MINUTES OF THE CORPORATION MEETING, CORPORATION 108, HELD ON 27 SEPTEMBER 2012

Present: Andrew Carrick, Jim Darmody, Mary-Rose Hardy, Richard Heseltine, Ray Hutty, Martin Longbottom, Phil Taylor, Jay Trivedy, Jackie Goodman, John Shipley, Sarah Smythe, John Wilson (Chair of Corporation), Adam Winter, Philip Wright

In attendance: Fiona Bagchi (Clerk to the Corporation), Julie Peaks (Assistant Principal), Steve Rogers (Finance Manager), Mike Rogerson (Vice-Principal, Staff & Students), Mark Rothery (Assistant Principal), Ian Taylor (Vice-Principal, Performance Improvement), Alan Woodcock (Director of Resources)

108.1(i) Apologies for absence: Corporation members: George Coyle, Lydia Edwards, Grace Richardson, Mike Noddings (Vice-Chair of Corporation)

The meeting with begin with a briefing on Ofsted’s new inspection regime from Ian Taylor, Vice- Principal (Performance Improvement) and the Clerk to the Corporation.

108.1(ii) Declarations of interest Standing interests: Local authority membership: Mary-Rose Hardy ( Council), Richard Heseltine (), Jackie Goodman (), Martin Longbottom (Hull College), John Shipley ( City Council), Sarah Smythe (Kelvin Hull School).

108.2 Committee reports, presentations & recommendations I

(a) Search Committee: Report and recommendations on Corporation & Committee (Martin Longbottom left the meeting).

John Wilson, as Chair of the Search & Governance Committee, reported that:  There were 2 vacancies in the Corporation member category.  Martin Longbottom had retired as a Parent member of Corporation on 31.8.12 as 2011/12 had been his child’s final year at College. He had originally been appointed to Corporation on 16.2.11 and had therefore been a member of Corporation for just over 18 months. He brought particular skills to Corporation in health & safety, risk management, safeguarding, equality & diversity and education.  Having considered the requirements of the Articles of Government, the Corporation’s skills audit and Martin Longbottom’s skills and expertise, the Committee were recommending his appointment to one of the vacancies for a Corporation member.  It had been agreed that a nomination from the University of Hull should be sought for the other vacancy.  Following the ending of Martin Longbottom’s term of office on 31 August 2012 and in line with Corporation’s past practice, nominations would be sought from parents and, if more than one nomination was received, an election would be held during the autumn term.

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Page 1 Corporation approved the re-appointment of Martin Longbottom in the Corporation member category for a period of 4 years, on the recommendation of the Search & Governance Committee. Action: Clerk

108.3 Minutes of Meeting 107 held on 10 July 2012, incl. confidential Appendix A

The minutes of the Corporation meeting held on 10 July 2012, including the confidential appendix, were approved.

108.4 Matters arising and actions

(Actions shown below are numbered according to their position in the action points table appended to the end of the previous minutes. The reference to the item where the action can be found in the previous minutes is given in brackets at the end of each item).

1 Student Corporation members, Adam Winter and Lydia Edwards, had been appointed subject to eligibility and CRB checks. Note Eversheds’ advice was that CRB checks were no longer required for sixth form college corporation members from September 2012 under the Protection of Freedoms Act 2012, which would be considered later on the agenda (107.3).

2 The May 2012 minutes had been amended, as agreed (107.4).

3 Mike Rogerson reported, with reference to the provision to secondary schools of details of students who received free school meals progressing to higher education (HE), that the College now had this data for first year students but would not have data for both first and second year students until the following year (107.5).

4 It was agreed that a general delegation on the use of the College seal should be added to the Corporation’s Standing Orders rather than the College’s Financial Regulations (107.5) . Action: Clerk

5 The College’s course costing model would be presented to Corporation in December 2012 (107.5) . Action: SR

6 The Clerk had contacted the NorVIc Co-ordinator and would meet to discuss further the possibility of establishing governance performance indicators across the NorVIc colleges, to enable the Corporation to benchmark itself against other colleges (107.5). Action: Clerk

7 Corporation briefings on the new funding formula and on communication with parents would be given in 2012/13 (107.5).

8 Corporation would use the College’s equal opportunities form for Corporation members as part of annual updating of Corporation forms from September 2012. The form was first used in February 2012(107.5) .

9 The first annual full-year updating of emergency contact details for Corporation

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Page 2 members would take place as part of annual updating of Corporation forms from September 2012 (107.5) .

10 The College’s draft strategic map was on the agenda for review (107.5).

11 The Personnel Officer would liaise with the Student Association Equalities Officer concerning equality and non-academic activities and report to the Personnel Committee (107.5) . Action: Clerk/JC . 12 The annual updating of Corporation members’ audit of skills form was on the agenda. Future development would include the inclusion of further guidance on how to complete the form and the option of completion electronically (107.5). Action: Clerk

13 John Shipley had been appointed to the Audit Committee from 1.9.12 (107.5).

14 Implications of the legislative changes, especially for Corporation’s search and governance arrangements had been considered by Corporation’s Search & Governance Committee (SGC) at a special meeting in September 2012, following the receipt of guidance from Eversheds. Recommendations arising from the review would be made later on the agenda (107.5).

Further consideration of the issue of appropriate risk management identification in papers had been deferred to the next meeting of the SGC.

15 A statement would be included on the Corporation section of the College website concerning the processes by which the views of students and staff are obtained on the determination and periodic review of the educational character and mission of the institution and the oversight of its activities (107.5). Action: Clerk

16 A Corporation photo session had taken place before the current meeting (1067.6).

17 Signing of the tri-partite letter of engagement between the College, the Education Funding Agency (EFA) and Baker Tilly, had been undertaken by the Chair of the Audit Committee on behalf of Corporation, as agreed (107.7).

18 The discussion of the student application report had been kept in a confidential minute, as agreed (107.7). .

19 Corporation agreed at its July 2012 meeting to delegate to the Chair of Corporation, the Vice-Chair of Corp. and the Finance Manager collectively the power to fix a further £250,000 of the loan before the September 2012 meeting of the F&GP Committee should interest rates fall significantly during this period. No action had, however, been required (107.7)..

20 A briefing session on the new Ofsted inspection regime to had been given to Corporation before the current meeting (107.7).

21 The College’s 2012 equality and diversity report on the staff profile would be presented to the December 2012 meeting of Corporation following review by the Personnel Committee (107.7).

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Page 3 22 An additional summer term Corporation meeting was not requested by Corporation members (107.7).

23 The budget for 2012/13, the 3-year plan and financial performance indicators and objectives approved by Corporation at its July 2012 meeting had been submitted to the Education Funding Agency (EFA) (107.8).

24 A report on Corporation’s 2012/13 training and briefing schedule was on the agenda (107.9).

25 A section on framework agreements had been added to tendering procedures section in the Financial Regulations by the Director of Finance, as agreed (107.11).

108.5 Annual review of confidential Corporation minutes The Clerk reported that:  Under its standing agenda item list, Corporation reviewed annually at the first autumn term meeting of the year any confidential minutes produced during the previous academic year, with a view to releasing such minutes from confidentiality where possible.  In considering a classification of confidentiality, regard should be given to the requirements of the Freedom of Information Act 2000, which provides public access to information held by public authorities, including sixth form colleges, either by requiring public authorities to make information about their activities routinely available in their Publication Scheme or by responding to Freedom of Information requests from members of the public.

Corporation considered and agreed that the following Corporation minutes produced during 2011/12 should remain classed as confidential: confidential appendices attached to Corporation minutes 106 and 107.

It was noted that confidential Reserved Business minutes arising from Corporation meetings 104 to 107, would be reviewed separately later on the agenda at item 108.17.

108.6 Principal’s Report The Principal, Jay Trivedy spoke to the Principal’s report, which was considered.

Members noted that there had been significant academic success in 2012, in particular:  At A2 level, out of an entry of 1,082 there had been a 99.9% pass rate, with 42% achieving A*-B, despite the national trend of fewer top grades.  At AS level, out of an entry of 2538 there had been a 94.7% pass rate with 38% of the entries at A-B grades, an increase from 28% in 2011-2012.

 At BTEC, out of an entry of 284, there had been 152 distinctions or distinction*, following a review in 2011/12 of how other institutions helped their students achieve at BTEC. Many of the first cohort of students doing BTEC PE had achieved distinctions and distinctions* and had been an example for other departments  For the level 3 Extended Project Qualification (EPQ), 28/45 students had achieved an A*or A.  The above results represented some of the best results achieved by the College’s students and were particularly pleasing, given that the College had had its largest cohort at A2, AS and BTEC level.

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Page 4  The average points score per candidate taking two or more A levels and per entry had increased from 824 to 856, and from 191 to 201.4 respectively.  At GCSE, 51.2% of students had achieved an A-C grade, which required improvement/  All of the subject areas which had underachieved in 2011 (with the exception of two subjects) had shown a significant improvement in 2012.  Where improvement was required, this would be achieved through the discussions with departments and the self-assessment process which took place during the autumn term.  The Chair had congratulated staff on the College results, on behalf of Corporation, at the first Staff meeting of the autumn term.

In answer to members’ questions concerning student progression to HE, it was noted that:  Information was currently provisional but appeared to be slightly higher than in 2011, indicating that higher tuition fees had not deterred students from applying to HE.  A formal report on student destinations would be presented to the February 2012 meeting of the Curriculum & Quality (C&Q) Committee.  The College had worked with Sarah Smythe, Head of on destination data e.g. how students progressed to Wyke, from first to second year at Wyke and on to HE. The information had been useful and displayed to parents to demonstrate how their children could progress,

Members discussed enrolment for 2012/13, noting that:  Enrolment in 2012 was in excess of the College’s funded target and enrolment in 2011, as result of increased numbers in the second year due to improved AS results, an increase in Year 1 students and the introduction of the Art Foundation Course at Level 4.  Marketing and enrolment were considered and it was agreed that the discussion should be kept in a confidential minute. Action: Clerk

The Principal reported that:  17 new staff had joined the College and with the internal promotions linked to the new Faculty Structure, there has been a change to the age and gender profile of the staff team at all levels.  Priorities for this term included: a further consolidation of the improvement in results; embedding the changes to the staffing structure; inducting new staff members; preparation for inspection.

Corporation received the Principal’s report, congratulating the College on exam results for 2012.

108.7 Strategic plan vision The Principal reported that it had been agreed at the May 2012 meeting of Corporation that the draft strategic plan’s key strategic aims should be distilled into a single page strategic map underpinned by strategic aims and key performance indicators (KPIs). A draft of the map was therefore being presented to Corporation for review. Corporation considered the draft strategic map setting out the vision for the College that the College was seeking to develop and the associated KPIs, strategic aims and key actions.

Members discussed in detail the following areas:  The importance of having engaged parents to ensure effective student learning, noting the recent successful consultation evenings held with parents.  The inclusion in the draft of a KPI for the development of extra-curricular activities in all areas of the curriculum.

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Page 5  The importance, in the key actions section of enhancing the College’s partnerships with schools, colleges, universities and employers.  The complementary nature of outstanding teachers and support staff to enhance student outcomes, noting that the senior management team would review how this was expressed in the draft document. Action: SMT

Corporation approved the draft strategic map setting out the vision for the future of the College, noting that the map would be underpinned by College strategies and detailed documents which would be monitored by Corporation and its committees e.g. the College Self-Assessment Report.

108.8 Monitoring of Corporation & College targets: initial report on exam results & performance data Ian Taylor, Vice-Principal (Performance Improvement) spoke to the initial report on exam results and performance data for 2011/12, which were considered.

Corporation members had received details of the raw pass rates in the summer which had shown:  An overall pass rate at A2 for 2012 (excluding General Studies) was 99.91% and 98.62% including General Studies, which compared to 99.25% (excluding General Studies) and 97.95% including General Studies in 2011.  An overall pass rate at AS of 94.73% (excluding General Studies) and 94.86% (including General Studies), which compared to 89.41% (with & without General Studies) in 2011.

Members considered the exam results overview for 2012 presented to the meeting by Ian Taylor, noting that:  The College had seen excellent results in AS, A2 and vocational courses.  At AS level, the College had exceeded the national benchmark for achievement (Wyke: 94%. Benchmark: 86%) was just below the national benchmark for retention (Wyke: 91%. Benchmark: 92%) and above the national benchmark for success rates (Wyke: 85%. Benchmark: 79%).  A*-B grades were important for students progressing to university and the College met national benchmarks for A*-B grades at AS level but was below the national benchmark at A2 (Wyke: just over 40% threshold. National average: between 50% and 55%). This was an area where the College was working to bring about improvement and value- added scores helped to show what value the College was adding to students’ performance.  Vocational and other courses had performed well e.g. BTEC First Certificate and Diploma, Diploma and Extended Diploma had seen 100% pass rates. There was also a bigger spread of Merits and Distinctions.  The extended project had been a success with 41 awards and 26 A*-B grades.

Members noted that actions taken by the College to ensure student success were various and included:  Good advice and guidance, excellent teaching, monitoring and tracing, mentoring, tutorial support.  The challenge for the College was now to sustain the above upward trend. In response to members’ questions it was noted that:  The College vocational provision was limited to IT, Art, performing arts, law, business, health and social care, with extended diplomas offered in IT and PE.

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Page 6  The College emphasised appropriate guidance and students at the college were more likely to mix and match A levels and vocational courses than at some sixth form colleges.  With reference to the extended diploma, this was enriching for students who were able to undertake a university-style project and write a 5,000 word paper, with creative students also able to produce artefacts for the diploma. It could be undertaken by first and second year students, with the former able to note that they had undertaken an independent research project when writing their UCAS statement.  Extended diploma projects were varied with examples recently undertaken including projects on the Higgs Boson, the Bauhaus movement and a drumming project.  Able students could now take 4-5 A Levels or 3 levels with a Fastrack AS Level or an extended project.

