back in the global race, with fast-tracked pre-consented offshore zones. approvals and FLOW gestation periods reduced to 4 years. A 50MWe Minima for deep geothermal and admin strike price of £140 An unlocked geothermal industry providing MWh for CfD AR4 baseload flexible power and net zero affordable warmth, expanding into the UK 9. Heat and power and globally.
A replacement incentive in line with the RHI tariff to fill the policy gap after Natural gas use gradually phased out and a the end of the RHI for heat pumps and geothermal. sustainable and market driven uptake up of low carbon and cost competitive heat The redistribution of existing taxes, such as the climate change levy, across solutions. the whole energy system and all consumers.
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The recommendation to the Board is the LEP take the lead on the development of a collaborative Net Zero Framework for CIoS, setting out a series of commitments, timetabled set of high-level actions, roles and responsibilities and ‘asks’ to government.
Additional dedicated resource and a budget will be required to undertake this piece of work and it is proposed that a scope of work is developed and costed for the Board to consider when ready.
4. Performance Summary The finance and performance report is attached at Appendix 3. This provides a mechanism for tracking finance and performance against the priority areas and activities contained with the LEP’s Delivery Plan.
4.1 Data and Space The Data and Space strategy was updated ahead of G7. The Data and Space Steering Group, chaired by Mark Goodwin, met on the 19 July to review progress against strategic targets, consider the South West Centre of Excellence in Satellite Applications role in delivering the strategy and considered KPI development for how CIoS will ‘play a strategic role in offering access to environmental intelligence’. The Centre for Space Technologies is progressing well however there is still a funding gap for the Space AI Institute.
4.2 Creative Chaired by Mandy Berry on behalf of the LEP, the Creative Industries Task Force (CITF) has identified the areas it will prioritise for its focus for the year ahead, to raise the profile of our creative economy, support sector and wider bids and make the case for and attract inward investment. 1 Growing the evidence base – building on the database, identifying and addressing gaps to provide data on the make-up and size of the creative and cultural sectors. 2 Creative Hubs - aligned to the above and building on the research commissioned in partnership between Cornwall Council and Falmouth University into the role of creative hubs, identify creative clusters in the region and their connections to hubs and networks. 3 Cornwall Creative Network – ongoing investigation into the demand and need for an independent network and options for development. 4 Research and Development (R&D) and Innovation - raise awareness in the region of the role, importance and opportunities offered by R&D and innovation. This will be done in consultation with Falmouth University and the University of Exeter. It will include a focus on R&D Tax credits
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and applications to Innovate UK competitions. There is a potential policy initiative from the Arts and Humanities Research Council on UK wide innovation and a creative innovation network. 5 Support Cornwall’s UK City of Culture bid
Creative and Cultural Leadership The CITF members are taking a key role in the July ‘Leading Creatively’ Roundtable – a high level discussion amongst senior stakeholders in the UK, on growing the next generation of creative and cultural leaders in rural regions. Part of the Creative and Cultural Leadership Development Programme led by the University of Plymouth with Cultivator.
wAVE Project – the project is in its final delivery phase, with partners Cornwall Museums Partnership and Falmouth University busy finalising the creation and installation immersive technology across 5 museum sites in Bude, St Agnes, Isles of Scilly, Looe and Porthcurno. The project experiences are phasing launches between May and July, subject to reopening, with project completion set for the end of July 2021.
4.3 Floating Offshore Wind (FLOW) In May, the sale of Wave Hub Ltd (including the offshore site and transmission assets) was agreed with Hexicon, a Swedish floating offshore wind technology developer. Working with Bechtel, a global construction company, they have formed Twin Hub Ltd which is a project to deploy up to 40MW at the site by 2025. This brings the total number of leased areas in the Celtic Sea under development for FLOW to two, with maximum cumulative capacity of 136MW.
In addition, following on from their market engagement exercise at the end of 2020, the Crown Estate announced in March that they were commencing work to design and deliver a new leasing opportunity for early commercial-scale floating offshore wind projects in the Celtic Sea. The leasing process will focus on projects of circa 300 MW in scale, which is up to three times larger than any rights previously awarded to floating wind in the UK.
This announcement, together with the upcoming Contract for Difference auctions which recognise FLOW as a new technology with higher costs than fixed wind, has prompted significant interest in the region from a number of developers, with Twin Hub, Blue Gem, OW energy, Morwind, RWE and DP energy all being actively and openly engaged.
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To ensure that the region maximises the benefits that the FLOW market will bring, activity continues to cover key strategic areas including Zonal Planning, Port Infrastructure, Grid Infrastructure, Local Content and Cumulative Impacts.
The FLOW conference held in the margins of June’s G7 Summit saw over 300 delegates from across seven countries. All of the active developers in the region were represented in person, as were The Crown Estate, KPMG, HMG, national and local politicians. This, along with the LEP’s messaging throughout the build up to the G7 period, helped cement the regions reputation as a leader in the FLOW industry.
4.4 Energy and Climate Response
Geothermal/lithium The starting of the drilling at Eden coincided with a visit from Alok Sharma, President for COP 26. Following this, a briefing note developed by the LEP and local partners (Eden Geothermal, their investors Gravis and GEL) was sent to articulate how the potential of geothermal can be further unlocked by Government.
At United Downs the final stages of testing commenced 29 June for a week. They tested the whole circulatory system and brought superheated hot water to the surface. This informs the size of power plant required and enables testing of the water for mineral content as part of the Getting Building Fund, Direct Lithium Extraction pilot, which is built and ready to start testing.
Biomethane capture, usage and storage Cornwall Council continue to work with Bennamann on the biomethane farm pilot, that captures biogas emitted from Bennamann’s designed and purposely built slurry lagoons on 6 Council owned farms. Their technology then upgrades the biogas to biomethane and compresses it so they can transport and sell it for use in the Cormac vehicle fleet. The project is gaining interest from other Local Authorities, farm owners and DEFRA’s Farming Investment Fund.
Case New Holland have recently bought a minority equity stake in to Bennamann and are working with them on a number of innovations related to fugitive biomethane capture, usage and storage, supported by the Innovation and Clean Growth Team.
Hydrogen The recent Hydrogen study commissioned by the LEP summarises the current UK hydrogen policy landscape, outlines current and pipeline hydrogen activity
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in CIoS, and identifies several sector-specific and general opportunities for hydrogen development in the region.
The opportunities were identified by considering the region’s unique geography, resources, strategic and decarbonisation priorities, existing hydrogen and non-hydrogen activity, and via engagement with a range of key and regional stakeholders. These opportunities are also focused around innovation, trials of new technology and the development of a strategy that will enable CIoS to take advantage of future hydrogen opportunities.
Next steps being considered include a more detailed study looking at the St Austell area as a developing industrial cluster and the creation of a working group.
COP26 The West Midlands is hosting an international summit on the UK’s net zero future in the build-up to the UN’s climate change conference COP26 in November. Mayors and local leaders from across the country and ministers attended the Net Zero Leaders’ Summit on 13 July, either virtually or in Birmingham. It was followed, on the same day, by an international conference for delegates from the UK and across the globe, attended by LEP Board Member and Cornwall Council Leader, Cllr Linda Taylor.
On 19 October the UK Government will be holding a Global Investment Summit at Windsor Castle and London hosted by the Royal Family and the Prime Minister. The most prominent investors from around the world will be invited. The one-day meeting is expected to catalyse billions of pounds of investment. As part of this Summit, the Department for International Trade sought to identify the most high-value, strategically important and innovative green investment opportunities from across the UK. A number of projects and sector opportunities from CIoS have been submitted.
4.5 Tourism Tourism recovery implications continue to be addressed at the Economic Recovery Group, with a focus on regulatory issues and joint messaging. Work to finalise the Tourism Strategy is ongoing, with a focus on sustainable, regenerative tourism, maximising value and net zero imperatives. A Great South West Tourism Partnership Plan, Towards 2030 has been developed across the wider region, with input from Destination Management Organisations (DMOs), LEPs and Local Authorities.
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The Department for Culture, Media and Sport’s review of DMOs is ongoing across England, expected to report later this year, it seeks to examine the extent to which the current DMO landscape: is economically efficient, effective and sustainable (with regard to funding, structure and performance). best enables the government to meet its leisure and business tourism policy objectives at a national, regional and local level. engages within the wider local and regional economic landscape, and the current focus on English devolution and levelling up.
Depending on the findings of this examination, the review will need to make recommendations, to government, the tourism sector, or both as appropriate, about: whether DMOs might be structured or funded differently, and if so how any proposals might maximise post-COVID-19 recovery and long-term success. what the role of DMOs should be, bearing in mind existing other local structures such as local enterprise partnerships (LEPs), mayoral combined authorities (MCAs), local authorities and other similar local/regional bodies, and where these might intersect. how DMOs should best engage with, and be engaged by, VisitEngland, VisitBritain and DCMS, as well as wider government/public bodies where relevant (e.g. Arts Council England; UK Sport).
4.6 Agri-food/Rural Farm Business Survey data suggests that 65% of farms are at risk due to low profitability and reliance on the current Basic Payment Scheme (worth on average £16k per farm in Cornwall and will go to £0 by 2027) so the need to adapt their business models to deal with this loss of income is clear.
DEFRA have opened a consultation on their planned “lump sum exit scheme” which is designed to encourage farmers to exit the industry. The LEP and Cornwall Council are continuing conversations with the DEFRA team who are leading the work on future economic grants to share lessons learned from previous activity and discuss how any planned activity can link to the UK SPF proposals. A key requirement of these discussions is to ensure that the UK SPF is fully rural proofed as the future DEFRA grant schemes will not be a direct replacement for the EU’s Rural Development Programme and therefore it is vital that the UK SPF includes the scope to support businesses that DEFRA will no longer support under their schemes (e.g. non-farm based/owned food processors).
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Availability of migrant/seasonal labour remains as a major issue in the agricultural and the horticultural sector. The decision to extend the Seasonal Agricultural Workers Scheme (SAWS) in December 2020 was welcomed and fortunately the majority of businesses have managed to secure sufficient workers with settled status or under SAWS for the summer of 2021 and for food crops. Many have also tried to increase the number of UK residents employed with little success. Over 95% of the field operatives employed on farms in Cornwall (2,500 between Jan – Mar each year on Daffodils and approx. 1,200 employed throughout the year in the vegetable sector) are classified as migrant/seasonal workers so shifting this position will take time.
A further concern for the sector is the impact of trade deals. The UK/Australia trade deal opens up the opportunity for significant volumes of food products (red meat, chicken, dairy products) to be imported into the UK that are produced to standards that are illegal in the UK. This means that production costs are lower and prices could undercut domestic production. Given the importance of the dairy and livestock sector in Cornwall the potential impact of these trade deals is of concern.
4.7 Employment and Skills Work is ongoing to ensure our Employment and Skills Programme can flex to meet our most pressing needs and aspirations for the future. Activity is guided by our Local Industrial Strategy to integrate support, particularly building skills and business capacity to achieve sustainable and inclusive growth, as the current health and economic emergency is addressed.
Labour Market Shortages The Employment and Skills Board Members, stakeholders, delivery partners and local businesses are reporting significant workforce and skills issues. This is not a unique issue to one business area or geography; but is being reported in all our employing sectors, exacerbated but not necessarily caused by housing and transport issues. These issues are or will; restrict the ability for many sectors to open up fully and recover liquidity. limit investment in emerging sectors or technologies cause inflationary pressures which may not always be able to pass on to customers or consumers either in the short or medium term. cause a redefinition of the world of work which will impact on housing/workspace etc
These challenges will be more clearly set out at the Board meeting, with the opportunity for board members to feed into our proposals, workplans and potential interventions.
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Devolution Through the work of the Employment and Skills Board (Skills Advisory Panels), the emerging Local Industrial Strategy, ITI Board and the Devolution Deal partners have been able to better align funding to deliver more locally relevant projects and support, tackling some of our key employment and skills issues and supporting the needs of our emerging and adapting sectors. An ask of Government will be to give powers and funding to the CIoS Employment and Skills Board to draw down and govern devolved multi-year adult skills funding, with an estimated value of £196m over 7 years, so that we can design and invest in locally relevant skills programmes.
Redundancy Support Provision has been made to support and coordinate partner responses to mass redundancies working with Cornwall Development Company (CDC). This will ensure that we have business and individual support packages, information, advice and events to support people back into work, in partnership with CDC, Job Centre Plus, employers and employment and support providers in the region.
People Hub In response to the Covid-19 Pandemic the People and Prosperity Team worked alongside CDC to design and agree the early implementation of the People Hub. The People Hub acts as a one stop shop for residents seeking information, advice and guidance, signposting, and practical and financial support to help them move closer to employment. The Hub works alongside the current Growth and Skills Hubs to engage individuals to assess their needs and develop bespoke Personal Action Plans (PAPs). The ESF funded 3 year People Hub project is now up and running. CDC has also submitted a bid to ESF to extend the work of the people hub to cover people in work and at risk of redundancy, the outcome of this application is imminent.
Local Skills Report The Skills Advisory Panel (SAP) guidance requires the LEP to produce a Local Skills Report. The Local Skills Report will set the local context, provide an assessment of the local labour market and set out priorities and actions for the short to medium term. The Department for Education has approved our Local Skills Report which was published on the LEP website in March 2021. The People and Prosperity Team is now working on the November update which will be reported to DFE and Cornwall Council Cabinet. This will be supported by a business and resident survey into current barrier to recruitment.
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Digital Skills Partnership (DSP) The DSP has supported a variety of activities. More detail can be found in the Employment and Skills Board progress report. We have successfully recruitment Chloe Rickard to the Digital Skills Partnership Coordinator Post and Laura Herbert as People and Prosperity Communications officer. The priorities for Chloe in the first quarter will be a review of the board, DSP vision and priorities and development of a communications and action plan for the board.
4.8 Cornwall and Isles of Scilly Growth Hub The CIoS Growth Hub continues to act as the gateway to publicly funded business support across Cornwall and the Isles of Scilly. The front facing element of the CIoS Growth Hub aligns the Skills Hub, Careers Hub, Business Regulatory Hub, and People Hub.
The Growth Hub continues to utilise BEIS funded LEP monies to deliver its ERDF co-funded operations, recently pivoting to a digital-first offer, whilst responding to additional directives/opportunities including EU Transition, Peer Networks and Kickstart activities. Utilising the BEIS funding, the LEP and the Growth Hub have increased advisor capacity for visitor economy, agri-food and town centre businesses, intelligence, communications and activity designed around COVID-19 response/recovery and ensuring coordination across the SW Peninsula cluster geography.
The previous 12 months saw 120,000+ Growth Hub website users, an estimated 460 ERDF Kickstart Grants (£1.4M), 2000 new ‘leads’ for support, 13,000 calls to the Growth Hub number, 2000+ support web chats, 1000+ Growth business reviews @3 hrs and many more short interventions. Since December 2020, the targeted support saw an average of approx. 500 interventions per week reported to BEIS, signposting to COVID and EU Transition Support.
Further grant funding from BEIS has been confirmed for 2021/22, seeing continuation of Peer Networks and ongoing uplift in Growth Hub activities and advisor capacity.
4.9 Communications Update The last few months have been mainly dominated by G7 activities and we have also launched the new website.
Highlights include: Guest editing Business Cornwall magazine as a G7 special edition, included in official G7 journalist packs and the only print media included in the
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Summit itself and distributed to delegates and leaders. https://issuu.com/businesscornwall/docs/bc_jun21 International journalist briefing focusing on Cornwall’s emerging sectors and evolving Cornwall’s narrative watched by 1,919 people https://www.youtube.com/watch?v=TQl9qRUlyow&t=714s Campaign film and press for the Green Industrial Revolution used widely across digital media, the media briefing and in the media centre https://www.youtube.com/watch?v=j7SLn7EvKBs National and international PR campaign resulting in press coverage across Sky News, Today Programme, BBC News, Independent, New York Times, US News, Associated Press, Die Welt, Boersen Zeitung, Forbes and La Repubblica Announcement that Cornwall will bid for the City of Culture, resulting in 2,242 views of the film and live coverage with BBC Breakfast and Radio Cornwall as well as national media.
Upcoming We’re keen to maintain momentum around Cornwall’s emerging sectors and role in the Green Industrial Revolution and will look to COP26 for opportunities to keep our messages and narrative in the media. We will also be following up on investments with press to follow on projects.
5. Financial Implications There are no direct financial implications associated with this report, the current financial position is reported in Appendix 1.
6. Appendices Appendix 1 - May 2021 budget monitor and narrative Appendix 2 - LEP Corporate Risk Register Appendix 3 - Delivery Plan - Finance and Performance Reporting
Section 151 (finance) Officer commentary and sign off Name: Ellie Willcocks Date: 19 July 2021 The current forecast spend within the budget monitor can accommodate additional activities without overspend of the original budget. As new initiative and activity costs are identified, they must be considered within the overall affordability of the LEP.
Page 33 Agenda No. 4.2 Appendix 1
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CIOS LEP May Budget Monitoring 2021-22 Forecast Original Revised Actuals Commitments Outturn (Actuals plus Budget Budget to Date to date Variance Commitments) £ £ £ £ £ £ INCOME Ringfenced Funds Ringfenced funds carried forward 1,281,233 1,237,173 1,237,173 0 1,237,173 (0) Unringfenced Funds Cornwall Council Funding 150,000 150,000 150,000 0 150,000 0 Core BEIS funding 500,000 500,000 0 500,000 500,000 0 Estimated interest accrued on balances 100,000 100,000 0 100,000 100,000 0 Unringfenced funds carried forward 532,721 670,656 670,656 0 670,656 0
TOTAL INCOME 2,563,954 2,657,829 2,057,829 600,000 2,657,829 (0)
EXPENDITURE Unringfenced Expenditure Salaries & Employee Costs 264,143 264,143 35,542 178,601 214,143 50,000 Transport 12,700 12,700 0 12,700 12,700 0 Supplies & Services 70,000 70,000 7,934 61,000 68,934 1,066 Communications and Engagement 47,000 47,000 5,795 21,205 27,000 20,000 Recovery/Implementation 248,922 248,922 13,000 116,500 129,500 119,422 Great South West 20,000 20,000 0 0 0 20,000 G7 100,000 100,000 26,404 65,385 91,789 8,211 Accountable Body - support services charge (MOU) 50,000 50,000 0 50,000 50,000 0 Commissioned Functions 216,365 216,365 40,166 176,199 216,365 (0) Programme Management 80,000 80,000 3,300 0 3,300 76,700 LEP Company 85,000 85,000 0 85,000 85,000 0 Total unringfenced Expenditure 1,194,130 1,194,130 132,141 766,590 898,731 295,399
Ringfenced Expenditure Growthhub 542,000 542,000 0 542,000 542,000 0 Digital Skills Partnership 8,355 70,855 1,540 69,315 70,855 0 Skills Advisory Panels 21,702 21,702 8,500 13,202 21,702 0 Skils Innovation Fund 89,964 96,031 24 15,000 15,024 81,007 Apprenticeship 12,650 12,650 0 0 0 12,650 CIoS Careers Hub TBC TBC 0 0 0 0 Coastal Communities wAVE Project 71,062 71,062 0 71,062 71,062 0 Mid Life MOT Project 0 25,308 20,800 4,508 25,308 (0) EIF - Ten Opportunities 138,653 138,653 0 0 0 138,653
884,386 978,261 30,864 715,087 745,951 232,310
TOTAL EXPENDITURE 2,078,516 2,172,391 163,005 1,481,677 1,644,682 527,709
NET EXPENDITURE 1,013,147 527,708
Remaining Funds Unallocated 485,438 485,438 0 485,438
FORECAST OUTTURN AND VARAIANCE 1,013,147
Total Actuals and Balance Forecast Variance Actuals Commitments Commitments Variance (to forecast c/f 20-21 Outturn to Date to date to date outturn) £ £ £ £ £ £ £ Enterprise Zones Fund 1,545,701 1,545,701 0 0 0 0 1,545,701
Total Actuals and Balance Forecast Variance Actuals Commitments Commitments Variance (to forecast c/f 20-21 Outturn to Date to date to date outturn) £ £ £ £ £ £ £ Growth Deal 42,138 42,138 0 0 0 0 42,138
Total Actuals and Balance Forecast Variance Actuals Commitments Commitments Variance (to forecast c/f 20-21 to date Outturn to Date to date outturn) £ £ £ £ £ £ £
Getting Building Fund 12,602,714 12,602,714 0 0 0 0 12,602,714
Total Actuals and Balance Forecast Variance Actuals Commitments Commitments Variance (to forecast c/f 20-21 to date Outturn to Date to date outturn) £ £ £ £ £ £ £
LEP Contingency Reserve Total 110,000 110,000 0 0 0 0 110,000
BALANCE SHEET Actuals Assets to Date Bank Account / Client Account £ BF 110,000 Receipts this period 243,875 Less Payments this period (163,005) Total 190,870
Liabilities Deferred Income 80,870 Contingent Liabilities 110,000 Total 190,870
Total Assets 0
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CEO Report
May 2021 Budget Monitor Narrative
Income The LEP’s income is made up of a combination of government core funding, match funding from Cornwall Council and any interest accrued on capital funds i.e. Growth Deal. Additional income can also be derived from any carried forward funds.
There are also ‘ring fenced’ funds – these include Growth Hub annual award(s), Digital Skills Partnership, Skills Advisory Panel, and Coastal Communities wAVE project for example, where funds pass through the LEP account, but are used for specific project delivery and not to support core delivery.
Expenditure Breakdown The commentary below provides a detailed narrative against expenditure as of 31 May 2021 on the budget monitor.
Un-ringfenced Expenditure • Salaries and Employee Costs/Transport/Supplies and Services This section reflects the employee and salary costs for the LEP Executive and also covers associated transport and other expenditure such as membership to the LEP Network, room hire, accommodation, catering, AGM costs, Board development, Board recruitment and Director expenses.
• Communications and Engagement Out of a total budget allocation of £47,000 – spend to May 2021 is £5,795. This expenditure relates to agency costs. Commitments relate to the remaining agency costs for the year.
• Recovery/Implementation Out of a total budget allocation of £248,922 – spend to May 2021 is £13,000. This expenditure relates the LEP’s contribution towards the Marine UK South West and a grant contribution towards the Isles of Scilly Museum feasibility study. The remaining allocation is apportioned across the LIS areas and includes commitments relating to FLOW, hydrogen study, Spaceport Outreach, creative industries network development, City of Culture, fishing strategy, food and drink, Tourism Zones development, town greening (joint work with the Local Nature Partnership) and SPF development.
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• Great South West Out of a total budget allocation of £20,000 there has been no spend as of May 2021.
• G7 Out of a total budget allocation of £100,000 - spend to May 2021 is £26,404. This expenditure relates to photography, videography, illustrations and Business Cornwall print materials. Commitments relate to filming, imagery, production and delivery of a livestream event for journalists, PR and marketing support and the addition of a press area on the LEP website.
• Accountable Body This is the support services payment to Cornwall Council and will be processed by the next reporting period.
• Commissioned Functions Out of a total budget allocation of £216,365 – spend to May 2021 is £40,166. This expenditure relates to commissioned activities relating to climate response and energy transition, data and intelligence, programme delivery, employment and skills and creative industries.
• Programme Management Out of a total budget allocation of £80,000 – spend to May 2021 is £3,300. This relates to internal audit arrangements for Growth Hub, Growth Hub Supplementary Fund and EU Transition funding.
• LEP Company Out of a total budget allocation of £85,000 – there has been no spend as of May 2021. The commitments relate to the Chair honorarium, PR contract, insurance, company secretary, accountancy and audit.
Ringfenced Expenditure • Growth Hub This funding is ring-fenced for this project. Out of a total budget allocation of £542,000 – there has been no spend as of May 2021. Claims process between BEIS, LEP and CDC in place to demonstrate full, evidenced expenditure by year end.
• Digital Skills Partnership This funding is ring-fenced for this project. Out of a total budget allocation of £70,855 – spend to May 2021 is £1,540. This expenditure relates to Project Co- ordinator salary costs and a contribution towards sponsorship of the Best Page 36 Information Classification: CONTROLLED
Education Initiative Award. The commitments mainly relate to the Project Co- ordinator salary costs.
• Skills Advisory Panel This funding is ring-fenced for this activity. Out of a total budget allocation of £21,702 – spend as of May 2021 is £8,500. This expenditure relates to the renewal of the Labour Insights tool. The remaining commitments relate to the final stage payment for the Local Skills Report work (November update). 2021/22 allocation awaiting sign off (£75,000) from Department of Education.
• Skills Innovation Fund This funding is ring-fenced for this activity. Out of a total budget allocation of £80,937 – spend to May 2021 is £24. The expenditure relates to membership costs to Your Partnerships. The commitments relate to digital inclusion work.
• Apprenticeship This funding is ring-fenced for this activity. Out of a total budget allocation of £12,650 – there has been no spend as of May 2021.
• CIoS Careers Hub This relates to the LEP’s contribution to the CIoS Careers Hub. Match funding has been secured for 3 years via the Cornwall Council Economic Growth Fund Match Reserve (£100,000 p.a.) and will be transferred to the LEP within the next reporting period.
• Coastal Communities wAVE Project This funding is ring-fenced for this project. Out of a total budget allocation of £71,062 – there has been no spend as of May 2021. The commitments relate to grant payments to partners.
• Mid Life MOT Project This funding is ring-fenced for this project. Out of a total budget allocation of £25,308 – spend to May 2021 is £20,800. This expenditure relates to web platform development, social marketing campaign and content creation and copywriting for web resource / survey creation and final report writing.
• EIF – Ten Opportunities This funding is ring-fenced for this activity. Out of a total budget allocation of £138,653 – there has been no spend as of May 2021.
Enterprise Zones Fund
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This fund is shown separately on the monitor. The Enterprise Zone Growth Fund (Retained Rates) reserve was £1,545,701 at the beginning of the financial year. There has been no expenditure as of May 2021.
Capital Grants The capital grants information is shown separately on the monitor. This identifies the balance carried forward in 2020/21, the forecast outturn position, actual spend to date and any commitments. In relation to Growth Deal – the total expenditure for LGF to date is £78.201m, 99.9% of the total allocation. Claims for £9.500m were processed and paid in the final quarter (Q4 2020/21). The remaining balance is for the external final evaluation and closure (£42,138).
In relation to Getting Building Fund – out of a total budget allocation of £12,602,714 – there has been no spend as of May 2021.
LEP Contingency Reserve As recommended by the Audit and Assurance Committee, the reserve has been created based on the value of the future liabilities/commitments i.e. contracts and any redundancy costs should funding no longer be available.
Balance Sheet The balance sheet highlights the assets and liabilities of the LEP at a particular point in time. The balance sheet shows the assets and liabilities as at May 2021. This reflects the income balance at the end of May less expenditure to the end of May. The deferred income figure is made up of Cornwall Council and BEIS grants received, actual interest paid, balances carried forward at year end and new grants that have been received.
Please note that the EZ Business Rate Reserve is excluded from this as the funds are not held within LEP and are retained within Cornwall Council. Although this is held within CC accounts, any request for use of that fund is a decision of the LEP’s EZ Board.
Page 38 Information Classification: CONTROLLED
LEP Corporate Risk Register
Risk Management Approach
Risk management (identification and mitigation measures) within the LEP is a continuous process which runs through the organisation and in programme and project delivery.
The risk register is reviewed monthly by the LEP Executive Team, at each meeting of the LEP Audit & Assurance Committee (AAC) and is presented at LEP Board on a quarterly basis. Horizon scanning risks are also considered and reviewed at both AAC and Board level.
Risk is managed through the LEP Sub-Boards and Steering Page 39 Page Groups that the LEP Chair, or, has representation on. Sub- Boards and Steering Group reports and individual risk registers feed into, via the LEP Executive Team, the LEP’s Corporate Risk Register. The LEP’s Corporate Risk Register is updated and reviewed by the AAC before being presented to the LEP Board.
For programme investments, the LEP Executive will monitor risks at a project level liaising with the applicant. The risks Agenda No. 4.2 Appendix 2 will be reviewed and escalated where appropriate adapting to consider the risk to the LEP and programme delivery, and not just to project delivery.
The risk register will be a standing item on the AAC agenda, with a deep dive on a specific risk at each meeting. The risk register will be presented to the LEP Board following all AAC meetings with a report summarising changes to the risk profile and associated mitigations. This allows the wider Board to input into the risk management of the LEP. Information Classification: CONTROLLED
LEP Board and Sub-Board Risk Monitoring and Escalation Page 40 Page Information Classification: CONTROLLED Risk assessment and appetite – changes in approach
• The LEP Audit and Assurance Committee (AAC) have considered risk management approach options.
• Proposed approach provides a balanced framework to risk management.
• Risks reassessed using a 4x4 matrix which considers: • Impact of the risk (both financial and non-financial). Page 41 Page • Likelihood of the risk arising. • The direction of travel for both internal and external factors.
• Risk appetite assessed as part of new framework - against strategic objectives and within our overall capacity.
• Financial impact assessed as part of new framework – against current scheme of delegation levels and LEP revenue budget amounts.
• Risks tracked across multiple reporting periods.