Corporation considered the GCSE A-C pass rate of 51%, noting that although this showed some improvement on 2011, it was lower than results in 2010 and 2008. It was noted in discussion that:  While the national downturn in English and Maths GCSE grades had had some effect in 2012, the College would review its Level 2 curriculum to see where improvement could be made and would report further to the C&Q Committee.

In answer to members’ questions on the progression of Level 2 students, it was noted that:  The College had a cohort of 40-50 GCSE students, some coming to College with D and E grades at GCSE.  The College had tracked those taking 5 GCSEs and found that most progresses to AS Level or BTEC diplomas at level 3; some students undertook a further year of GCSE study at the College; some students went to other colleges, apprenticeships or employment.

Corporation considered the value added scores for 2012, noting:  Significant positive value-added scores under the ALIS value-added system at A2 and AS level.  “Outstanding” value-added under the ALPS value-added system at AS level, placing the College in the top 10% of those using the ALPS system nationally, and a score of “Good” value-added for A2, which the College would work to improve to “Outstanding”.  Ofsted also considered the Learner Achievement Tracker (LAT) value-added scores but these were released later in the year.

Members noted that the College would take actions in the following areas in particular in 2012/13: • Building on AS outcomes • Securing improved Value added in all academic and vocational courses • Confirming the merit of the Level 2 curriculum • Improving the points score per student.

Corporation considered an overview of the College’s exam results, noting in particular continuing excellent performance at Level 3, including significantly improved performance at A2, and positive value-added scores. Actions being taken to bring about improvement were also noted e.g. with reference to GCSE A-C scores. Corporation congratulated the College on its 2012 results.

108.9 Finance Report Management accounts: year-end reconciliation for 2011/12 The Director of Finance, Steve Rogers, gave a brief report, which was considered.

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Page 7 Members noted that the year-end surplus was currently expected to be in the region of £26,000 after Financial Reporting Standard (FRS) 17 adjustments against a budgeted surplus of £7,000, although this was still subject to amendment. It was noted that a full report would be presented to the December 2012 meeting of Corporation, with the annual financial statements for the year ended 31.7.12.

108.10 Committee reports, presentations & recommendations

(a) Finance & General Purposes Committee

(i) Student numbers & funding report John Wilson, as Chair of the F&GP Committee, reported that the Committee considered a student numbers and funding report at each Committee meeting and had considered the report for September 2012 at its meeting on 18 September 2012.

Members noted that:  There had been a 3-year trend of improvement in retention for students aged 16-18 at Level 3, with an overall retention rate of 91.8%, which was close to the figure for 2008/09, the College’s best year to date.  The College had also seen a 3 year rising trend in achievement at Level 3 for students aged 16-18, including significant improvement at AS Level, with an overall achievement rate of 95.8%.  Success rates at level 3 for 16-18 year old students were 87.9%.  Achievement and success rate outcomes for 16-18 year old students at Level 3 had exceeded the 2010/11 national benchmarks of 90.6% and 84.1%.  Enrolment for 2012/13 had been successful with the College having exceeded its funded target of 1,292.  Growth in student numbers included first students staying on into the second year following good AS results.

Corporation considered the student numbers and funding report for September 2012, noting that improvements in retention and achievement at level 3 for students aged 16-18 had resulted in achievement and success rates in excess of national benchmarks for 2010/1.

(ii) Borrowing report John Wilson reported that the F&GP Committee received regular reports on long-term interest rate movements to allow a decision to be made on whether a further portion of the loan taken out to support the College re-development should be fixed. The Committee noted at its meeting on 18 September 2012, that there had been no recent significant changes in interest rates and that an updated report would be given at the Corporation meeting by the Director of Finance.

Members considered the report, noting that:  The College’s bankers reported that most colleges fixed about 75% of loans and were not expecting long-term interest rates to rise significantly before mid-2015.  The College had now fixed 77% of the loan taken out to re-develop the College, with the rest at a low variable rate.  The Director of Finance was therefore recommending that long-term interest rates should continue to be monitored but that a further portion of the loan should not be fixed at the current time.

The Corporation received a report on long-term interest rates and agreed that the F&GP Committee should continue to monitor them.

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Page 8 (iii) Annual pension report John Wilson reported that the F&GP Committee considered the College pension report the East Yorkshire Pension Fund (EYPF) annually at its September meeting, considering the report for 2011/12 at its meeting on 18 September 2012.

Members noted in discussion that:  Based on actuarial assumptions, there has been a significant increase in the College’s share of the overall scheme deficit from £1.171 million (as at 31 July 2012) from £592,000 (as at 31 July 2011).  The increase in deficit share was due to an actuarial loss of £420,000 compared to a gain of £439,000 in the previous year as a result of falling bond yield and poor asset returns.  Actuarial assumptions were verified by the College’s financial statements/regularity auditors, Baker Tilly.

It was noted in response to members’ questions that the valuation covered 3 years and that the agreed employers’ contribution rates would increase from 17.9% to 19.9% in 2013/14 and to 21.8% in 2014/15.

Corporation received the College’s annual pension report for the financial year 2011/12, noting that the College’s share of the East Yorkshire Pension Fund (EYPF) deficit had increased.

108.11 Governance issues II

(i) Annual review of Corporation attendance

Corporation members noted that overall Corporation attendance for 2011/12 was good at 86%, which was above the target of 75% set.

It was noted that full Corporation performance indicators for 2011/12 would be presented to the December 2012 meeting of Corporation. Action: Clerk

(ii) Corporation training/briefing schedule 2012/13 The Clerk reported that:  Corporation approved a College training/briefing schedule annually, with the 2012/13 schedule approved at the July 2012 Corporation meeting and reviewed by the Search & Governance Committee (SGC) at its meeting on 3.9.12:  A briefing on Ofsted’s new Common Inspection Framework (CIF) had been given earlier on the agenda as part of the 2012/13 schedule. The following briefings remained to be given: communication with parents; funding formula; briefings from curriculum areas.  A schedule of external training events during autumn term 2012 arranged by Learning & Skills Improvement Service (LSIS) had been distributed with the LSIS summer 2012 newsletter, Inside Leadership Skills for Governance.  LSIS’s self-study Governance Training Materials were being updated and should be available shortly.  An external training/networking event for Corporation members organised by NorVIc (the sixth form college federation for the NE & Yorkshire) was due to take place on 6.10.12 under the title Governance with Impact at York St John University and Corporation members Andrew Carrick and Phil Taylor would be attending with the Clerk.  Staff Day on 26.10.12 was commended as an opportunity to meet with staff.

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Page 9 A briefing on in-house and external briefing/training opportunities was noted.

(iii) Annual review of skills audit, register of interests, equality & eligibility forms, emergency contact details

Corporation members received for annual review individual audit of skills and register of interests/eligibility forms at the meeting and equal opportunities and emergency contact details forms were also distributed for completion.

(iv) Annual review of Corporation effectiveness: Corporation self-assessment The Clerk reported that Corporation reviewed its effectiveness annually using the individual Corporation member self-assessment questionnaire.

Corporation members noted that the 2012 individual Corporation member self- assessment questionnaire had been distributed with the agenda for completion and return.

(v) Annual review of Corporation & Committee standing agenda items lists

The Clerk reported that Corporation reviewed its standing agenda item list annually at the first meeting of the year. Corporation’s committees each reviewed their own standing agenda items lists annually and made recommendations to Corporation on any revisions required. In 2012, this had included a general revision to state that committee Vice-Chairs were elected at the first committee meeting of the year, in line with Corporation current practice.

Corporation’s annual review of Corporation and Committee standing agenda item lists, approving minor updating changes to the latter on the recommendation of its committees and to the former on the recommendation of the Clerk to the Corporation. Action: Clerk

(vi) Annual review of Corporation Standing Orders & Committee terms of reference The Clerk reported that Corporation reviewed its Standing Orders and Corporation’s committees each reviewed their own terms of reference annually and made recommendations to Corporation on any revisions required. The Personnel Committee also reviewed the Appeals Committee terms of reference and Appeals Committee Procedures annually. It was noted that proposed changes included:  Amendment to Corporation’s Standing Orders to reflect the fact that Corporation now had the power to change the Instrument & Articles of Government and to allow for decisions to be made by written resolution.  A clarificatory amendment to section 16 of Corporation’s Standing Orders, to remove redundant references to specific grades of staff.  Clarificatory amendments to the terms of reference of the Appeals Committee and Remuneration Committee and amendments reflecting changes to the remit of the F&GP Committee, the Personnel Committee and Search & Governance Committee.

Corporation completed its annual review of its Standing Orders and Committee terms of reference, approving updating and clarificatory changes to its Standing Orders and to the terms of reference of the Appeals, F&GP, Personnel, Remuneration and Search & Governance (S&G) Committees’ terms of reference. Action: Clerk Corporation approved, in addition, on the recommendation of the Search & Governance Committee, the addition of the following clause to all Committee terms of reference: “To keep under review the Committee’s terms of reference and to make recommendations to the Corporation”.

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Page 10 Action: Clerk

F&GP Committee membership was discussed with reference to long-term succession planning and it was proposed that membership should be increased to 6 members for a transitional period, to allow this. Action: Clerk

(vii) Annual review of Search Committee policies & procedures The Clerk reported that the Search & Governance Committee (SGC) reviewed the policies and procedures relevant to its remit annually and made recommendations on any revisions required to Corporation: Corporation’s Policy and Procedures for the Appointment, Re-appointment and Replacement of Corporation Members including the following annexes: Corporation Constitution; Skills Audit form; Corporation member Role Description; Corporation member Person Specification; Corporation member re-appointment criteria.

Member noted that:  As agreed at the September 2012 Search & Governance Committee meeting, the Clerk had discussed with the Personnel Officer the implications for safeguarding and governance following the introduction of the Protection of Freedoms Act 2012 and was recommending that, in line with Eversheds’ recent guidance that: o Criminal Records Bureau (CRB) checks should only be undertaken in future for the Corporation member with responsibility for safeguarding or on the basis of risk and that section 6 of the Policy and Procedures for the Appointment, Re- appointment and Replacement of Corporation Members should be amended accordingly. o CRB checks should not be undertaken for new Corporation members or re- appointed members. o The new Student members of Corporation appointed at the July 2012 meeting of Corporation, who will formally take up their appointment in September 2012, should not be subject to a CRB check.

Members discussed the above advice in detail, noting also recent press reports concerning safeguarding issues and governance at a secondary school in Sussex. Corporation completed its annual review of its Policy and Procedures for the Appointment, Re-appointment and Replacement of Corporation Members, approving a minor updating amendment to the Corporation member role description, on the recommendation of the Search & Governance Committee and an amendment of section 6 relating to Criminal Records Bureau (CRB) checks, on the recommendation of the Clerk. Action: Clerk

In line with the above amendment, it was agreed that the new Student members of Corporation should not be subject to CRB checks. Action: Clerk

It was agreed that amended section 6 should be further reviewed by Corporation’s Personnel Committee at its November 2012 meeting. Action: Clerk

(viii) Annual review of Corporation Code of Conduct The Clerk reported that Corporation reviewed its Code of Conduct annually at the first meeting of the year. Corporation completed its annual review of its Code of Conduct and approved minor updating changes. Action: Clerk

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Page 11 (ix) Recommendation on revisions to Instrument & Articles of Government The Clerk reported that:  Since 1 April 2012, sixth form college corporations had been able to amend their Instrument and Articles of Government providing that they retain the elements required by Schedule 4 of the Further and Higher Education Act 1992 as amended by Schedule 12 of the Education Act 2011. The approval of an external body was not required before revisions became effective.  The May 2012 meeting of Corporation had noted the effect on the 2008 Instrument and Articles of the Education Act 2011 and had agreed that, pending recommendations from its Search & Governance Committee, it should retain its current Instrument & Articles of Government, taking into account the YPLA’s Modification Order.  A briefing from Eversheds had also been presented to the May 2012 meeting of Corporation highlighting the most important changes which corporations could make to their instruments and articles following the coming in to force of the provisions of paragraph 43 of Schedule 12 Education Act 2011. Subsequently, relevant sections of the briefing had also been considered in detail by the Curriculum and Quality, Personnel and Remuneration Committees during summer term 2012.  The September 2012 Search & Governance Committee meeting had considered revisions to the Instrument and Articles of Government with reference to Schedule 12 of the Education Act 2011, relating to the revision of Schedule 4 of the Further & Higher Education Act 1992 (Instruments & Articles of Government) and the YPLA’s Modification Order.  In addition, the Committee had considered a ”baseline” revised Instrument and Articles of Government produced by the Clerk taking account of the requirements of the Education Act and the Modification Order. This had also been produced with reference to baseline Instrument & Articles of Government produced by the Clerk of Longely Park Sixth Form College for sixth form colleges and by Eversheds for FE colleges, the latter having been issued by Eversheds with a further “development” document which made suggestions for further possible revisions. Almost identical versions of the two documents were subsequently issued by Eversheds for sixth form colleges.  The most immediately relevant of Eversheds suggested further revisions had been considered by the Committee for recommendation to Corporation.

Corporation received and ratified the version of the Instrument and Articles of Government produced in line with the resolution passed at Corporation’s May 2012 meeting and considered for approval a list of possible further revisions proposed by the Search & Governance Committee.