• Reporting of risks is clearer and will allow risks to move over time. Information Classification: CONTROLLED Risk assessment and appetite KEY RISKS
The severity of each risk is measured against these bespoke impact and likelihood descriptors. Example
Event will probably occur in most >70% Probable 4 circumstances Gross
30- Event will occur at sometime Possible 3 70%
10- Event could occur at sometime Unlikely 2 30% Net Page 42 Page Event may occur in exceptional <10% Rare 1 circumstances Appetite
1 2 3 4
Minor Moderate Major Severe
Negligible impact Moderate impact Major impact Severe impact Financial (up to £5k) (£5k to 50k) (£50k to £250k) (£250k +)
Limited negative coverage Negative coverage in Extensive coverage in Extensive and long term Reputation in industry media or local industry or local press or national press and media. coverage in national press media media and some limited and media. national press coverage.
An event, the A significant event which A critical event which with A disaster with long term Management Effort consequences of which can be managed under proper management can negative effect limited management effort normal circumstances be endured is required to minimise the impact
Minimal impact on Some impact on customer Continued significant Unrecoverable loss of Stakeholders & customers customer and stakeholder and stakeholder confidence disruption to customer and confidence by customer confidence stakeholder confidence and stakeholders
LEP description Low Low Medium High
IMPACT Information Classification: CONTROLLED
Direction of travel
Direction of Travel of Risk
Increasing Risk
No Change in Risk
Page 43 Page Decreasing Risk
Colour of Symbol relates to Net Risk, for example
Likelihood 2
Impact 2
No Change Information Classification: CONTROLLED Executive Summary
Net risk status Current net Of the principal risks, the current position is that three are risk red, five are amber, and none are green. 3 5 0 position
Red risks The risk in respect of changes in government policy, approach and regulations (risk A) remains red, due to potential LEP Reform implications. Risk G Page 44 Page (coronavirus) also remains red due to ongoing implications of the national restrictions and recovery requirements, including emerging housing/labour market implications. Risk F (EU Transition) has increased to a red risk due to EU funds and potential emerging gaps.
Changes in Risk B (governance and resource) has increased due to core funding not yet risks received. Risk D (comms/reputation) has reduced due to positive G7 LEP messaging and coverage. Risk E (succession planning) has increased due to proximity of required Board changes. Risk H (carbon neutral economy ) has increased due to uncertainty for FLOW next steps following SiPF outcome. The remaining amber risk is showing as stable due to mitigations in place.
Horizon Horizon scanning items included for review, covering future programming, scanning devolution white paper, G7 legacy and city of culture. Information Classification: CONTROLLED Corporate Risks – LEP position heat map
Probable 4 G
Possible 3 A (over 5 years) (over
C
Unlikely 2 >12 months months - 12 LIKELIHOOD Page 45 Page
Rare 1 Timeline to mitigate < 3 months 3 Increasing Stable Decreasing DIRECTION OF TRAVEL
1 2 3 4
Minor Moderate Major Severe
IMPACT
Organisational Risk Gr’ Net Ap’ Economic Risk Gr’ Net Ap’ Strategic Risk Gr’ Net Ap’ A. Government policy F. EU Transition H. Climate change
B. Governance and resource G. Coronavirus
C. Programme management
D. Comms & reputational mgt
E. Succession planning Information Classification: CONTROLLED Corporate risks – LEP position
LEP Assessment
Corporate Risk Gross Net Risk Appetite Months to Mitigate Feb/Mar Apr 2021 July 2021 Feb 2021 2021 Organisational Risks
A. Changes to Government policy, approach and regulations 3 – 12
B. Lack of capacity and capability to deliver across governance and resource <3 requirements
C. Inadequate programme management of external funding programmes and initiatives 3 – 12 under direct 46 Page LEP responsibility D. Communications and reputational management 3 – 12
E. Lack of appropriate succession planning arrangements in place 3 – 12
Economic Risks
F. EU Transition 3 – 12
G. Lack of appropriate and adequate response to Coronavirus pandemic 3 – 12
Strategic Risks
H. Delivery of Transition to a Carbon Neutral economy 3 – 12 Information Classification: CONTROLLED
CORPORATE RISKS Risk Impact / Consequence Gross How do you reduce the risk (mitigation)? Net Direction Risk Risk Risk Appetite A. Changes to Cannot respond to Feb 21 Regular attendance and LEP CEO/Chairs meetings and sessions with MPs, Peers, Jul 21 Government policy, changes within existing Ministers and Cities and Local Growth Unit. approach and LEP structure, resulting regulations in withdrawal of funds, Ongoing dialogue via LEP Reform/working groups, budget/spending review future potential submissions. investment and loss of Regular engagement with government representative in Cornwall and Scilly to confidence from ensure close understanding of government position . stakeholders. Appropriate commissioning of BEIS Business Support funding, via Growth Hubs Potential for revised and Business Support partners. Government policy that doesn’t utilise LEPs. Robust project controls in place. B. Lack of capacity and Poor governance Feb 21 Assurance Framework aligned to 2019 National Assurance Framework. Ongoing Jul 21 Page 47 Page capability to deliver arrangements result in review of LEP Co articles of association. across governance and end of support by resource requirements funders. Executive Team ensure good governance, compliance and reporting for both main Board and revised sub-Board and groups structure. Reduced or withdrawn Annual CC Internal Audit. Internal Audit Plan provides assurances to the Board. funding from Additional assurance through annual independent external audit of accounts. LEP Government and/or Executive written statement around going concern. Cornwall Council reduces Executive Scrutiny via LEP Peer Review and CC Economic Growth and Development Overview capacity to deliver. and Scrutiny Committee.
Economic Core funding confirmed to March 2022. shock/opportunity imperatives reduce Ongoing Shared Prosperity Fund development. resources available for Monthly Executive budget management meetings; budget and performance operational report to every Board; full review of budget at Audit and Assurance Committee; requirements. Annual Board review of budget and business planning process.
Cannot demonstrate Cornwall Council acts as Accountable Body covered through the LEP AF. adequate financial controls are in place, Investment and Oversight Panel monitors performance and compliance on resulting in funding investments, with appropriate Board escalation. clawback. Management of staff absence e.g. G7 secondment/COVID. Information Classification: CONTROLLED
CORPORATE RISKS Risk Impact / Consequence Gross How do you reduce the risk (mitigation)? Net Direction Risk Risk Risk Appetite C. Inadequate Failure to deliver Feb 21 Dedicated team in place to ensure robust programme management of external Jul 21 programme against targets, funding. management of expenditure and claims external funding associated with Oversight provided at LEP Investment and Oversight Panel and LEP Board on programmes and initiatives such as the quarterly basis. S151 Officer oversight of Panel. Additional meetings to consider initiatives under direct Enterprise Zone, programming implications e.g., COVID-19 delays, Growing Places loan LEP responsibility Growth Deal, Getting repayment/CIOSIF. Building Fund, Growth Externally commissioned expertise to provide additional assurance. Hub and externally funded programming. CEO reports any escalation matters to LEP Board if required.
Loss of confidence from All processes reviewed and updated as part of National AF compliance. Page 48 Page HMG, Local Government and Project loan/repayment plans reviewed regularly, supported by CDC Fund business community. Manager with monitoring and reporting to the Investment & Oversight Panel. Potential clawback and possible legal action.
Economic shock leads to cost and time overrun across programming.
Default on loan repayment can impact on other LEP managed funding vehicles. Information Classification: CONTROLLED
CORPORATE RISKS Risk Impact / Consequence Gross How do you reduce the risk (mitigation)? Net Direction Risk Risk Risk Appetite D. Communications and Loss of confidence in Feb 21 Communications approach in place with Board Champion and Exec function, with Jul 21 reputational the LEP to lead clear media protocols. management economic growth for Cornwall and Isles of Demonstrable and regular business advocacy through the work of the LEP and Scilly. progress achieved through business input. Managed through regular contract meetings with the Communications Lead and the LEP PR & Media agency, and a focus on KPIs for comms.
A programme of engagement with business and industry in support of Local Industrial Strategy implementation.
Communications Strategy and protocols in place with Local Authorities and key delivery bodies/programmes (written into all funding contracts with the LEP). Page 49 Page G7/legacy resource implementation (LEP CEO secondment/Comms plan and budget allocation).
City of Culture 2025 resource implementation (comms plan). E. Lack of appropriate Poor governance Feb 21 LEP Nominations Committee regularly review succession planning arrangements. Jul 21 succession planning arrangements result in arrangements in place end of support by External recruitment advisers appointed. funders, reputational LEP Review implications monitored and considered by LEP Nominations damage and impact on Committee. capacity and capability of LEP. Amendments to LEP articles under review to support LEP Review scenarios.
Board equality and diversity improvement measures central to recruitment process. Information Classification: CONTROLLED
CORPORATE RISKS
Risk Impact / Consequence Gross How do you reduce the risk (mitigation)? Net Direction Risk Risk Risk Appetite F. EU Transition CIoS industrial base Feb 21 Appropriate commissioning of BEIS Business Support funding, via Growth Hubs Jul 21 cannot respond to and Business Support partners e.g. EU Transition support programme. changes in trading environment, LEP convening of Economic Recovery Group, LEP Rural sub-group, including focus impacting regional on fishing, agri-food and other affected industries. economic performance. Weekly intelligence/escalation reporting to BEIS/Cities and Local Growth Unit.
G. Lack of appropriate Loss of confidence in Feb 21 Direct Growth Hub activity to amplify Government guidance to businesses. Jul 21 and 50 Page adequate response the LEP to lead to Coronavirus economic growth for Feed Government’s intelligence gathering through Growth Hub/LEP weekly pandemic Cornwall and Isles of reporting. Scilly. LEP Co-ordination of Economic Recovery Group.
LEP coordination across sector response groups e.g. Tourism recovery.
LEP coordination across emerging housing/labour market impacts on CIoS economy.
Joint work with the BBB on business emergency support measures.
LEP response to Getting Building Fund and other recovery initiatives e.g. People Hub, Kit4kids.
Development of economic recovery plan to priorities activities in line with LIS. Information Classification: CONTROLLED
CORPORATE RISKS Risk Impact / Consequence Gross How do you reduce the risk (mitigation)? Net Direction Risk Risk Risk Appetite H. Delivery of Transition Failure to deliver the Feb 21 Ongoing response via LIS implementation and LEP annual Delivery Plan Jul 21 to a Carbon Neutral LIS vision for CIOS to be economy a creative and carbon Develop FLOW in the south west neutral economy due Advocate for further development of deep geothermal in CIoS to lack of pace, scale of investment and Advocate for Lithium opportunities in CIoS appropriate policy framework at UK and Advocate for Biomethane opportunities in CIoS CIOS level. Co-develop Climate Change Development Plan Document
Support energy efficiency measure deployment
Net Zero technology promotion Page 51 Page Additional response via joint LEP/Local Nature Partnership working, G7 legacy programming and GSW joint working.
Delivery of investment proposition and policy framework recommendations ahead of COP26 in order to maintain G7 momentum and focus on CIOS opportunities and challenges. Information Classification: CONTROLLED Emerging/Horizon Scanning risk log
The LEP Board monitor risks through its Corporate Risk Register. Other risks being monitored as emerging/horizon scanning risks are shown below:
Risk / opportunity Comment ESIF Funds Failure to secure appropriate/adequate replacement for ESIF funds, SPF development ongoing. Devolution Under review, the LEP continues to monitor devolution opportunities in consultation with Government, MPs and CIoS Leadership Board.
G7 52 Page legacy Under review, as part of LEP resourcing and communications risk management. City of Culture Under review, as part of LEP resourcing and communications risk management. Information Classification: CONTROLLED
CIoS LEP 2021/22 Delivery Plan
Finance and Performance Update - Strategy
Recovery
Activity By When Progress Summary
Lead the Economic Recovery Cell/Plan Q1-4 Local Industrial Strategy Implementation e.g. Q1-4 • Environmental Land Management and whole farm business support Page 53 Page • Sector development (tourism, food and drink, fishing, data and space, geo- resources) • Creative Industries Network development • LIS metrics/intelligence development Promote the LEP investment pipeline Q1-4 Contribute to G7/legacy opportunities and promote regional investment Q1 Lead Employment and Skills Strategy via the Employment and Skills Board Q1-4 (Skills Advisory Panel)
Agenda No. 4.2 Performance Summary: Appendix 3 Weekly Economic Recovery Group meetings ongoing. ELMs consideration at LEP Rural Sub Group. Ongoing development across sectors (tourism, food and drink, fishing, data and space, geo-resources, creative). G7 mobilisation. Financial Summary: Out of a total budget allocation of £248,922 – spend to May 2021 is £13,000. This expenditure relates the LEP’s contribution towards the Marine UK South West and a grant contribution towards the Isles of Scilly Museum feasibility study. The remaining allocation is apportioned across the LIS areas and includes commitments relating to FLOW, hydrogen study, Spaceport Outreach, creative industries network development, City of Culture, fishing Information Classification: CONTROLLED
strategy, food and drink, Tourism Zones development, town greening (joint work with the Local Nature Partnership) and SPF development.
Levelling-up
Activity By When Progress Summary UK Shared Prosperity Fund / Levelling-up Fund Q1-4 Town Deals/Place Shaping agenda, including Town Greening initiative Q1-4 Co-develop Devolution proposals Q1-4 Great South West Q1-4 Page 54 Page
Performance Summary: Limited progress with SPF nationally, Levelling-Up Fund under Local Authority mandate. Ongoing LEP representation on Town Deals. Joint LEP/LNP sub group implemented. The GSW geography continues to be utilised by Department for International Trade for adviser geography, the GSW tourism partnership and joint work across the South West Peninsula Growth Hub Cluster.
Information Classification: CONTROLLED
Climate Response and Energy Transition
Activity By When Progress Summary Develop FLOW in the south west Q1-4 Advocate for further development of deep geothermal in CIoS Q1-4 Advocate for Lithium opportunities in CIoS Q1-4 Advocate for Biomethane opportunities in CIoS Q1-4 Co-develop Climate Change Development Plan Document Q1-4 Support energy efficiency measure deployment Q1-4 Net Zero technology promotion Q1-4
Page 55 Page Performance Summary: FLOW – awaiting next steps following Strength in Places bid outcome, ERDF project commenced, Wavehub sale, momentum via G7 and evolving Government policy. Geothermal - ongoing testing at United Downs, Jubilee Pool in operation, Eden geothermal site live. Lithium – ongoing development of lithium extraction/value chain work.
Information Classification: CONTROLLED
Communications and Engagement
Activity By When Progress Summary Continue improvements to our reach and impact Q1-4 Drive the work of the LEP Network and other influencers, including CBI, Chamber Q1-4 and FSB networks Develop LIS/Recovery/G7 campaign strands Q1-4 Continue LEP convening and challenge roles across partnerships e.g. Sub Q1-4 National Transport Board, CIoS Leadership Board, Island Futures Group, Great South West, ITI Board Page 56 Page
Performance Summary: The last LEP Informal Board meeting highlighted the various media impacts related to G7, outlining national and international media coverage, both general and industry specific media relating to lithium, FLOW, space and more. City of Culture announcement resulted in 2,242 views of the film and live coverage with BBC Breakfast and Radio Cornwall as well as national media. Financial Summary: General Comms - out of a total budget allocation of £47,000 – spend to May 2021 was £5,795. This expenditure relates to agency costs. Commitments relate to the remaining agency costs for the year. G7 - Out of a total budget allocation of £100,000 - spend to May 2021 was £26,404. This expenditure relates to photography, videography, illustrations and Business Cornwall print materials. Commitments relate to filming, imagery, production and delivery of a livestream event for journalists, PR and marketing support and the addition of a press area on the LEP website.
Information Classification: CONTROLLED
CIoS LEP 2021/22 Delivery Plan
Finance and Performance Update - Governance
LEP Assurance
Activity By When Progress Summary Recruit new Chair and Board Directors Q3 Continue to support Board development/training opportunities Q1-4 Support development of new Race Equality Council with CIoS Leadership Board Q1-4 Deliver our commissioning approach/MOU Q1 Ensure continued compliance with the National Assurance Framework Q1-4 Page 57 Page
Performance Summary: Recruit new Chair and Board Directors – under review following the LEP Reform. Board development/training opportunities – Media training offered to Board members. Race Equality Council – continued LEP support with the CIoS Leadership Board. Commissioning approach/MOU – commissioning approach implemented and reflected in the budget. MOU drafted and is part of the Independent Secretariat discussions. Assurance Framework – Local Assurance Framework (LAF) reviewed LEP Audit and Assurance Committee on 7 July and is being considered by the LEP Board on 28 July 2021. Financial Summary: Accountable Body: due to be processed by next reporting period. Commissioned Functions: Out of a total budget allocation of £216,365 – spend to May 2021 is £40,166. This expenditure relates to commissioned activities relating to climate response and energy transition, data and intelligence, programme delivery, employment and skills and creative industries.
Information Classification: CONTROLLED
CIoS LEP 2021/22 Delivery Plan
Finance and Performance Update - Delivery
Local Growth Fund
Activity By when Progress Summary The programme level target is to create 5,000 jobs and 7,000 homes. Mar 21 Page 58 Page
Performance Summary: Final quarter expenditure achieved. Financial Summary: Total expenditure for LGF to date is £78.201m, 99.9% of the total allocation. Claims for £9.500m were processed and paid in the final quarter (Q4 2020/21). The remaining balance is for the external final evaluation and closure (£42,138).
Information Classification: CONTROLLED
Getting Building Fund
Activity By when Progress Summary The £14.3m GBF investment will attract a further £44.6m of public and private Mar 22 sector match funding, representing a total investment of almost £59m, supporting 1,100 jobs and furthering a number of Cornwall’s green recovery ambitions around renewable energy technologies, geo-resources and sustainability. Page 59 Page
Performance Summary: The programme is fully allocated, with seven projects contracted.
Financial Summary: The total expenditure for GBF to date is £1.730m, 12% of the total allocation. However, no 2021/22 claims have been processed by May 2021.
Information Classification: CONTROLLED
CIoS Investment Fund
Activity By when Progress Summary Support the development and delivery of this fund through its leadership of Mar 22 the Investment Fund’s Advisory Board. Page 60 Page
Performance Summary: CIoSIF has deployed £6.3m with a further £10.4m leveraged. 29 investments.
Financial Summary: There are no financial implications.
Information Classification: CONTROLLED
Enterprise Zones
Activity By when Progress Summary To deliver the outputs set out in the EZ Implementation Plans Mar 22 Page 61 Page
Performance Summary:
Financial Summary: The Enterprise Zone Growth Fund (Retained Rates) reserve was £1,545,701 at the beginning of the financial year. There has been no expenditure as of May 2021.
Information Classification: CONTROLLED
Growth and Skills Hub
Activity Planned Achieved Progress Summary 21/22 Growth Hub 3hr business support interventions 800 133 Page 62 Page
Performance Summary: Growth Hub – continues to utilise BEIS funded LEP monies to deliver its ERDF co-funded operations, recently pivoting to a digital-first offer, whilst responding to additional directives/opportunities including EU Transition, Peer Networks and Kickstart activities. Utilising the BEIS funding, the LEP and the Growth Hub have increased advisor capacity for visitor economy, agri-food and town centre businesses, intelligence, communications and activity designed around COVID-19 response/recovery and ensuring coordination across the SW Peninsula cluster geography. Financial Summary: This funding is ring-fenced for this project. Out of a total budget allocation of £542,000 – there has been no spend as of May 2021. Claims process between BEIS, LEP and CDC in place to demonstrate full, evidenced expenditure by year end.
Information Classification: CONTROLLED
Coastal Communities wAVE Project
Activity By when Progress Summary Delivery of wAVE Project Jul 21 Page 63 Page
Performance Summary: The project is in its final delivery phase, with partners Cornwall Museums Partnership and Falmouth University busy finalising the creation and installation immersive technology across 5 museum sites in Bude, St Agnes, Isles of Scilly, Looe and Porthcurno. The project experiences are phasing launches between May and July, subject to reopening, with project completion set for the end of July 2021. Financial Summary: This funding is ring-fenced for this project. Out of a total budget allocation of £71,062 – there has been no spend as of May 2021. The commitments relate to grant payments to partners.
Information Classification: CONTROLLED
CIoS ESIF Growth Programme Delivery
Activity By when Progress Summary Supporting the delivery of the £584m CIoS ESIF Growth Programme, including Mar 22 leadership (Chair) and representation on the CIoS LEP area Integrated Territorial Investment Board (ESI Funds Sub-Committee). Page 64 Page
Performance Summary: Ongoing roll out of ESF activity, ERDF almost at full commitment, PCR process disrupted. EAFRD - RDPE Growth Programme has now closed for new applications. Financial Summary: There are no direct financial implications.
Information Classification: CONTROLLED
Skills Advisory Panel (Employment and Skills Board)
Activity By when Progress Summary Beacon Phase Two tbc subject to DWP budget confirmation Skills Advisory Panel (SAP) Q1-4 Careers Hub and Enterprise Advisers (EA and Gatsby metrics) Q1-4 Digital Skills Partnership Phase Three Q1-4 Apprenticeship Campaign Q1-4 Page 65 Page
Performance Summary: All projects are on track as set out in the delivery plan. Employment and Skills Board receives management reporting. Financial Summary: Beacon Project: This funding is ring-fenced for this project. The budget allocation of £15,094 is the carry forward figure and there has been no spend as of May 2021. Digital Skills Partnership: This funding is ring-fenced for this project. Out of a total budget allocation of £70,855 – spend to May 2021 is £1,540. This expenditure relates to Project Co-ordinator salary costs and a contribution towards sponsorship of the Best Education Initiative Award. Skills Advisory Panel: This funding is ring-fenced for this activity. Out of a total budget allocation of £21,702 – spend as of May 2021 is £8,500. This expenditure relates to the renewal of the Labour Insights tool. Apprenticeship: This funding is ring-fenced for this activity. Out of a total budget allocation of £12,650 – there has been no spend as of May 2021. Skills Innovation Fund: This funding is ring-fenced for this activity. Out of a total budget allocation of £80,937 – spend to May 2021 is £24. The expenditure relates to membership costs to Your Partnerships. CIoS Careers Hub:
Agenda No. 4.3 Information Classification: CONTROLLED
Date of Board Meeting: 28 July 2021
Report Title: Fishing Sector update
Author: Glenn Caplin-Grey
Contact: [email protected]
Decision Required by the Board Y/N: Y
For Information Only Y/N: N
Recommendation(s)
1. To note the strategic direction of the Fishing Strategy under development and consider feedback for inclusion. 2. To delegate CIoS LEP endorsement of the final strategy to the LEP Chair, Chief Executive and Chair of the LEP Rural Sub-group.
Executive Summary This report seeks to provide the Board with an update on activity associated with the production of an updated Fishing Strategy for Cornwall and Isles of Scilly.
The sector has faced significant changes in the past two decades but none more challenging than in the last 12-months as supply chains adapt to a post-COVID pandemic world and trading with Europe as a third country state. As a result, industry has needed to take stock of the changing seascape and plot a new course.
To aid this, a new strategy was called for, building on the success of the past and projecting into the future with clear objectives and identification of enabling projects.
The CIoS LEP has grant funded the Cornwall Fish Producers Organisation to progress this work. A presentation of the strategy work will be provided at the LEP Board meeting by the Cornwall Fish Producers Organisation/Tegen Mor Fisheries Consultants Ltd/Roam Marine.
Page 66 Information Classification: CONTROLLED
Progress/Update/Impact/Outcomes/Issues The CIoS LEP has provided funding to Cornwall Fish Producers Organisation to support the production of a Fishing Strategy for Cornwall and Isles of Scilly. The work included the following activities and outcomes:
Desktop study and scoping of review Stakeholder interviews Analysis Consultation event for the fisheries community Reporting o Draft and final reports, highlighting key findings against objectives and recommendations for strategic intervention and investment; o presentation of the report to the LEP Board on 28 July 2021
When the Objective One Cornish Fisheries Taskforce published a 10 year strategic plan in 2000 the first sale value of fish landed at Newlyn was £18 million and an estimated 1148 fishermen worked in the industry.
In 2020, although the number of vessels (489) and fishermen have reduced over the past 20 years through consolidation and re-structuring, the landings and value of the sector have increased with first sale landings across the County reaching £43m in 2019.
The offshore (sea-going) sector provides employment (as share fishermen or self- employed status) to 481 fishermen (part-time and full-time) who are principally based at the main landing ports of Newlyn and across 22 main landing stations dotted around the 326 miles of Cornish Coastline.
The onshore (fish processing) sector of the Cornwall Seafood Industry provides 483 Full-Time Equivalent (FTE) jobs across eighteen processing sites. The gross turnover of the processing sector was £99.3m in 2017.
This strategy work is in place to update and analyse the Cornwall and Isles of Scilly Seafood Supply-Chain to provide qualitative and quantitative data in respect of the following key pillars identified in the 2000 strategy:
Sustainability of the fish and shellfish resource Training & Education Information Marketing / Promotion Quality Physical infrastructure of ports and harbours Page 67 Information Classification: CONTROLLED
Tourism/Public Awareness
Guided by stakeholder input, empirical data and national Fisheries Management Plans (FMPs) and other strategies the study has mapped the current industry metrics against anticipated future demands to identify key strategic themes to underpin required strategy, with consideration of the views of the Cornwall and Isles of Scilly Seafood supply-chain and stakeholders from ‘net-to-plate’.
The work focuses on the fisheries sector but also includes a review of requirements (vessels, fisheries management, personnel and infrastructure) to ensure the industry is well-placed to take advantage of employment opportunities that may emerge in future (e.g. offshore renewables or offshore aquaculture).
Further information and findings of the research will be presented at the meeting.
Financial Implications No direct financial implications arising from this report.
Appendices None
Section 151 (Finance) Officer commentary and sign off Name: Ellie Willcocks Date: 19 July 2021 Comments: Funding for strategy within approved budget.
Page 68 Agenda No. 4.4 Information Classification: CONTROLLED
Date of Board Meeting: 28 July 2021
Report Title: LEP Nominations Committee Update
Author: Glenn Caplin-Grey
Contact: [email protected]
Decision Required by the Board Y/N: Y
For Information Only Y/N: N
Recommendation(s)
1. That the Directors of the Company consider and approve the revised articles of association. 2. That the Written Resolution is approved and sent to the members of the Company for their approval. 3. That the Directors consider and approve that the benefit associated with delaying the recruitment procedure for a new Chair until the results of the LEP Review had been published are constituted as exceptional circumstances, as per the New Articles. 4. That the Directors approve the Chair’s second term of office be extended for a period on 12 months from the end date of the Chair’s current term on 12 October 2021. 5. That the LEP Company secretary be instructed to file with the Register of Companies within 15 days copies of the Written Resolution and the New Articles.
Executive Summary This report seeks to provide the Board with an update following the last meeting of the LEP Nominations Committee on 28 April 2021 and to consider the revised articles of association of the Company.
Subject to the revised articles being approved and adopted by the Company, in accordance with Article 17.11 of the New Articles, the second part of this report seeks Page 69 Information Classification: CONTROLLED the Directors’ consideration and if thought appropriate, approve an extension of the Chair’s second term of office as a director for a period of 12 months from the end date of the Chair’s current term on 12 October 2021.
Progress/Update/Impact/Outcomes/Issues The LEP Nominations Committee met on 28 April 2021 to consider and discuss the LEP Review and succession planning arrangements for the year ahead. Due to the uncertainty and potential implications surrounding the upcoming LEP Review, the Committee discussed and concluded that the LEP should be looking at a different approach in relation to its current recruitment plan, given that the Review is not scheduled to report for a few months, and until it does, it is unclear what the roles and responsibilities LEPs will have going forwards.
Given the uncertainty around the Review, and in order to mitigate any reputational impacts, the Nominations Committee looked at several different options, and felt it appropriate to delay the recruitment process and to investigate a possible extension to the term of the current Chair. The Chair was not present for this element of the meeting.
The National Assurance Framework makes reference to the option of extending the Chair’s term for a further three years (beyond the initial 6 year term) in exceptional circumstances, if approved by the Board. This change in approach requires a change to the LEP’s articles of association, with any proposed extension of ‘up to three years’ to be considered by the Board on a case by case basis.
The Nominations Committee asked the LEP Executive to liaise with Foot Anstey (the LEP’s Company Secretary) in order to draft the amended articles for consideration and approval.
The revised articles are attached at appendix 1 and 2. The Board is asked to note that these revised articles have been reviewed and endorsed by the LEP Nominations Committee before the LEP Board meeting. As the Board will see, Foot Anstey have amended article 17 in relation to the Chair term – specifically they have added article 17.11 which now includes the provisions which allow the Company, in exceptional circumstances and at the complete discretion of the directors, to extend the Chair's term in accordance with paragraph 133 of the National Local Growth Assurance Framework for a further period of up to three years beyond the previous limit of six years. The updated wording in the articles allows for the term to be extended for a period up to three years; however, this period is determined by the directors on a case by case basis.