Corporation agreed that further amendments should be made to its Instrument and Articles of Government with immediate effect, on the recommendation of the Search & Governance Committee and as outlined in the briefing paper presented to Corporation, including in summary the following changes:  Replacing the reference to “before 1st January 2008” at section 1(j) of the Interpretation section of the Instrument of Government with “before the coming into force of this Instrument” to offer protection to Corporation members whose category of membership might be affected by a future resolution by Corporation to alter the determined membership of Corporation.  Permitting telephone conferencing and for decisions to be taken outside meetings e.g. by written resolution or e-mail.  Permitting agendas and other papers to be sent to members by electronic means e.g. by e-mail.  The placing of approved Corporation and Committee minutes to be placed on the College website.

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Page 12  The amendment of section 11 of the Articles of Government to allow the Principal to delegate functions to members of the senior management team rather than to senior post-holders. Action: Clerk

Corporation agreed that the procedure and quorum for approving a resolution to change the Instrument and Articles of Government should be the same procedure and quorum as for any Corporation resolution.

Corporation considered further proposed eligibility and membership changes to the Instrument of Government with reference to current charity and insolvency law and agreed that the Clerk should approach Eversheds, concerning the production of a tailored version of the Instrument and Articles of Government incorporating these further changes, and report to the December 2012 meeting of Corporation. Action Clerk

(x) Documents from outside bodies The Clerk reported that topics of interest to sixth form colleges from the Sixth Form Colleges’ Forum (SFCF), Eversheds and the Department for Education (DfE) had included the following:  The majority of sixth form colleges had been unable to endorse the English Foundation Code of Governance and that the SFCF was discussing concerns with the Association of Colleges (AoC).  Guidance on internal audit changes was still awaited from the Education Funding Agency (EFA).  According to a recent Eversheds’ Education e-briefing, the EFA had now issued a new funding agreement for sixth form colleges to replace the LSC 2006 Financial Memorandum. It was understood that the format of the document was different from its predecessor and the AoC Governors Council had written to the EFA to express its concerns.  Funding for students with special educational needs (SEN) would be via local authorities, rather than the funding agencies, in the future.  With reference to funding reform, shadow allocations were expected to be received by sixth form colleges by October 2012.  Pupils starting Year 11 in September 2012 would be required to continue in education or training until at least the end of the academic year in which they turned 17 (the end of Year 12 or equivalent). From 2015, young people would be required to continue until their 18th birthday.

A tribute from David Igoe, SFCF Chief Executive, to Kevin Conway, former Principal of Greenhead College in Huddersfield, where the ALPS (A level Performance System) had been developed, was received. It was noted that ALPS had been widely adopted as a value-added performance measure in sixth form colleges and was one of the College’s benchmarking measures considered earlier on the agenda. The strong commitment to individual student achievement underpinning the system was noted.

Extracts from recent briefings on topics of interest to sixth form colleges from the Sixth Form Colleges’ Forum (SFCF), Eversheds and the Department for Education (DfE) were received.

(xi) Thomas Ferens Academy: terms of appointment

Corporation noted that the Search & Governance Committee at its September 2012 meeting had raised the question of the term of appointment of the Corporation’s

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Page 13 nominee to the Thomas Ferens Academy. It was noted that the maximum term of office for Academy governors was a matter for the Academy.

108.12 Committee annual reports, minutes, meeting dates

(a) Annual Committee Reports

It was noted that there were nothing to receive under this heading.

(b) Committee minutes

The following minutes were received:  Curriculum & Quality (C&Q) Committee minutes of 12.6.12  Finance & General Purposes (F&GP) Committee minutes of 26.06.12

Reports and recommendations arising from the following meetings had been given at items 108.2 and 108.10 above and minutes would be presented to the December 2012 meeting of Corporation:  F&GP Committee minutes of 18.9.12  Search & Governance Committee minutes of 3.9.12

(c) Dates of forthcoming Committee meetings

The dates of the following forthcoming Committee meetings were noted, together with the standing invitation that Corporation members were welcome to attend committee meetings of which they were not already members:

 Audit Committee: Mon. 8 Oct. 2012 & Mon. 26 Nov. 2012 at 4.30pm  C&Q Committee: Tues. 16 Oct. 2012 & Wed. 28 Nov. 2012 at 4.30pm  F&GP Committee: Tues. 23 Oct. 2012 & Tues. 27 Nov. 2012 at 4.30pm  Personnel Committee: Mon. 5 Nov. 2012 at 4.30pm  Student Committee: Fri. 9 Nov. 2012 at 12.45pm

108.13 Any Other Business

There was no other business.

108.14 Date of next meeting: Monday 10 December 2012

108.15 Risk management: to consider risks associated with items on the agenda

It was noted that no new items of risk had been identified at the meeting.

108.16 Forthcoming events

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Page 14 Corporation members noted that the agenda contained the dates of the College events taking place during autumn term 2012 and spring term 2013 i.e. awards evenings, College concerts, performing arts events, open evenings and mornings.

The Chair recommended open evenings and mornings to Corporation members as providing a good opportunity to meet with staff.

108.17 Reserved Business: incl. Reserved Business minutes of 10.7.2 & annual review of confidential minutes

(John Shipley and Richard Heseltine left the meeting).

Under Instrument of Government 14, where required by the other members present, staff members of Corporation, including the Principal, are required to withdraw from that part of any Corporation meeting at which staff matters relating solely to that member of the staff are to be considered, staff matters relating to any member of staff holding a post senior to that member’s are to be considered, and student members are required to withdraw from any part of a Corporation meeting at which staff matters relating to a current or prospective member of staff are to be discussed.

In line with Corporation’s practice, it was agreed that, with the exception of the Principal and the Clerk, students and staff should leave the meeting. The following left the meeting: Jim Darmody, Ray Hutty, Julie Peaks, Steve Rogers, Mike Rogerson, Mark Rothery, Ian Taylor, Adam Winter, Alan Woodcock. It was agreed that the minutes of the reserved business agenda should be kept in a confidential minute as they related to identifiable members of staff. Action: Clerk Fiona Bagchi Clerk to the Corporation

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Page 15

MINUTES OF THE CORPORATION MEETING, CORPORATION 109, HELD ON 10 DECEMBER 2012

Present: Andrew Carrick, George Coyle, Jim Darmody, Lydia Edwards, Mary-Rose Hardy, Ray Hutty, Adam Jennison, Martin Longbottom, Mike Noddings (Vice-Chair of Corporation), Phil Taylor, Grace Richardson, John Shipley, Jay Trivedy, John Wilson (Chair of Corporation), Adam Winter, Philip Wright

In attendance: Fiona Bagchi (Clerk to the Corporation), Julie Peaks (Assistant Principal), Steve Rogers (Director of Finance), Mike Rogerson (Vice-Principal, Staff & Students), Mark Rothery (Assistant Principal), Ian Taylor (Vice-Principal, Performance Improvement), Alan Woodcock (Director of Resources)

109.1 Apologies for absence: Corporation members: Richard Heseltine, Jackie Goodman, , Sarah Smythe

109.2 Declarations of interest Standing interests: Local authority membership: Mary-Rose Hardy (East Riding of Yorkshire Council), John Shipley (Kingston upon Hull City Council), Martin Longbottom (Hull College)

109.3 Committee reports, presentations & recommendations I

(i) Search Committee: Report and recommendations on Corporation & Committee vacancies

John Wilson, as Chair of the Search & Governance Committee, reported that:  Four nominations had been received for the vacancy for a Parent member of Corporation but 3 withdrew their candidacy, for various technical and personal reasons, before an election could be held.  Adam Jennison had therefore been elected as Parent member of Corporation unopposed and was eligible for appointment.

Corporation approved the appointment of Adam Jennison in the parent Corporation member category for a period of 4 years or until the end of the academic year in which his child left the College, whichever was the sooner. Appointment was subject to a satisfactory CRB check. Action: Clerk

It was noted that there remained a vacancy in the Corporation member category, following the resignation of Professor Julian Stern, and that the Search & Governance Committee had sought and recently received a nomination from the University of Hull, which the Committee would consider.

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Page 16 109.4 Minutes of Meeting 109 held on 27 September 2012, incl. confidential minutes

The minutes of the Corporation meeting held on 10 July 2012, including the confidential minutes, were approved with the following amendment to the latter: the addition of Philip Wright's name to the list of those present. Action: Clerk

109.5 Matters arising and actions

(Actions shown below are numbered according to their position in the action points table appended to the end of the previous minutes. The reference to the item where the action can be found in the previous minutes is given in brackets at the end of each item).

1 Martin Longbottom had been re-appointed to the Corporation in the Corporation member category (108.5).

2 An amendment to Corporation’s Standing Orders relating to the seal was on the agenda(108.5).

3 A report on the College’s course costing model was on the agenda(108.5).

4 The NorVIc clerks group had discussed establishing governance performance indicators, similar to Wyke’s, across the NorVIc colleges, to enable corporations to benchmark themselves against each other with a view to this being progressed for 2013/14 (108.5). Action: Clerk

5 The issue of liaison between the Student Association Equalities Officer concerning equality and non-academic activities would be considered at the Personnel Committee’s annual review of the College's Single Equality Scheme (SES) and action plan in February 2013 (108.5). Action: JC

6 A report on the updating of the audit of skills form was on the agenda. An electronic version would be developed for use in 2013/14 (108.5). Action: Clerk

7 A statement on the Corporation section of the College website concerning the processes by which the views of students and staff were obtained on the determination and periodic review of the educational character and mission of the institution and the oversight of its activities had been placed on the Corporation section of the website (108.5).

8 The discussion on marketing and enrolment had been kept in a confidential minute, as agreed (108.6).

9 The draft College strategic map was on the agenda. (108.7).

10 A report on Corporation performance indicators (PIs) for 2011/12 was on the agenda (108.11).

11 Corporation and Committee standing agenda item lists had been amended, as agreed (108.11).

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Page 17 12 Corporation’s Standing Orders and Committee terms of reference had been amended, as agreed (108.11).

13 A clause concerning the review of all Committee terms of reference had been included in all Committee terms of reference, as agreed (108.11) .

14 Membership of the Finance & General Purposes (F&GP) Committee had been increased to 6 for a transitional period to allow for succession planning. Phil Taylor had indicated that he was willing to join the Committee from January 2013 and was appointed as a member (108.11).

15 A minor updating amendment to the Corporation member role description, on the recommendation of the Search & Governance Committee, and an amendment to section 6 of Corporation’s Policy and Procedures for the Appointment, Re- appointment and Replacement of Corporation Members relating to Criminal Records Bureau (CRB) checks had been made, as agreed (108.11).

16 As agreed, the student members of Corporation had not been required to undergo CRB checks (108.11).

17 Section 6 of Corp.’s Policy and Procedures for the Appointment, Re-appointment and Replacement of Corporation Members relating to CRB checks had been further reviewed by the Personnel Committee, as agreed, and a recommendation was on the agenda (108.11).

18 The Code of Conduct had been updated, as agreed (108.11).

19 The College's Instrument & Articles of Government had been amended, as agreed(108.11) .

20 A report on consulting with Eversheds concerning further amendments to the College's Instrument & Articles of Government was on the agenda (108.11) .

21 Discussion under the Reserved Business heading had been kept in a confidential minute, as agreed (108.17).

109.6 Committee reports, presentations & recommendations

(a) Audit Committee

(i) Annual Audit Committee Report Philip Wright, Chair of the Committee, reported that:  The Audit Committee had approved its Annual Report 2011/12 to Corporation and the Principal at its November 2012 meeting and were presenting it to Corporation for consideration before the Annual Financial Statements and Annual Report for the year ended 31.7.12.

The following documents were attached as appendices to the Audit Committee’s Annual Report:  Internal Audit Service Annual Report 2011/12  Financial Statements Final Audit Findings, year ended 31 July 2012  Regularity Audit Report for the year ended 31 July 2012  College’s Annual Risk Management Report 2011/12

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Page 18

With reference to the Financial Statements Final Audit Findings for the year ended 31 July 2012, it was noted that there were no management points arising from the audit.

The Audit Committee‘s opinion as expressed in its Annual Report 2011/12 was that:  based on the reports of and discussions with both the internal, financial statements, regularity auditors, together with our own enquiries, the Audit Committee’s opinion is:  that reliance can be placed upon the adequacy and effectiveness of Wyke Sixth Form College’s systems of internal control and its arrangements for risk management, control and governance and securing economy, efficiency and effectiveness; that the Corporation’s responsibilities, included in the annual financial statements, have been satisfactorily discharged.

Corporation members noted the opinion of the Audit Committee as expressed in its Annual Report 2011/12 before considering the Annual Financial Statements and Annual Report for the year ended 31.7.12. Corporation accepted the Audit Committee Annual Report.

(ii) Recommendation on Financial Statements and Regularity Audit Letters of Representation Philip Wright reported that:  The financial statements and regularity auditors required the College and Corporation to confirm the representations given to them in connection with their financial statements and regularity audit for the year ended 31 July 2012.  The Audit Committee had considered the relevant letters of representation at their November 2012 meeting and were recommending that they were signed.

Corporation approved for signing by the Chair of Corporation and the Principal, on the recommendation of the Audit Committee, the letters of representation to the financial statements and regularity auditors.

(iii) Review of the College’s Financial Management & Control Evaluation 2011/12 Philip Wright reported that the October 2012 meeting of the Audit Committee had noted that:  The Education Funding Agency (EFA) had removed the requirement for sixth form colleges to complete a Financial Management & Control Evaluation (FMCE) annually for approval by Corporation and submission to the EFA.  Colleges were, however, free to complete the FMCE, if they so wished, as a useful source of ‘best practice’ guidance against which to assess their own operations.  The EFA and Skills Funding Agency (SFA) would not, however, be providing updated versions of the FMCE and the Sixth Form Colleges’ Forum (SFCF) would therefore facilitate an ‘open source’ approach to maintaining the questionnaire for use by colleges in future. Both the EFA and SFCF considered that this was consistent with the wider, developing, framework of self-regulation for sixth form colleges.

The October 2012 meeting of the Audit Committee had considered the full version of the College’s FMCE for 2011/12, noting and agreeing, on the basis of the evidence in the commentary provided by the College, that:  The College’s self-assessed grades should remain unchanged from 2010/11 i.e. that individual grades for strategic and operational oversight, long and short-term financial planning, risk management, internal control and financial monitoring should be “Good” and that the overall self-assessed grade should also be “Good”.

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Page 19 Corporation received the summary version of the College’s FMCE to Corporation, for information, noting that individual and overall self-assessed grades for 2012/13 remained “Good”, as in 2010/11.

(iv) Recommendation on assurance regime & the Internal Audit Plan for 2012/13 Philip Wright reported that the October 2012 meeting of the Audit Committee had noted that:  The EFA had removed, from 1 August 2012, the mandatory requirement for sixth form colleges to have an internal audit service and to submit an annual internal audit report to the EFA.  EFA and SFCF guidance advised that the core role of Audit Committees, as set out in the Audit Code of Practice (ACOP), remained ‘to advise the governing body on the adequacy and effectiveness of the . . . college’s systems of internal control and its arrangements for risk management, control and governance processes”, recommending in the light of the removal of the mandatory requirement for an internal audit service, that the Audit Committee’s current role should be extended to include advising the Corporation on what assurance framework it should put in place to ensure that adequate assurances over the effective operation of the College’s systems of control could be obtained so that appropriate declarations could be made in the Annual Report and Annual Financial Statements.  This was a significant shift in Audit Committee responsibility i.e. from telling Corporation what it was required to do under the ACOP to advising it what it should do to obtain adequate assurance.  Although the mandatory requirement to have an internal audit service had been removed, using an internal audit service to obtain this assurance remained an option for colleges.

The Audit Committee had agreed that:  Corporation could most effectively obtain the assurance that it needed to make its annual Statement of Internal Control by retaining an internal audit service and approved, at its November 2012 meeting, a draft detailed internal audit plan for 2012/13 from the East Coast Audit Consortium for recommendation to Corporation.  The Committee considered that the proposed internal plan could still provide appropriate assurance although reduced to 15 days in 2012/13 from 20 days in 2011/12. Discussions in the NorVIc Finance Group suggested that other sixth form colleges in the region were intending to continue to appoint an internal audit service but that colleges' planned audit days varied from 15-20 days annually, putting the proposed plan at the lower end. The College and Audit Committee would review at the end of the year whether 15 days had been appropriate to provide the level of assurance required.  The plan was shown as part of a 3-year internal audit strategy but re-appointment of internal auditors was subject to annual approval.  The draft had been discussed by the full senior management team before presentation to the Audit Committee, which was a new development that was commended by the Audit Committee.  Removal of the mandatory requirement under the Audit Code of Practice for a particular audit cycle allowed the College more flexibility to review those areas it considered necessary.

Corporation approved on the recommendation of the Audit Committee, the continuation of an internal audit service for 2012/13 provided by the East Coast Audit Consortium and the 2012/13 internal audit plan.

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Page 20 (b) Finance & General Purposes (F&GP) Committee

(i) Student numbers and funding report John Wilson, as Chair of the F&GP Committee, presented the student numbers and funding report.

Members noted in discussion that:  The F&GP Committee considered a student numbers and funding report at each of its meetings.  The Committee last considered the student numbers and funding report at its November 2012 meeting, noting with reference to funding for 2011/12 that the College had exceeded its funding allocation for 16-18 students.  Under the lagged funding system, funding in 2012/13 was based on 2011/12 student numbers.  The College appeared well placed to exceed its 2012/13 funding allocation for 16-18 year old students, which was its core business.  Continued growth in student numbers was important to balance funding cuts. Student recruitment was, however, a competitive market.  Achievement and success rates for 16-18 year old students studying at Level 3 were above the 2010/11 national benchmarks and there had also been a significant improvement in retention rates i.e. retention was 92.0% (2011: 90.5%) achievement was 96.0% (2011: 90.8%), the success rate (retention x achievement) was 88.3% (2011: 82.1%). Retention was the highest since 2008, with achievement and success rates the highest to date. 2012 achievement and success rates also compared favourably with the latest national benchmarks (2011 benchmarks: retention 92.9%; achievement 90.6%; success rate 84.1%).  Retention to date for level 3 students aged 16-18 was 99.0%. Retention would be monitored through the year at each Committee meeting.

Corporation received the student numbers and funding report for November 2012, noting the positive outcome for 2011/12 in term of both funding and student success rates and that it appeared well placed to exceed its funding allocation for students aged 16-18 in 2012/13.

(ii) Review of letter from EFA confirming College’s Financial Health Assessment

Corporation noted that the November 2012 meeting of the F&GP Committee had noted that the EFA had confirmed the College’s Financial Health self-assessed grade for 2011/12 of “Good”.

(iii) Long-term interest rate report John Wilson reported that:  The F&GP Committee considered a report on long-term interest rates at each of its meetings.  Following consideration of the report at its November 2012 meeting, the Committee were recommending that interest rates should continue to be monitored but a further portion of the loan taken out to finance the College re-development project should not be fixed at the present time.

Corporation received the interest rate report and agreed, on the recommendation of the F&GP Committee, that the Committee should continue to monitor long-term interest rates but that a further portion of the loan should not be fixed at the present time.

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Page 21 (iv) Monthly management accounts, including report on PIs and cashflow John Wilson reported that:  The F&GP Committee considered the management accounts at each of its meetings.  As the College’s October 2012 management accounts had not been available to present to the Committee’s November 2012 meeting, it had been agreed that they should be presented directly to the December 2012 meeting of Corporation for review.

The Director of Finance presented the management accounts for September and October 2012 to Corporation.

Members noted in discussion of the October 2012 accounts that:  The operating surplus was £339,300 against a budgeted operating surplus of £499,700.  Funding agency income was in line with budget, noting that the College was just under 99% dependent on funding agency income.  Other income was below budget, although this was due in part to timing issues in relation to the College deposit and peripatetic music fees.  Pay expenditure was below budget, although this would change during the year.  Non-pay expenditure was £84,500 above budget. In some cases this was due to profiling issues (e.g. in relation to marketing expenditure) but gas, electricity and premises costs had increased. The College had recently fitted some equipment which should save the College about £6,500 p.a. in energy costs in future. Non-pay expenditure would continue to be closely monitored by the College and the F&GP Committee.  There were no issues in relation to the balance sheet, key performance indicators (KPIs) or cashflow report to bring to Corporation's attention.

Corporation received the management accounts for September and October 2012, noting that they showed an operating surplus of £339,300 against a budgeted operating surplus of £499,700.

(v) Recommendation on Accounting Policies John Wilson reported that:  The F&GP Committee reviewed the College’s accounting policies annually, making a recommendation on their approval to Corporation before Corporation considered the Annual Report and Financial Statements.  The Audit Committee also considered the accounting policies annually, at their second autumn term meeting, when reviewing the Annual Report and Financial Statements and the Final Audit Findings report from the financial statements auditors.  Both Committees had noted that accounting policies remained unchanged from those used in previous years and the Audit Committee noted that they were considered by the financial statements auditors to be appropriate for the College and consistent with the sector.

Corporation approved, on the recommendation of the Finance and General Purposes (F&GP) Committee, the accounting policies at pages 22-25 of the Financial Statements for the y.e. 31.7.12 before considering the Annual Report and Financial Statements for the year ended 31.7.12.

(vi) Reconciliation report and recommendation on the Financial Statements and Members’ Report for year ended 31.7.12 John Wilson reported that:  The F&GP Committee reviewed the draft Annual Report and Financial Statements annually, receiving the Report for the y.e. 31.7.12 at its November 2012 meeting,

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Page 22 together with a reconciliation report from the Director of Finance which detailed variances from budget.  The F&GP Committee had noted that the College's operating surplus at 31.7.12, after charging depreciation of £739,000, had been £20,000 (after Financial Reporting Standard 17 (FRS17) adjustment), which was above the budgeted surplus of £7,000.  The surplus without FRS17 adjustment would have been £45,000  In line with the LSC’s Audit Code of Practice, the Audit Committee had also reviewed the Annual Report and Financial Statements at its November 2012 meeting with a view to informing its review of the financial statements auditors’ final audit findings report and its consideration of the final regularity audit opinion, the statements on corporate governance, the responsibilities of members of the Corporation and the system of internal control.

Members considered the reconciliation statement and Annual Report and Financial Statements for the y.e. 31.7.12, noting a year end operating surplus of £20,000.

Corporation approved, on the recommendation of the Finance and General Purposes (F&GP) and the Audit Committees, the Annual Report and Financial Statements for the y.e. 31.7.12 for signing by the Chair of Corporation and the Principal. Action: Chair/ Principal/SR

(vii) Review of year-end KPIs and objectives The Director of Finance spoke to the report on the 2011/12 Key Performance Indicators (KPIs), which had been approved by Corporation in 2011.

Members noted that:  Corporation approved key performance indicators and financial objectives annually in July when it approved the budget and 3-year financial plan.  In most cases, actual performance at the year-end was on target or was better than the projected figure.  The current and quick ratios were slightly better as a result of creditor levels at the year-end being higher than anticipated at the start of the year. The text of the report incorrectly recorded that they were slightly worse and this would be amended.  Creditor days although higher than anticipated were still well within most companies normal payment terms of 30 days.  There has been a slight increase in the College's dependency on young people's Learning Agency (YPLA)/EFA funding, but this was to be expected given increased 16-18 student numbers and reductions in other sources of income available to the College.

Corporation considered a report from the Director of Finance comparing actual performance against target key performance indicators and financial objectives for 2011/12.

(viii) Course costing model Steve Rogers reported that he had developed a College course costing model for the first time in 2011 and that the updated 2012 model was being presented to Corporation for information.

Members discussed the report, noting that:  The model, which had been developed as management tool, did not include indirect costs e.g. premises costs.  About 96% of courses operated at a profit.  In only 4 cases was there a deficit (foreign languages, music, performing arts).

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Page 23  The College had other quality measures which were used to assess the curriculum and would not remove courses, for example, solely because the course-costing model showed that they did not make a profit. Corporation considered the College's course costing model 2012 for information.

It was agreed that the Director of Finance would review and amend, as necessary, an apparent error in the report in relation to the contribution costs of A2 Art and Design. Action: SR (ix) Student Association accounts Steve Rogers presented the Student Association accounts for the year ended 31.7.12.

Members noted in discussion that.  The Director of Finance had reviewed the Student Association accounts.  The Student Association had a healthy bank balance  The advantages and disadvantages of putting some of the Student Association's cash on deposit.

Corporation approved the Student Association accounts for the year ended 31.7.12.

(c) Curriculum & Quality (C&Q) Committee

(i) Every Child Matters (ECM) Report 2011/12 Mike Noddings, as Chair of the C&Q Committee, presented the ECM report, which had been considered at the Committee’s October and November 2012 meetings.

Members noted in discussion that:  The C&Q Committee were recommending the following grades which had been approved by the College’s senior management team (SMT) o Be Healthy: grade 2 (Good) o Stay Safe: grade 2 (Good) o Make a Positive Contribution: grade 1 (Outstanding) o Achieve Economic Well-Being: grade 1 (Outstanding) o Enjoy and Achieve: grade 1 (Outstanding)  Ofsted no longer required colleges to complete an ECM report but the College considered that it was still useful to compile the relevant information in the established ECM format.  The C&Q Committee had discussed at its November 2012 meeting the scope for further action to be taken by the College in the following areas relating to the Be Healthy heading: helping students to cease smoking; encouraging the adoption by students of a healthy diet.  The report provided a comprehensive and useful summary of activities undertaken during the year.

Corporation approved, on the recommendation of the C&Q Committee, the 2011/12 Every Child Matters (ECM) report grades.

(ii) Recommendation on approval of College Self-Assessment Report (SAR) overview 2011/12 Mike Noddings reported that:  Members of the C&Q Committee had attended the College’s 2011/12 SAR moderation meeting on 28 November 2012, which had been followed by a special C&Q Committee meeting.  C&Q Committee members considered that the College’s self-assessment process was robust and rigorous.

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Page 24  Improvements made since 2010/11 had been noted and actions had been identified in areas where improvements were currently required, as shown in the SAR overview and its quality improvement plan.  The Committee were recommending the SAR overview to Corporation for approval. Members noted that  The SAR Overview executive summary included the following sections: overview and mission; about Wyke; operating environment; self-assessment process; overall effectiveness; outcomes for learners; teaching, learning and assessment; leadership and management.

Key highlights and the overall grades in the quality standards summary were noted, in particular:  The following overall grades: Outcomes for Learners – Outstanding; Quality of Teaching, Learning and Assessment – Outstanding; Effectiveness of Leadership and Management - Good; Overall effectiveness- Outstanding.  Outcomes relative to prior attainment (value added) were very high although further improvement in success rates was required to equal the best in the non-selective sixth form college sector.  Teaching and Learning were assessed through lesson observation.  Leadership and management of the college were good and high expectations were set by senior managers, with Corporation challenging and supporting them.  Performance was closely monitored, actions for improvement were planned and acted upon and teaching and learning strategies were kept under constant evaluation and guided reflection.  The self-assessment process had a strong focus on data led outcomes and was well understood by staff.  Learners received challenging targets (derived from the ALPS value-added system) which were supported by teaching and pastoral staff and monitored through online systems.  The College’s overall mission was agreed by the Corporation and the College Plan was derived from the College mission and provided targets which were agreed and monitored by Corporation’s C&Q Committee, which reported on progress to the Corporation.