On reviewing the articles, Foot Anstey have also taken the opportunity to: Page 70 Information Classification: CONTROLLED
clear up some of the typos amend references to ‘Chairman’ and Vice-Chairman’ to be ‘Chair’ and Vice- Chair’ respectively amend references to ‘he/him’ etc amend the public sector appointment/resignation process to allow for the written notification from the Local Authorities to also be sent/confirmed by email.
Revised Articles - Next Steps The Board is asked to consider and approve the revised articles of association and then recommend their approval by the members of the company. The Board would need to adjourn the meeting at this point to allow for the members of the company to consider the Written Resolution.
Chair Term Extension As the Directors will be aware, as part of the 2021 budget, the UK Government announced a review of the Local Enterprise Partnership governance rules (the ‘LEP Review’).
As mentioned above, the Nominations Committee at their meeting on 28 April 2021, considered and concluded that given the uncertainty around the LEP Review, they felt it appropriate to delay the recruitment process and look to extend the term of the current Chair by 12 months in order to deal with the current circumstances and ensure that we are able to attract an appropriate replacement. The Chair was not present for this element of the meeting.
It should be noted that article 17.11 of the New Articles allow for the Chair’s term to be extended by up to an additional three-year period, up to a maximum or nine years, in the event that there are exceptional circumstances, which the Directors must consider on a case by case basis.
The Directors are asked to consider whether the benefit associated with delaying the recruitment procedure for a new Chair until the results of the LEP Review have been published and considered constitute exceptional circumstances, as per the New Articles.
Should the Directors agree that such circumstances are exceptional, then the Directors are then asked to consider and approve the Chair’s second term of office be extended for a period of 12 months from the end date of the Chair’s current term on 12 October 2021.
Financial Implications Page 71 Information Classification: CONTROLLED
There are cost implications for Foot Anstey to prepare the draft articles. However, this can be met from within existing budget parameters.
Appendices Appendix 1 – revised articles (clean version) Appendix 2 – revised articles (track change version) Appendix 3 – Written Resolution
Section 151 (Finance) Officer commentary and sign off Name: Ellie Willcocks Date: 19 July 2021 Comments:
Page 72 Agenda No. 4.4 InformationAppendix Classification: 1 CONTROLLED
No. 07471437
THE COMPANIES ACT 2006
PRIVATE COMPANY LIMITED BY GUARANTEE
ARTICLES OF ASSOCIATION
OF
CORNWALL AND ISLES OF SCILLY LOCAL ENTERPRISE PARTNERSHIP LIMITED
(As amended by special resolutions passed on 25 July 2013, 18 June 2019 and [ ] 2021)
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CONTENTS
CLAUSE 1. Defined terms ...... 1 2. Liability of Members ...... 3 3. Directors’ general authority ...... 3 4. Members’ reserve power ...... 3 5. Directors may delegate ...... 4 6. Committees ...... 4 7. Directors to take decisions collectively ...... 4 8. Unanimous decisions ...... 4 9. Calling a Directors’ meeting ...... 5 10. Participation in Directors’ meetings and Observers ...... 5 11. Quorum for Directors’ meetings...... 6 12. Chairing of Directors’ meetings and appointment of Vice Chair ...... 6 13. Casting vote ...... 7 14. Conflicts of interest ...... 7 15. Records of decisions to be kept ...... 8 16. Directors’ discretion to make further rules ...... 8 17. Methods of appointing Directors ...... 8 18. Termination of Director’s appointment ...... 10 19. Directors’ remuneration...... 11 20. Directors’ expenses ...... 11 21. Applications for Membership ...... 12 22. Termination of Membership ...... 12 23A Calling and Notice of members' General Meetings……………… …………...12 23. Attendance and speaking at Members’ General Meetings ...... 13 24. Quorum for Members’ General Meetings ...... 14 25. Chairing Members’ General Meetings ...... 14 26. Attendance and speaking by Directors and non-Members ...... 14 27. Adjournment ...... 14 28. Voting: general ...... 15 29. Errors and disputes ...... 15 30. Poll votes ...... 15 31. Content of proxy notices ...... 16 32. Delivery of proxy notices ...... 17 33. Amendments to resolutions ...... 17 34. Annual Meeting ...... 17 35. Means of communication to be used ...... 18 36. Company seals ...... 19 37. No right to inspect accounts and other records ...... 20 38. Provision for employees on cessation of business ...... 20 39. Indemnity ...... 20 40. Insurance ...... 21
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AGREED TERMS
PART 1 INTERPRETATION AND LIMITATION OF LIABILITY
1. DEFINED TERMS
1.1 In the Articles, unless the context requires otherwise:
Annual General Meeting means the Members' General Meeting held annually in accordance with Article 23A.1;
Articles means the Company’s articles of association;
Bankruptcy includes individual insolvency proceedings in a jurisdiction other than England and Wales or Northern Ireland which have an effect similar to that of Bankruptcy;
Business Day means any day (other than a Saturday, Sunday or public holiday in the United Kingdom) on which clearing banks in the City of London are generally open for business;
Chair means the individual appointed as the Chair of the Company in accordance with Article 17.9;
Chair of the Meeting has the meaning given in Article 25;
Companies Acts means the Companies Acts (as defined in section 2 of the Companies Act 2006), in so far as they apply to the Company;
Company means the company intended to be regulated by these Articles; Connected Person means:
(a) a member of a Director's family or any person with whom a Director has a close association; or
(b) any person or body:
(i) who employs or has appointed such persons;
(ii) to whom such person provides goods or services
(iii) in which such person is a partner, or
(iv) of which such person is a director;
(v) of which such person is a shareholder;
Conflict of Interest means any situation in which a Director (or Connected Person) has a personal interest, or an interest that he or she owes to another body, which may (or may appear to) influence or affect his or her decision making;
Co-opted Director means an individual appointed as a Co-opted Director in accordance with Article 17.11;
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Cornwall Council means the unitary authority which administers the county of Cornwall, except for the Isles of Scilly, and includes any successor body to its statutory functions;
Director means a Director of the Company, and includes any person occupying the position of Director, by whatever name called;
Document includes, unless otherwise specified, any Document sent or supplied by Electronic Means;
Electronic Means has the meaning given in section 1168 of the Companies Act 2006;
Eligible Directors means a Director who would be entitled to vote on the matter at a meeting of Directors (but excluding any Director whose vote is not to be counted in respect of the particular matter);
Isles of Scilly Council means the unitary authority which administers the Isles of Scilly and includes any successor body to its statutory functions;
Member has the meaning given in section 112 of the Companies Act 2006;
Members’ General Meeting means a meeting of the Members;
Nolan Principles means the seven principles of public life as set out by the Committee on Standards in Public Life (as amended from time to time
Nominations Committee is the committee convened by the Directors in accordance with Article 17.5;
Observer means a person (other than a Director) who is present at a Directors' meeting in accordance with Article 10.4;
Ordinary Resolution has the meaning given in section 282 of the Companies Act 2006;
Participate, in relation to a Directors’ meeting, has the meaning given in Article 10;
Private Sector Individual means an individual who is or has been, employed by an organisation not included as central government, local government or a public corporation as defined for the UK National Accounts;
Private Sector Director means an individual appointed as a Director in accordance with Article 17.5;
Private Sector Member means a Member who is not a Public Sector Member;
Proxy Notice has the meaning given in Article 31;
Public Sector Director means an individual appointed as a Director in accordance with Article 17.2;
Public Sector Member means any of:
1. Cornwall Council; or
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2. The Council of the Isles of Scilly
Special Resolution has the meaning given in section 283 of the Companies Act 2006;
Subsidiary has the meaning given in section 1159 of the Companies Act 2006;
UK National Accounts means core accounts for the UK economy as a whole as published by the Office for National Statistics;
Vice Chair means the Private Sector Director appointed to be Vice-Chair of the Company in accordance with Article 12; and
Writing means the representation or reproduction of words, symbols or other information in a visible form by any method or combination of methods, whether sent or supplied by Electronic Means or otherwise.
1.2 Unless the context otherwise requires, other words or expressions contained in these Articles bear the same meaning as in the Companies Act 2006 as in force on the date when these Articles become binding on the Company.
2. LIABILITY OF MEMBERS
2.1 The liability of each Member is limited to £1, being the amount that each Member undertakes to contribute to the assets of the Company in the event of its being wound up while he or she is a Member or within one year after he or she ceases to be a Member, for:
(a) payment of the Company’s debts and liabilities contracted before he or she ceases to be a Member,
(b) payment of the costs, charges and expenses of winding up, and
(c) adjustment of the rights of the contributories among themselves.
PART 2 DIRECTORS
DIRECTORS’ POWERS AND RESPONSIBILITIES
3. DIRECTORS’ GENERAL AUTHORITY
Subject to the Articles, the Directors are responsible for the management of the Company’s business, for which purpose they may exercise all the powers of the Company.
4. MEMBERS’ RESERVE POWER
4.1 The Members may, by Special Resolution, direct the Directors to take, or refrain from taking, specified action.
4.2 No such Special Resolution invalidates anything which the Directors have done before the passing of the resolution.
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5. DIRECTORS MAY DELEGATE
5.1 Subject to the Articles, the Directors may delegate any of the powers which are conferred on them under the Articles:
(a) to such person or committee;
(b) by such means (including by power of attorney);
(c) to such an extent;
(d) in relation to such matters or territories; and
(e) on such terms and conditions,
as they think fit.
5.2 If the Directors so specify, any such delegation may authorise further delegation of the Directors’ powers by any person to whom they are delegated.
5.3 The Directors may revoke any delegation in whole or part, or alter its terms and conditions.
6. COMMITTEES
6.1 Committees to which the Directors delegate any of their powers must follow procedures which are based as far as they are applicable on those provisions of the Articles which govern the taking of decisions by Directors.
6.2 The Directors may make rules of procedure for all or any committees, which prevail over rules derived from the Articles if they are not consistent with them.
DECISION-MAKING BY DIRECTORS’
7. DIRECTORS TO TAKE DECISIONS COLLECTIVELY
7.1 The general rule about decision-making by Directors is that any decision of the Directors must be either a majority decision at a meeting or a decision taken in accordance with Article 8.
7.2 If:
(a) the Company only has one Director, and
(b) no provision of the Articles requires it to have more than one Director,
the general rule does not apply, and the Director may take decisions without regard to any of the provisions of the Articles relating to Directors’ decision-making.
8. UNANIMOUS DECISIONS
8.1 A decision of the Directors is taken in accordance with this Article when all Eligible Directors indicate to each other by any means that they share a common view on a matter.
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8.2 Such a decision may take the form of a resolution in Writing, copies of which have been signed by each Eligible Director or to which each Eligible Director has otherwise indicated agreement in Writing.
8.3 A decision may not be taken in accordance with this Article if the Eligible Directors would not have formed a quorum at a Directors' meeting at which the matter was proposed as a resolution.
9. CALLING A DIRECTORS’ MEETING
9.1 Any Director may call a Directors’ meeting by giving not less than seven days’ written notice of the meeting to the Directors or by authorising the company secretary (if any) to give such notice.
9.2 Notice of any Directors’ meeting must indicate:
(a) its proposed date and time;
(b) where it is to take place; and
(c) if it is anticipated that Directors participating in the meeting will not be in the same place, how it is proposed that they should communicate with each other during the meeting.
9.3 Notice of a Directors’ meeting must be given to each Director, but need not be in Writing.
9.4 Notice of a Directors’ meeting need not be given to Directors who waive their entitlement to notice of that meeting, by giving notice to that effect to the Company not more than 7 days after the date on which the meeting is held. Where such notice is given after the meeting has been held, that does not affect the validity of the meeting, or of any business conducted at it.
10. PARTICIPATION IN DIRECTORS’ MEETINGS AND OBSERVERS
10.1 Subject to the Articles, Directors Participate in a Directors’ meeting, or part of a Directors’ meeting, when:
(a) the meeting has been called and takes place in accordance with the Articles; and
(b) they can each communicate to the others any information or opinions they have on any particular item of the business of the meeting.
10.2 In determining whether Directors are participating in a Directors’ meeting, it is irrelevant where any Director is or how they communicate with each other.
10.3 If all the Directors participating in a meeting are not in the same place, they may decide that the meeting is to be treated as taking place wherever any of them is.
10.4 Subject to Article 10.7, the Directors may allow individuals who are not Directors to attend a Directors' meeting as Observers on whatever terms the Directors decide.
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10.5 Observers may not vote but may take part in discussions with the prior consent of the Chair.
10.6 The Directors may exclude Observers from any part of a Directors' meeting where the Directors consider the business is private.
10.7 The Directors must exclude an Observer from any Directors' meeting at which a possible personal benefit to him or her is being considered.
11. QUORUM FOR DIRECTORS’ MEETINGS
11.1 At a Directors’ meeting, unless a quorum is participating, no proposal is to be voted on, except a proposal to call another meeting.
11.2 The quorum for Directors’ meetings shall be five Eligible Directors or one-third of the total number of Directors, whichever is the greater, and a Directors' meeting shall not be quorate unless there is a majority of Private Sector Directors present.
11.3 If the total number of Directors for the time being is less than the quorum required, the Directors must not take any decision other than a decision:
(a) to appoint further Directors; or
(b) to call a Members’ General Meeting so as to enable the Members to appoint further Directors; or
(c) to adjourn the meeting.
12. CHAIRING OF DIRECTORS’ MEETINGS AND APPOINTMENT OF VICE CHAIR
12.1 The Directors must appoint one of the Private Sector Directors to be the Vice-Chair of the Company for a three year term of office.
12.2 The Vice-Chair will cease to hold office prior to the expiry of the term specified in accordance with Article 12.1 in the event that:-
(a) he is removed from the office of Vice-Chair by the Directors (in which case he or she will continue as a Private Sector Director); or
(b) he ceases to be a Director in accordance with Article 18.
12.3 An individual is eligible to put himself or herself forward for re-appointment as the Vice-Chair in accordance with Article 12.1 provided that no individual may serve as Vice-Chair for more than six years, consecutively or otherwise.
12.4 The Chair or, in his or her absence or in the event that he or she is unwilling, the Vice-Chair or when both are absent or unwilling, another Private Sector Director nominated by the Directors present shall preside as chair of each Directors’ meeting.
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13. CASTING VOTE
13.1 If the numbers of votes for and against a proposal are equal, the Chair or other Director chairing the meeting has a casting vote.
13.2 But this does not apply if, in accordance with the Articles, the Chair or other Director is not to be counted as participating in the decision-making process for quorum or voting purposes.
14. CONFLICTS OF INTEREST
14.1 Whenever a Director finds himself or herself in a situation that is reasonably likely to give rise to a Conflict of Interest, he or she must declare his or hers interest to the Directors unless, or except to the extent that, the other Directors are or ought reasonably to be aware of it already.
14.2 Where a Director considers that the information relating to his or hers Conflict of Interest is sensitive information, and the Chair agrees, he or she need not declare that interest provided that, within 28 days of becoming aware of any change of circumstances which means that information excluded under this Article is no longer sensitive information, disclose the existence and nature of the interest.
14.3 In this Article, "sensitive information" means information:
(a) that is held by the Director under obligations of confidence to a third party such that the use or application of such information in relation to the Company’s affairs would amount to a breach of that confidence; or
(b) whose availability for inspection by the public creates, or is likely to create, a serious risk that the Director or a person who lives with the Director may be subjected to violence or intimidation.
(i) If a question arises as to whether a Director has a Conflict of Interest, the question shall be decided by a majority decision of the other Directors
14.4 Whenever a matter is to be discussed at a meeting or decided in accordance with Article 8 and a Director has a Conflict of Interest in respect of that matter then, subject to Article 14.5, he or she must:-
(a) remain only for such part of the meeting as in the view of the other Directors is necessary to inform the debate,
(b) not be counted in the quorum for that part of the meeting, and
(c) withdraw during the vote and have no vote on the matter.
14.5 The Directors have power to authorise a Director to be in a position of Conflict of Interest provided:-
(a) in relation to the decision to authorise a Conflict of Interest, the conflicted Director must comply with Article 14.4;
(b) that in their reasonable opinion, the Director's Conflict of Interest is unlikely to materially affect his or her ability to vote without prejudice;
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(c) in authorising a Conflict of Interest, the Directors can decide the manner in which the Conflict of Interest may be dealt with and, for the avoidance of doubt, they can decide that the Director with a Conflict of Interest can participate in a vote on the matter and can be counted in the quorum; and
(d) the decision to authorise a Conflict of Interest can impose such terms as the Directors think fit and is subject always to their right to vary or terminate the authorisation.
14.6 If a matter, or office, employment or position, has been authorised by the Directors in accordance with Article 14.5 then, even if he or she has been authorised to remain at the meeting by the other Directors, the Director may absent himself or herself from meetings of the Directors at which anything relating to that matter, or that office, employment or position, will or may be discussed
14.7 A Director shall not be accountable to the Company for any benefit which he or she derives from any matter, or from any office, employment or position, which has been authorised by the Directors in accordance with Article 14.5 (subject to any limits or conditions to which such approval was subject).
14.8 The Directors shall cause a register of Directors’ interests to be kept. A Director must declare the nature and extent of any interest, direct or indirect, that he or she has which does or could reasonably amount to a Conflict of Interest
15. RECORDS OF DECISIONS TO BE KEPT
15.1 The Directors must ensure that the Company keeps a record, in Writing, for at least 10 years from the date of the decision recorded, of every unanimous or majority decision taken by the Directors. Where decisions of Directors are taken by Electronic Means, such decisions shall be recorded by the Directors in permanent form so that they may be read with the naked eye.
15.2 Unless otherwise agreed by the Directors, the minutes of meetings shall be taken by a representative of the democratic services department (or closest equivalent from time to time) of Cornwall Council.
16. DIRECTORS’ DISCRETION TO MAKE FURTHER RULES
Subject to the Articles, the Directors may make any rule which they think fit about how they take decisions, and about how such rules are to be recorded or communicated to Directors.
NUMBERS AND APPOINTMENT OF DIRECTORS
17. METHODS OF APPOINTING DIRECTORS
17.1 The Company shall have the following Directors:-
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(a) up to four Public Sector Directors appointed in accordance with Article 17.2;
(b) such number of Private Sector Directors appointed in accordance with Article 17.5, up to a maximum of fifteen, so as to ensure that at all times the total number of Private Sector Directors and the Chair is greater than the number of Public Sector Directors;
(c) the Chair appointed in accordance with Article 17.9; and
(d) up to five Directors co-opted in accordance with Article 17.11.
Public Sector Directors
17.2 Cornwall Council has the right to appoint up to three elected members, and the Council of the Isles of Scilly has the right to appoint one elected member, as Public Sector Directors. Such appointments are to take effect when notified to the Company in writing and delivered to the Registered Office, a Directors' meeting or the Secretary or when notified to the Company in writing by Electronic Means.
17.3 Subject to Article 17.4 and Article 18, a Public Sector Director is to hold office indefinitely.
17.4 The Council which appointed an individual as a Public Sector Director in accordance with Article 17.2 is entitled to remove him or her at any time by notifying the Company in writing and delivering such notification to the Registered Office, a Directors' meeting or the Secretary or by notifying the Company in writing by Electronic Means.
Private Sector Directors
17.5 In accordance with Article 5 the Directors shall convene a Nominations Committee, comprising of at least two Directors, to conduct an open recruitment procedure for Private Sector Directors in line with the Nolan Principles. The Nominations Committee shall be responsible for nominating individuals for appointment, subject to Article 17.6, by an Ordinary Resolution of the Members as Private Sector Directors.
17.6 When considering individuals for appointment as Private Sector Directors, the Members shall:-
(a) take account of the need for the Private Sector Directors to be representative of the community served by the Company; and
(b) ensure that the individuals are Private Sector Individuals.
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17.7 Subject to Article 17.8 and Article 18 a Private Sector Director is to hold office for a period of three years.
17.8 An individual may only be reappointed as a Private Sector Director in accordance with Article 17.5 if he or she has served for less than six years, consecutively or otherwise.
Chair
17.9 Following an open recruitment procedure in line with the Nolan Principles, the Nominations Committee shall nominate a Private Sector Individual for appointment by the Directors as the Chair for a three year term of office, subject to Article 17.10, Article 17.11 and Article 18. For the avoidance of doubt, an individual so appointed shall also be a Director.
17.10 Before the expiry of the Chair's term of office in accordance with Article 17.9, the Directors may decide to extend his or her term of office for a further three years. An individual must not serve as the Chair for more than six years, consecutively or otherwise, save for in accordance with Article 17.11.
17.11 Before the expiry of the Chair's second term of office in accordance with Article 17.10, the Directors may decide to extend his or her term of office for a further period of up to three years, such period to be at the absolute discretion of the Directors and only if the Directors resolve that exceptional circumstances exist to justify such extension. An individual must not serve as the Chair for more than nine years, consecutively or otherwise.
Co-opted Directors
17.12 The Directors may co-opt up to five Private Sector individuals who have specialist knowledge that, in the reasonable opinion of the Directors, will benefit the Company, as Co-opted Directors for a fixed term of one year, subject to Article 18.
17.13 An individual may not be re-appointed as a Co-opted Director.
18. TERMINATION OF DIRECTOR’S APPOINTMENT
18.1 A person ceases to be a Director as soon as:
(a) that person ceases to be a Director by virtue of any provision of the Companies Act 2006 or is prohibited from being a Director by law;
(b) a Bankruptcy order is made against that person;
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(c) a composition is made with that person’s creditors generally in satisfaction of that person’s debts;
(d) by reason of that person’s mental health, a court makes an order which wholly or partly prevents that person from personally exercising any powers or rights which that person would otherwise have;
(e) notification is received by the Company from the Director that the Director is resigning from office, and such resignation has taken effect in accordance with its terms;
(f) being a Public Sector Director, that person is removed from office in accordance with Article 17.4;
(g) being a Private Sector Director, that person comes to the end of his or her term of office under Article 17.7, or has served for a total of six years consecutively or otherwise or, if that person is also the Chair, has come to the end of his or her term of office under Article 18.1(h);
(h) being the Chair, that person comes to the end of his or her term of office under Article 17.9 or has served for a total of up to nine years (or such other period as determined by the Directors in accordance with Article 17.11) consecutively or otherwise, or ceases to be employed by the Company in the capacity of the Chair;
(i) being a Co-opted Director, that person comes to the end of his or her term of office under Article 17.11;
(j) a resolution is passed at a Directors' meeting that the Director be removed from office, provided the meeting has invited the views of the Director concerned and considered the matter in the light of such views; or
(k) that person ceases to be a Member of the Company.
18.2 The Company may require a Director to retire in the event that such Director has failed to attend a board meeting in any six month period.
19. DIRECTORS’ REMUNERATION
19.1 Subject to Article 19.3, Directors may undertake any services for the Company that the Directors decide.
19.2 The Chair, as an employee of the Company, is entitled to such remuneration as the Directors determine.
19.3 Subject to Article 19.2, a Director is only entitled to such remuneration and / or the reimbursement of reasonable expenses to the extent permitted in the Company's remuneration and expenses policy.
20. DIRECTORS’ EXPENSES
20.1 The Company may pay any reasonable expenses which the Directors properly incur in connection with their attendance at:
(a) meetings of Directors or committees of Directors; or
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(b) Members’ General Meetings, or otherwise in connection with the exercise of their powers and the discharge of their responsibilities in relation to the Company.
PART 3 MEMBERS
BECOMING AND CEASING TO BE A MEMBER
21. APPLICATIONS FOR MEMBERSHIP
21.1 Cornwall Council and the Council of the Isles of Scilly shall be Members of the Company together with any other person (here meaning a human being) approved under article 21.2.
21.2 No person (here meaning a human being) shall become a Member of the Company unless the Directors have approved the application.
21.3 Every person who wishes to become a Member shall deliver to the Company an application for membership in such form (and containing such information) as the Directors require.
21.4 Subject to Article 21.3, each Director, except for the Public Sector Directors appointed in accordance with Article 17.2, shall be a Member.
21.5 Each of Cornwall Council and the Council of the Isles of Scilly shall appoint one of the individuals appointed by them as a Public Sector Director in accordance with Article 17.2 to act as their respective authorised representative at Members' General Meetings until such time as the individual ceases to be a Public Sector Director in accordance with Article 18.
22. TERMINATION OF MEMBERSHIP
22.1 Subject to Article 22.4, a Member may withdraw from Membership of the Company by giving not less than 28 days’ notice to the Company in Writing.
22.2 Membership is not transferable.
22.3 The membership of a Private Sector Member terminates when:-
(a) the Member dies; or
(b) the Member ceases to be a Director of the Company.
22.4 The membership of a Public Sector Member can only terminate:-
(a) with the consent of the entire membership of the Company; or
(b) if such Public Sector Member ceases to exist.
ORGANISATION OF MEMBERS’ GENERAL MEETINGS
23A. CALLING AND NOTICE OF MEMBERS' GENERAL MEETINGS
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23A.1 The Company shall hold an Annual General Meeting at least once every calendar year in Cornwall or the Isles of Scilly and such meeting shall be open to the public.
23A.2 The Directors may call a Members' General Meeting at any time and must call a Members' General Meeting if required to do so by the Members under the Companies Acts.
23A.3 All Members' General Meetings (including the Annual General Meeting) must be called by either:
(a) at least 14 Clear Days’ notice; or
(b) shorter notice if it is so agreed by a 90% majority of the Members having a right to attend and vote at that Meeting.
23A.4 Every notice calling a Members' General Meeting must specify the place, day and time of the Meeting, whether it is a General or an Annual General Meeting, and the agenda for the Meeting.
23A.5 If a Special Resolution is to be proposed, the notice must include the proposed resolution and specify that it is proposed as a Special Resolution.
23A.6 In every notice calling a Members' General Meeting there must appear with reasonable prominence a statement informing the Member of his or her rights to appoint another person as his or her proxy at a Members' General Meeting.
23A.7 Notice of a Members' General Meeting must be given to every Member, to the Directors and to the auditors of the Company.
23. ATTENDANCE AND SPEAKING AT MEMBERS’ GENERAL MEETINGS
23.1 A person is able to exercise the right to speak at a Members’ General Meeting when that person is in a position to communicate to all those attending the meeting, during the meeting, any information or opinions which that person has on the business of the meeting.
23.2 A person is able to exercise the right to vote at a Members’ General Meeting when:
(a) that person is able to vote, during the meeting, on resolutions put to the vote at the meeting, and
(b) that person’s vote can be taken into account in determining whether or not such resolutions are passed at the same time as the votes of all the other persons attending the meeting.
23.3 The Directors may make whatever arrangements they consider appropriate to enable those attending a Members’ General Meeting to exercise their rights to speak or vote at it.
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23.4 In determining attendance at a Members’ General Meeting, it is immaterial whether any two or more Members attending it are in the same place as each other.
23.5 Two or more persons who are not in the same place as each other attend a Members’ General Meeting if their circumstances are such that if they have (or were to have) rights to speak and vote at that meeting, they are (or would be) able to exercise them.
24. QUORUM FOR MEMBERS’ GENERAL MEETINGS
24.1 No business other than the appointment of the Chair of the Meeting in accordance with Article 25 is to be transacted at a Members’ General Meeting if the persons attending it do not constitute a quorum.
24.2 The quorum for Members’ General Meetings shall be five Members or one third of the total number of Members, whichever is the greater, present in person or by proxy or by authorised representative, and a Members' meeting shall not be quorate unless there is a majority of Private Sector Members present in person or by proxy.
25. CHAIRING MEMBERS’ GENERAL MEETINGS
25.1 The Chair shall chair Members’ General Meetings if present and willing to do so. In his or her absence, or in the event that he or she is unwilling, the Vice-Chair, or when both are absent or unwilling, another Private Sector Member nominated by the Members present shall preside as chair of each Members' General Meeting. The person chairing a meeting in accordance with this Article is referred to as “the Chair of the Meeting”.
26. ATTENDANCE AND SPEAKING BY DIRECTORS AND NON-MEMBERS
26.1 Directors may attend and speak at Members’ General Meetings, whether or not they are Members.
26.2 The Chair of the Meeting must permit other persons who are not Members of the Company to attend and, with the permission of the Chair of the Meeting, to speak at the Annual General Meeting and may do so for other Members' Meetings.
26.3 The Chair of the Meeting has the right to exclude a person who is not a Member from any part of a Members' Meeting when, in his or her reasonable opinion, it is in the best interests of the Company to do so.
27. ADJOURNMENT
27.1 If the persons attending a Members’ General Meeting within half an hour of the time at which the meeting was due to start do not constitute a quorum, or if during a meeting a quorum ceases to be present, the Chair of the Meeting must adjourn it.
27.2 The Chair of the Meeting may adjourn a Members’ General Meeting at which a quorum is present if:
(a) the meeting consents to an adjournment; or
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(b) it appears to the Chair of the Meeting that an adjournment is necessary to protect the safety of any person attending the meeting or ensure that the business of the meeting is conducted in an orderly manner.
27.3 The Chair of the Meeting must adjourn a Members’ General Meeting if directed to do so by the meeting.
27.4 When adjourning a Members’ General Meeting, the Chair of the Meeting must:
(a) either specify the time and place to which it is adjourned or state that it is to continue at a time and place to be fixed by the Directors, and
(b) have regard to any directions as to the time and place of any adjournment which have been given by the meeting.
27.5 If the continuation of an adjourned meeting is to take place more than 14 days after it was adjourned, the Company must give at least 7 clear days’ notice of it (that is, excluding the day of the adjourned meeting and the day on which the notice is given):
(a) to the same persons to whom notice of the Company’s Members’ General Meetings is required to be given; and
(b) containing the same information which such notice is required to contain;
(c) No business may be transacted at an adjourned Members’ General Meeting which could not properly have been transacted at the meeting if the adjournment had not taken place.
VOTING AT MEMBERS’ GENERAL MEETINGS
28. VOTING: GENERAL
28.1 A resolution put to the vote of a Members’ General Meeting must be decided on a show of hands unless a poll is duly demanded in accordance with the Articles.
28.2 On a resolution or vote, Cornwall Council shall be entitled to cast three votes via its authorised representative. Every other Member shall be entitled to one vote.
29. ERRORS AND DISPUTES
29.1 No objection may be raised to the qualification of any person voting at a Members’ General Meeting except at the meeting or adjourned meeting at which the vote objected to is tendered, and every vote not disallowed at the meeting is valid.
29.2 Any such objection must be referred to the Chair of the Meeting whose decision is final.
30. POLL VOTES
30.1 A poll on a resolution may be demanded:
(a) in advance of the Members’ General Meeting where it is to be put to the vote; or
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(b) at a Members’ General Meeting, either before a show of hands on that resolution or immediately after the result of a show of hands on that resolution is declared.
30.2 A poll may be demanded by:
(a) the Chair of the Meeting;
(b) the Directors;
(c) two or more persons having the right to vote on the resolution; or
(d) a person or persons representing not less than one tenth of the total voting rights of all the Members having the right to vote on the resolution.
30.3 A demand for a poll may be withdrawn if:
(a) the poll has not yet been taken; and
(b) the Chair of the Meeting consents to the withdrawal.
30.4 Polls must be taken immediately and in such manner as the Chair of the Meeting directs.
31. CONTENT OF PROXY NOTICES
31.1 Proxies may only validly be appointed by a notice in Writing (a “proxy notice”) which:
(a) states the name and address of the Member appointing the proxy;
(b) identifies the person appointed to be that Member’s proxy and the Members’ General Meeting in relation to which that person is appointed;
(c) is signed by or on behalf of the Member appointing the proxy, or is authenticated in such manner as the Directors may determine; and
(d) is delivered to the Company in accordance with the Articles and any instructions contained in the notice of the Members’ General Meeting to which they relate.
31.2 The Company may require proxy notices to be delivered in a particular form, and may specify different forms for different purposes.
31.3 Proxy notices may specify how the proxy appointed under them is to vote (or that the proxy is to abstain from voting) on one or more resolutions.
31.4 Unless a proxy notice indicates otherwise, it must be treated as:
(a) allowing the person appointed under it as a proxy discretion as to how to vote on any ancillary or procedural resolutions put to the meeting; and
(b) appointing that person as a proxy in relation to any adjournment of the Members’ General Meeting to which it relates as well as the meeting itself.
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32. DELIVERY OF PROXY NOTICES
32.1 A person who is entitled to attend, speak or vote (either on a show of hands or on a poll) at a Members’ General Meeting remains so entitled in respect of that meeting or any adjournment of it, even though a valid proxy notice has been delivered to the Company by or on behalf of that person.
32.2 An appointment under a proxy notice may be revoked by delivering to the Company a notice in Writing given by or on behalf of the person by whom or on whose behalf the proxy notice was given.
32.3 A notice revoking a proxy appointment only takes effect if it is delivered before the start of the meeting or adjourned meeting to which it relates.
32.4 If a proxy notice is not executed by the person appointing the proxy, it must be accompanied by written evidence of the authority of the person who executed it to execute it on the appointor’s behalf.
33. AMENDMENTS TO RESOLUTIONS
33.1 An Ordinary Resolution to be proposed at a Members’ General Meeting may be amended by Ordinary Resolution if:
(a) notice of the proposed amendment is given to the Company in Writing by a person entitled to vote at the Members’ General Meeting at which it is to be proposed not less than 48 hours before the meeting is to take place (or such later time as the Chair of the Meeting may determine); and
(b) the proposed amendment does not, in the reasonable opinion of the Chair of the Meeting, materially alter the scope of the resolution.
33.2 A Special Resolution to be proposed at a Members’ General Meeting may be amended by Ordinary Resolution, if:
(a) the Chair of the Meeting proposes the amendment at the Members’ General Meeting at which the resolution is to be proposed, and
(b) the amendment does not go beyond what is necessary to correct a grammatical or other non-substantive error in the resolution.
33.3 If the Chair of the Meeting, acting in good faith, wrongly decides that an amendment to a resolution is out of order, the Chair’s error does not invalidate the vote on that resolution.
34. WRITTEN RESOLUTIONS
34.1 Subject to Article 34.3, a written resolution of the Company passed in accordance with this Article 34 shall have effect as if passed by the Company at a Members' General Meeting.
34.2 A written resolution is passed as an Ordinary Resolution if it is passed by a simple majority of the total voting rights of eligible Members.
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34.3 A written resolution is passed as a Special Resolution if it is passed by Members representing not less than 75% of the total voting rights of eligible Members. A written resolution is not a Special Resolution unless it states that it was proposed as a Special Resolution.
34.4 In relation to a resolution proposed as a written resolution of the Company the eligible Members are the members who would have been entitled to vote on the resolution on the circulation date of the resolution.
34.5 A Members’ resolution under the Companies Acts removing a Director or an auditor before the expiration of his or her term of office may not be passed as a written resolution.
34.6 A copy of the written resolution must be sent to every Member together with a statement informing the Member how to signify their agreement to the resolution and the date by which the resolution must be passed if it is not to lapse. Communications in relation to written notices shall be sent to the Company’s auditors in accordance with the Companies Acts.
34.7 A Member signifies their agreement to a proposed written resolution when the Company receives from him or her an authenticated Document identifying the resolution to which it relates and indicating his or her agreement to the resolution.
34.8 If the Document is sent to the Company in hard copy, it is authenticated if it bears the Member’s signature.
34.9 If the Document is sent to the Company by Electronic Means, it is authenticated if it is from an email Address notified by the member to the Company for the purposes of receiving Documents or information by Electronic Means.
34.10 A written resolution is passed when the required majority of eligible Members have signified their agreement to it.
34.11 A proposed written resolution lapses if it is not passed within 28 days beginning with the circulation date.
PART 4 ADMINISTRATIVE ARRANGEMENTS
35. MEANS OF COMMUNICATION TO BE USED
35.1 Subject to the Articles, anything sent or supplied by or to the Company under the Articles may be sent or supplied in any way in which the Companies Act 2006 provides for Documents or information which are authorised or required by any provision of that Act to be sent or supplied by or to the Company.
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35.2 Subject to the Articles, any notice or Document to be sent or supplied to a Director in connection with the taking of decisions by Directors may also be sent or supplied by the means by which that Director has asked to be sent or supplied with such notices or Documents for the time being.
35.3 A Director may agree with the Company that notices or Documents sent to that Director in a particular way are to be deemed to have been received within a specified time of their being sent, and for the specified time to be less than 48 hours.
35.4 Any notice, Document or other information shall be deemed served on or delivered to the intended recipient:
(a) if properly addressed and sent by prepaid United Kingdom first class post to an address in the United Kingdom, 48 hours after it was posted (or five Business Days after posting either to an address outside the United Kingdom or from outside the United Kingdom to an address within the United Kingdom, if (in each case) sent by reputable international overnight courier addressed to the intended recipient, provided that delivery in at least five Business Days was guaranteed at the time of sending and the sending party receives a confirmation of delivery from the courier service provider);
(b) if properly addressed and delivered by hand, when it was given or left at the appropriate address;
(c) if properly addressed and sent or supplied by Electronic Means, one hour after the Document or information was sent or supplied; and
(d) if sent or supplied by means of a website, when the material is first made available on the website or (if later) when the recipient receives (or is deemed to have received) notice of the fact that the material is available on the website.
35.5 For the purposes of this Article, no account shall be taken of any part of a day that is not a Business Day.
35.6 In proving that any notice, Document or other information was properly addressed, it shall be sufficient to show that the notice, Document or other information was delivered to an address permitted for the purpose by the Companies Acts.
36. COMPANY SEALS
36.1 Any common seal may only be used by the authority of the Directors.
36.2 The Directors may decide by what means and in what form any common seal is to be used.
36.3 Unless otherwise decided by the Directors, if the Company has a common seal and it is affixed to a Document, the Document must also be signed by at least one authorised person in the presence of a witness who attests the signature.
36.4 For the purposes of this Article, an authorised person is:
(a) any Director of the Company;
(b) the company secretary (if any); or
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(c) any person authorised by the Directors for the purpose of signing Documents to which the common seal is applied.
37. NO RIGHT TO INSPECT ACCOUNTS AND OTHER RECORDS
Except as provided by law or authorised by the Directors or an Ordinary Resolution of the Company, no person is entitled to inspect any of the Company’s accounting or other records or Documents merely by virtue of being a Member.
38. PROVISION FOR EMPLOYEES ON CESSATION OF BUSINESS
The Directors may decide to make provision for the benefit of persons employed or formerly employed by the Company or any of its subsidiaries (other than a Director or former Director or shadow Director) in connection with the cessation or transfer to any person of the whole or part of the undertaking of the Company or that subsidiary.
DIRECTORS’ INDEMNITY AND INSURANCE
39. INDEMNITY
39.1 Subject to Article 39.2, a relevant Director of the Company or an associated company may be indemnified out of the Company’s assets against:
(a) any liability incurred by that Director in connection with any negligence, default, breach of duty or breach of trust in relation to the Company or an associated company;
(b) any liability incurred by that Director in connection with the activities of the Company or an associated company in its capacity as a trustee of an occupational pension scheme (as defined in section 235(6) of the Companies Act 2006); and
(c) any other liability incurred by that Director as an officer of the Company or an associated company including any liability incurred by him or her in defending any civil or criminal proceedings, in which judgment is given in his or hers favour or in which he or she is acquitted or the proceedings are otherwise disposed of without any finding or admission of any material breach of duty on his or hers part or in connection with any application in which the court grants him, in his or hers capacity as a relevant officer, relief from liability for negligence, default, breach of duty or breach of trust in relation to the company’s (or any associated company’s) affairs.
39.2 This Article does not authorise any indemnity which would be prohibited or rendered void by any provision of the Companies Acts or by any other provision of law.
39.3 The Company may provide any relevant officer with funds to meet expenditure incurred or to be incurred by him or her in connection with any proceedings or application referred to in Article 39.1 and otherwise may take any action to enable any such relevant officer to avoid incurring such expenditure.
39.4 In this Article:
(a) companies are associated if one is a Subsidiary of the other or both are subsidiaries of the same body corporate; and
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(b) a “relevant Director” means any Director or former Director of the Company or an associated company.
40. INSURANCE
40.1 The Directors may decide to purchase and maintain insurance, at the expense of the Company, for the benefit of any relevant Director in respect of any relevant loss.
40.2 In this Article:
(a) a “relevant Director” means any Director or former Director of the Company or an associated company;
(b) a “relevant loss” means any loss or liability which has been or may be incurred by a relevant Director in connection with that Director’s duties or powers in relation to the Company, any associated company or any pension fund or employees’ share scheme of the Company or associated company; and
(c) companies are associated if one is a Subsidiary of the other or both are subsidiaries of the same body corporate.
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No. 07471437
THE COMPANIES ACT 2006
PRIVATE COMPANY LIMITED BY GUARANTEE
ARTICLES OF ASSOCIATION
OF
CORNWALL AND ISLES OF SCILLY LOCAL ENTERPRISE PARTNERSHIP LIMITED
(As amended by special resolutions passed on 25 July 2013 and , 18 June 2019 and [ ] 2021)
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CONTENTS
CLAUSE 1. Defined terms ...... 1 2. Liability of Members ...... 3 3. Directors’ general authority ...... 3 4. Members’ reserve power ...... 3 5. Directors may delegate ...... 34 6. Committees ...... 4 7. Directors to take decisions collectively ...... 4 8. Unanimous decisions ...... 4 9. Calling a Directors’ meeting ...... 5 10. Participation in Directors’ meetings and Observers ...... 5 11. Quorum for Directors’ meetings...... 6 12. Chairing of Directors’ meetings and appointment of Vice ChairmanChair ...... 6 13. Casting vote ...... 67 14. Conflicts of interest ...... 7 15. Records of decisions to be kept ...... 8 16. Directors’ discretion to make further rules ...... 8 17. Methods of appointing Directors ...... 8 18. Termination of Director’s appointment ...... 10 19. Directors’ remuneration...... 11 20. Directors’ expenses ...... 11 21. Applications for Membership ...... 1112 22. Termination of Membership ...... 12 23A Calling and Notice of members' General Meetings…………………………...12Meetings……………… …………...12 23. Attendance and speaking at Members’ General Meetings ...... 13 24. Quorum for Members’ General Meetings ...... 1314 25. Chairing Members’ General Meetings ...... 14 26. Attendance and speaking by Directors and non-Members ...... 14 27. Adjournment ...... 14 28. Voting: general ...... 15 29. Errors and disputes ...... 15 30. Poll votes ...... 15 31. Content of proxy notices ...... 16 32. Delivery of proxy notices ...... 1617 33. Amendments to resolutions ...... 17 34. Annual Meeting ...... 17 35. Means of communication to be used ...... 18 36. Company seals ...... 19 37. No right to inspect accounts and other records ...... 1920 38. Provision for employees on cessation of business ...... 1920 39. Indemnity ...... 20 40. Insurance ...... 2021
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AGREED TERMS
PART 1 INTERPRETATION AND LIMITATION OF LIABILITY
1. DEFINED TERMS
1.1 In the Articles, unless the context requires otherwise:
Annual General Meeting means the Members' General Meeting held annually in accordance with Article 23A.1;
Articles means the Company’s articles of association;
Bankruptcy includes individual insolvency proceedings in a jurisdiction other than England and Wales or Northern Ireland which have an effect similar to that of Bankruptcy;
Business Day means any day (other than a Saturday, Sunday or public holiday in the United Kingdom) on which clearing banks in the City of London are generally open for business;
Chairman Chair means the individual appointed as the Chairman Chair of the Company in accordance with Article 17.9;
Chairman Chair of the Meeting has the meaning given in Article 25;
Companies Acts means the Companies Acts (as defined in section 2 of the Companies Act 2006), in so far as they apply to the Company;
Company means the company intended to be regulated by these Articles; Connected Person means:
(a) a member of a Director's family or any person with whom a Director has a close association; or
(b) any person or body:
(i) who employs or has appointed such persons;
(ii) to whom such person provides goods or services
(iii) in which such person is a partner, or
(iv) of which such person is a director;
(v) of which such person is a shareholder;
Conflict of Interest means any situation in which a Director (or Connected Person) has a personal interest, or an interest that he or she owes to another body, which may (or may appear to) influence or affect his or her decision making;
Co-opted Director means an individual appointed as a Co-opted Director in accordance with Article 17.11;
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Cornwall Council means the unitary authority which administers the county of Cornwall, except for the Isles of Scilly, and includes any successor body to its statutory functions;
Director means a Director of the Company, and includes any person occupying the position of Director, by whatever name called;
Document includes, unless otherwise specified, any Document sent or supplied by Electronic Means;
Electronic Means has the meaning given in section 1168 of the Companies Act 2006;
Eligible Directors means a Director who would be entitled to vote on the matter at a meeting of Directors (but excluding any Director whose vote is not to be counted in respect of the particular matter);
Isles of Scilly Council means the unitary authority which administers the Isles of Scilly and includes any successor body to its statutory functions;
Member has the meaning given in section 112 of the Companies Act 2006;
Members’ General Meeting means a meeting of the Members;
Nolan Principles means the seven principles of public life as set out by the Committee on Standards in Public Life (as amended from time to time
Nominations Committee is the committee convened by the Directors in accordance with Article 17.5;
Observer means a person (other than a Director) who is present at a Directors' meeting in accordance with Article 10.4;
Ordinary Resolution has the meaning given in section 282 of the Companies Act 2006;
Participate, in relation to a Directors’ meeting, has the meaning given in Article 10;
Private Sector Individual means an individual who is or has been, employed by an organisation not included as central government, local government or a public corporation as defined for the UK National Accounts;
Private Sector Director means an individual appointed as a Director in accordance with Article 17.5;
Private Sector Member means a Member who is not a Public Sector Member;
Proxy Notice has the meaning given in Article 31;
Public Sector Director means an individual appointed as a Director in accordance with Article 17.2;
Public Sector Member means any of:
1. Cornwall Council; or
2. The Council of the Isles of Scilly
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Special Resolution has the meaning given in section 283 of the Companies Act 2006;
Subsidiary has the meaning given in section 1159 of the Companies Act 2006;
UK National Accounts means core accounts for the UK economy as a whole as published by the Office for National Statistics;
Vice Chairman Chair means the Private Sector Director appointed to be Vice- Chairman Vice-Chair of the Company in accordance with Article 12; and
Writing means the representation or reproduction of words, symbols or other information in a visible form by any method or combination of methods, whether sent or supplied by Electronic Means or otherwise.
1.2 Unless the context otherwise requires, other words or expressions contained in these Articles bear the same meaning as in the Companies Act 2006 as in force on the date when these Articles become binding on the Company.
2. LIABILITY OF MEMBERS
2.1 The liability of each Member is limited to £1, being the amount that each Member undertakes to contribute to the assets of the Company in the event of its being wound up while he or she is a Member or within one year after he or she ceases to be a Member, for:
(a) payment of the Company’s debts and liabilities contracted before he or she ceases to be a Member,
(b) payment of the costs, charges and expenses of winding up, and
(c) adjustment of the rights of the contributories among themselves.
PART 2 DIRECTORS
DIRECTORS’ POWERS AND RESPONSIBILITIES
3. DIRECTORS’ GENERAL AUTHORITY
Subject to the Articles, the Directors are responsible for the management of the Company’s business, for which purpose they may exercise all the powers of the Company.
4. MEMBERS’ RESERVE POWER
4.1 The Members may, by Special Resolution, direct the Directors to take, or refrain from taking, specified action.
4.2 No such Special Resolution invalidates anything which the Directors have done before the passing of the resolution.
5. DIRECTORS MAY DELEGATE
5.1 Subject to the Articles, the Directors may delegate any of the powers which are conferred on them under the Articles:
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(a) to such person or committee;
(b) by such means (including by power of attorney);
(c) to such an extent;
(d) in relation to such matters or territories; and
(e) on such terms and conditions,
as they think fit.
5.2 If the Directors so specify, any such delegation may authorise further delegation of the Directors’ powers by any person to whom they are delegated.
5.3 The Directors may revoke any delegation in whole or part, or alter its terms and conditions.
6. COMMITTEES
6.1 Committees to which the Directors delegate any of their powers must follow procedures which are based as far as they are applicable on those provisions of the Articles which govern the taking of decisions by Directors.
6.2 The Directors may make rules of procedure for all or any committees, which prevail over rules derived from the Articles if they are not consistent with them.
DECISION-MAKING BY DIRECTORS’
7. DIRECTORS TO TAKE DECISIONS COLLECTIVELY
7.1 The general rule about decision-making by Directors is that any decision of the Directors must be either a majority decision at a meeting or a decision taken in accordance with Article 8.
7.2 If:
(a) the Company only has one Director, and
(b) no provision of the Articles requires it to have more than one Director,
the general rule does not apply, and the Director may take decisions without regard to any of the provisions of the Articles relating to Directors’ decision-making.
8. UNANIMOUS DECISIONS
8.1 A decision of the Directors is taken in accordance with this Article when all Eligible Directors indicate to each other by any means that they share a common view on a matter.
8.2 Such a decision may take the form of a resolution in Writing, copies of which have been signed by each Eligible Director or to which each Eligible Director has otherwise indicated agreement in Writing.
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8.3 A decision may not be taken in accordance with this Article if the Eligible Directors would not have formed a quorum at a Directors' meeting at which the matter was proposed as a resolution.
9. CALLING A DIRECTORS’ MEETING
9.1 Any Director may call a Directors’ meeting by giving not less than seven days’ written notice of the meeting to the Directors or by authorising the company secretary (if any) to give such notice.
9.2 Notice of any Directors’ meeting must indicate:
(a) its proposed date and time;
(b) where it is to take place; and
(c) if it is anticipated that Directors participating in the meeting will not be in the same place, how it is proposed that they should communicate with each other during the meeting.
9.3 Notice of a Directors’ meeting must be given to each Director, but need not be in Writing.
9.4 Notice of a Directors’ meeting need not be given to Directors who waive their entitlement to notice of that meeting, by giving notice to that effect to the Company not more than 7 days after the date on which the meeting is held. Where such notice is given after the meeting has been held, that does not affect the validity of the meeting, or of any business conducted at it.
10. PARTICIPATION IN DIRECTORS’ MEETINGS AND OBSERVERS
10.1 Subject to the Articles, Directors Participate in a Directors’ meeting, or part of a Directors’ meeting, when:
(a) the meeting has been called and takes place in accordance with the Articles; and
(b) they can each communicate to the others any information or opinions they have on any particular item of the business of the meeting.
10.2 In determining whether Directors are participating in a Directors’ meeting, it is irrelevant where any Director is or how they communicate with each other.
10.3 If all the Directors participating in a meeting are not in the same place, they may decide that the meeting is to be treated as taking place wherever any of them is.
10.4 Subject to Article 10.7, the Directors may allow individuals who are not Directors to attend a Directors' meeting as Observers on whatever terms the Directors decide.
10.5 Observers may not vote but may take part in discussions with the prior consent of the ChairmanChair.
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10.6 The Directors may exclude Observers from any part of a Directors' meeting where the Directors consider the business is private.
10.7 The Directors must exclude an Observer from any Directors' meeting at which a possible personal benefit to him or her is being considered.
11. QUORUM FOR DIRECTORS’ MEETINGS
11.1 At a Directors’ meeting, unless a quorum is participating, no proposal is to be voted on, except a proposal to call another meeting.
11.2 The quorum for Directors’ meetings shall be five Eligible Directors or one-third of the total number of Directors, whichever is the greater, and a Directors' meeting shall not be quorate unless there is a majority of Private Sector Directors present.
11.3 If the total number of Directors for the time being is less than the quorum required, the Directors must not take any decision other than a decision:
(a) to appoint further Directors; or
(b) to call a Members’ General Meeting so as to enable the Members to appoint further Directors; or
(c) to adjourn the meeting.
12. CHAIRING OF DIRECTORS’ MEETINGS AND APPOINTMENT OF VICE Chairman CHAIR
12.1 The Directors must appoint one of the Private Sector Directors to be the Vice-Chairman Vice-Chair of the Company for a three year term of office.
12.2 The Vice-Chairman Vice-Chair will cease to hold office prior to the expiry of the term specified in accordance with Article 12.1 in the event that:-
(a) he is removed from the office of Vice-Chairman Vice-Chair by the Directors (in which case he or she will continue as a Private Sector Director); or
(b) he ceases to be a Director in accordance with Article 18.
12.3 An individual is eligible to put himself or herself forward for re-appointment as the Vice-Chairman Vice-Chair in accordance with Article 12.1 provided that no individual may serve as Vice-Chairman Vice-Chair for more than six years, consecutively or otherwise.
12.4 The Chair or, in his or her absence or in the event that he or she is unwilling, the Vice- Chairman Vice-Chair or when both are absent or unwilling, another Private Sector Director nominated by the Directors present shall preside as chair of each Directors’ meeting.
13. CASTING VOTE
13.1 If the numbers of votes for and against a proposal are equal, the Chairman Chair or other Director chairing the meeting has a casting vote.
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13.2 But this does not apply if, in accordance with the Articles, the Chairman Chair or other Director is not to be counted as participating in the decision-making process for quorum or voting purposes.
14. CONFLICTS OF INTEREST
14.1 Whenever a Director finds himself or herself in a situation that is reasonably likely to give rise to a Conflict of Interest, he or she must declare his or hers interest to the Directors unless, or except to the extent that, the other Directors are or ought reasonably to be aware of it already.
14.2 Where a Director considers that the information relating to his or hers Conflict of Interest is sensitive information, and the Chairman Chair agrees, he or she need not declare that interest provided that, within 28 days of becoming aware of any change of circumstances which means that information excluded under this Article is no longer sensitive information, disclose the existence and nature of the interest.
14.3 In this Article, "sensitive information" means information:
(a) that is held by the Director under obligations of confidence to a third party such that the use or application of such information in relation to the Company’s affairs would amount to a breach of that confidence; or
(b) whose availability for inspection by the public creates, or is likely to create, a serious risk that the Director or a person who lives with the Director may be subjected to violence or intimidation.
(i) If a question arises as to whether a Director has a Conflict of Interest, the question shall be decided by a majority decision of the other Directors
14.4 Whenever a matter is to be discussed at a meeting or decided in accordance with Article 8 and a Director has a Conflict of Interest in respect of that matter then, subject to Article 14.5, he or she must:-
(a) remain only for such part of the meeting as in the view of the other Directors is necessary to inform the debate,
(b) not be counted in the quorum for that part of the meeting, and
(c) withdraw during the vote and have no vote on the matter.
14.5 The Directors have power to authorise a Director to be in a position of Conflict of Interest provided:-
(a) in relation to the decision to authorise a Conflict of Interest, the conflicted Director must comply with Article 14.4;
(b) that in their reasonable opinion, the Director's Conflict of Interest is unlikely to materially affect his or her ability to vote without prejudice;
(c) in authorising a Conflict of Interest, the Directors can decide the manner in which the Conflict of Interest may be dealt with and, for the avoidance of doubt, they can decide that the Director with a Conflict of Interest can participate in a vote on the matter and can be counted in the quorum; and
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(d) the decision to authorise a Conflict of Interest can impose such terms as the Directors think fit and is subject always to their right to vary or terminate the authorisation.
14.6 If a matter, or office, employment or position, has been authorised by the Directors in accordance with Article 14.5 then, even if he or she has been authorised to remain at the meeting by the other Directors, the Director may absent himself or herself from meetings of the Directors at which anything relating to that matter, or that office, employment or position, will or may be discussed
14.7 A Director shall not be accountable to the Company for any benefit which he or she derives from any matter, or from any office, employment or position, which has been authorised by the Directors in accordance with Article 14.5 (subject to any limits or conditions to which such approval was subject).
14.8 The Directors shall cause a register of Directors’ interests to be kept. A Director must declare the nature and extent of any interest, direct or indirect, that he or she has which does or could reasonably amount to a Conflict of Interest
15. RECORDS OF DECISIONS TO BE KEPT
15.1 The Directors must ensure that the Company keeps a record, in Writing, for at least 10 years from the date of the decision recorded, of every unanimous or majority decision taken by the Directors. Where decisions of Directors are taken by Electronic Means, such decisions shall be recorded by the Directors in permanent form so that they may be read with the naked eye.
15.2 Unless otherwise agreed by the Directors, the minutes of meetings shall be taken by a representative of the democratic services department (or closest equivalent from time to time) of Cornwall Council.
16. DIRECTORS’ DISCRETION TO MAKE FURTHER RULES
Subject to the Articles, the Directors may make any rule which they think fit about how they take decisions, and about how such rules are to be recorded or communicated to Directors.
NUMBERS AND APPOINTMENT OF DIRECTORS
17. METHODS OF APPOINTING DIRECTORS
17.1 The Company shall have the following Directors:-
(a) up to four Public Sector Directors appointed in accordance with Article 17.2;
(b) such number of Private Sector Directors appointed in accordance with Article 17.5, up to a maximum of fifteen, so as to ensure that at all times the total
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number of Private Sector Directors and the Chair is greater than the number of Public Sector Directors;
(c) the Chair appointed in accordance with Article 17.9; and
(d) up to five Directors co-opted in accordance with Article 17.11.
Public Sector Directors
17.2 Cornwall Council has the right to appoint up to three elected members, and the Council of the Isles of Scilly has the right to appoint one elected member, as Public Sector Directors. Such appointments are to take effect when notified to the Company in writing and delivered to the Registered Office, a Directors' meeting or the Secretary in personor when notified to the Company in writing by Electronic Means.
17.3 Subject to Article 17.4 and Article 18, a Public Sector Director is to hold office indefinitely.
17.4 The Council which appointed an individual as a Public Sector Director in accordance with Article 17.2 is entitled to remove him at any time in the same way as it appointed himor her at any time by notifying the Company in writing and delivering such notification to the Registered Office, a Directors' meeting or the Secretary or by notifying the Company in writing by Electronic Means.
Private Sector Directors
17.5 In accordance with Article 5 the Directors shall convene a Nominations Committee, comprising of at least two Directors, to conduct an open recruitment procedure for Private Sector Directors in line with the Nolan Principles. The Nominations Committee shall be responsible for nominating individuals for appointment, subject to Article 17.6, by an Ordinary Resolution of the Members as Private Sector Directors.