Corporation approved the College’s 2011/12 Self-Assessment Report (SAR) overview.

(d) Personnel Committee

(i) Annual Equality & Diversity Report: Staff Profile 2011/12 Mary-Rose Hardy, as Chair of the Personnel Committee, presented the staff profile report 2011/12, which had been considered at the Committee's November 2012 meeting.

Members noted that:  The College had 158 staff in 2011/12.  The report considered the staff profile with reference to the following characteristics for all staff: gender, age, ethnic origin, disability,  Information in the following areas had been collected in 2012, for the first time, from an online equal opportunities questionnaire submitted to all staff and completed by 62 staff: religion or belief, sexuality, marital status, transgenderism.

Members noted in discussion that Corporation's gender balance was not in line with the College or sector and would be reviewed by Corporation's Search & Governance Committee (SGC). Action: Clerk

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Page 25 Corporation received for information, the staff profile report for 2011/12.

(ii) Annual Report on Safeguarding Children and Vulnerable Adults 2011/12 (iii) Annual review of the College’s safeguarding policies and procedures Mary-Rose Hardy presented the College’s annual safeguarding report for 2011/12, noting that there were no particular issues to be brought to Corporation's attention and that the Committee considered that the College had a strong and effective commitment to safeguarding. The outcome of the November 2012 Personnel Committee's review of the College’s safeguarding policies and procedures was also presented.

Members noted that:  The Committee were recommending minor updating changes to the following documents: the College's Safeguarding Children Policy; Safeguarding Children - procedures to be followed in cases of allegations of abuse made against staff.  Proposed revisions to these documents reflected changed requirements under the Protection of Freedoms Act 2012 for undertaking Criminal Records Bureau (CRB) checks, particularly in relation to volunteers. A brief report from the Personnel Officer on the main changes to the safeguarding regime brought in by the Act had been presented to the November 2012 meeting of the Committee and had been presented with the revisions for background information.  With reference to the proposal that enhanced CRB checks should be undertaken for new Corporation members, other than student members, there was a recommendation later on the agenda at item 8 (Governance issues) that the Corporation’s Policy and Procedures for the Appointment, Re-appointment and Replacement of Corporation Members should be similarly amended.  It was also proposed that redundant references to Area Safeguarding Committees should be removed from the College's safeguarding policies and procedures.

Corporation received the College's safeguarding children and vulnerable adults report 2011/12 and approved recommended revisions to the safeguarding policies and procedures, on the recommendation of the Personnel Committee. Action: Clerk/JC

(e) Student Committee

(i) Student Executive Report, November 2012 Adam Winter and Lydia Edwards, Student members of Corporation and Chair and Vice-Chair of Corporation's Student Committee, presented the Student Executive report.

Members noted in discussion:  The elections for the new Student Executive had been held at the beginning of April 2012 and there had been hustings for contested posts which had been well-attended, with more than 300 student present. The students considered that they had been a worthwhile experience and that it was important that posts should be contested, especially given that the Student Executive was in charge of significant amounts of money. The 2013 hustings would be advertised to students and staff and it was hoped to increase the numbers of students attending still further.  The range of fund-raising activities undertaken e.g. for students' chosen charity (the Teenage Cancer Trust in 2011/212 and Sunshine House in 2012/13) including the following autumn term fund-raising events: a Halloween Party and a Christmas raffle.  It had been decided not to hold a Christmas or New Year party, because of January exams, but a post-exam party might be considered.  Rag Week would be held in March 2013 and a Leavers party was planned for the end of summer term 2013.

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Page 26  Lydia Edwards was Student Executive Health Promotions Officer and health promotion was a key issue for the Executive. The November 2012 Student Committee had discussed the provision of water in vending machines and catering issues. A College smoking cession event was planned for spring term 2013, noting, in answer to questions about staff acting as role models for students, that it was estimated that about 3% of staff smoked.

The Principal presented the College's Student Activities report and members noted the quality and quantity of activities undertaken, noting that Ofsted was also interested in the provision of activities available for students outside the classroom.

Members particularly commended the separate report from one of the students who had participated in the College trip to South Africa, noting that:  It was informative and provided an example of the enrichment and volunteering opportunities available to students at the College.  Adam Winter and Lydia Edwards had both taken part in the visit, which gave students an opportunity to work with children in a South African orphanage.

The Chair commended the College's Gangnam Style video, featuring students and the Principal, which was available on the College website and was mentioned on the College's Twitter account.

Corporation received and considered the Student Executive Report and the College's Student Activities Report, including a separate report on the student visit to South Africa.

109.7 Principal’s Report, including College Vision & Strategic Aims The Principal presented his report which reviewed activities during autumn term 2012, together with the draft College Vision and Strategic Aims document.

(i) Principal's Report

(a) Performance and future prospects Members noted that:  Key autumn term activities included reviews of departmental performance, the completion of departmental SARs (of which the SAR overview approved earlier on the agenda was the culmination) and lesson observations of all new staff.  The College had had its best set of results at AS, A2 and BTEC and a growth in student numbers.  While there was therefore room for optimism, future risk factors included the impact of the new funding methodology which would be introduced for 2013/14; the growth in 11- 19 academies and the increasingly competitive environment in relation to student recruitment.

(b) Students Members noted that:  The first year cohort appeared to have settled well into the life and ethos of the College, had a mature and positive attitude and included many very able students. A successful evening had been organised, for students taking part in the College's "Flyers" programme and their parents, in October 2012.  About 220 applications from second year students had already been submitted to the Universities & Colleges Admissions Service (UCAS), with the highest number of applicants for Oxbridge and for courses in the medical sciences to date.

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Page 27 (c) Open evenings Members noted that:  Students continued to be the best ambassadors at College events. Open Evenings in October and November 2012 and an open Saturday in December had been very successful, with increased attendance and many of those attending commenting on how positive the College's students were about their experience at Wyke. A parents' survey had been introduced, eliciting a response from about 60 parents and many positive comments.  A successful special evening had also been organised for students and parents who had been unable to attend Open Evenings in October and November because of competing school events.  An apparent lack of Independent Advice and Guidance for young people, in some schools, in relation to progression in education at age 16 had been discussed with the Director of Children's Services at the East Riding of Yorkshire Council and with Beverley and Holderness MP Graham Stuart, Chair of the Parliamentary Select Committee on Education.

(d) Staffing Members noted that:  The new College faculty structure was beginning to change the approach to communication with staff and to accountability.  In response to the staff survey, a half- termly newsletter had been introduced to further improve communication with staff  The College was developing clearer links between Continuing Professional Development (CPD) for staff and the strategic plan/vision of the College. Induction for new staff had also been further developed.

(e) Vision and strategic aims Members noted that:  Some Corporation members and students had joined staff on Staff Day in October 2012 and had reviewed the College Vision and the associated strategies for achieving it. The resultant document would be considered for formal approval later on the agenda.

(f) Partnerships Members noted that:  The College continued to develop its links with schools and higher education institutions to help ensure a successful transition to the College at age 16 and to ensure that the College's own students were able to progress successfully to the next stage of their education after their studies at Wyke.  The marketing team and the Principal had undertaken numerous schools liaison visits during autumn term 2012.  Links were being discussed with the University of Hull's Scarborough campus e.g. reciprocal staff visits, a special event for the College's students.

Mike Rogerson (Vice-Principal, Staff & Students) reported that the College had been approached by a businessman who was interested in providing financial support to a student progressing to higher education.

(g) End of term events Members noted that:  Many comments had been received about the very high standard of performance at the recent College concert.  Details of the following week's Awards Evening and Performing Arts Wyke Winter Showcase had been included on the agenda.

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Page 28 Corporation received the Principal's report, noting reports on College performance and future prospects, students, Open evenings, staffing, mission and strategic aims, partnerships and end of term events.

(ii) College vision and strategic aims The Principal presented the draft strategic map showing the College vision and strategic aims, which had been discussed at Staff Day in October 2012.

Members discussed the College's strategic map, noting the following key statements:  Our vision: Inspire and support all students to achieve exceptional success.  We seek to develop: Outstanding Learner and Teaching outcomes; Successful students who are confident, independent and enthusiastic learners; An enriching and enjoyable student experience; Outstanding staff; Engaged parents.  Our strategic aim: Improve student outcomes; Increase student recruitment; Recruit, support and retain outstanding staff; Develop partnerships; Involve parents; Sound financial management.

Members noted in discussion of the practical implementation of the College vision and strategic aims:  The strategic map was simple but clear.  Ensuring that support was tailored to students' individual needs to ensure that they were able to achieve the exceptional success that was appropriate for them was of key importance.  An honorarium would be paid to the staff member responsible for developing appropriate liaison with parents.  Recent staff vacancies had attracted a wide field of applicants which, together with CPD linked to the College's strategic aims, should help the College achieve its strategic aim concerning outstanding staff.  The College would include its vision statement on its letterhead.  The College's vision and strategic aims would be reviewed on a regular basis.

The Principal presented to Corporation for discussion a document setting out a number of key ideas to help the College improve its performance, which had arisen in discussion on Staff Day including:  More financial knowledge for staff  Suggested ways in which the College could engage with parents  Suggested examples for sharing good practice  Better explanation of roles e.g. senior management team and Corporation member roles  Actions which could be taken on results day  Further partnership developments  Ways to motivate and treat staff e.g. "catching staff doing something good"

With reference to suggestions relating to the further development of partnerships, the following were discussed in particular:  Existing links with primary schools, including sporting links.  The development of links with business, noting that the Business, Accounting & Law Faculty, in particular, focussed on enterprise and had business links but these could be developed further. The Principal attended breakfasts meetings for local businesses and schools.  A number of small business attending Hull Digital meetings had reported problems recruiting young people with IT skills.

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Page 29 Corporation considered a report on suggestions for improving College performance which has arisen from the October 2012 Staff Day and approved the College's strategic map which set out the College's vision and strategic aims.

109.8 Governance issues II

(a) Report on Corporation attendance year to date

It was noted that overall Corporation attendance was 78% year to date against an approved target of 75%.

(b) Recommendation: Corporation policy on CRB checks for members The Clerk reported that:  The September 2012 meeting of Corporation had considered the implications for safeguarding and governance following the introduction of the Protection of Freedoms Act 2012, noting guidance from Eversheds that sixth form college governors would no longer come under the definition of regulated activity, unless they were carrying out additional activities, such as teaching or training, which would be deemed regulated activity in their own right.  Taking into account this guidance Corporation had agreed that the College’s Policy and Procedures for the Appointment, Re-appointment and Replacement of Corporation Members should be amended to show that Criminal Records Bureau (CRB) checks should only be undertaken in future for the Corporation member with responsibility for safeguarding or on the basis of risk but that at the revision should be further reviewed by the Personnel Committee.  The November 2012 meeting of the Personnel Committee, having reviewed Eversheds' guidance, had agreed that defining what constituted risk in relation to safeguarding for Corporation members was difficult given that Corporation members had access to the College and students generally and that CRB checks could be difficult to enforce unless Corporation’s general policies required it.  The Personnel Committee were therefore recommending that it was advisable for the Corporation’s Policy and Procedures for the Appointment, Re-appointment and Replacement of Corporation Members to be amended to require all new Corporation members to be CRB checked, with the exception of the student members of Corporation and staff members who had been CRB checked as a requirement of their employment.  The replacement of the Independent Safeguarding Agency and CRB by the Disclosure and Barring Service (DBS) from December 2012 was also noted.

Corporation reviewed paragraph 6 of Corporation’s Policy and Procedures for the Appointment, Re-appointment and Replacement of Corporation Members and agreed, on the recommendation of the Personnel Committee, that it should be amended to read that Criminal Records Bureau (CRB)/Disclosure and Barring (DBS) checks should be required for all new Corporation members, with the exception of the student members of Corporation and staff members who had been checked as a requirement of their employment. Action: Clerk (c) Recommendation: Audit Committee terms of reference/standing agenda item list The Clerk reported that:  The Audit Committee considered the Education Funding Agency (EFA)/Sixth Form Colleges’ Forum (SFCF) Guidance on the Implications Following Rationalisation of Audit Arrangements for Sixth Form Colleges (September 2012) at its October 2012 meeting.  As noted earlier on the agenda, the Guidance recommended that the Audit Committee’s current role should be extended to include advising the Corporation on what assurance

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Page 30 framework to have in place. It also recommended that a review of the design and effectiveness of the College’s assurance framework should be a part of the annual cycle of business of the Audit Committee, ideally in the spring term to inform planning for the following academic / financial year  The Audit Committee had accordingly agreed at its November 2012 meeting to make recommendations to the Corporation on amendments to its terms of reference and standing agenda item list, including in the latter case, a number of additional minor updating amendments.