17.6 When considering individuals for appointment as Private Sector Directors, the Members shall:-
(a) take account of the need for the Private Sector Directors to be representative of the community served by the Company; and
(b) ensure that the individuals are Private Sector Individuals.
17.7 Subject to Article 17.8 and Article 18 a Private Sector Director is to hold office for a period of three years.
17.8 An individual may only be reappointed as a Private Sector Director in accordance with Article 17.5 if he or she has served for less than six years, consecutively or otherwise.
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Chair
17.9 Following an open recruitment procedure in line with the Nolan Principles, the Nominations Committee shall nominate a Private Sector Individual for appointment by the Directors as the Chair for a three year term of office, subject to Article 17.10 , Article 17.11 and Article 18. For the avoidance of doubt, an individual so appointed shall also be a Director.
17.10 Before the expiry of the Chair's term of office in accordance with Article 17.9, the Directors may decide to extend his or her term of office for a further three years. An individual must not serve as the Chair for more than six years, consecutively or otherwise, save for in accordance with Article 17.11.
17.11 Before the expiry of the Chair's second term of office in accordance with Article 17.10, the Directors may decide to extend his or her term of office for a further period of up to three years, such period to be at the absolute discretion of the Directors and only if the Directors resolve that exceptional circumstances exist to justify such extension. An individual must not serve as the Chair for more than nine years, consecutively or otherwise.
Co-opted Directors
17.12 17.11The Directors may co-opt up to five Private Sector individuals who have specialist knowledge that, in the reasonable opinion of the Directors, will benefit the Company, as Co-opted Directors for a fixed term of one year, subject to Article 18.
17.13 17.12An individual may not be re-appointed as a Co-opted Director.
18. TERMINATION OF DIRECTOR’S APPOINTMENT
18.1 A person ceases to be a Director as soon as:
(a) that person ceases to be a Director by virtue of any provision of the Companies Act 2006 or is prohibited from being a Director by law;
(b) a Bankruptcy order is made against that person;
(c) a composition is made with that person’s creditors generally in satisfaction of that person’s debts;
(d) by reason of that person’s mental health, a court makes an order which wholly or partly prevents that person from personally exercising any powers or rights which that person would otherwise have;
(e) notification is received by the Company from the Director that the Director is resigning from office, and such resignation has taken effect in accordance with its terms;
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(f) being a Public Sector Director, that person is removed from office in accordance with Article 17.4;
(g) being a Private Sector Director, that person comes to the end of his or her term of office under Article 17.7, or has served for a total of six years consecutively or otherwise or, if that person is also the Chair, has come to the end of his or her term of office under Article 18.1(h);
(h) being the Chair, that person comes to the end of his or her term of office under Article 17.9 or has served for a total of six years up to nine years (or such other period as determined by the Directors in accordance with Article 17.11) consecutively or otherwise, or ceases to be employed by the Company in the capacity of the Chair;
(i) being a Co-opted Director, that person comes to the end of his or her term of office under Article 17.11;
(j) a resolution is passed at a Directors' meeting that the Director be removed from office, provided the meeting has invited the views of the Director concerned and considered the matter in the light of such views; or
(k) that person ceases to be a Member of the Company.
18.2 The Company may require a Director to retire in the event that such Director has failed to attend a board meeting in any six month period.
19. DIRECTORS’ REMUNERATION
19.1 Subject to Article 19.3, Directors may undertake any services for the Company that the Directors decide.
19.2 The Chair, as an employee of the Company, is entitled to such remuneration as the Directors determine.
19.3 Subject to Article 19.2, a Director is only entitled to such remuneration and / or the reimbursement of reasonable expenses to the extent permitted in the Company's remuneration and expenses policy.
20. DIRECTORS’ EXPENSES
20.1 The Company may pay any reasonable expenses which the Directors properly incur in connection with their attendance at:
(a) meetings of Directors or committees of Directors; or
(b) Members’ General Meetings, or otherwise in connection with the exercise of their powers and the discharge of their responsibilities in relation to the Company.
PART 3 MEMBERS
BECOMING AND CEASING TO BE A MEMBER
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21. APPLICATIONS FOR MEMBERSHIP
21.1 Cornwall Council and the Council of the Isles of Scilly shall be Members of the Company together with any other person (here meaning a human being) approved under article 21.2.
21.2 No person (here meaning a human being) shall become a Member of the Company unless the Directors have approved the application.
21.3 Every person who wishes to become a Member shall deliver to the Company an application for membership in such form (and containing such information) as the Directors require.
21.4 Subject to Article 21.3, each Director, except for the Public Sector Directors appointed in accordance with Article 17.2, shall be a Member.
21.5 Each of Cornwall Council and the Council of the Isles of Scilly shall appoint one of the individuals appointed by them as a Public Sector Director in accordance with Article 17.2 to act as their respective authorised representative at Members' General Meetings until such time as the individual ceases to be a Public Sector Director in accordance with Article 18.
22. TERMINATION OF MEMBERSHIP
22.1 Subject to Article 22.4, a Member may withdraw from Membership of the Company by giving not less than 28 days’ notice to the Company in Writing.
22.2 Membership is not transferable.
22.3 The membership of a Private Sector Member terminates when:-
(a) the Member dies; or
(b) the Member ceases to be a Director of the Company.
22.4 The membership of a Public Sector Member can only terminate:-
(a) with the consent of the entire membership of the Company; or
(b) if such Public Sector Member ceases to exist.
ORGANISATION OF MEMBERS’ GENERAL MEETINGS
23A. CALLING AND NOTICE OF MEMBERS' GENERAL MEETINGS
23A.1 The Company shall hold an Annual General Meeting at least once every calendar year in Cornwall or the Isles of Scilly and such meeting shall be open to the public.
23A.2 The Directors may call a Members' General Meeting at any time and must call a Members' General Meeting if required to do so by the Members under the Companies Acts.
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23A.3 All Members' General Meetings (including the Annual General Meeting) must be called by either:
(a) at least 14 Clear Days’ notice; or
(b) shorter notice if it is so agreed by a 90% majority of the Members having a right to attend and vote at that Meeting.
23A.4 Every notice calling a Members' General Meeting must specify the place, day and time of the Meeting, whether it is a General or an Annual General Meeting, and the agenda for the Meeting.
23A.5 If a Special Resolution is to be proposed, the notice must include the proposed resolution and specify that it is proposed as a Special Resolution.
23A.6 In every notice calling a Members' General Meeting there must appear with reasonable prominence a statement informing the Member of his or her rights to appoint another person as his or her proxy at a Members' General Meeting.
23A.7 Notice of a Members' General Meeting must be given to every Member, to the Directors and to the auditors of the Company.
23. ATTENDANCE AND SPEAKING AT MEMBERS’ GENERAL MEETINGS
23.1 A person is able to exercise the right to speak at a Members’ General Meeting when that person is in a position to communicate to all those attending the meeting, during the meeting, any information or opinions which that person has on the business of the meeting.
23.2 A person is able to exercise the right to vote at a Members’ General Meeting when:
(a) that person is able to vote, during the meeting, on resolutions put to the vote at the meeting, and
(b) that person’s vote can be taken into account in determining whether or not such resolutions are passed at the same time as the votes of all the other persons attending the meeting.
23.3 The Directors may make whatever arrangements they consider appropriate to enable those attending a Members’ General Meeting to exercise their rights to speak or vote at it.
23.4 In determining attendance at a Members’ General Meeting, it is immaterial whether any two or more Members attending it are in the same place as each other.
23.5 Two or more persons who are not in the same place as each other attend a Members’ General Meeting if their circumstances are such that if they have (or were to have) rights to speak and vote at that meeting, they are (or would be) able to exercise them.
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24. QUORUM FOR MEMBERS’ GENERAL MEETINGS
24.1 No business other than the appointment of the Chairman Chair of the Meeting in accordance with Article 25 is to be transacted at a Members’ General Meeting if the persons attending it do not constitute a quorum.
24.2 The quorum for Members’ General Meetings shall be five Members or one third of the total number of Members, whichever is the greater, present in person or by proxy or by authorised representative, and a Members' meeting shall not be quorate unless there is a majority of Private Sector Members present in person or by proxy.
25. CHAIRING MEMBERS’ GENERAL MEETINGS
25.1 The Chairman Chair shall chair Members’ General Meetings if present and willing to do so. In his or her absence, or in the event that he or she is unwilling, the Vice- ChairmanVice-Chair, or when both are absent or unwilling, another Private Sector Member nominated by the Members present shall preside as chair of each Members' General Meeting. The person chairing a meeting in accordance with this Article is referred to as “the Chairman Chair of the Meeting”.
26. ATTENDANCE AND SPEAKING BY DIRECTORS AND NON-MEMBERS
26.1 Directors may attend and speak at Members’ General Meetings, whether or not they are Members.
26.2 The Chairman Chair of the Meeting must permit other persons who are not Members of the Company to attend and, with the permission of the Chairman Chair of the Meeting, to speak at the Annual General Meeting and may do so for other Members' Meetings.
26.3 The Chairman Chair of the Meeting has the right to exclude a person who is not a Member from any part of a Members' Meeting when, in his or her reasonable opinion, it is in the best interests of the Company to do so.
27. ADJOURNMENT
27.1 If the persons attending a Members’ General Meeting within half an hour of the time at which the meeting was due to start do not constitute a quorum, or if during a meeting a quorum ceases to be present, the Chairman Chair of the Meeting must adjourn it.
27.2 The Chairman Chair of the Meeting may adjourn a Members’ General Meeting at which a quorum is present if:
(a) the meeting consents to an adjournment; or
(b) it appears to the Chairman Chair of the Meeting that an adjournment is necessary to protect the safety of any person attending the meeting or ensure that the business of the meeting is conducted in an orderly manner.
27.3 The Chairman Chair of the Meeting must adjourn a Members’ General Meeting if directed to do so by the meeting.
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27.4 When adjourning a Members’ General Meeting, the Chairman Chair of the Meeting must:
(a) either specify the time and place to which it is adjourned or state that it is to continue at a time and place to be fixed by the Directors, and
(b) have regard to any directions as to the time and place of any adjournment which have been given by the meeting.
27.5 If the continuation of an adjourned meeting is to take place more than 14 days after it was adjourned, the Company must give at least 7 clear days’ notice of it (that is, excluding the day of the adjourned meeting and the day on which the notice is given):
(a) to the same persons to whom notice of the Company’s Members’ General Meetings is required to be given; and
(b) containing the same information which such notice is required to contain;
(c) No business may be transacted at an adjourned Members’ General Meeting which could not properly have been transacted at the meeting if the adjournment had not taken place.
VOTING AT MEMBERS’ GENERAL MEETINGS
28. VOTING: GENERAL
28.1 A resolution put to the vote of a Members’ General Meeting must be decided on a show of hands unless a poll is duly demanded in accordance with the Articles.
28.2 On a resolution or vote, Cornwall Council shall be entitled to cast three votes via its authorised representative. Every other Member shall be entitled to one vote.
29. ERRORS AND DISPUTES
29.1 No objection may be raised to the qualification of any person voting at a Members’ General Meeting except at the meeting or adjourned meeting at which the vote objected to is tendered, and every vote not disallowed at the meeting is valid.
29.2 Any such objection must be referred to the Chairman Chair of the Meeting whose decision is final.
30. POLL VOTES
30.1 A poll on a resolution may be demanded:
(a) in advance of the Members’ General Meeting where it is to be put to the vote; or
(b) at a Members’ General Meeting, either before a show of hands on that resolution or immediately after the result of a show of hands on that resolution is declared.
30.2 A poll may be demanded by:
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(a) the Chairman Chair of the Meeting;
(b) the Directors;
(c) two or more persons having the right to vote on the resolution; or
(d) a person or persons representing not less than one tenth of the total voting rights of all the Members having the right to vote on the resolution.
30.3 A demand for a poll may be withdrawn if:
(a) the poll has not yet been taken; and
(b) the Chairman Chair of the Meeting consents to the withdrawal.
30.4 Polls must be taken immediately and in such manner as the Chairman Chair of the Meeting directs.
31. CONTENT OF PROXY NOTICES
31.1 Proxies may only validly be appointed by a notice in Writing (a “proxy notice”) which:
(a) states the name and address of the Member appointing the proxy;
(b) identifies the person appointed to be that Member’s proxy and the Members’ General Meeting in relation to which that person is appointed;
(c) is signed by or on behalf of the Member appointing the proxy, or is authenticated in such manner as the Directors may determine; and
(d) is delivered to the Company in accordance with the Articles and any instructions contained in the notice of the Members’ General Meeting to which they relate.
31.2 The Company may require proxy notices to be delivered in a particular form, and may specify different forms for different purposes.
31.3 Proxy notices may specify how the proxy appointed under them is to vote (or that the proxy is to abstain from voting) on one or more resolutions.
31.4 Unless a proxy notice indicates otherwise, it must be treated as:
(a) allowing the person appointed under it as a proxy discretion as to how to vote on any ancillary or procedural resolutions put to the meeting; and
(b) appointing that person as a proxy in relation to any adjournment of the Members’ General Meeting to which it relates as well as the meeting itself.
32. DELIVERY OF PROXY NOTICES
32.1 A person who is entitled to attend, speak or vote (either on a show of hands or on a poll) at a Members’ General Meeting remains so entitled in respect of that meeting or any adjournment of it, even though a valid proxy notice has been delivered to the Company by or on behalf of that person.
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32.2 An appointment under a proxy notice may be revoked by delivering to the Company a notice in Writing given by or on behalf of the person by whom or on whose behalf the proxy notice was given.
32.3 A notice revoking a proxy appointment only takes effect if it is delivered before the start of the meeting or adjourned meeting to which it relates.
32.4 If a proxy notice is not executed by the person appointing the proxy, it must be accompanied by written evidence of the authority of the person who executed it to execute it on the appointor’s behalf.
33. AMENDMENTS TO RESOLUTIONS
33.1 An Ordinary Resolution to be proposed at a Members’ General Meeting may be amended by Ordinary Resolution if:
(a) notice of the proposed amendment is given to the Company in Writing by a person entitled to vote at the Members’ General Meeting at which it is to be proposed not less than 48 hours before the meeting is to take place (or such later time as the Chairman Chair of the Meeting may determine); and
(b) the proposed amendment does not, in the reasonable opinion of the Chairman Chair of the Meeting, materially alter the scope of the resolution.
33.2 A Special Resolution to be proposed at a Members’ General Meeting may be amended by Ordinary Resolution, if:
(a) the Chairman Chair of the Meeting proposes the amendment at the Members’ General Meeting at which the resolution is to be proposed, and
(b) the amendment does not go beyond what is necessary to correct a grammatical or other non-substantive error in the resolution.
33.3 If the Chairman Chair of the Meeting, acting in good faith, wrongly decides that an amendment to a resolution is out of order, the Chairman’s Chair’s error does not invalidate the vote on that resolution.
34. WRITTEN RESOLUTIONS
34.1 Subject to Article 34.3, a written resolution of the Company passed in accordance with this Article 34 shall have effect as if passed by the Company at a Members' General Meeting.
34.2 A written resolution is passed as an Ordinary Resolution if it is passed by a simple majority of the total voting rights of eligible Members.
34.3 A written resolution is passed as a Special Resolution if it is passed by Members representing not less than 75% of the total voting rights of eligible Members. A written resolution is not a Special Resolution unless it states that it was proposed as a Special Resolution.
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34.4 In relation to a resolution proposed as a written resolution of the Company the eligible Members are the members who would have been entitled to vote on the resolution on the circulation date of the resolution.
34.5 A Members’ resolution under the Companies Acts removing a Director or an auditor before the expiration of his or her term of office may not be passed as a written resolution.
34.6 A copy of the written resolution must be sent to every Member together with a statement informing the Member how to signify their agreement to the resolution and the date by which the resolution must be passed if it is not to lapse. Communications in relation to written notices shall be sent to the Company’s auditors in accordance with the Companies Acts.
34.7 A Member signifies their agreement to a proposed written resolution when the Company receives from him or her an authenticated Document identifying the resolution to which it relates and indicating his or her agreement to the resolution.
34.8 If the Document is sent to the Company in hard copy, it is authenticated if it bears the Member’s signature.
34.9 If the Document is sent to the Company by Electronic Means, it is authenticated if it is from an email Address notified by the member to the Company for the purposes of receiving Documents or information by Electronic Means.
34.10 A written resolution is passed when the required majority of eligible Members have signified their agreement to it.
34.11 A proposed written resolution lapses if it is not passed within 28 days beginning with the circulation date.
PART 4 ADMINISTRATIVE ARRANGEMENTS
35. MEANS OF COMMUNICATION TO BE USED
35.1 Subject to the Articles, anything sent or supplied by or to the Company under the Articles may be sent or supplied in any way in which the Companies Act 2006 provides for Documents or information which are authorised or required by any provision of that Act to be sent or supplied by or to the Company.
35.2 Subject to the Articles, any notice or Document to be sent or supplied to a Director in connection with the taking of decisions by Directors may also be sent or supplied by the means by which that Director has asked to be sent or supplied with such notices or Documents for the time being.
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35.3 A Director may agree with the Company that notices or Documents sent to that Director in a particular way are to be deemed to have been received within a specified time of their being sent, and for the specified time to be less than 48 hours.
35.4 Any notice, Document or other information shall be deemed served on or delivered to the intended recipient:
(a) if properly addressed and sent by prepaid United Kingdom first class post to an address in the United Kingdom, 48 hours after it was posted (or five Business Days after posting either to an address outside the United Kingdom or from outside the United Kingdom to an address within the United Kingdom, if (in each case) sent by reputable international overnight courier addressed to the intended recipient, provided that delivery in at least five Business Days was guaranteed at the time of sending and the sending party receives a confirmation of delivery from the courier service provider);
(b) if properly addressed and delivered by hand, when it was given or left at the appropriate address;
(c) if properly addressed and sent or supplied by Electronic Means, one hour after the Document or information was sent or supplied; and
(d) if sent or supplied by means of a website, when the material is first made available on the website or (if later) when the recipient receives (or is deemed to have received) notice of the fact that the material is available on the website.
35.5 For the purposes of this Article, no account shall be taken of any part of a day that is not a Business Day.
35.6 In proving that any notice, Document or other information was properly addressed, it shall be sufficient to show that the notice, Document or other information was delivered to an address permitted for the purpose by the Companies Acts.
36. COMPANY SEALS
36.1 Any common seal may only be used by the authority of the Directors.
36.2 The Directors may decide by what means and in what form any common seal is to be used.
36.3 Unless otherwise decided by the Directors, if the Company has a common seal and it is affixed to a Document, the Document must also be signed by at least one authorised person in the presence of a witness who attests the signature.
36.4 For the purposes of this Article, an authorised person is:
(a) any Director of the Company;
(b) the company secretary (if any); or
(c) any person authorised by the Directors for the purpose of signing Documents to which the common seal is applied.
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37. NO RIGHT TO INSPECT ACCOUNTS AND OTHER RECORDS
Except as provided by law or authorised by the Directors or an Ordinary Resolution of the Company, no person is entitled to inspect any of the Company’s accounting or other records or Documents merely by virtue of being a Member.
38. PROVISION FOR EMPLOYEES ON CESSATION OF BUSINESS
The Directors may decide to make provision for the benefit of persons employed or formerly employed by the Company or any of its subsidiaries (other than a Director or former Director or shadow Director) in connection with the cessation or transfer to any person of the whole or part of the undertaking of the Company or that subsidiary.
DIRECTORS’ INDEMNITY AND INSURANCE
39. INDEMNITY
39.1 Subject to Article 39.2, a relevant Director of the Company or an associated company may be indemnified out of the Company’s assets against:
(a) any liability incurred by that Director in connection with any negligence, default, breach of duty or breach of trust in relation to the Company or an associated company;
(b) any liability incurred by that Director in connection with the activities of the Company or an associated company in its capacity as a trustee of an occupational pension scheme (as defined in section 235(6) of the Companies Act 2006); and
(c) any other liability incurred by that Director as an officer of the Company or an associated company including any liability incurred by him or her in defending any civil or criminal proceedings, in which judgment is given in his or hers favour or in which he or she is acquitted or the proceedings are otherwise disposed of without any finding or admission of any material breach of duty on his or hers part or in connection with any application in which the court grants him, in his or hers capacity as a relevant officer, relief from liability for negligence, default, breach of duty or breach of trust in relation to the company’s (or any associated company’s) affairs.
39.2 This Article does not authorise any indemnity which would be prohibited or rendered void by any provision of the Companies Acts or by any other provision of law.
39.3 The Company may provide any relevant officer with funds to meet expenditure incurred or to be incurred by him or her in connection with any proceedings or application referred to in Article 39.1 and otherwise may take any action to enable any such relevant officer to avoid incurring such expenditure.
39.4 In this Article:
(a) companies are associated if one is a Subsidiary of the other or both are subsidiaries of the same body corporate; and
(b) a “relevant Director” means any Director or former Director of the Company or an associated company.
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40. INSURANCE
40.1 The Directors may decide to purchase and maintain insurance, at the expense of the Company, for the benefit of any relevant Director in respect of any relevant loss.
40.2 In this Article:
(a) a “relevant Director” means any Director or former Director of the Company or an associated company;
(b) a “relevant loss” means any loss or liability which has been or may be incurred by a relevant Director in connection with that Director’s duties or powers in relation to the Company, any associated company or any pension fund or employees’ share scheme of the Company or associated company; and
(c) companies are associated if one is a Subsidiary of the other or both are subsidiaries of the same body corporate.
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Page 119 Agenda No. 4.4 Appendix 3 Information Classification: CONTROLLED
Company No. 07471437
The Companies Act 2006
A Private Company Limited By Guarantee
Written Resolutions
of
Cornwall and Isles of Scilly Local Enterprise Partnership Limited (the "Company")
20 July 2021 (the "Circulation Date")
Pursuant to Chapter 2 of Part 13 of the Companies Act 2006, the directors of the Company propose that resolution 1 be passed as an ordinary resolution and resolution 2 be passed as a special resolution (together, the "Resolutions"):
1. Ordinary Resolution
That, pursuant to section 180(4) of the Act, the directors of the Company be and are hereby authorised to do (or omit to do) anything which would, but for this authorisation, give rise to a breach of the duty of directors to avoid conflicts of interest under section 175 of the Act as a result of their being members of the Company.
2. Special Resolution
That, the new articles of association in the form annexed to this resolution, be and are adopted as the articles of association of the Company in substitution for, and to the exclusion of, the existing articles of association.
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Important:
Please read the notes at the end of this document before signifying your agreement to the Resolutions.
The undersigned, being all of the eligible members of the Company entitled to vote on the Resolutions on the Circulation Date, hereby irrevocably agree to the Resolutions.
………………………………………… ………………………………………… John Acornley Poppy Naylor Date: 2021 Date: 2021
………………………………………… ………………………………………… Frances Brennan Lisa Oakes Date: 2021 Date: 2021
………………………………………… ………………………………………… Mark Goodwin Margaret Parnell Date: 2021 Date: 2021
………………………………………… ………………………………………… Steven Jermy Gordon Seabright Date: 2021 Date: 2021
………………………………………… ………………………………………… Louis Mathers David Walrond Date: 2021 Date: 2021
………………………………………… ………………………………………… Mark Duddridge (for and on behalf of Cornwall Council) Date: 2021 Date: 2021
……………………………………….. (for and on behalf of the Council of the Isles of Scilly) Date: 2021
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NOTES
1 If you agree to the Resolutions, please indicate your agreement by signing and dating this document where indicated above and returning a copy of the signed version to Carol Bransgrove, the Company's executive and governance officer, by hand or at [email protected] or to Floor 5, Zone A, Pydar House, Truro, TR1 1XU. You may not return the Resolutions to the Company by any other method.
2 If you do not agree to the Resolutions, you do not need to do anything; you will not be deemed to agree if you fail to reply.
3 Once you have indicated your agreement to the Resolutions, you may not revoke your agreement.
4 Unless sufficient agreement has been received for the Resolutions to pass, they will lapse on the twenty eighth (28th) day after the date of circulation. If you agree to the Resolutions, please ensure that your agreement reaches us before or by this date.
5 If you are signing this document on behalf of a person under a power of attorney or other authority please send a copy of the relevant power of attorney or authority when returning this document.
Page 122 3 Agenda No. 4.5 Information Classification: CONTROLLED
Date of Board Meeting: 28 July 2021
Report Title: LEP Audit and Assurance Committee Update
Author: Glenn Caplin-Grey
Contact: [email protected]
Decision Required by the Board Y/N: Y
For Information Only Y/N: N
Recommendation(s)
1. That the Board considers and approves the amended LEP Local Assurance Framework at appendix 1.
Executive Summary This report seeks to provide the Board with an update following the LEP Audit and Assurance Committee on 7 July 2021 and seeks approval of the revised LEP Local Assurance Framework.
Progress/Update/Impact/Outcomes/Issues The LEP Audit and Assurance Committee met on 7 July 2021 where the following items were discussed: 2020/21 Annual Report and Financial Statements – preparation and audit timetable Risk Register Local Assurance Framework
2020/21 Annual Report and Financial Statements – preparation and audit timetable The Committee considered the timetable for the preparation and completion of the 2020/21 Annual Report and Financial Statements, including external audit arrangements. Like last year, and as part of the preparation of the financial statements, RRL LLP will undertake an external audit of the 2020/21 Annual Report and Financial Statements. This audit is independent of the work undertaken by Page 123 Information Classification: CONTROLLED
Francis Clark and also the role of the Accountable Body. The Committee also noted the audit planning communication letter from RRL LLP, which set out the key elements of their proposed audit approach.
The following timetable was therefore agreed for the preparation and completion of the 2020/21 Annual Report and Financial Statements.
2020/21 draft accounts to be prepared by 6 August 2021. 2020/21 draft accounts to be externally audited - w/c 16 August 2021. 2020/21 draft accounts undergo checks/adjustments – September - October 2021. 2020/21 draft accounts to be reviewed by the LEP Audit and Assurance Committee – 6 October 2021. 2020/21 draft accounts undergo final checks/adjustments – by 29 October 2021. LEP Board for sign off – 24 November 2021. 2020/21 accounts submitted to Companies House/HMRC – by Monday 20 December 2021.
Risk Register The Committee considered the updated risk register and proposed risk profiles in advance of today’s LEP Board meeting. Following discussion at the meeting, the Committee felt that: Risk B (governance and resource) should be increased due to core funding not yet received. Risk F (EU Transition) should increase to a red risk due to EU funds and potential emerging gaps. The risk title for Risk H (climate change) should be strengthened. The City of Culture should be added to the horizon scanning section.
The revised risk register can be found as part of the LEP CEO report (item 4.2).
Local Assurance Framework The Committee considered the inclusion of a safeguarding statement within the LEP’s Local Assurance Framework (LAF). By way of background, the LEP has been contacted by the Corporate Safeguarding Lead at Cornwall Council regarding safeguarding assurances across the strategic partnerships. The Council is asking all partnerships affiliated to the Council to recognise their ability to influence and lead a culture of accountability and compliance for good safeguarding practices and has written to the LEP to seek our assurance that we will make a formal commitment to safeguarding by including a safeguarding statement as part of our Terms of References, etc.
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Specifically, the Council is seeking assurance that the LEP will make a formal commitment to this through the inclusion of the following wording:
“Partnerships have a responsibility to promote and uphold the principles of equality and diversity, ensuring people are treated fairly and equally. Partnerships are required to recognise their ability to influence and lead a culture of accountability and compliance for good safeguarding practices. This would include recognising their contribution to safeguarding children, young people and adults at risk and establishing practices to ensuring the wellbeing of vulnerable groups in our communities”.
In addition to this, the Council has also suggested that the LEP develops a full safeguarding statement which could be included in our LAF or terms of references and provided a template as an example.
As well as writing to the LEP Chair, the Council has also written to the Chair of the LEP Employment and Skills Board (ESB) seeking the same safeguarding assurances and for the same statement to be included as part of the ESB terms of reference.
Upon consideration of the above, the Committee were content to include a full safeguarding statement within the LAF. The revised draft LAF can be found at appendix 1 and for ease of reference, this addition can be found on pages 16-18.
The Board is now asked to consider and approve the revised LAF. Should the Board approve the inclusion of a safeguarding statement within the LAF, the LEP Executive will liaise with the Chair of the ESB in order to incorporate the same wording into the ESB terms of reference.
Financial Implications There are no financial implications associated with this report.