Corporation approved, on the recommendation of the Audit Committee, revised terms of reference and revision's to the Committee's standing agenda item list which took account of the EFA/SFCF guidance on changes to the role of the Committee following changes to the assurance framework applying to sixth form colleges. Action: Clerk

(d) Recommendation: revision to Standing Orders - use of the seal The Clerk reported that:  During the College re-development project, Corporation agreed that the Chair of Corporation and the Principal should sign routine documents relating to the building project, as required, and that the Chair should be able to delegate signing, if necessary, to another Corporation member, with documents being sealed where this was a requirement or to the College’s advantage.  It had been agreed at the September 2012 meeting of Corporation, on the recommendation of the Clerk and the Director of Finance, that the above provision should be removed from the Corporation minutes action table and that a general delegation should instead be added to Corporation’s Standing Orders.  The Clerk had accordingly drafted a new paragraph 17 to the Corporation’s Standing Orders which reflected Corporation’s current practice.

It was noted, in the context of the above report, that the Education Funding Agency (EFA) had recently released details of its sixth form college building fund. The College would consider applying, although applications had to be submitted by the end of January 2013, which was a tight deadline.

Corporation approved, on the recommendation of the Clerk and as agreed at the September 2012 meeting of the Corporation, the addition of a new paragraph 17 to the Standing Orders of Corporation concerning use of the College seal. Action: Clerk

(e) Instrument & Articles of Government The Clerk reported that:  The September 2012 meeting of the Corporation approved some minor revisions to the Corporation’s Instrument & Articles of Government, agreeing that the Clerk should consult with the College’s solicitors, Eversheds, concerning changes in the following areas: eligibility (taking account of provisions concerning the disqualification of charity trustees and changes in insolvency law since 2008): the option to suspend members e.g. if subject to criminal proceedings; conflicts of interest with reference to charity law.  Eversheds would charge a flat fee of £637.50 (i.e. £750 minus a discount of 15%) to produce a tailored version of the Instrument & Articles of Government as detailed.

Corporation delegated to its F&GP Committee a decision on the commissioning of a tailored version of the College's Instrument & Articles of Government from Eversheds. It was noted that, should revised Instrument & Articles of Government be commissioned, any revisions would be returned to Corporation for approval.

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Page 31 Action: Clerk

(f) Review of Corporation effectiveness: performance indicators (PIs) & Corporation self- Corporation PIs The Clerk reported that:  Overall Corporation attendance in 2011/12 had been high at 86% and overall Committee attendance had also been high at 89% i.e. in excess of the targets of 75% set.  Corporation had not, however, achieved its agreed target of 75% for making appointments to directly appointed Corporation vacancies within 6 months. One vacancy was filled after 15 months. There has been another vacancy lasting 11 months, to which a nomination has recently been received. Search & Governance Committee members were due to meet with the nominee shortly and would make a recommendation to Corporation in due course, as appropriate.  Corporation members completed an annual Individual Corporation Member Self- Assessment Questionnaire during the autumn term.  56% of the 16 individuals who were Corporation members during all or most of 2011/12 had completed the questionnaire to date and the Clerk had reminded those members who had yet to complete the questionnaire.

Corporation members received a report from the Clerk on its 2011/12 collective performance indicators and a progress report on completion of the 2012 individual Corporation member self-assessment questionnaire. A report on the outcome of the latter would be presented to the February 2013 meetings of the C&Q Committee and Corporation. Action: Clerk

(g) Skills audit and register of interests review The Clerk reported that:  Corporation members reviewed their skills audit forms and eligibility/register of interests forms annually, normally during the autumn term, amending their forms where necessary.  To date, 63% of the 16 Corporation members who were members during 2011/12 had reviewed their existing register of interest forms and 50% had reviewed their existing audit of skills forms.

The Clerk gave a progress report on the annual updating of Corporation members' register of interests form and of the audit of skills form, noting that a number of updated forms had been returned at the current meeting. The Clerk would e-mail forms to those members who had yet to update them. Action: Clerk (h) Corporation training/briefing schedule 2012/13 The Clerk reported that:  Corporation approved a training/briefing schedule annually.  The following schedule had been approved at the July 2012 Corporation meeting and had been reviewed by the Search & Governance Committee (SGC) at its meeting on 3.9.12: a briefing on Ofsted’s new Common Inspection Framework (CIF) (given September 2012); a briefing on communication with parents (date to be arranged); a briefing on the funding formula (scheduled for February 2012); a briefing from curriculum areas (date to be arranged) Action: Clerk

The September 2012 SGC meeting had also agreed that Staff Day on 26.10.12 would present a good opportunity for Corporation members to meet staff members. The following Corporation

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Page 32 members had attended Staff Day, at which staff considered the College’s vision, strategic aims and marketing: Mike Noddings, Mary-Rose Hardy and Phil Taylor.

With reference to external training events, it was noted that:  A schedule of external training events provided by the Learning & Skills Improvement Service (LSIS) during autumn term 2012 had been presented to Corporation members at their September 2012 meeting.  Reports on the following external training events attended by Corporation members were on the agenda: an external training/networking event for Corporation members organised by NorVIc (the sixth form college federation for the NE & Yorkshire) on 6.10.12; an LSIS Staff Governor conference held on 3.12.12, which included a review of Ofsted’s new inspection regime.

Corporation received a progress report on in-house and external briefing/training opportunities for Corporation members in 2012/13.

(i) Report on NorVIC event: College Governance with Impact, 6.10.12 Corporation members Andrew Carrick and Phil Taylor reported that:  They had attended a NorVIc event for sixth form college corporation members, in October 2013 on College Governance with Impact, which had been led by Ron Hill, a Clerk at two General FE Colleges in Yorkshire.  The PowerPoint presentation from the event had been included with the papers for the information, together with a summary of the Good Governance Standard for Public Services (2004, published 2005), which was referred to at the meeting.  They considered it had been an excellent event which provided a good introduction to the principles of good governance, including being clear about the distinction between governance and management, and had been particularly useful for those who were relatively new members of Corporation.  Ron Hill had mentioned during the event that the Chair of one of the colleges that he clerked always asked the following 3 questions at the end of each corporation meeting which Corporation might usefully consider incorporating into its practice i.e.  What has been the impact of this meeting on learners?  How well have reports contributed to the agenda?  Were there any audit themes of enquiry that could be forwarded to the Audit Committee?

Corporation members received a briefing from Andrew Carrick and Phil Taylor on the NorVIc governor training event, College Governance with Impact, and noted their recommendation that it could be useful to use the 3 questions on governance practice noted above at each meeting. Action: Clerk

(j) Ofsted’s How colleges improve (summary) & verbal report on LSIS Staff Governors’ Conference on Teaching & Learning: a new governance focus, 3.12.12 The Clerk reported that:  Ofsted’s How colleges improve summary report had been considered by the October 2012 meeting of the C&Q Committee and highlighted the effective practice of successful colleges in raising standards and sustaining high performance.  It complemented and updated Ofsted’s previous reports, which dealt with College performance to May 2012, by including results from college inspections in May and June 2012.  The report noted that: “The determination and drive of senior leadership teams in making sure their visions and values became the culture and ethos of their colleges were evident in the colleges that were outstanding or improving quickly. . . The

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Page 33 governors of good and outstanding colleges were well-informed, received the right information and could challenge managers vigorously on the college’s performance”.

Jim Darmody, Teaching Staff Corporation member, presented a report on a UCU-LSIS- UNISON Staff Governors’ Conference 2012 on Teaching and Learning: a new governance focus which had been held on 3.12.12.

Members noted that:  The programme for the event included a review of Ofsted’s new Common Inspection Framework (CIF) and how the corporation of the Exeter College, a general FE college, had helped drive quality improvement and achieve success in a recent no-notice inspection, improving their grades from requiring improvement to Outstanding.  The importance of Corporation members holding the College management to account had been emphasised.  Ofsted was scheduling a high proportion of inspections on the basis of risk e.g. where there had been a fall in college success rates.  Ofsted were concerned that there had been too much emphasis by corporations on finance and estates matters and not enough on teaching and learning.  Teaching, Learning and Assessment was a limiting grade under the new regime and this was a key area on which corporations should focus e.g. concentrating on the strategic objectives within the curriculum to ensure that learning and teaching were Outstanding.  College should have systems which supported staff to support students.  It was important for Corporation members to be aware of areas of College strengths and areas for improvement. Many of the sources for this had been considered at the current meeting e.g. in the College's SAR, the ECM report and in the detailed discussion of outcomes for 2011/12 against the College Plan in the minutes of the C&Q Committee's October 2013 meeting, noting that the Plan included a summary of SAR targets.  Governors who had been absent might be contacted by inspectors by telephone to make sure that they remained aware of College developments.  The report included examples of the type of questions that Ofsted inspectors might ask Corporation members and also included questions that Exeter College's corporation had asked of itself to help their college make the transition to Outstanding e.g. o How clear was the Corporation about: the College mission and the community the College served; the role of the senior team in delivering standards; the targets set by the Corporation? o Did Corporation understand where the potential to be Outstanding was situated? o What were the College's internal review processes? o How were resources used to enable the move to Outstanding?

Members considered the issue of absentee Corporation members generally, noting that:  Corporation routinely monitored attendance and that there were currently no example of long-term absence.

With reference to the likelihood of the College being inspected in the near future, Ofsted would be able review the College SAR, once it had been uploaded to the Portal, and would be likely to make a decision on that basis.

Corporation. received, for information, Ofsted’s latest How colleges improve summary report and a report from Jim Darmody, Teaching Staff Corporation member, on a UCU- LSIS-UNISON Staff Governors’ Conference on Teaching and Learning: a new governance focus which had been held on 3.3.12 and which looked at Ofsted new Common Inspection Framework.

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Page 34 (k) LSIS: Governance Training Materials

The Clerk reported that LSIS had updated the self-study training materials for governors of FE colleges which had originally been issued by the Learning & Skills Council (LSC). The SFCF had issued a Gateway document to explain how they applied to sixth form colleges. The materials were available at:

http://www.excellencegateway.org.uk/node/19188

(l) Thomas Ferens Academy: briefing & verbal report The Vice-Chair of Corporation, Mike Noddings, reported that:  The University of Hull was the lead sponsor for the Thomas Ferens Academy.  Wyke Sixth Form College, Wilberforce Sixth Form College and the local authority were co-sponsors.  Richard Heseltine, Director of Library and Learning Innovation and University Librarian at the University of Hull, was the Chair of Governors of Thomas Ferens Academy and was also a Corporation member of Wyke Sixth Form College.  Mike Noddings was the Corporation’s nominee on the Academy’s governing body but was not its delegate.  The Academy had opened in September 2012 in an impressive new building.  Mike Noddings had served as a panel member in a number of appeals and exclusions held by the Academy.  A report on the Academy should in future be a standing agenda item for Corporation meetings. Action: Clerk

Corporation received a report on Thomas Ferens Academy from Mike Noddings, Vice- Chair of Wyke Sixth Form College and Governor of Thomas Ferens Academy, which was co-sponsored by the College.

109.9: Committee minutes and annual reports

(a) Annual Committee Reports

The following Committee annual reports were received: the reports of the Personnel and Student Committees.

(b) Committee minutes

The following committee minutes were received  Audit Committee minutes of 8.10.12 (including the confidential minutes)  C&Q Committee minutes of 16.10.12 & 28.11.12  F&GP Committee minutes of 18.9.12 (including the confidential minutes)  Search Committee minutes of 3.9.12

Reports and recommendations arising from the following committee meetings had been given at item 109.6 above and minutes would be presented to the February 2013 meeting of Corporation:  Audit Committee minutes of 26.11.12  F&GP Committee minutes of 27.11.12  Personnel Committee minutes of 5.11.12  Student Committee minutes of 9.11.12 .

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Page 35 (c) Dates of forthcoming Committee meetings:

The dates of the following forthcoming Committee meetings were noted, together with the standing invitation that Corporation members were welcome to attend committee meetings of which they were not already members:  Audit Committee, Monday 11 March 2013 (date may be subject to change)  C&Q Committee, Monday 4 February 2013  F&GP Committee, Tuesday 29 January 2013, Tuesday 19 March 2013  Personnel Committee, Monday 21 January 2013  Student Committee, Friday 15 March 2013

109.10 Any Other Business

(i) Sixth Form Colleges and Academies

The Chair of Corporation reported that he and the Principal had recently attended an SFCF event at which the advantages and disadvantages of sixth form colleges becoming Academies had been discussed. The discussion had, however, been inconclusive and more information would be sought.

109.11 Risk management

It was noted that no new items of risk had been identified.

It was agreed that the Director of Finance would discuss IT and the risk register with Adam Jennison. Action: SR

109.12 Date of next meeting

It was noted that Corporation was next due to meet on Tuesday 19 Feb. 2013 at 5.00pm.

109.13 Forthcoming events

The following forthcoming College events were noted:  Awards Evening: Monday 17 Dec. 2012, 6.30 – 7.30pm  Performing Arts: Wyke Winter Showcase: Tuesday 18 December and Wednesday 19 December 2012 at 7.00pm - 8.30pm

109.14 Reserved Business: incl. Reserved Business minutes of 10.7.2 & annual review of confidential minutes

Under Instrument of Government 14, where required by the other members present, staff members of Corporation, including the Principal, are required to withdraw from that part of any Corporation meeting at which staff matters relating solely to that member of the staff are to be considered, staff matters relating to any member of staff holding a post senior to that member’s are to be considered, and student members are required to withdraw from any part of a Corporation meeting at which staff matters relating to a current or prospective member of staff are to be discussed.

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Page 36 In line with Corporation’s practice, it was agreed that, with the exception of the Principal and the Clerk, students and staff should leave the meeting. The following left the meeting: Jim Darmody, Lydia Edwards, Ray Hutty, Julie Peaks, Steve Rogers, Mike Rogerson, Mark Rothery, Ian Taylor, Adam Winter, Alan Woodcock.

It was agreed that the minutes of the reserved business agenda should be kept in a confidential minute as they related to identifiable members of staff. Action: Clerk

Fiona Bagchi Clerk to the Corporation

.

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Page 37

MINUTES OF THE CORPORATION MEETING, CORPORATION 110, HELD ON 19 MARCH 2013

Present: Andrew Carrick, Jim Darmody, Lydia Edwards, Mary-Rose Hardy, Richard Heseltine, Ray Hutty, Martin Longbottom, Mike Noddings (Vice-Chair of Corporation), Phil Taylor, Grace Richardson, John Shipley, Sarah Smythe, Jay Trivedy, John Wilson (Chair of Corporation), Adam Winter, Philip Wright

In attendance: Fiona Bagchi (Clerk to the Corporation), Joe Bailey (student) David Green (Head of English), Steve Rogers (Director of Finance), Mike Rogerson (Vice-Principal, Staff & Students), Ian Taylor (Vice-Principal, Performance Improvement), Alan Woodcock (Director of Resources)

110.1 Apologies for absence: Corporation members: George Coyle, Jackie Goodman, Adam Jennison Management: Julie Peaks (Assistant Principal), Mark Rothery (Assistant Principal)

The meeting began with a presentation by Joseph Bailey of the College’s entry in the Rotary International Youth Speaks public speaking competition on ‘What makes Britain British?’. David Green, Acting Head of English, introduced the presentation and outlined the College's involvement with the competition, before leaving the meeting. Corporation thanked and commended Joseph Bailey for his presentation.

(Joseph Bailey left the meeting).

110.2 Declarations of interest Standing interests and interests declared during the meeting: Local authority membership: Mary-Rose Hardy (East Riding of Yorkshire Council), John Shipley (Kingston upon Hull City Council), Martin Longbottom (Hull College): Richard Heseltine (University of Hull, Chair of Thomas Ferens Academy), Mike Noddings (Governor, Thomas Ferens Academy)

110.3 Governance issues & Committee reports I

(a) Report & recommendation on Corporation vacancies

(i) Current Corporation vacancies John Wilson reported that:  There was currently a vacancy in the Corporation member category.  To qualify for consideration for the “Corporation member” category of membership, candidates must have “the necessary skills to ensure that the Corporation carries out its functions under Article 3 of the Articles of Government”

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Page 38  The Committee had sought a nomination to the vacancy from the University of Hull during autumn term 2012 and the Vice-Chair of the Committee and the Principal had met with the University's nominee, Dr Andrew King, Associate Principal at the University of Hull's Scarborough Campus, and a Senior Lecturer in Music in January 2013 and were recommending that he had the skills required and was enthusiastic about joining the College's governing body.  The Search & Governance Committee (SGC) having received the above report and considered Dr King's CV, were therefore recommending Dr King's appointment to the Corporation.

Corporation approved, on the recommendation of the Search & Governance Committee the appointment of Dr King to the Corporation for a period of 4 years, subject to satisfactory completion of Corporation's eligibility forms and a DBS check. Action: Clerk

(ii) Forthcoming Corporation vacancies John Wilson reported that:  Mike Noddings’ current term of office would end on 13 May 2013 and the Search & Governance Committee, having reviewed his performance as a Corporation member against Corporation's re-appointment criteria and were recommending his re- appointment.

(Mike Noddings left the meeting).

Mike Noddings was re-appointed for a period of 4 years from 13 May 2013. Action: Clerk (Mike Noddings re-joined the meeting).

It was noted that Grace Richardson's current term of office would end on 4.11.13.

110.4 Capital project: for approval The Director of Resources, Alan Woodcock, presented a paper on the College's new build/remodelling proposal, which had been prepared by Alan Woodcock, Mark Rothery (Assistant Principal) and Steve Rogers (Director of Finance).

Members considered the background and educational rationale for the project, noting that:  The College had grown significantly since the redevelopment of the site was completed. In particular PE BTEC courses and laboratory Science course had seen exceptional growth and growth in these areas and would continue into 2013/14 as learners moved into the second year of newly introduced courses.  Currently all students were accommodated within the timetable although BTEC PE classes had had to be located in mobile accommodation and about 60 hours per week of Science teaching was in non-specialist accommodation.  Both BTEC PE and the College’s A level provision in traditional laboratory Sciences were graded Outstanding in the College's Self-assessment Report (SAR), had grown strongly in recent years and there was a known increase in PE and Science for 2013/4 in addition to the expected growth of the whole College.  In addition Dance, Performing Arts and Drama use a current facility that was not sufficient in size to accommodate group practical work.

Members noted that the proposed development would benefit learners in the following ways.  Learners following BTEC PE courses would be taught in accommodation that was (at least) the same standard as other students currently experienced.

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Page 39  Learners following Science A levels would be able to be taught in laboratory accommodation, as the development relocated IT rooms allowing additional laboratories to be installed within reach of the technical support base.  Learners following courses in Dance, Performing Arts and Drama would be taught in a space enabling easy transition between group work, practical and theoretical work.  The proposed building would also provide some additional learner social space and two additional classrooms to provide some scope for expansion

Members noted that the proposed scheme consisted of two elements:  The creation of a new two storey building housing 4 classrooms, 2 computer rooms, a suite of 2 BTEC Sport rooms, Dance Studio, eCentre, food servery and social spaces, staff workroom, changing facilities and disabled toilets. T  This would allow for the demolition of the B Mobiles which currently accommodated BTEC Sport and remodelling of 3 classrooms into 2 Science Laboratories in the Ash Building and creation of 2 general teaching classrooms from the W1/W2 Performing Arts/Dance area in the Wilson Building.

Members noted that:  In early December 2012 the Education Funding Agency (EFA) had announced the procedure for bidding for the latest round of Capital Funding.  The Building Condition Improvements Fund (BCIF) requested submission of bids up to the value of £1.5m before 31st January 2013. Funding, if awarded, had to be spent by March 2014.  Given the need for additional space, as noted above, the Principal, with the support of the senior management team (SMT), subsequently approved provision of £45k to support the cost of developing a building design to tender stage and the submission of a planning application to allow a bid to be submitted to the EFA.  Details of the proposal were sent to all Corporation members in January 2013 with an invitation to attend the January 2013 Finance & General Purposes (F&GP) Committee meeting, at which they were discussed.  A bid to the EFA for a 100% intervention rate was submitted on 31st January 2013 and a decision was expected in March 2013.  Letters concerning the proposal had been submitted to local residents, a number of whom attended a consultation meeting at the College in January 2013, with the main issues raised relating to parking and litter.  Letters had also been sent to Councillors Fareham and Abbott, inviting them to the College to discuss the proposal.

Members noted with reference to the chosen design:  That the building was a modular built-off site design, which would be finished with block work, finished to resemble the rest of the buildings on the campus.  The Director of Resources had visited a similar building at Greenhead Sixth Form College and had been impressed with the design and the value for money that it offered.  Costs to date included the appointment of Project Management, Quantity Surveying and Construction Design Management (CDM) services in December 2012 and an agreement with Built Off-site Ltd, the firm which produced the Greenhead building, to produce a building design and specifications to enable a formal procurement exercise to be undertaken.  If approval of the project by Corporation were granted at the current meeting, tenders would be opened on 22 March 2013.  The initial intention had been for the new build element of the project to be completed by 28 August 2013, ready for the start of the new academic year but as the Planning Department had classified the scheme as ‘Major’ based upon floor area, including

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Page 40 canopy overhang, a decision was now expected within 13 weeks rather than 8 weeks, pushing the project completion date back to 7 October 2013.  Planning department officers had conducted an unannounced site visit earlier in the day i.e. on 19.3.13.

With reference to the College's application for planning permission, it was noted that:  Councillor Fareham had asked for the project to be considered by the full planning committee. John Shipley reported that he understood that Councillor Fareham had not received the College's letter concerning the project, which had been referred to earlier in the meeting.

It was agreed that the College should re-send to the Guildhall the College's letter to Councillor Farehaml, as it appeared not to have been received, and that Councillor Fareham should be approached concerning the proposed project. Action: AW

(Ian Taylor left the meeting).

The Director of Resources reported that 6 companies had originally been interested in tendering for the project but 4 had subsequently withdrawn: one because they were unable to meet the proposed timescale, one because they were unable to undertake the flood risk assessment required. The reason for the recent withdrawal of 2 other firms was unknown but was possibly due to time constraints which meant that they were unable to meet the tendering deadline. It was hoped, however, that the remaining firms would be able to produce tenders which encompassed both the quality and value for money required.

Members discussed the College's projections of growth in student numbers and received a report from Mike Rogerson (Vice-Principal, Staff and Students), whose role included marketing, on applications to date for 2013/14, projected application to enrolment conversion rates for 2013 compared to previous years and actions being taken to remain in contact with applicants between application and enrolment. It was noted that:  The College's projections of student growth and application to enrolment conversion rates appeared credible.  Growth in student numbers would bring increased funding to the College but would also have associated costs e.g. staffing costs, accommodation costs.  The Principal confirmed that the College reviewed its curriculum, staffing, student transport and accommodation needs on an annual and self-critical basis to ensure that its provision remained fit for purpose.

Members considered the financial implications of the project, which had a projected cost of around £1.75 million, noting that the options were:  Maximum grant from the EFA of £1.5 million with minimal impact on College finances  Some or no funding from the EFA, resulting in an additional loan requirement and/or use of College reserves  Sponsorship from major local companies, noting that the College had had some tentative early discussions with two companies, but that, even if such funding were to be available, any acceptance of funds would depend on what would be required in return.

Members discussed the likelihood of the College receiving a loan from the EFA, noting that:  The College had received a 35% grant towards the cost of the Wilson Building and 86% grant towards the cost of the Ash and Oak Buildings from the Learning and Skills Council (a predecessor of the EFA), receiving a grant of £15 million in respect of the latter project.

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Page 41  The BCIF included 2 previously separate EFA capital funding schemes, covering requests for capital grant in relation to both expansion in student numbers and improvement of building condition, and the total fund available was lower than previously available.  It was not known how many colleges would make applications to the scheme.

Members agreed that, given the uncertainty about EFA grant availability, the proposed building project should be considered on the basis of the "worst case scenario" i.e. that no EFA grant would be received.

(Sarah Smythe joined the meeting).

Members considered the report from the Director of Finance on the options for financing the project through a loan or using College reserves, noting that:  The Director of Finance had used loan and interest rate information from Lloyds TSB, the College's bankers who had also provided loans for the Wilson, Ash and Oak buildings, although comparative information from other banks would have to be considered should the Corporation decide to proceed on this basis.  While the College had taken out a 22 year loan on the Ash and Oak Buildings, the maximum period currently offered by Lloyds TSB would be for 15 years. A fixed rate was available for 5 years, reviewed on an annual basis.  A table, showing the effects on the income and expenditure account of a further long term loan for the full amount, had been provided in Appendix 1 to the report. Quarterly repayments would be £38K.  The interest charge would be a cost and reflected in the Income & Expenditure Account, whereas the capital and the interest costs would impact on cash flow.  In order to fund these additional costs the College would need to continue to increase student numbers but the proposal was predicated on such growth.  At the end of 2011/12 the college reserves were £1.56M (before FRS 17 pension reserve) and £389K after taking this into account, although experience showed that the Pension Reserve could fluctuate from year to year based on the actuarial valuation at each year end.  Reserves represented the cumulative profits and losses over the years since incorporation and include the effects of non-cash items such as depreciation which did not pass through the bank account whereas capital repayments of loans, whilst passing through the bank account, did not affect the Income & Expenditure account, leading to another disparity between reserves and the bank balance.  Depreciation therefore reduced reserves, as it was a cost but would not reduce the bank balance, as it was a non-cash item, whereas loan capital repayments would have the opposite effect.  The balance in the bank account at 31 July 2012 was, as a result, £583K which was significantly different to the reserves figure.  Use of reserves to fund the building project would also reduce the possibility of the College purchasing items during the year which were not included in the annual budget e.g. the recent purchase of a voltage optimiser to reduce utilities costs.  The College could not fund the project entirely from its reserves so would also have to take a loan but using the College's reserves to part fund the project would affect the College's financial health assessment and the Director of Finance's preference was therefore for the project to be financed entirely by an additional loan, should no grant or sponsorship funding be available

Members discussed the proposed building project, financing options and related risks, noting that:

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Page 42  The College was highly dependent on the EFA for recurrent grant and changes in the EFA funding formula and the College's financial plans indicated that College finances were and would remain tight into the future.  While there were risks related to taking out an additional loan, these had to be balanced by the risk to future recruitment, quality of current facilities and provision if additional space were not created for students, impairing the College's ability to grow, which would also affect future income  The risks involved in building were based on predicted growth which appeared credible, and the proposed project was intended to maintain and enhance the College's facilities and reputation.  The new building would allow the College to expand its capacity by another 250 students, which at current funding levels of c.£4K per student, would generate an additional £1million revenue for the college on an annual basis, when all the places were filled, against an expected total project cost of £1.75 million.  Quarterly repayments on the loan on the Wilson Building, were currently £17.5K. Interest on the Wilson Building loan had been fixed at 6.888% which was higher than rates currently available. The Wilson Building loan would end in 2014, meaning that projected interest of £38K for a loan for the new building would result in an additional quarterly charge of around £20.5K.