Appendices Appendix 1 – Revised draft Local Assurance Framework
Section 151 (Finance) Officer commentary and sign off Name: Ellie Willcocks Date: 19 July 2021 Comments:
Page 125 Agenda No. 4.5 Information Classification: CONTROLLED Appendix 1
Cornwall and Isles of Scilly Local
Enterprise Partnership
Local Assurance Framework
Date 07/07/2021
Page 126 Information Classification: CONTROLLED
Current Document Status
Version 3.1 Date of formal Date 7 July 2021 approval (if applicable)
Glenn Caplin- Responsible Review date October 2021 Grey officer (LEP CEO)
www.cioslep.com/governance/assurance-framework Location
Version History Date Version Author/Editor Comments 4/3/2015 1.1 AV First draft Incorporates LEP Board 25/3/2015 1.2 AV feedback Incorporates Audit and 1/02/2016 1.3 CB Assurance Committee feedback 22/03/2016 1.4 NC/CB Incorporates BIS feedback Incorporates changes introduced by amendments to Jan 2017 1.5 NC/AD/CB the National Assurance Framework guidelines. Incorporates feedback from the 3/02/2017 1.6 AD/CB LEP Audit and Assurance Committee
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Circulated for LEP Board 15/02/ 2017 1.7 AD/CB approval via written procedure Incorporated changes following Aug 2017 1.8 AD/CB review of sub groups and processes. Incorporates feedback from Ney Nov 2017 1.9 CB Review Incorporates further guidance Jan 2018 2 CB from BEIS following Ney Review 9 Feb 2018 2.1 CB LEP Chair sign off 21 Feb 2018 2.2 CB Section 151 Officer sign off Incorporates changes following amendments to the National Dec 2018 / 2.3 CB Assurance Framework (issued Jan 2019 Dec 2018), including revised format to mirror National AF Incorporates LEP Audit and Feb 2019 2.4 CB Assurance Committee and Accountable Body feedback 7 Mar 2019 2.5 CB Section 151 Officer sign off 20 Mar 2019 2.6 CB LEP Chair sign off Incorporates changes to LEP Board meeting structure, minor other updates following written procedure approval by LEP Aug/Sept Board. Slight amendments also 2.7 CB 2020 made to the Audit and Assurance Committee, Investment and Oversight Panel and ESB ToR, LEP Board Recruitment Policy.
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Incorporates feedback from the 8 Oct 2020 2.8 CB LEP Audit and Assurance Committee. 14 Oct 2020 2.9 CB LEP Chair sign off 23 Oct 2020 3 RA Deputy S151 Officer sign off Incorporates safeguarding June 2021 3.1 CB statement Incorporates feedback from LEP July 2021 3.2 CB Audit and Assurance Committee
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Contents
1. LEP Governance 6 1.1 Local Assurance Framework Context 6 1.2 Alignment with the Accounting Officer System Statement 7 1.3 Corporate Structure for LEPs 9 1.4 Website 9 1.5 Local Engagement 11 1.6 Appointment Process for Board Members, Chair and Deputy Chair 13 1.7 Diversity Statement 14 1.7 Safeguarding Statement 16 1.8 Board remuneration and LEP officer salaries 19 1.9 Induction and training 19 1.10 Code of Conduct 20 1.11 Conflict of Interests 21 1.12 Compliments, Comments and Complaints 22 1.13 Complaints for third parties and the public 22 1.14 Whistleblowing Policy 22 1.15 Data 23 1.16 Freedom of Information 23 1.17 Environmental Information Regulation 24 1.18 Publication of meeting and agenda items 24 1.19 Handling confidential and exempt information 24 1.20 Publication of Accounts and Financial Information 25 1.21 Transparent use of Public Funding 26 1.22 Management of Contracts 27 1.23 Government Branding 28
2. LEP Accountability and Transparent Decision Making 29 2.1 Accountability and decision making 29 2.2 The LEP Board 41 2.3 Chair and Deputy Chair of the LEP Board 43 2.4 LEP Staff and Independent Secretariat 44 2.5 LEP Network: cooperation, collaboration and partnership with other LEPs 45 2.6 The Accountable Body and Section 151 Officer 47 2.7 Section 151 Officer Role 48 2.8 Decisions Relating to LEPs awarding public funds 51 2.9 Decision Making Process for Award of Funds 54 2.10 Governance of Decision Making 62 2.11 Scrutiny arrangements 65 2.12 Audit arrangements 66
3. LEP Assurance, Performance and Monitoring 67 3.1 Annual Assurance Statements 67 3.2 Section 151 Officer Confirming Compliance 67
4. Ensuring Value for Money 68 4.1 Business Cases and Value for Money 68 4.2 Risk Management 71 4.3 Monitoring and Evaluation 72
5. Signatory Page 73
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1. LEP Governance
1.1 Local Assurance Framework Context
The Ministry of Housing, Communities and Local Government (MHCLG) and the Department for Business, Energy and Industrial Strategy (BEIS) requested a Local Assurance Framework for each Local Enterprise Partnership (LEP) to ensure accountability and robust governance in the decision making processes throughout the country.
The need for such a Framework is welcomed by the Cornwall and Isles of Scilly LEP as a means to encapsulate and properly monitor the far reaching impact of its roles and responsibilities. Therefore, the LEP sees this Framework as an essential tool in its natural development and maintaining proper accountability in its practices and decision making.
This document seeks to address the guidance and issues set out by MHCLG/BEIS but also to bring together all the various frameworks and procedures for investment that are overseen by the LEP. In this context the document must be fit for purpose and principally be to the benefit of the LEP whilst addressing the points made by MHCLG/BEIS.
The Assurance Framework is seen as an evolving document. It is clear that the content of the initiatives and schemes that the LEP oversees will change and therefore a pragmatic and flexible approach needs to take place in relation to amendments to the Assurance Framework. Relevant changes will be incorporated as part of a regular review process.
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It is also important that the relationship with Cornwall Council (CC) is set out given the local authority’s Accountable Body (AB) status.
Throughout the document references will be made to existing frameworks and governance in place (with appropriate hyperlinks, footnotes or appendices). Therefore, it is not the intention to create new procedures but rather to bring existing arrangements together into something more cohesive and comprehensive. For example, Cornwall and Isles of Scilly has considerable experience in being compliant for EU Structural Funds and it is in a strong position to build on existing procedures whilst implementing changes resulting in lessons learned.
It is also important that the Framework reflects the confidence that the LEP has in its relationships and the robustness of its systems.
It is not the aim of this document to duplicate information that exists in other published material. Accordingly, hyperlinks and references to published material are provided.
1.2 Alignment with the Accounting Officer System Statement MHCLG Accounting Officer System Statement outlines the accountability relationships between the Department and LEPs. This provides assurance to the Department Accounting Officer, Government and the public on how wider funding routed through local government and LEPs is allocated. It ensures that there are robust local systems in place so that resources are spent with regularity, propriety and value for money.
The Cornwall and Isles of Scilly Local Enterprise Partnership (LEP) was launched in May 2011. The LEP activity is administered via an unincorporated partnership, consisting of LEP Co, Cornwall Council and the Council of the Isles of Scilly. The LEP Board is composed of CIoS LEP Local Assurance FrameworkPage 132 7 July 2021. Information Classification: CONTROLLED
representatives from the private sector, Cornwall Council (CC), Council of the Isles of Scilly, education and voluntary/charity sector.
It drives the economic growth strategy for the area, determining local priorities and undertaking activities to improve the economy and create high value local jobs.
The LEP is one of 38 such partnerships set up across England. Its objectives and vision are set out in Vision 2030, the Cornwall and Isles of Scilly Strategic Economic Plan and the 2020 Local Industrial Strategy, with further articulation in its Annual Delivery Plans. As such it has the support of Government and therefore has been and continues to be in a position to apply for and receive significant sums of money to invest in Cornwall and Isles of Scilly.
The LEP has a predominantly private sector Board, is led by a private sector chair and has strong connections and working relationships with the business community, reflecting a range of local interests in its decision making, through the Board and its associated sub- boards.
Cornwall Council (CC) acts as accountable body for the LEP. In this capacity CC will receive and administer all grants on behalf of the LEP. There is an MOU (Appendix 1) in place between the LEP/CC/Council of the Isles of Scilly which outlines how the LEP will work in partnership with both the public and private sectors and also details the role of CC as accountable body.
In the context of transparency (and ensuring accountability to the wider public), the LEP has an active and extensive website which is regularly updated and can be found here. This document will also be published on the LEP website.
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It is imperative that the CIoS LEP demonstrates the highest standards of conduct when carrying out their responsibilities. As part of this LEP Board Members and Officers, in carrying out their duties should have regard to the following principles: Act solely in the public interest in line with the Nolan principles; make decisions purely on merit in accordance with agreed LEP processes and act with regularity and propriety when managing public money. Keep records which demonstrate they meet all the legal obligations and all other compliance requirements placed upon them ensuring these are accessible if requested. Actively engage and cooperate with stakeholders and other regeneration organisations. Ensure partnership working and engagement on projects and decisions which are likely to have an effect across LEP borders or significantly affect the plans of another LEP. Champion successes within their communities, including bringing to the attention of Government local growth projects which should be recognized as innovative or examples of best practice and ensuring that stakeholders are able to make informed decisions on local growth matters.
1.3 Corporate Structure for LEPs The Cornwall and Isles of Scilly Local Enterprise Partnership (LEP) was launched in May 2011. In February 2012, the CIoS LEP Board established the LEP as a not for profit company limited by guarantee and formally adopted articles of association.
1.4 Website CIoS LEP Local Assurance FrameworkPage 134 9 July 2021. Information Classification: CONTROLLED
The LEP is committed to ensuring it provides the public and interested parties with key information and to enable the LEP to achieve transparency. As such, the LEP has an easy to navigate website, which is updated regularly. The website includes progress on the delivery of its programmes and access to key documents.
In line with best practice guidelines, the LEP’s website has a designated governance page which includes the LEP’s Assurance Framework, policies and processes in one place.
The LEP is also committed to ensuring that the website contains the following information: A rolling schedule of projects, outlining a brief description of the project, names of key recipients of funds/contracts, links to project websites, and amounts of funds designated by year; Openly advertise an Annual General Meeting/Annual Event that is open to the public; LEP officer salaries above a certain level, in line with Local Government legislation; Ensuring calls for bids or projects are advertised openly and that selection criteria and selection process are transparent; An expenses and hospitality policy and associated register(s). This sets out the process for declaring expenses and hospitality received; The LEP annual report and delivery plan; The Local Assurance Framework; The CIoS Strategic Economic Plan: Vision 2030 and Local Industrial Strategy; Code of Conduct which all LEP Board Members and LEP Officers sign up to; On any relevant website page, the correct government branding; A statement on the publication of meeting papers, minutes and agenda items; CIoS LEP Local Assurance FrameworkPage 135 10 July 2021. Information Classification: CONTROLLED
Copies on LEP Board meeting agendas, papers and minutes; Annual Assurance Statement from the leadership of the LEP; A statement on how the LEP handles data; Complaints and whistleblowing policy, including information on the process for confidential complaints; An annual report and financial statement, including independent auditor’s report; Diversity champion; SME champion; Board Recruitment Policy; Conflict of Interest Policy; Register of Interest (Board members and LEP CEO);
1.5 Local Engagement It is essential that the LEP interacts, engages and builds relationships with both the public and private sector. These relationships are maintained by the LEP Board Directors and the Executive Team. At times these relationships are tested as the LEP becomes a ‘critical friend’ to both the public and private sector, this is essential for the LEP to maintain a credible and independent stance in the eyes of the business community in Cornwall and Isles of Scilly.
The LEP ensures good relationships with the groups below who disseminate the LEP messaging on our behalf. In any given year the LEP through its print, broadcast and social media work reaches out to local businesses and communities and draws comment and input to inform its work, beyond the specific and regular engagements referred to below. Also, and for example in 2018 the LEP delivered a series of events to support and build evidence for the 10 Opportunities prospectus; and in 2019 we consulted widely in all parts of Cornwall and Scilly on the development of the Local
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Industrial Strategy.
The LEP has key relationships with: Cornwall Council and the Council of the Isles of Scilly LEPs across England Cornwall Chamber of Commerce (and their network of local chambers) Visit Cornwall The Islands Partnership (Isles of Scilly) Key partners in Higher & Further Education, the FSB and local groups such as the local Business Improvement Districts (BIDs)
LEP Board members chair: Growth, Skills and People Hub Management Group Enterprise Zones Board Employment and Skills Board Construction Strategy Steering Group COVID-19 Business/Recovery Cell CIoS Investment Fund Advisory Board CIoS Integrated Territorial Investment Board
LEP Board members or executive team attend: Cornwall Lenders Forum Cornwall Manufacturing Group The EU Business Support Delivery Board Business Regulatory Services (Better Business for All) Steering Group Cornwall Executive Group CIoS Leadership Board Cornwall Futures Group Islands Futures Board IoS Transport Board
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Town Deal Boards (x4) Cornwall Trade and Investment Steering Group Coordination Recovery Strategic Group
1.6 Appointment Process for Board Members, Chair and Deputy Chair The Directors of the LEP Board are appointed via a transparent and open recruitment process and must sign up to the LEP Code of Conduct. All Board Directors are expected to meet an agreed standard of behaviour known as the 7 Principles of Public Life (Nolan Principles). The Nolan Principles state at Board Directors shall have regard to the following principles:
1. Selflessness - Holders of public office should act solely in terms of the public interest. 2. Integrity - Holders of public office must avoid placing themselves under any obligation to people or organisations that might try inappropriately to influence them in their work. They should not act or take decisions in order to gain financial or other material benefits for themselves, their family, or their friends. They must declare and resolve any interests and relationships. 3. Objectivity - Holders of public office must act and take decisions impartially, fairly and on merit, using the best evidence and without discrimination or bias. 4. Accountability - Holders of public office are accountable to the public for their decisions and actions and must submit themselves to the scrutiny necessary to ensure this. 5. Openness - Holders of public office should act and take decisions in an open and transparent manner. Information should not be withheld from the public unless there are clear and lawful reasons for so doing. 6. Honesty - Holders of public office should be truthful.
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7. Leadership - Holders of public office should exhibit these principles in their own behaviour. They should actively promote and robustly support the principles and be willing to challenge poor behaviour wherever it occurs.
Further details on the LEP’s appointment process for Board Directors, Chair and Deputy Chair can be found within the LEP Recruitment Policy (Appendix 2). This Policy covers the following areas: Conduct and Probity Information about the role Commitment Remuneration Terms of Appointment (Chair and Deputy Chair) Terms of Appointment (Non-Executive Directors) Terms of Appointment (Co-opted Directors) Appointment process for the Chair, including consulting with the business community, advertising, shortlisting and interview process Appointment process for Non-Executive Directors, including advertising, shortlisting and interview process Appointment process for the Deputy Chair Appointment process for Co-opted Directors Appointment process for the public sector Induction Equality and Diversity
1.7 Diversity Statement Equality and diversity is about fairness and opportunity for all. Cornwall and Isles of Scilly are characterised by a dispersed settlement pattern. The LEP recognises the unique cultural identity
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of the area and including the numbers of residents that identify themselves as having a Cornish identity.
The LEP is clearly bound by the Equality Act 2010. As a private sector led partnership it is acutely aware of its responsibilities and the obligations on the business community, particularly in respect of the nine Protected Characteristics. There is also an appreciation of the particular role that the physical geography of the area plays in terms of running a business as well as how this affects particularly isolated communities in the context of investment funds.
It is clear from some elements of the investment received and won by the LEP that there is also a public source to the funds. In this context there is a particular need to adhere to the Public Sector Equality Duty which forms part of the Equality Act.
The CIoS LEP is committed to promoting equality and celebrates diversity and welcomes applicants reflecting the diversity of the community. The LEP is committed to improving the gender balance and representation of those with protected characteristics on its Board. The LEP has achieved the target that by 2020 at least one third of members of the LEP Board are women and is committed to achieving equal representation by 2023. The LEP is also committed to ensuring representation at Sub-Board level which is reflective of the local business community (including geographies, gender and protected characteristics).
To help the LEP monitor and achieve this, we ask that candidates applying for Non-Executive Director positions on the LEP Board complete and return an equal opportunities monitoring form with their application. The information provided will be treated in the strictest of confidence and will be processed in accordance with the requirements of the General Data Protection Regulation and the
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Data Protection Act 2018. At all times, it will be treated as confidential and used only for the purpose of equality monitoring.
In addition, the LEP Board will make interventions in relation to equality and diversity to progress its target to recruit a more diverse LEP Board. Specifically: Bringing in external expertise to raise Board awareness on recruitment, ensuring a robust training programme is in place e.g. Inclusive Talent Recruitment, Anti-racism, Unconscious Bias, and Generational Diversity. The LEP will lead campaigns to promote the role of women in business in Cornwall and the Isles of Scilly to highlight the success and potential for women in business leadership roles and to assist in the delivery of our target to have gender equality on the board by 2023. Adoption of race charters. The LEP will produce gender equal shortlists for Board recruitment where possible. The LEP will use gender equal interview panels for Board recruitment where possible. The LEP will use best practice approach to groups with protected characteristics (including Cornish). The review of practicalities of Board meetings (timing, location, equipment) in order to comply with best practice.
The LEP has a designated diversity champion on the LEP Board. This champion is named on the LEP website.
1.7 Safeguarding Statement The LEP recognises its ability to influence and lead a culture of accountability and compliance for good safeguarding practices, which is confirmed through the safeguarding principles outlined CIoS LEP Local Assurance FrameworkPage 141 16 July 2021. Information Classification: CONTROLLED
below. The LEP utilises CC’s policies and procedures in relation to safeguarding.
The LEP has a responsibility to promote and uphold the principles of equality and diversity, ensuring people are treated fairly and equally. This also means being open and honest with people, recognising their individual circumstances and ensuring the work of our LEP respectfully accommodates people’s preferences and requirements.
All members and representatives of the LEP recognise their contribution to safeguarding children, young people and adults at risk. As an essential part of the LEP’s commitment to safeguarding, all members of the LEP who come into contact with children, young people and adults at risk understand our policy and established practices for ensuring the wellbeing of vulnerable groups in our communities set out within the principles below, and recognise that safeguarding is everyone’s responsibility.
These safeguarding principles include:
The Partnership is committed to delivering the highest standards of safeguarding practice throughout its work. The Partnership recognises its ability to influence and promote a healthy culture of wellbeing and strong safeguarding practices from the organisations it works with.
The Partnership is committed to ensuring the highest standards of safer recruitment are maintained in LEP appointments. Safer recruitment practices include a robust recruitment and selection process which will apply to Partnership members. Additionally, Members of the Partnership may undergo a vetting process consisting of appropriate and necessary pre-membership checks, relevant CIoS LEP Local Assurance FrameworkPage 142 17 July 2021. Information Classification: CONTROLLED
to the work of the Partnership. All Partnerships/Groups should be seeking references, completion of an application form and Partnership induction when onboarding new members. Depending on the nature of work undertaken by the group this may also include; safeguarding training and regular supervision and management oversight of Partnership members, particularly but not exclusively for those working directly with children, young people and adults at risk.
The Partnership will ensure that children, young people and adults are seen and listened to and that their views are taken into account in its work. The Partnership recognises the importance of good engagement with communities with stakeholders and partner organisations.
The Partnership will take appropriate action regarding any concerns expressed about the welfare of children, young people and adults at risk, which will include sharing information with the relevant agencies as appropriate and with due consideration to individuals’ consent, right to privacy and deprivation of liberty safeguards.
Any and all Elected members, staff and volunteers working under the remit of this Partnership will have a clear understanding of our responsibilities for safeguarding and will recognise their individual responsibility for compliance. This can be demonstrated by ensuring that they have read the safeguarding statement and work openly and honestly with its principles
The Partnership will publish, make publicly available and regularly review a Safeguarding Statement reflecting our responsibilities towards children, young people and adults at risk, which equally represents the safeguarding principles that can be expected of the Partnership in its work. The CIoS LEP Local Assurance FrameworkPage 143 18 July 2021. Information Classification: CONTROLLED
Statement will include an explanation of the procedure, signposting to safeguarding processes and ensuring complaints about non-compliance with safeguarding expectations can be raised and are resolved.
1.8 Board remuneration and LEP officer salaries The role of Chair receives an annual remuneration of £20,000 (accurate as at the date this AF is signed) and all expenses incurred in attending meeting or other relevant partnership activities are also reimbursed.
Whilst the role of Non-Executive Director is unremunerated, travel expenses to and from Board meetings and other agreed meetings on behalf of the LEP, can be claimed at the prevalent local government rate or standard rail fares for journeys outside Cornwall.
Further details can be found within the remuneration policy (Appendix 3) for Board members.
The LEP website also includes a quarterly update of Non-Executive Director expenses payments, together with details of the LEP Chief Executive’s salary, in line with the Localism Act and associated guidance.
1.9 Induction and training All Directors undertake an induction session with the LEP Executive once they are appointed. This ensures that Directors understand their role, are adequately supported to provide challenge and direction to the LEP and understand how best to work with Government. The induction covers the following: The purpose of LEPs
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Background to CIoS LEP LEP Board and structure/governance Reinforcement of the Code of Conduct (including the Nolan principles) Relationship with Government Assurance Framework Relationship with Accountable Body Key achievements and a look ahead Current initiatives Programmes and Projects LEP Budget Risk Management Business Support Employment and Skills
A training programme for Directors is being developed in order to ensure they remain able to effectively carry out their responsibilities.
The LEP Executive are employed by Cornwall Council and receive an induction when they start employment. However, they also receive an induction into the LEP. The LEP Executive’s training programme is monitored through the appraisal system.
When the LEP identifies a training need that it thinks would be beneficial to the LEP Network as a whole, it will raise this with the LEP Network who will work with the Cities and Local Growth Unit to set up events with trainers and organisations that have expertise and experience in the relevant area.
1.10 Code of Conduct
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All Directors and LEP officers are required to sign up to a code of conduct. This code of conduct, which is published on the website, is based on the Seven Principles of Public Life.
1.11 Conflict of Interests The LEP has a conflict of interest policy (Appendix 4) which is published on the website. This policy outlines the process for Directors and LEP Officers to declare and report interests, ensuring impartiality and the avoidance of perceptions of bias. The National Audit Office has defined conflicts of interest in its cross-government Conflicts of Interest report 2015 as “a set of circumstances that creates a risk that an individual’s ability to apply judgement or act in one role is, or could be, impaired or influenced by a secondary interest. The perception of competing interests, impaired judgement or undue influence can also be a conflict of interest.” The way in which conflicts are to be dealt with by the LEP Board is also set out in article 14 of the articles.
Declarations of Interest are also part of all LEP Board and sub-board meetings and have a specific item at the start of the meeting for any declarations relating to agenda items.
All LEP Board Members, Sub-Board Members, Co-opted Members and senior officers of the LEP complete a register of interest form, which is published on the website. Each Member must review their individual register of interest before each Board meeting and decision-making committee meeting, submitting any necessary revisions to the LEP at the start of the meeting. This is evidenced in the meeting minutes and by producing and updating their register as soon as practically possible if new interests arise.
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by the LEP Executive, however, signatures are redacted before publication on the website to ensure that the privacy of Members is upheld.
The LEP also has an expenses and hospitality policy (Appendix 5) and associated register. This policy sets out the process for declaring expenses and hospitality received. The LEP website also includes a quarterly update of Non-Executive Director expenses payments, in line with the Localism Act and associated guidance.
1.12 Compliments, Comments and Complaints The LEP has its own compliments, comments and complaints policy which is available on the website. This policy also includes details of confidential reporting arrangements so that potential complainants know how they can confidentially report concerns. If there is a complaint relating to the LEP Executive, then the LEP adopts the complaints procedure used by CC. It is well established and publically available.
This policy will also apply for promptly considering complaints about the decision making process for the allocation of funds.
1.13 Complaints for third parties and the public The LEP is committed to creating a work environment with the highest possible standards of openness, probity and accountability. The LEP has its own confidential reporting procedure on the website for third parties and the public.
1.14 Whistleblowing Policy The LEP has a Whistleblowing Policy which is available on the website. This policy outlines the process to follow for a Discloser when reporting a perceived wrongdoing within the LEP, including
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something they believe goes against the core values of Standards in Public Life (the Nolan Principles) and the Code of Conduct (Chapter 4) for LEP Board Members and staff. The Standards in Public Life include the principles of; integrity, honesty, objectivity, accountability, openness, honesty, leadership and impartiality.
1.15 Data The LEP ensures it is compliant with the General Data Protection Regulations (GDPR) and Data Protection Act 1998/2018 and adheres to CC’s policy on this. Legislation requires the LEP to respect the principles of fair processing when handling personal information. This also guarantees individuals certain rights in relation to the processing of their personal data, including the rights of access, rectification and erasure. The LEP has a privacy policy on the website which sets out how CIoS LEP uses and protects any information that individuals give CIoS LEP when using the website, in accordance with The General Data Protection Regulation (EU) 2016/679.
The retention of data and records is a key aspect of the governance of the LEP and CC. The need for particular standards links to ensuring a consistent and efficient approach to retaining key information that may be required to substantiate actions, record achievements, address concerns and to ensure transparency (e.g. to meet an FoI request). In this context the LEP will comply with CC rules and standards.
1.16 Freedom of Information The LEP utilises CC’s Freedom of Information procedures which are in place to ensure that it complies with the relevant legislation and meets its obligations.
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Publication Scheme are available on the CC website.
1.17 Environmental Information Regulation Linked to the FoI section, necessary and relevant environmental impact information is also made available and summarised by the Accountable Body on its FoI page (see above).
The procedures are similar to the FoI Act set out by CC but are mentioned separately here given their distinct identity at the statutory level.
1.18 Publication of meeting and agenda items All papers for the main LEP Board and sub-boards, which involve decisions or recommendations about public money, will be made available on the LEP website. The LEP is committed to meet the timelines as set out in the National LEP Assurance Framework in accordance with the Local Government Act 1972. These timelines are: Meeting agendas and papers to be published 5 clear working days before the meeting takes place; Minutes of Board meetings to be published within 10 clear working days of the meeting taking place. This may be in draft if internal LEP processes require clearance before the minutes are finalised. The final minutes of Board meetings will be published within 10 clear working days of being ratified at the subsequent Board meeting.
In addition: Any declaration of interest made at the meeting must be included in the minutes of the Board meeting. A new declaration of interest should be updated on the relevant member’s register of interest.
1.19 Handling confidential and exempt information CIoS LEP Local Assurance FrameworkPage 149 24 July 2021. Information Classification: CONTROLLED
The LEP complies with The Local Authorities (Executive Arrangements) (Meetings and Access to Information) (England) Regulations 2012 when it is aware that it holds confidential information. This includes: a) Information provided by a government department on terms which forbid the disclosure of the information to the public; b) Which disclosure to the public is prohibited by a court; or c) Where the LEP holds ‘exempt information’ under Schedule 12A of the Local Government Act 1972. This includes information relating to an individual, relating to the financial or business affairs of a particular person, negotiations, labour relations, legal professional privilege and in connection to the investigation or prosecution of a crime.
The press and public must be excluded from Board meetings whenever it is likely, in view of the nature of the business to be transacted or the nature of the proceedings, that confidential information or exempt information would be disclosed.
In this regard, the LEP utilises a part I (non-confidential) and part II (confidential) approach for Board meetings. All Part I papers are published on the LEP website 5 clear working days before the meeting takes place, in accordance with the Local Government Act 1972. Part II papers are only accessible to Board Directors and LEP Executive.
1.20 Publication of Accounts and Financial Information The LEP has a dedicated page on its website where it publishes its Annual Report and Financial Statements, including an independent auditor’s report. This page also links to Cornwall Council’s accounts page on their website. These financial statements are also filed at Companies House and can be viewed on their website, together with all filings relating to the LEP. CIoS LEP Local Assurance FrameworkPage 150 25 July 2021. Information Classification: CONTROLLED
In order to allow the public to access information regarding public funds overseen by the CIoS LEP, the LEP, in addition to publishing its Annual Report and Financial Statement, will also publish a financial statement each year within the annual report, including: The total amount of funds within the LEP’s direction or control at the start and end of the financial year; The total amounts committed by the LEP to external organisations through grants and risk finance (loans, equity, guarantees, and quasi-equity); The total amounts committed to suppliers to purchase goods, works and services; and The total amounts incurred in running the LEP (for example, salary costs, lease payments and expenses).
1.21 Transparent use of Public Funding The CIoS LEP follows the principles that apply to Government and Local Authorities preventing public expenditure being incurred in retaining the services of lobbyists to influence public officials, Members of Parliament, political parties or the Government to take a particular view on any issue.
The CIoS LEP provides the Cities and Local Growth Unit with LEP Board papers and there is an open invitation for them to attend meetings in the capacity of an observer to ensure that Government is sighted on LEP processes and progress and is kept up to date with LEP decisions.
The CIoS LEP is committed to being open and transparent and seeks to encourage applications across the local community in relation to our funding programmes. Availability of funding will be advertised on the LEP website and applications encouraged through a number
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of communication channels (i.e. social media, networking). The LEP has a dedicated funding enquiry form on the website.
Open calls will be published on the website and include a link to Expressions of Interest (EoI) form, Full Application Form, and the Business Case (HM Treasury Green Book) guidance. The website will also include a process flowchart used to select projects for funding.
1.22 Management of Contracts The range of funds and investments are often governed by their own rules. Therefore although it is true to say that the LEP adheres to the same general standards and objectives to achieve value for money, it is often led by the more detailed funding body level rules which are set nationally or at EU level.
The LEP is private sector led and therefore the businesses that form the basis of the partnership often have robust procurement policies in place, not least because one of their main objectives is to ensure value for money.
In addition, although procurement is an often complex part of any new work or decision making process, the relationship to CC is important to note in that it forms a robust framework from which to link draw good practice and minimum standards. It is also critical that CC, as Accountable Body, will need to comply with the Public Contracts Regulations 2015 and the Council’s Contract Procedure Rules.
The award of funding will be managed through a Grant Funding Agreement prepared by CC Legal Services; which will generally include the following; Payment and availability of funding CIoS LEP Local Assurance FrameworkPage 152 27 July 2021. Information Classification: CONTROLLED
Recipients and CIOS LEP obligations Publicity and branding Intellectual Property Rights (IPR) Event of Default or Material Breach Confidentiality, Data Protection Legislation, Freedom of Information and Equality Act. Indemnity, Liability, Severance and Disputes
Grant Funding Agreements are managed by the LEP and progress is reported to the LEP Board or LEP Sub-Group. Progress reports will include performance, issues, risks and relevant mitigation. If the contract negotiation process results in a significant change to the project, the LEP Board or LEP Sub-Group will be notified of the change. If an award of funding is made to Cornwall Council, an Allocation of Funding agreement will be used, however, while the Accountable Body and the Recipient are the same person in law the Allocation of Funding agreement cannot constitute a legally enforceable agreement although it is intended to be regulated in the same manner as a third party award.
1.23 Government Branding Recipients of funds are required to acknowledge the support of the CIoS LEP in any materials that refer to the project and to adhere to the funding publicity and branding requirements. This requirement is identified as a clause within the grant funding agreement and failure to do so could be an event of default.
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2. LEP Accountability and Transparent Decision Making
2.1 Accountability and decision making
LEP Structure and decision making processes The CIoS LEP Board is the strategic lead for Cornwall and Isles of Scilly’s Strategy Economic Plan: Vision 2030 and the 2020 Local Industrial Strategy. The LEP Board is also the decision maker and makes decisions on where funding is distributed. Cornwall Council carries out and administers those decisions, either by directly incurring expenditure or the distribution of grants.
There is an overarching governance and reporting table which can be found at Appendix 6. This highlights the various Boards and sub- groups of the LEP and also the groups that the LEP is represented on.
In order to ensure there is the proper day to day management there is a LEP Executive Team in place with staff and resources provided by a combination of core LEP funding from government and CC funding. The Executive Team also acts as the secretariat for the Board.
The LEP Board is supported by a number of sub-boards/groups which stretch across the main themes and priorities and link directly to the objectives of the Strategic Economic Plan and Local Industrial Strategy. Further details about these groups can be found below, together with links to their terms of reference.
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From time to time, the LEP Board may delegate authority to some of those sub-boards/groups i.e. CIoS Enterprise Zones Board. Those sub-boards/groups that do not have delegated authority make recommendations to the LEP Board via formal written reports, which undergo Section 151 Officer sign off before coming to the LEP Board for a decision. The LEP Board also receives regular update reports from those sub-boards/groups with delegated authority to ensure the LEP Board is kept informed and has oversight of the discussions taking place and decisions being made.
All decisions are captured within the minutes of the meeting and are publicly available on the website.
In order to ensure effective decision making processes are in place that promotes assurance on good governance, the LEP ensures:
That there is a clear strategic vision and priorities which has been adopted by the Board. The LEP’s Strategic Economic Plan: Vision 2030 and 2020 Local Industrial Strategy sets out the LEP’s vision and priorities. Open advertising of funding opportunities, where applicable. That there is a sub-group or panel in place with the task of assessing bid and making funding decisions. For the CIoS LEP, this is the LEP Investment and Oversight Panel or EZ Board. Independent appraisal of the business case for funding, where applicable. Specific arrangements for decisions to be signed off by the LEP Board, following recommendations from the LEP Investment and Oversight Panel. Section 151 Officer has line of sight on all decisions and ability to provide financial assistance. The Section 151 Officer signs off all reports requiring a decision.
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Use of scrutiny arrangements to monitor decision making and the achievements of the LEP.
All investment decisions are made by the LEP Board in line with recommendations made by the LEP Investment and Oversight Panel. Ultimately, it will be the responsibility of the LEP CEO to ensure value for money for all projects and programmes and for the scrutiny of and recommendations relating to each business case.
All investment decisions are made subject to the normal business case, evaluation and scrutiny arrangements. There will be a written report with the opportunity for the Section 151 Officer to provide comments, the conflicts of interest policy will apply to decision makers regardless of whether there is a formal meeting and that decisions will be recorded and published. There is also a published rolling schedule of the funded projects, detailing a brief description of the project, names of key recipients of funds and amounts by year on the LEP website.
The LEP is responsible for checking that decisions are being made in accordance with the processes set out within this Assurance Framework. A decision which is made in contravention of the process will be invalid on the basis of non-compliance unless the Board has given prior approval for variation in the decision making process.
Within the LEP/CC MOU, it states that where CC as Accountable Body and the LEP disagree on any matter, including any potential or perceived conflict of interest related to the dual role of the LEP CEO and Service Director for Economic Growth, there is a period of consultation to come to a mutually acceptable position. Where the consultation does not resolve the issue in a reasonable period it is escalated to the Chief Executive of CC, the Chief Executive of the
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Council of the Isles of Scilly and the Chair of the LEP for resolution. Where the role of the Chief Executive of the LEP and role of Service Director for Economic Growth results in a conflict the views of the LEP shall take precedence.
LEP Chair The Chair is responsible for the running of the Board, ensuring its effectiveness on all aspects of its role and setting its agenda taking full account of the issues and concerns of Board members. In fulfilling that responsibility, the Chair should:
In conjunction with the Chief Executive, ensure effective implementation of Board decisions and ensure that the Board meets sufficiently regularly to discharge its duties.
Ensure the effective running of the Board ensuring that adequate time is made available for discussion of all agenda items, particularly on strategic issues.
Ensure that the Board as a whole plays a full and constructive part in the development and determination of the Cornwall and Isles of Scilly LEP strategy and overall commercial objectives.
Ensure that the Board agendas take full account of important issues facing the LEP and any concerns of Board members. The emphasis of the agenda should be on strategy rather than routine issues.
Ensure that Board members receive accurate, timely and clear information on the LEP’s performance, issues, challenges and opportunities facing the company and on matters reserved for its decision, thereby enabling the Board to make sound
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decisions, monitor effectively and provide advice in order to promote the LEP’s success.
Propose to the Board in consultation with the Chief Executive, Company Secretary and Committee Chairs as appropriate: a schedule of Matters Reserved for the Board’s decision, Terms of Reference for each Committee of the Board and other Board policies and procedures.
Ensure that all new Directors participate in a full, formal, tailored induction programme. Regularly review each Director's training and development needs. Ensure that Directors continually update their skills, knowledge and familiarity with the company to enable directors to fulfil their role on the Board and any Committees of the Board.
Ensure that the performance of the Board, its Committee’s and individual Directors is evaluated at least once a year and the results of the performance evaluation are acted on.
Promote a culture of openness and debate at Board meetings and in particular facilitate the effective contribution of Non- Executive Directors by ensuring a constructive relationship between the Executive team and Non-Executive Directors.
Arrange informal meetings of the Directors of the Board, including meetings of the Non-Executive Directors at which the Executive team are not present, as required, to ensure that sufficient time and consideration is given to complex, contentious or sensitive issues.
Chair the Nomination Committee and in that role initiate change and succession planning in Board appointments to retain and CIoS LEP Local Assurance FrameworkPage 158 33 July 2021. Information Classification: CONTROLLED
build an effective and complementary Board. Propose in conjunction with the Nomination Committee the membership of the Board Committees and their Chair.
Promote the highest standards of integrity, probity and corporate governance throughout the Company and particularly at Board level.
Establish a close relationship of trust with the Chief Executive, providing support and advice but respecting executive responsibilities.
Ensure that the Board determines the nature and extent of significant risk that the company is willing to embrace in the implementation of its strategy.
LEP Board The CIoS LEP was launched in May 2011. Private sector-led, it is a partnership between the private and public sectors and is driving the economic strategy for the area, determining local priorities and undertaking activities to drive growth and the creation of local jobs.
The LEP Board is the strategic lead for Cornwall and Isles of Scilly’s Strategy Economic Plan: Vision 2030 and the 2020 Local Industrial Strategy. The LEP Board is also the decision maker and makes decisions on where funding is distributed. Cornwall Council carries out and administers those decisions, either by directly incurring expenditure or the distribution of grants.
Non-Executive Directors It is anticipated that Board Directors dedicate roughly 3 days a month to their role as a Director of the Cornwall and Isles of Scilly
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Local Enterprise Partnership. It is the responsibility of each Director to:
To be at all times familiar with the principal business priorities and focus for the work of the LEP, the Strategic Economic Plan and supporting activities, key business, government and academic relationships and any current contentious issues likely to affect the work of the LEP and to feature as part of Board discussion.
Declare by written submission, ahead of each Board meeting any anticipated conflict of interest arising from current priorities and activities for the LEP – and from the circulated agenda at the start of each meeting.
To contribute to Board discussion, using information and guidance provided by the Executive team and, where appropriate drawing on personal, business, local or national government experience.
To become familiar with the agreed Vision and Values of the Cornwall and Isles of Scilly LEP and to utilise these in delivery of activity on behalf of the company – and to work with other Board Directors and the Executive team to ensure their application across all LEP activity.
Where time availability allows, support the wider Governance structure of the LEP, either by involvement in its sub-boards and advisory groups, or by representing the LEP and Board on other key groups that have an economy element at a local, national or regional level and where the LEP’s priorities are served by representation and input.
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To contribute to the Board discussion and direction of the LEP company on a personal basis and as a Director of the company and not as a representative of or with intention of influence for any other company or organisation.
To work closely with the Chair to ensure that throughout each individual Board member’s three or six year tenure that appropriate training and development requirements are provided to enable strong and active engagement with the governance of the LEP Company.
LEP Chief Executive and Executive Team The Chief Executive (CEO) and the LEP Executive Team are responsible for all executive management matters affecting the Cornwall and Isles of Scilly LEP and in particular for running, leading, managing and controlling the Company subject to those matters which are reserved for decision by the Board.
In exercising these responsibilities, the CEO should:
Exercise leadership of the executive management team to ensure that Cornwall and the Isles of Scilly LEP delivers to the direction of the Board and requirements of all of its key stakeholder groups.
Apprise the Board of all matters which materially affect the LEP and its performance.
In conjunction with the Executive team:
o Ensure that the decisions of the Board and its Sub Boards and Committees are fully implemented.
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o Propose and develop strategy, an overall programme and delivery objectives for consideration by the Board. o Formulate annual and medium term business plans indicating how the LEP’s strategy will be delivered ensuring that the Board has regular opportunities to review challenge and approve it. Provide input into the Board’s agenda.
Ensure that appropriate priority reports are provided to the Board with sufficient and timely information to enable the Board to fulfil its role.
Provide input to the Chair and Company Secretary on appropriate changes to the schedule of Matters Reserved for the Board and Board Committee’s Terms of Reference.
Ensure that the Executive Team complies with Board procedures including the schedule of Matters Reserved for the Board and each Committee of the Board adheres to its Terms of Reference.
In conjunction with the Chair, ensure that Board members understand the views of LEP’s stakeholders and funding partners.
Ensure that the highest standards of integrity, probity and corporate / ethical governance are promoted within the LEP.
Ensure that sound systems of internal control are maintained and that all major risks are adequately managed.
Maintain a dialogue with the Chair on important/strategic issues facing the LEP. Ensure the Chair is aware of any complex, contentious or sensitive issues that affect the LEP.
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Provide information/advice on succession planning to the Chair of the Nomination Committee particularly in respect of the Executive Team.
LEP Sub Board – LEP Nominations Committee The LEP Nominations Committee has delegated responsibility for overseeing all Director recruitment and succession planning arrangements for the LEP Board. The Committee also considers Director representation and involvement across the various groups within, and related to, the LEP structure. The Committee terms of reference, including membership, is attached at Appendix 7.
The Committee provides regular written updates to the LEP Board and makes recommendations as necessary to the LEP Board for a decision.
LEP Sub Board – LEP Audit and Assurance Committee The LEP Audit and Assurance Committee has delegated responsibility to monitor the integrity of the financial statements and financial performance of the company, including overseeing internal controls and external audit arrangements. The Committee is also responsible for monitoring risk on behalf of the Board, to advise and to reassure the Board that the LEP Executive are managing and monitoring project risks. The Committee is also responsible for overseeing and reviewing the LEP’s agreed Assurance Framework. The Committee terms of reference, including membership, is attached at Appendix 8.
The Committee provides regular written updates to the LEP Board and makes recommendations as necessary to the LEP Board for a decision.
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LEP Sub Board – CIoS Enterprise Zones Board There are two Enterprise Zones in Cornwall made up of five individual sites. The Aerohub+ EZ (incorporating Cornwall Airport Newquay and Goonhilly Earth Station) and the Marine Hub Cornwall (incorporating Hayle North Quay, Tolvaddon, and Falmouth Docks).
The Cornwall and Isles of Scilly Enterprise Zones Board (EZ Board) was established as a sub-board to undertake the strategy and decision making responsibilities on behalf of the LEP Board and deliver the objectives of the Enterprise Zones.
The EZ Board has the delegated authority of the CIoS LEP in respect of the functions and powers set out in these terms of reference, including membership (Appendix 9).
A Memorandum of Understanding has been agreed between Cornwall Council, CIoS LEP and Secretary of State for Communities and Local Government. The MoU gives CIoS LEP and Cornwall Council the right to set up and operate the Enterprise Zones. The Implementation Plan for both EZs identifies the aims and objectives of the Zones and the delivery mechanism.
All business rates generated over and above the agreed baselines are retained by the CIOS LEP for 25 years. The rates funding from all zones is aggregated into a single pot (the EZ Growth Fund) and awarded in accordance with the “EZ Growth Fund – Investment Policy” approved by the LEP EZ Board in November 2019 (Appendix 10).
LEP Sub-Board - Investment and Oversight Panel The Investment and Oversight Panel is a sub-committee of the Cornwall and Isles of Scilly Local Enterprise Partnership (LEP) Board.
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The Panel does not have any delegated decision making authority unless specifically granted by LEP Board. The Panel therefore makes recommendations to the LEP Board for a decision.
The Panel oversees an open and transparent approach to the delivery of investment programmes, most notably, Local Growth Fund (Growth Deal), Getting Building Fund, Regional Growth Fund, Growing Places Fund, and Cornwall Investment Fund. The terms of reference, including membership, was approved by the LEP Board in May 2018 (Appendix 11).
LEP Sub Board – CIoS Employment and Skills Board The Employment and Skills Board (ESB) is a formally constituted sub-group of the Cornwall and Isles of Scilly (CIoS) Local Enterprise Partnership (LEP) Board. It is responsible for driving the Employment and Skills Strategy and to provide strategic leadership that synchronises supply and demand for employment and skills, resulting in transformational change for current and future generations. The terms of reference, including membership, for the CIoS Employment and Skills Board is attached at Appendix 12.
The ESB does not have any delegated decision making authority unless specifically granted by LEP Board. The ESB therefore makes recommendations, via formal written reports, to the LEP Board for a decision.
LEP Advisory Panels The LEP has established a number of Advisory Panels/Groups which provide an industry led approach to supporting the development of a particular sector in CIoS and increase private sector input to the work of the LEP. These Advisory Panels include: Space Industry Advisory Group (terms of reference, including membership, can be found at Appendix 13)
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Creative Industry Advisory Group Construction Strategy Steering Group
These Panels/Groups do not have any decision making authority. They therefore make recommendations to the LEP Board as and when necessary.
Scheme of Delegation The following scheme of delegation applies to the LEP’s budget:
Unallocated headroom or any deviation from the budget as agreed, will follow the following protocols: Any decision £5,000 and under will be made by the Head of LEP Commissioning and/or Executive and Governance Manager Any decision £50,000 and under will be made by the CEO Any decision over £50,000 or any controversial decision will be escalated to: o Core administrative budget: Audit and Assurance Committee o Core grants, future programmes and external funding programmes such as Growth Deal: LEP Board
2.2 The LEP Board The LEP Board is constituted as a board of private sector and individual representatives. Local Authority members also hold a seat on the Board to ensure democratic accountability and provide local intelligence. They are all Directors of the CIoS LEP Limited. Both private and public sector members work collaboratively to ensure that decisions are made in the interests of promoting inclusive growth, prosperity and improved productivity in the local area and beyond. The LEP Board has strategy and decision making responsibilities and is the ultimate decision making authority. As
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the ultimate decision making authority, even when the LEP puts in place a scheme of delegation, the LEP Board remains responsible and accountable for the delegated decisions.
The LEP Board meets formally 4 times a year and all agendas and reports are available on the website. The LEP Board also holds an Annual General Meeting/LEP event once a year.
The LEP Board has a maximum of 20 people, with an option to co- opt an additional five Board members with specialist knowledge on a one year basis, unless there are exceptional circumstances. Co- opted members will adhere to the standards that all permanent LEP Board Members are required to adopt, for example, they should act in line with the Nolan Principles and declare any conflicts of interests. In accordance with the National Accounts Sector Classification the LEP Board is made up of at least two-thirds private sector representatives. Further details on the current makeup of the Board are available on the website.
The LEP Nominations Committee (a sub-group of the LEP Board) has delegated responsibility for overseeing all Director recruitment and succession planning arrangements for the LEP Board. The Committee meets regularly and considers the reappointments and resignations of any Director at the conclusion of their specified term over a six months period in order to allow for the necessary succession planning discussions and processes to begin. The Committee leads all recruitment processes on behalf of the Board and ensures that Directors are kept regularly updated throughout the recruitment process. Directors are also asked to use their networks to assist in the promotion of any recruitment process. Further details on the recruitment process for Directors can be found in the LEP Recruitment Policy.
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The CIoS LEP is committed to improving the gender balance and representation of those with protected characteristics on the Board to ensure full representation of the businesses and communities served. This includes taking action to ensure equal representation of men and women on Boards by the end of the 2022-23 financial year.
The CIoS LEP Board has a designated Small and Medium Enterprise (SME) champion for the LEP. This champion is named on the LEP website.
2.3 Chair and Deputy Chair of the LEP Board The leadership that the LEP Chair provides is central to the success of the LEP. As such, when recruiting a new Chair, the CIoS LEP seeks applications from individuals who are influential local leaders, who act as champions for their area’s economic success. They will have sufficient standing to be able to convene the local business community and public sector stakeholders, whilst having the insight to oversee the development of an economic strategy and the relationship skills to work effectively with Government.
The LEP ensures that its Chair is from the private sector. Given their role involves overseeing public funds and responsibilities; they are expected to display the highest levels of integrity and honesty. In line with best practice, the CIoS LEP ensures the Deputy Chair is also from the private sector. This helps to support succession planning and ensures that the LEP remains business-led at all times.
To support the Chair in their role the CIoS LEP ensures a Deputy Chair is appointed. Further details on the appointment process for the Chair and Deputy Chair can be found in the LEP Recruitment Policy. The Chair and Deputy Chair positions have a defined term limit of three years with an optional extension of three years. There CIoS LEP Local Assurance FrameworkPage 168 43 July 2021. Information Classification: CONTROLLED
is also an option to extend for a further three years in exceptional circumstances if approved by the Board.
2.4 LEP Staff and Independent Secretariat The CIoS LEP has a robust and effective organisational structure in place which ensures that the private, public and third sector Board members have identical, high quality, impartial advice and support. Specifically, The LEP CEO is also the Cornwall Council Service Director for Economic Growth and this ensures equality between the private and public sector. This structure also ensures that strategic LEP Board decisions are delivered by the public sector and that the full resource of the local authority Economic Growth Service is put at the disposal of the LEP Board.
The role profile of the LEP CEO also reflects their role as an independent and impartial advisor working under the direction of the LEP Board.
The following form part of the CIoS LEP’s secretariat function:
The LEP operates a commissioning model where appropriate Economic Development services and information are commissioned/purchased from Cornwall Council/Council of the Isles of Scilly and there are no joint roles, except for the joint LEP CEO/Service Director role. This model firmly places the LEP in a primary position and ensures that work is private sector led and that the LEP determines appropriate quality and timing of activity. The CIoS LEP has a dedicated executive role which deals with governance and control processes and procedures. The CIoS LEP has a dedicated role which oversees the Growth Deal and all LEP programmes, ensuring effective management and compliance with the Assurance Framework. CIoS LEP Local Assurance FrameworkPage 169 44 July 2021. Information Classification: CONTROLLED
The current private sector majority on the main LEP Board will be reflected on all sub groups and all sub groups will be chaired by the private sector. The LEP CEO is subject to an appraisal process which reflects the private sector led nature of the Board. Specifically, all performance appraisals will be undertaken with the Chair of the LEP Board. A ‘Performance’ Committee (chaired by a private sector member of the Board) is being established to monitor and report on organisational performance and will make recommendations to the Board. This will include oversight of the delivery of the LEP Delivery Plan and support the Chair in performance managing the LEP CEO. The LEP has access (via a Service Level Agreement) to the services of a specific and individual S151 Officer at all times in order to ensure that the advice provided is seen to be impartial.
The LEP independent secretariat function is currently under review and therefore this section may be subject to change.
2.5 LEP Network: cooperation, collaboration and partnership with other LEPs The LEP Network is a membership organisation for LEPs whose purpose is to enable LEPs to discuss issues of shared importance as a sector, engage with Government and share knowledge and good practice. The CIoS LEP is committed to working within the LEP Network.
The CIoS LEP has a series of cross border relationships, particularly with other LEPs. The CIoS LEP’s involvement in the Great South West initiative is prominent amongst these and has led to joint working on items such as a joint energy strategy, collaboration on
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the iAero aerospace initiative, a joint memorandum of understanding with Innovate UK, Maritime UK South West and Great South West Tourism co-ordination. We also collaborate across the UK, for example on Space related activity with Leicestershire, Enterprise M3 and Oxfordshire LEPs and with the LEP Network on a wide range of issues and interaction with government.
The CIoS LEP is also working in partnership across sectors. It has worked to simplify structures in recent years to now work primarily through three partnerships. All share the same core principle of ‘achieving growth whilst ensuring the culture, communities and environment of Cornwall and Isles of Scilly remain special and unique’. Each partnership leads on the three elements of sustainable development:
Economy (Cornwall and IoS Local Enterprise Partnership) Environment (Cornwall and IoS Local Nature Partnership) Social (Health and Well Being Boards for Cornwall and IoS)
The Cornwall Executive Group brings together Chief Executives representing Cornwall’s key public, private and voluntary sector organisations. The group provides joined up strategic leadership for Cornwall, responding to nationally and locally significant issues and directing a coordinated response focused upon the best interests of Cornwall. Further information on the remit of this group can be found on the Cornwall Council website.
There are also several other thematic partnerships which have a specific role to play in terms of delivery, for example around the social inclusion agendas and statutory partnerships like the Safer Cornwall Partnership and the Children’s Trust.
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The LEP also engages directly with the Cornwall Voluntary, Community and Social Enterprise Commissioning Board. This partnership provides a strategic interface with the third sector across Cornwall and is critical to delivering certain aspects of EU programmes, particularly those requiring strong community engagement.
The relationship of the LEP with these wider partnerships strengthens the quality of intelligence that can be drawn upon to set strategy and to inform decisions. It also ensures that major investment programmes are aligned to derive maximum benefit and work in the most efficient manner possible to avoid duplication.
2.6 The Accountable Body and Section 151 Officer Cornwall Council (CC) acts as accountable body for the Cornwall and Isles of Scilly Local Enterprise Partnership (LEP). In this capacity CC will receive and administer all grants on behalf of the LEP. There is an MOU (Appendix 1) in place between the LEP/CC/Council of the Isles of Scilly which outlines how the LEP will work in partnership with both the public and private sectors and also details the role of Cornwall Council as accountable body.
As accountable body, CC are responsible for:
Holding public funds paid by Government on behalf of the LEP. Ensuring decisions and activities of the LEP conform with all relevant law (including State Aid and public procurement) and ensuring that records are maintained so this can be evidenced. Ensuring that the funds are used and handled in accordance with the conditions placed on each grant and that funds are used with propriety, regularity and deliver value for money. Ensuring that the process functions such as LEP governance and transparency arrangements, compliance with the LEP’s local CIoS LEP Local Assurance FrameworkPage 172 47 July 2021. Information Classification: CONTROLLED
Assurance Framework and agreement on scrutiny functions are adhered to. Ensuring that the checks and reporting requirements of the Section 151 Officer are met, including retaining appropriate documentation on decisions around funding. Escalating concerns around non-delivery and/or mis- management, if this cannot be resolved at the local level the Accountable Body should report any concerns to the Cities and Local Growth Unit. Providing technical advice on the relevant law, discussing risks associated with pursuing a particular course of action for the LEP Board to consider, drafting funding agreements and contracts if the LEP Board chooses to proceed. The Accountable Body may also have a role in managing risks on behalf of the LEP. Maintaining the official record of LEP proceedings and holding copies of all relevant LEP documents relating to Local Growth Fund and other funding sources received from Government funding. Responsibility for the decisions of the LEP in approving projects (for example if subjected to legal challenge). Ensuring that there are arrangements for local audit of funding allocated by LEP at least equivalent to those in place for local authority spend. Stating the arrangements for the Local Growth Fund, Getting Building Fund, and other funding sources received from Government. Public resources are managed appropriately. This is overseen by the Section 151 Officer or equivalent to ensure that they follow the necessary financial duties and rules to ensure prudent spending. An annual independent third party audit of the LEP accounts.
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Cornwall Council, as Accountable Body for the LEP, ensures that the role of the relevant Section 151 Officer in overseeing the proper administration of financial affairs is extended to include those of the LEP.
Following the Non-Executive Director Review into LEP Governance and Transparency, the Ministry of Housing, Communities and Local Government (MHCLG) has worked with the Chartered Institute of Public Finance and Accountancy (CIPFA) to develop guidance on the role of the Section 151 Officer. The Section 151 Officer should exercise their duties in line with the CIPFA guidance and this Framework. The CIoS LEP is committed to working with the Accountable Body to ensure the following principles outlined in the guidance are addressed by: 1. Enshrining a corporate position for the Section 151 Officer in LEP assurance; 2. Creating a formal/structured mandate for the Section 151 Officer; 3. Embedding good governance into decision making; 4. Ensuring effective review of governance; 5. Ensuring appropriate skills and resourcing.
The Section 151 Officer ensures that their oversight of the proper administration of financial affairs within the LEP continues throughout the year. The Section 151 Officer, in preforming the Accountable Body role above, also provides a report to the Annual Performance Review on their work for the LEP and their opinion with a specific requirement to identify any issues of concern on governance and transparency. In addition to this, by 28 February each year, the Section 151 Officer is required to submit a letter to the MHCLG’s Accounting Officer outlining: Details of the checks that the Section 151 Officer (or deputies) has taken to assure themselves that the LEP has in place the
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processes that ensure proper administration of financial affairs in the LEP; A statement outlining whether, having considered all the relevant information, the Section 151 Officer is of the opinion that the financial affairs of the LEP are being properly administered (including consistently with the National Assurance Framework and the LEP’s Local Assurance Framework); and If not, information about the main concerns and recommendations about the arrangements which need to be implemented in order to get the LEP to be properly administered.
The CIoS LEP provides the Section 151 Officer with access to information in order to carry out their role. The Section 151 Officer signs off on all LEP Board (and sub-boards with delegated authority on funding decisions) reports, particularly those requiring a decision. LEP Board reports have a designated section at the end of the report for Section 151 Officer sign off and commentary.
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2.8 Decisions Relating to LEPs awarding public funds There are a number of investment programmes managed and facilitated through the CIOS LEP. They are summarised as follows;
Local Growth Fund (Growth Deal) (£78m)
Growth Deals, through the Local Growth Fund, provide funds to Local Enterprise Partnerships (partnerships between local authorities and businesses) for projects that benefit the local area and economy.
Cornwall and the Isles of Scilly Local Enterprise Partnerships has successfully secured £78.23m Growth Deal funding through three separate awards. Regional Growth Fund (£13m)
The Department of Business Innovation and Skills awarded £13m of RGF under round 2. The RGF award had two distinct strands of investment, each with its own objectives:
Strand 1 invested £5.3m of revenue & capital grants to businesses to support growth and investment to grasp market opportunities including those provided by the new Superfast Broadband and infrastructure under the Convergence Programme. In addition grants were targeted at business productivity that would accelerate growth and the creation of jobs. Strand 2 invested £7.7m to provide grant support for the construction of essential infrastructure, with the aim of facilitating the development of the most important growth areas.
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Growing Places Fund (£6.3m)
In 2012 the Department for Communities and Local Government granted the CIOS LEP £5.9m in the form of a revolving loan fund with the following delivery principles: To create an “evergreen” fund that is revolving and self financing by absorbing its own costs of management in the future To support targeted growth in localities and get developments moving To create economic activity by removing barriers to investment To facilitate job creation and housing development To think creatively about potential investment solutions
Enterprise Zone (EZ) – Growth Fund (£)
The purpose of the Cornwall Enterprise Zones is to drive local economies, by unlocking key development sites, consolidating infrastructure, attracting business, creating jobs and to assess and agree applications for business rate relief and how retained business rates should be reinvested.
In 2011, 2016 and 2017 successful bids were made by the CIoS LEP for EZs in Cornwall; the Aerohub+ EZ and the Marine Hub Cornwall EZ.
The EZ Board, which reports to the CIoS LEP, manages the EZ Growth Fund (the retained rates) process and makes decisions on award of funding. The EZ Growth Fund policy was approved by the EZ Board in September 2017 (Appendix 10).
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Plymouth and the South West Peninsula City Deal
The City Deal aims to reinvigorate the region’s marine and advanced manufacturing sectors creating over 9,000 jobs. It will also tackle deep-rooted unemployment, by providing intensive support to over 1,500 young people helping them back into employment and support small businesses so that the region’s economy is open for business.
The CIoS LEP shares a joint commitment with other partners to ensure full implementation of the City Deal. The CIoS LEP’s engagement and joint working with Plymouth City Council has grown and developed into other important areas of joint interest for example, the Great South West initiative, the South Coast Marine Cluster (both with a number of other South West partners) and the Mayflower 400 celebrations in 2020. Getting Building Fund (£14.3m)
The Government is making £900 million available through the new Getting Building Fund (GBF) for investment in local, shovel-ready infrastructure projects to stimulate jobs and support economic recovery across the country. The Cornwall and the Isles of Scilly LEP has been allocated £14.3m from the GBF for a wide-ranging package of projects that will deliver a much-needed boost to the local economy.
In the Cornwall and the Isles of Scilly LEP, the funded projects are expected to deliver a new and greener economic recovery through new retrofitting schemes, advanced & greener manufacturing, higher productive capacity and town centre rejuvenation. This will provide economic security to more of the population whilst promoting a greener agenda. This fits with the LEP’s key priorities by focusing on key emerging industries – such as Data and Space –
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whilst ensuring economic growth remains as clean, circular and inclusive.
Where decisions have been made relating to public funding, the CIoS LEP will ensure a transparent approach to the decision making process and the programme management of the funds. This will include:
1. Publishing agendas and papers of the LEP Board or LEP Sub- Groups on the LEP website at least 5 working days before the meeting and publishing minutes 10 working days after the meeting. 2. A rolling schedule of investments will be available on the LEP website and updated every quarter. This will include a description of the project, the recipient’s name, and the amount of funds per financial year. Further details on individual projects will be accessible through a hyperlink to the appropriate webpage (where available).
2.9 Decision Making Process for Award of Funds The decision making process to award public funds is summarised in the following flow chart. Please note that the process will vary slightly between funding programmes, however, it provides a basis for managing the award of public funds by the CIoS LEP.
The flow chart identifies the process from Stage 0 ‘Open Call’ to Stage 7 ‘Project Closure’. The process has been specifically developed for the award of funds for Growth Deal but will be adapted for other funding streams managed by the CIoS LEP. Each stage may be adapted proportionate to the value of investment.
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Appendix 15 illustrates in more detail, the typical decision making process lifecycle from the initial call for projects to the project closure. Stage 0: Open Call Cornwall and Isles of Scilly Local Enterprise Partnership invites Expressions of Interests (EOI) (Appendix 16) through an Open Call, if applicable.
Stage 1: Expression of Interest (EOI) Expressions of Interests (EOI) received. An internal prioritisation and appraisal process is undertaken and successful
projects are invited to Full Application stage.
Stage 2: Full Application (Business Case) A Full Application (Appendix 17) and Business Case guidance (Appendix 18) is provided to Applicants to complete. The Business Case should be developed in accordance with HM Treasury Green Book guidance and by applying the 5
Case Models (Strategic, Economic, Commercial, Financial, Management)
Business Model Guidance (Appendix 11) Stage 3: Appraisal Full Application and Business Cases are appraised either internally or by independent assessors commissioned by the LEP Executive Team. Including financial or legal expert advice, if required.
Stage 4: Decision Projects are considered (through Officer Recommendation) by the LEP Board or LEP Sub-Group and either approved (in some cases with conditions) or rejected. Where necessary, the LEP Sub-Group recommendations are reported to LEP Board for endorsement.
Stage 5: Contract When all conditions or queries are satisfied, CC Legal are instructed to draft a Grant Funding Agreement (GFA) (Appendix 19).
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Stage 6: Monitoring and Payment Projects are monitored regularly and reported to the LEP Board, LEP Sub- Group and HM Government. Project info is uploaded to the LEP website. Payments are made when satisfactory evidence of spend & defrayal of eligible expenditure has been received.
Stage 7: Project Closure and Evaluation Project will be formally closed on completion of the “works”. Projects will be encouraged to undertake end of project evaluations.
Stage 0: Open Call The opportunity for investment from CIoS LEP public funds will be publicised through an Open Call. Publicising funding opportunities will ensure that businesses and organisations have the opportunity to apply.
The Call will be launched with information on the CIoS LEP website providing eligibility guidance and funding criteria. The Call will be promoted through social media channels and established networks. The Expression of Interest form and guidance will be available to download on the CIoS LEP website.
To minimise the risk of businesses and organisations wasting time completing the EoI, as much information will be provided as part of the Call.
The CIoS LEP will maintain a pipeline of projects that can be called upon should funds become available or other funding opportunities
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arise. The pipeline will be used to address any gaps in the programme or slippage by projects.
Stage 1: Expression of Interest (EOI) The Expression of Interest forms received are initially verified for accuracy and ensuring all sections are complete. Where EOIs have not been completed satisfactorily for appraisal the applicant will be notified of the error or omission and will be asked to respond within a set deadline, failure to respond by the deadline will result in withdrawal.
Verified EOIs are appraised internally against the requirements of the open call and specific funding criteria. EOIs are appraised based on a Pass/Fail criteria and scored based on three key criteria; Strategic Fit, Value for Money and Deliverability.
Once appraised the outcome is reported with an Officer recommendation to the LEP Sub-Group to decide on a shortlist of projects to invite to Full Application (Business Case) stage. Applicants will be notified if their EOI has been rejected or if the project will be added to an EOI stage project pipeline.
Stage 2: Full Application (Business Case) All projects invited to Full Application (Business Case) stage are required to complete a Full Application form and ensure the Business Case is developed in accordance with HM Treasury Green Book guidance and by applying the 5 Case Models (Strategic, Economic, Commercial, Financial, Management).
The Full Application will capture the quantitative data associated with the project which will be used as a monitoring tool to track progress of the project. The Business Case is less restrictive and will allow the applicant to provide more detail on the project. The
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requirement of a Business Case will be determined by a proportionate approach to the amount of funding requested, we would not expect projects requesting less than £250k to complete a Business Case.
Full Application and Business Cases will be verified and checked by the LEP Executive prior to an independent external appraisal. If the submitted documents are not completed satisfactorily they will be notified of the error or omission and will be asked to respond within a set deadline, failure to respond by the deadline could result in withdrawal.
Stage 3: Appraisal Projects will be externally appraised based on three key criteria; Strategic Fit, Deliverability and Value for Money. The appraisal will be undertaken in much more detail then at the EoI stage and will be completed by independent external appraisers with experience in HM Treasury Green Book appraisals. The requirement for independent external appraisal will be decided taking into consideration the value of the investment and the technical level of information required. For example, most projects requesting less that £250k will not be required to be appraised externally.
If required, further Due Diligence will be completed including specialist input from Legal or Finance. Property or planning advice can be obtained from Cornwall Council.
Award of public funds will be made in consideration of the Public Services (Social Value) Act 2012. Through the process to award funds, applicants will be required to demonstrate how the investment will achieve economic outcomes, applicants will need to demonstrate consideration of the social and environmental impact.
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Following the appraisal, if necessary, the external appraiser will seek clarifications from the Applicant and subsequently make a recommendation (potentially with conditions) to the LEP Sub-Group or LEP Board for a decision.
Stage 4: Decision On completion of Stage 3 a report will be prepared with a recommendation for consideration by the LEP Sub-Group (Investment & Oversight Panel) or LEP Board. If delegated authority has not been granted to the LEP Sub-Group, the Sub- Group will make a recommendation to the LEP Board for final approval. The Officer or LEP Sub-Group recommendation may include pre-contract or post-contract conditions that will either need to be met prior to signing of the Grant Funding Agreement or included with the Grant Funding Agreement.
Applicants will be notified of the decision and will either; 1. be rejected or 2. deferred and kept on a pipeline of projects, or 3. approved and moved to Stage 5.
A pipeline of projects will be maintained in the event additional funds become available after the original call. If additional funds are available the LEP Sub Group will determine (weighing up the benefits and risk) an proportionate reallocation process which will reconsider the pipeline of projects, or alternatively undertake a new call or a targeted call.
If approved, a conditional approval letter of intent will be sent to the applicant to notify them of the decision and of the conditions that will need to be addressed either pre-contract or post-contract.
Stage 5: Contract
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Cornwall Council Legal Services will be instructed, on behalf of the CIoS LEP to draft the Grant Funding Agreement to include any conditions.
Please refer to the Management of Contracts section for further information.
A standard Grant Funding Agreement is available at Appendix 19.
Stage 6: Monitoring and Payment The project will now be in delivery phase and the Applicant will be required to provide quarterly monitoring reports and claims (Appendix 20). Project and Programme level dashboards (Appendix 21) will track delivery and provide relevant details of the investment. The LEP Sub-Boards will pro-actively monitor the performance of the investments and take appropriate action when required. The LEP Sub Board will receive updates on non- compliance, mis-representation or under-performance.
Where CIoS LEP determines that an Event of Default or a Material Breach has occurred, the CIoS LEP may, by written notice to the Recipient withhold or suspend payment of the Funding, require the Recipient to repay to CIoS LEP the whole or any part of the Funding previously paid to the Recipient or terminate the Agreement. Legal advice will be sought prior to any action to determine legal basis and likelihood of success. The process for addressing non- compliance is summarised in Appendix 22.
Recipients prepare a quarterly progress report and claim form. The claims procedure can vary depending on the requirements of the project and will be agreed with each applicant as part of the grant funding agreement. The standard claims process requires payments to be made on the basis of incurred expenditure in arrears, on
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receipt of an itemised funding claim and evidence showing eligibility of cost and defrayal. In exceptional circumstances payment can be made up front but it will need to be agreed as part of the process of finalising the Grant Funding Agreement. For example, projects without sufficient funds could encounter cash flows difficulties and therefore payment in advance would help to alleviate this issue and ensure the project is deliverable.
Indicative payment schedules are agreed with all applicants as part of the Grant Funding Agreement, however, where claims vary significantly from the schedule, reasons are explored with applicants, and where appropriate, a more realistic schedule is agreed and reported to LEP Sub-Group.
All claims received undergo a rigorous check to ensure eligibility and evidenced defrayal of all claimed items. All evidence is retained and available for future audit. Approval for payment is made by the CIoS LEP CEO or delegated to appropriate Officer.
Any significant request for change from the Grant Funding Agreement will require submission of a Project Change Request Form (Appendix 23). The Form will be necessary to document and manage any changes to the baseline financial, time or outputs/outcome data. The Form will be reviewed by the LEP Executive and decided by the LEP Sub-Group. A significant change from the grant funding agreement will be managed through a contract variation.
Stage 7: Project Closure Project closure (completion of the agreed “works”) will be reported through the final claim from the Applicant.
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Outputs and outcomes will continue to be monitored by the LEP Executive and reported to the appropriate LEP Sub-Group.
If deemed necessary and agreed prior to Grant Funding Agreement a project evaluation will be completed. The project evaluation will determine the impact of the project and relate back to the original Business Case objectives. Best practice will require reference to the HM Treasury Magenta Book.
2.10 Governance of Decision Making The Investment and Oversight Panel oversees an open and transparent approach to the delivery of Local Growth Fund (Growth Deal), Getting Building Fund, Regional Growth Fund, Growing Places Fund and Cornwall and Isles of Scilly Investment Fund. The Panel does not have any delegated decision making authority unless specifically granted by LEP Board. The Panel therefore makes recommendations to the LEP Board for a decision. All decisions made by the LEP Board are recorded in the minutes of the meeting and are published on the LEP website. The LEP Executive promptly communicate these decisions to the Accountable Body (and applicant or public where appropriate). The LEP Executive liaise with the Accountable Body to ensure they have received the required information that needs actioning and that any action has been undertaken/completed.
The Board or Sub Group, where investment decisions are being made, will receive a copy of the following:
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The LEP Board and any sub-boards/groups that involve decisions or recommendations about public money are committed to make decisions on merit having taken account of all relevant information available at the time.
There will be clear distinction between the scheme promoters and the appraisal and monitoring team. Large investment will be appraisal externally.
A LEP Board meeting does not take place unless it is quorate. In order for LEP Board meetings to be quorate there must be 5 Directors or 1/3 (whichever is the greater) and the meeting shall not be quorate where the number of private sector Directors is less than the number of public sector Directors. Further details can be found within the articles of association.
In the absence of a formal meeting decisions can be made via written procedures. In such instances a written report will be circulated by email to the LEP Board which provides all the necessary information for Directors to make an informed decision. This communication will clearly set out the timescales for Directors to confirm their approval or otherwise. The LEP Executive will manage this process and will record each Director approval as evidence for audit purposes. The LEP Executive will inform the LEP Board and Accountable Body as to the outcome of the written procedure.
The LEP CEO is responsible for providing the final sign off for funding decisions, unless Cornwall Council is the applicant. To avoid any potential conflict of interest due to the dual role of the LEP CEO/Service Director for Economic Growth, where Cornwall Council
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is the applicant the Head of LEP Commissioning will provide final sign off.
Any complaints on the decision making process will be referred to the CIoS LEP complaints policy which is available on the CIoS LEP website.
LEP Investments (Non-Programme) There is an option for the LEP to be approached direct and funds sought (from the LEP’s revenue budget) for various projects and initiatives. In this context an application template has been developed.
All other avenues of funding must have been looked at prior to making a request to this budget. Applicants must state in their application what avenues of funding have been explored prior to seeking LEP investment.
All proposals must meet the following: Accord with the LEP’s aims, objectives and priorities; Quantify the outputs and detail clear and attainable targets; Quantify the total project costs and the source(s) of matching funding, highlighting the request from the LEP; Provide good value for money as assessed by cost per job criteria and other selection and priority criteria including additionality, integration, partnership, private sector and other contributions, and leverage; Ensure that an exit strategy is in place and any future ongoing financial liability is considered as part of the project plan; Only deal with reputable organisations with appropriate legal status i.e. public organisations, registered charities, voluntary and community groups;
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All LEP investments should make a positive contribution to equality of opportunity for all.
The LEP cannot invest in the full range of programmes/projects/work coming forward. Therefore, it is necessary for the LEP to prioritise how funds will be allocated to ensure that objectives are achieved.
The following process applies: 1. Request received; 2. Application form sent to applicant; 3. Completed application received to [email protected]; 4. Application appraised by nominated officer; 5. Approved by LEP CEO/LEP Board as appropriate; 6. Offer Letter with conditions sent to applicant; 7. Signed Offer Letter returned; 8. Funds released; 9. Ongoing monitoring by nominated officer.
During this process the LEP Executive will liaise with the Accountable Body to ensure the proper administration of funds.
2.11 Scrutiny arrangements The CIoS LEP Board provides updates/reports to the Cornwall Council Economic Growth and Development Overview and Scrutiny Committee. This guarantees the effective and appropriate democratic scrutiny of the LEP’s investment decisions. The reports and minutes of the Committee are available both via the LEP website and the CC website. LEP Chair co-opting arrangements with the Committee have been offered in order to provide further opportunity for bi-lateral scrutiny.
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The CIoS LEP also includes an update on the scrutiny arrangements within the annual performance review statement from the LEP Chief Executive and Chair. This review statement is published on the LEP website.
2.12 Audit arrangements The CIoS LEP and Cornwall Council (as Accountable Body) agree an internal audit plan each year. This includes a risk-based audit plan of LEP activity that will provide assurance to the Section 151 Officer and the LEP Board at appropriate points through the year.
The CIoS LEP has an Audit and Assurance Committee which oversees and ensures that proper processes are in place to manage risk, maintain an effective control environment and report on financial and non-financial performance.
The CIoS LEP commissions external auditors each year to audit the Annual Report and Financial Statements. This is independent of the work of the LEP Company Accountant and the Accountable Body. This work is overseen by the LEP Audit and Assurance Committee before being presented to the LEP Board.
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3. LEP Assurance, Performance and Monitoring
3.1 Annual Assurance Statements The CIoS LEP takes part in an Annual Performance Review where officials formally meet with LEP personnel and review the LEP’s performance in key areas of strategy, delivery and governance. As part of this process the CIoS LEP provides a brief formal assurance statement on an annual basis from the leadership of the LEP (i.e. Chair and CEO), on the status of governance and transparency within the organisation. As part of this the LEP reports on current scrutiny procedures. This statement is published on the LEP website.
The Section 151 Officer also provides a report at the Annual Performance Review on their work for the LEP and their opinion with a specific requirement to identify any issues of concern on governance and transparency.
3.2 Section 151 Officer Confirming Compliance The CIoS LEP has an Accountable Body and Section 151 Officer who is responsible for the proper financial administration of the LEP throughout the year. The Section 151 Officer writes to the MHCLG Accounting Officer by the 28 February each year confirming compliance with the Assurance Framework and escalates any compliance concerns that cannot be resolved locally.
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4. Ensuring Value for Money
4.1 Business Cases and Value for Money The CIoS LEP has established robust arrangements to ensure that projects are delivered effectively and provide good value for money. The CIoS LEP will appraise funding applications based on three key criteria; strategic fit, deliverability and value for money.
1. Strategic Fit: Links to policies and strategies. Alignment with the CIOS LEP Strategic Economic Plan.
2. Deliverability: Issues that could impact on delivery of the project. Identification of risks to delivery and mitigation in place.
3. Value for Money: The economic impact is identified and SMART (Smart, Measureable, Attainable, Realistic and Timely)
Business cases will be required for most investments (above £250k) and will be prepared and appraised in accordance with HM Treasury Green Book guidance and by applying the 5 case models which is commonly used for economic development and transport projects. These can be summarised up as follows:
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Strategic: is it needed?
Management: Economic: is is it it value for deliverable? HM Treasury money? Green Book Five Case Business Model
Financial: is Commercial: it is it viable? affordable?
Business cases should be proportionate and appropriate for the size and type of project and the guidance applied accordingly. Proportionality will not be to exclude any of the Five Case model but the scale and detail adjusted accordingly. Business cases will demonstrate that:
a) there is a clear rationale for the interventions linked with the objectives and evidence in the Strategic Economic Plan; b) a range of options have been considered to see which best meets the strategic objectives and opportunity and provides the best value for money; c) the proposal has clearly defined inputs, activities, outputs and anticipated outcomes, which are additional; d) the benefits exceed the costs of intervention;
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e) deliverability and risks have been appropriately considered and if there are likely to be clear mitigations for those; f) due regard to equalities, social value and environmental impact are taken into account; g) they comply with procurement regulations and are State Aid compliant.
A variety of measures can be used to quantify the value for money. This could be through; Net Present Value (NPV) is the difference between the present value of benefits and the present value of cost over a period of time Benefit Cost Ratio (BCR) is an indicator, used in cost-benefit analysis, that attempts to summarize the overall value for money of a project or proposal.
The CIoS LEP will discourage the use of employment multipliers as evidence of achievement of economic outputs.
It will be good practice for the Business Cases received by CIoS LEP to be consistent. To achieve this objective a simple Business Case template and guidance will be provided to applicants (Appendix 18 ensuring it aligns with the HM Treasury Five Case model. In addition to the HM Treasury Green Book, other appraisal guidance will be followed for specific interventions, where available and where applicable.
Value for Money in respect of Transport schemes (a scheme that significantly changes the transport network infrastructure) will be modelled and appraised under the guidance set out in WebTAG. A proportionate approach will be taken depending on the value of the scheme. The modelling and appraisal processes will be robust and fit for purpose for the scheme.
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4.2 Risk Management Risk management (identification and mitigation measures) within the LEP is a continuous process which runs through the organisation and in programme and project delivery. Overall, the LEP CEO is responsible for risk management.
The risk register is reviewed monthly by the LEP Executive Team, at each meeting of the LEP Audit and Assurance Committee (AAC) and is presented at LEP Board on a quarterly basis. Horizon scanning risks are also considered and reviewed at both AAC and Board level.
Risk is managed through the LEP Sub-Boards and Steering Groups that the LEP Chair, or, has representation on. Sub-Boards and Steering Group reports and individual risk registers feed into, via the LEP Executive Team, the LEP’s Corporate Risk Register. The LEP’s Corporate Risk Register is updated and reviewed by the AAC before being presented to the LEP Board.
For Growth Deal (GD) investments, the LEP Executive will monitor risks at a project level liaising with the applicant. The risks will be reviewed and escalated where appropriate adapting to consider the risk to the LEP and GD programme delivery, and not just to project delivery.
The risk register will be a standing item on the AAC agenda, with a deep dive on a specific risk at each meeting. The risk register will be presented to the LEP Board following all AAC meetings with a report summarising changes to the risk profile and associated mitigations. This allows the wider Board to input into the risk management of the LEP.
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4.3 Monitoring and Evaluation Monitoring of achievement against outputs/outcomes for projects in receipt of Growth Deal funding, will be based on the guidance in Appendix 24 which has been developed through advice received by MHCLG and via the LEP Network.
If deemed necessary, an independent end of programme evaluation will be commissioned to review the performance of the programmes that have been delivered by or on behalf of the CIoS LEP. The evaluation will undertake a qualitative and quantitative evidence based assessment to determine the approach (delivery, strategy, governance) and the impact.
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5. Signatory Page
The following bodies endorse the LEP Assurance Framework:
For and on behalf of the Cornwall and Isles of Scilly LEP Board
Signature
Name (Block Capitals) Position Date
For and on behalf of Cornwall Council as Accountable Body
Signature
Name (Block Capitals)
Position
Date
CIoS LEP Local Assurance FrameworkPage 198 73 July 2021. Agenda No. 4.6 Information Classification: CONTROLLED
Date of Board Meeting: 28 July 2021
Report Title: Enterprise Zones Board Update
Author: Iain Mackelworth/Steve Jermy
Contact: [email protected]
Decision Required by the Board Y/N: N
For Information Only Y/N: Y
Recommendation(s)
1. To note the update on the delivery of the Enterprise Zones.
Executive Summary This report provides the Board with an update on activity associated with Cornwall’s Enterprise Zones (EZ) and highlights any key issues that the Board needs to be aware of.
Progress/Update/Impact/Outcomes/Issues Since the last report to the LEP Board, the EZ Board has met in April and June 2021. At the meeting, the Board received an update on matters related to the Enterprise Zones. The key topics are summarised within this report.
Greenport Members of the EZ Board are still in support of the development of Greenports, or some other variation which extends (both in terms of time and scope) the EZ programme as an important tool to support inward investment, business growth, the development of key sectors and the ‘good growth’ agenda. It was agreed at the EZ Board to establish a Task and Finish Group to drive the proposal forward.
EZ Investment Plan An EZ Investment Plan has been prepared by the EZ partners which proposes an intensive £9.5m four-year programme of investment funded by borrowing up to £6.5m from Cornwall Council, to be repaid by future rates growth paid into the EZ Growth Fund. The
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Investment Plan was put on hold pending the completion of the local elections. Council Officers are now briefing and reviewing the Investment Plan proposals with members of the new Administration’s Investment Plan.
EZ Growth Fund In April, the EZ Board approved a grant of £192,500 to Falmouth Docks and Engineering Company Ltd to support additional capacity to implement the Falmouth Docks Development Project. The grant will fund, alongside private match funding, a Development Manager and working budget for three years.
The EZ Board, approved a grant of £38,000 via written procedures, towards the project “Improvement works to an airport building to provide future marketable workspace” from Cornwall Airport Ltd. The investment, with match from Cornwall Airport Ltd, will refurbish a building on the EZ for a potential tenant which would otherwise have been demolished.
At its meeting in June, the EZ Board approved a grant of £56,160 to PH Media Limited to pay towards their business rates at Unit 2 and 3 at Sector 2 Aerohub Business Park. The EZ Board also approved a grant of £35,000 to Cornwall Council for the project ‘Spaceport Cornwall G7 Exhibition and Legacy Outreach’. The project will promote Spaceport Cornwall by showcasing that Cornwall is a hugely attractive place for investment in businesses in the space sector and inspiring its future workforce.
The balance brought forward from 2020/21 was £1,134,246 and the rates growth payment of £411,455 has been received for growth in 2020/21, thereby, resulting in an opening balance of £1,545,701. There are commitments of £882,941 resulting in an unallocated budget of £662,760.
Rate Relief Applications and renewals for Rate Relief for the financial year 2021/22 were considered at the EZ Board meeting in February 2021. In April a rate relief renewal application from FB Heliservices Ltd (trading as Draken Europe) was approved. This is the final year of rate relief available to FB Heliservices.
In total, £204,378 rate relief has been approved. The government funded rate relief period has expired for both Cornwall Airport Newquay and Goonhilly Earth Station, with Hayle North Quay, Tolvaddon and Falmouth Docks expiring on 31 March 2022.
Aerohub+ A lot of activity took place at Aerohub+ for the G7 event in June.
Demolition of the former Air Traffic Control building and the old Fire Station has been undertaken to make way for the Aviation Centre, which is crucial for the Spaceport programme. Page 200 Information Classification: CONTROLLED
Sector 2 lettings are going well with only one office unit available to lease. Industrial unit 2 is under offer to an established manufacturer of conveyor rollers.
Aerohub Plot 5 and 6 have received interest from a local fashion brand, and discussions are underway regarding Plot 14 to a company that had previously expressed an interest. Plots 7 to 10 are reserved for Blue Abyss for creation of a 50m deep pool for training and a hotel. The EZ Board received a presentation from John Vickers of Blue Abyss at its meeting in April 2021. At Sector 11, Swis Lapolla are constructing their building which will be completed in September 2021.
The Goonhilly 6 upgrade, funded through the Local Growth Fund, has completed. This brings to a conclusion a programme that has seen an unused, 32m antenna at Goonhilly totally refurbished and now capable of deep space communications. British astronaut Tim Peake was at Goonhilly last month to open the world’s first commercial deep space antenna. The antenna has undergone months of testing with European Space Agency’s Mars Express, which saw the first transmissions to Mars from UK soil.
Given the success of the Council led Sector 2 development at the Aerohub Business Park the EZ Board are concerned about the absence of a pipeline of speculative space to accommodate general demand (which remains strong) as well as interest and demand created as a result of the G7 and Spaceport programme. This is now being flagged as a red risk to the success of the EZ Programme.
Marine Hub Cornwall At the Hayle Marine Renewables Business Park (MRBP), Unit 5, the last vacant unit, has now been let to Foxbee BB Ltd trading as Little Goat Gruff, a family lifestyle company. The only remaining office (Office 5) is under offer.
The ERDF funded Hayle MRBP Phase 2 development has appointed a main contractor, Bardy Construction. Construction is scheduled to commence in August 2021 with completion in June 2022.
At Tolvaddon there are active enquiries on a number of the Zones. The EZ Board are to discuss options and direction going forward.
Unfortunately, the Floating Offshore Wind Accelerator Strength in Places bid, led by Celtic Sea Power (formerly Wave Hub Ltd) was unsuccessful. However, work on the ERDF funded Cornish FLOW Accelerator project and Pembrokeshire Demonstration Project are now moving forward.
Investment Pipeline and Marketing Strategy Demand to locate at the EZ remains strong and continues to outstrip supply demonstrating the need for further workspace. The Choose Cornwall website continues Page 201 Information Classification: CONTROLLED to act as a portal for enquiries. Cornwall Trade and Investment (CTI) has received an increased number of enquiries from UK-based companies wishing to relocate their business to Cornwall’s EZs.
Performance The quarterly data reports are submitted to Ministry for Housing, Communities and Local Government. To summarise, at Q4 2020/21 there were 307.8 jobs (Full Time Equivalents) in the EZ and the average salary is £38,998 compared to the average salary in Cornwall which is £19,247 for median, total annual gross pay. (All data is for 2018, workplace based. Source: Annual Survey of Hours and Earnings, ONS/NOMIS Full-time £24,000, Part-time £9,640).
This information is unverified and provided by businesses at the EZ. Please note that not all businesses on the EZ provide reports. Further work is underway to write to all businesses located at the EZ to request that they provide quarterly reports. In addition, a new, simplified online reporting system is being trialled.
Carbon Neutral Board A report was presented to the EZ Board in April regarding the proposal for a Carbon Neutral EZ Sub Board which will develop a vision, strategy and high-level work programme. The EZ Board gave delegated authority to the Chair of the EZ Board to approve the sub-board Terms of Reference when created.
Revenue funding has been secured through Cornwall Council to provide capacity to focus on decarbonising the EZs.
Financial Implications There are no direct financial implications associated with this report.
Appendices none
Section 151 (finance) Officer commentary and sign off Name: Ellie Willcocks Date: 19 July 2021 Comments:
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Exempt - Not for Publication
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