Members discussed the type, heating efficiency, insurance costs for the new building proposed as part of the project, and any additional parking associated with the project, noting in response to questions that:  The building's expected life was 25 years but there would be maintenance costs during that period, as with all buildings.  The proposed heating system was air source heat pumps, which the Director of Resources had seen in operation at Greenhead Sixth Form College and was confident were appropriate. As the proposed contract was a Design and Build contract, the Director Resources would review what was proposed in this regard carefully before signing the contract off, to ensure that the proposed system was fit for purpose.  Insurance costs would be slightly higher than for a traditional building but only marginally so.  Although much of the building would be built off-site and was modular, it was not a portakabin or mobile classroom and could not therefore be easily transported from one area to another once built and in place.  While the Oak Building had been built to allow for some expansion, the type of accommodation required would not have been suitable for the location and increasing the size of the Oak Building would have been a traditional build project and therefore outside the proposed budget.  With reference to IT resources for the project, it was proposed that some computers in current use would be moved from existing classrooms but some new equipment would also be purchased. IT wiring requirements and project timescale would be discussed with the Director of Network and Information Systems.  The College anticipated that the projected growth in student numbers and new building would require parking for around 7-8 additional staff, with the College having already increased its parking capacity as part of the recent College re-development project.

Members questioned the College about contingency planning, including provision for students, should the project not proceed or not proceed to the proposed timescale, noting that:  The College expected a planning permission decision to be given by 17 May 2013 but, if no significant objections were received before the end of the formal consultation exercise on 22 March 2013, there was a possibility that approval might be received earlier.

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Page 43  If the Corporation approved the project, there was a successful outcome to the tendering process, and planning permission were received, the College would be able to begin the project as soon as they had planning permission.  If planning permission were declined, the College would appeal but this would affect the College's ability to deliver the project on time, even if the appeal were successful.  Early analysis of projected student numbers and conversion rates indicated that the College could manage within the existing accommodation until the October 2013 half- term holiday by maximising the space it had and by careful timetabling.  Detailed contingency arrangements would be drawn up to respond to extended delays as a result of issues surrounding gaining planning permission, by May 2013 if delays were anticipated.

Corporation approved the College's new build/buildings re-modelling proposal unanimously, agreeing that, if no or insufficient capital grant to fund the project were received from the Education Funding Agency (EFA) and no sponsorship funding were received, the project should be funded by the College taking out an additional loan up to the full anticipated cost for the project of £1.75 million and that the College should proceed with the project on this basis. It was agreed that the College's reserves should not be used to fund the project. Action: AW/SR/JKT

Members noted that the project should accommodate projected growth in student numbers, enhancing the College's facilities and the student experience. It was noted that, under its approved terms of reference, the F&GP Committee would monitor the project on behalf of the Corporation. Action: Clerk

Corporation thanked Alan Woodcock for his presentation.

(Alan Woodcock left the meeting).

110.5 Minutes of Meeting 109 held on 10 December 2012

The minutes of Corporation meeting 109 held on 10 December 2012 were approved with the following amendments: at item 109.10 (p.21), the Vice-Chair of Corporation had also attended the SFCF event with the Chair of Corporation and the Principal; the first sentence of item 109.6(a)(i) (p.3) should read " Philip Wright, the Chair of the Audit Committee". Action: Clerk

110.6 Matters arising and actions (Actions shown below are numbered according to their position in the action points table appended to the end of the previous minutes. The reference to the item where the action can be found in the previous minutes is given in brackets at the end of each item).

1 Adam Jennison had been appointed as a Parent member of Corporation, as agreed (109.3).

2 The confidential minutes of the September 2012 meeting of Corporation, had been amended, as agreed (109.40.

3 The October 2012 NorVIc clerks' meeting had agreed to establish governance performance indicators across the NorVIc colleges, which would enable the Corporation to benchmark itself against other colleges, but this remained to be

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Page 44 progressed for 2013/14 (109.5). Action: Clerk

4 An update on actions to promote awareness of diversity events amongst students had been included in the updated Single Equality Scheme (SES) action plan, which was on the agenda (109.5).

5 The Clerk would develop an electronic version of the audit of skills forms for use in 2013/14 (109.5). Action: Clerk

6 The Chair of Corporation and the Principal had signed the College's approved Annual Report & Financial Statements for the year ended 31.7.12 at the Corporation's December 2012 meeting, as agreed.

The Director of Finance had submitted the College's signed Annual Report & Financial Statements to the financial statements auditors for signing and submission to the EFA by the December 2012 deadline, as agreed (109.6).

7 The Director of Finance had reviewed and amended an error in the report in relation to the contribution costs of A2 Art and Design, as agreed (109.6).

8 Corporation's gender balance was considered at each meeting of Search & Governance Committee (109.6).

9 The College's safeguarding policies and procedures, had been revised, as agreed (109.6).

10 Corporation's Policy and Procedures for the Appointment, Re-appointment and Replacement of Corporation Members had been revised, as agreed. Further updating revisions, proposed by the Clerk were on the agenda (109.8).

11 The Audit Committee's terms of reference and standing agenda item list had been revised, as agreed (109.8).

12 Corporation's Standing Orders had been revised with reference to the use of the seal, as agreed (109.8).

13 The F&GP Committee had agreed at its February 2013 meeting to commission Eversheds to work with the Clerk to produce a tailored version of the Instrument & Articles of Government (109.8).

14 The Corporation individual member self-assessment questionnaire analysis was on the agenda, as agreed (109.8).

15 Clerk would send register of interests and audit of skills form to those who had yet to complete the annual updating (109.8). Action: Clerk

16 The following items were on Corporation's 2012/13 briefing schedule and remained to be given: communication with parents; funding formula; curriculum areas (109.8). Action: Clerk

17 A review of the 3 governance questions arising from the October 2012 NorVIc training event were on the agenda, as agreed (109.8).

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Page 45

18 It had been agreed that a report on the Thomas Ferens Academy should be a standing agenda item for Corporation and it would be added to Corporation's standing agenda item list at the annual review in September 2013. A report on the Academy was on the agenda (109.8). Action: Clerk

19 The Director of Finance would discuss the College's IT and risk register with Adam Jennison, as agreed (109.11). Action: Clerk/SR/AJ

20 The minutes of the Reserved Business agenda had been kept confidential, as agreed (109.14).

Mike Rogerson reported that a businessman with local connections had approached the College with an offer of £18K support over 3 years for a student wishing to attend an HE course outside the Hull area. Members noted that this was a generous offer.

110.7 Principal’s Report The Principal, Jay Trivedy, presented his report for March 2013

(a) Student enrichment & student activities Members noted that:  There were currently 1,371 students enrolled at the College, with the majority studying at Level 3, but with some students studying at Levels 1, 2 and Level 4 (the Art Foundation course).  Enrichment opportunities offered to students included overseas and residential trips and visits (e.g. to New York, Seville, Barntrup, Rome, Iceland, Malmèdy, Edinburgh, London and York), which together with opportunities in performing arts, sports, external competitions, music and higher education preparation events, provided current students with a wide choice and gave the College a competitive edge with applicants.  The College had recently taken a group of applicants for 2013/14 who had expressed an interest in studying medicine to a Medlink conference in Nottingham, with the permission of their parents and schools.

(b) Exam results Members noted that:  Results achieved by students in recent modular examinations in January 2013 were as good or better than those achieved in 2012.  At AS and A2, there were a higher proportion of pass grades and top grades (A to B).  Action plans were being implemented in a few AS and A2 subjects where improvement was shown to be required and improvements on previous results had been seen in a number of areas e.g. Geography, Spanish, Psychology, General Studies, Religious Studies and English Literature.  Meetings with staff to review progress were being held.  As a result of government changes to the A Levels, these would be the last set of January modular examinations and the College would give careful thought to its "re-sit- strategy" for June 2013 and for 2013/14.

(c) Recruitment for 2013/14 Members noted that:

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Page 46  Applications for 2013 from Year 11 students in Hull and the East Riding of Yorkshire were in excess of those for 2012.  The College's policy remained to emphasis what the College had to offer prospective students and to ensure that applicants received appropriate and impartial advice and guidance.  Actions taken or being taken to remain in contact with applicants prior to enrolment and to improve the application and enrolment process included: providing alternative events for those unable to attend scheduled Open Evenings due to school commitments; Year 11 evenings; work with individual schools; more targeted advertising; streamlining enrolment procedures; upgrading the College website.  More College minibuses had been purchased to reduced travelling times for those students living further away from College.

Staff efforts to ensure that the recruitment process was successful were commended The quality of photographs used for recruitment purposes were particularly commended, noting that they were produced in-house by Ray Hutty, a Staff member of Corporation.

(d) Curriculum Members noted that:  The curriculum was reviewed annually to ensure that the College met the needs of prospective students and maintained the quality of its provision.  Plans for 2013/14 included:  Level 1: a core curriculum of literacy, numeracy and employability skills, with students following a pathway in either sport or in sociology and health.  Level 2: a wider range of GCSE subjects, with students with 4 C grades at GCSE able to access AS level in a specified range of subjects. The BTEC First Diploma in PE and Health and Social Care would continue to be offered  Level 3: the College's full range of AS and A2 levels would continue to be offered, including BTEC Level 3 in PE, ICT, Health and Social Care and Performing Arts. An AS level in Creative Writing would also be offered and Fast Track AS levels in Anthropology, Science in Society, World Development Computing, Critical Thinking.  Level 4: the College would continue to offer the Foundation Course in Art and Design, which was currently over-subscribed for 2013/14.

It was noted that Corporation's approval of the College's building project would also help to ensure the continuing quality of the College's facilities and provision.

Development was continuing on potential partnership working with University of Hull.

(e) Staffing Members noted that:  Future staffing needs were planned with reference to the following factors: numbers of students progressing from Year 1 to Year 2; the numbers choosing specific subjects; conversion rates in each subject and three/two year trends; the quality of the College's provision and resource implications.  Staff had been recruited in the following areas: Maths/ICT, Sociology, History, PE, Science.  Transport, which was currently managed by the Director of Finance, was an increasing responsibility and would be reviewed.  Following the retirement at the Vice Principal (Student and Staff Support) at the end of the year, it was proposed that there should be 3 Senior Tutor posts (including 2 new posts) and that Julie Peaks (Assistant Principal) would have responsibility for this area, as well as marketing.

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Page 47  Information on the new staff structure would be presented to the June 2013 Personnel Committee meeting and the July 2013 meeting of Corporation. Action: Clerk

(f) Sixth form colleges' funding campaign Members noted that:  The College was continuing to campaign for a "Level Playing Field in Sixth Form Education" and the Chair of Corporation and the Principal had attended a function at the House of Commons in February 2013 which included a meeting of Principals, Chairs of Corporations and MPs at the launch of the Sixth Form Colleges' Association's "White Paper" for a level playing field in relation to college, school/academy funding noting that the former received on average £4K per student and the latter £7K, together with an exemption in relation to VAT.  Some ministers and MPs present appeared very supportive of the work of sixth form colleges, which were independent, locally focussed, high quality, low cost education providers.  The Chair and Principal were due to meet at the College with local MP, Diana Johnson, during the summer term.

Corporation received the Principal's report, noting reports on student enrichment activities, January modular course results, student recruitment for 2013, curriculum and staffing plans for 2013/14, the sixth form colleges' campaign for a funding level playing field with maintained schools and academies.

110.8 Committee reports, presentations & recommendations

(a) Audit Committee

(i) Audit Committee: recommendation on appointment of financial statements/ regularity auditors Philip Wright as Chair of the Audit Committee reported that:  The Audit Committee reviewed the performance of the financial statements and regularity auditors, including the cost of the audit for the previous financial year, annually at its March meeting  The review undertaken of Baker Tilly UK Audit LLP’s performance at the Committee’s March 2013 meeting was positive.

Corporation approved, on the Audit Committee’s recommendation, the reappointment of Baker Tilly UK Audit LLP, as financial statements and regularity auditors for the audit for the year ending 31.7.13, subject to satisfactory agreement of their fees in the annual audit strategy to be presented to Corporation at its July 2013 meeting. Action: Clerk

(ii) Top 10 key risks report Philip Wright presented the report on the College's top 10 key risks.

Members noted that:  The Audit Committee received a report on risk management at each of its meetings.  The March 2013 meeting of the Committee considered a report on the College's top 10 key risks, noting that the highest risks related to funding.  Additional risks relating to the building project would be added to the College's risk register when updated in April 2013 and would be reviewed by the Committee at its July 2013 meeting.

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Page 48

Corporation considered and received a report on the College's top 10 key risk report.

(iii) Other items considered by the March 2013 Audit Committee meeting Philip Wright reported that:  Other items considered by the Audit Committee meeting held on 11 March 2013 included: internal audit reports arising from reviews of the IT helpdesk, learner numbers systems and payroll (all of were awarded the highest rating of "substantial assurance"); a report on the implementation of recommendations arising from previous internal audit reports; a review of the need for a table setting out the areas of assurance available to Corporation under its risk assurance framework.

Corporation received a report on items considered at the Audit Committee's March 2013 meeting.

(b) Finance & General Purposes (F&GP) Committee (i) Treasury management policy & minor revision to Financial Regulations John Wilson, as Chair of the F&GP Committee, presented the College's draft treasury management policy and a minor revision to the financial regulations.

Members noted that:  The Treasury Management review undertaken by the internal audit service as part of the 2012 internal audit plan, recommended that the College should develop a treasury management policy and that the College's Financial Regulations should be expanded to make it clear that all bank accounts should be in the name of the College.  The F&GP Committee had considered the attached draft Treasury Management policy and revision to the section on banking arrangements in the Financial Regulations at its January and February 2013 meetings and were recommending them to Corporation for approval.

Corporation approved the College's Treasury Management policy and a revision to the section on banking arrangements in the Financial Regulations, on the recommendation of the F&GP Committee.

(ii) Student numbers and funding report John Wilson presented the student numbers and funding report, which was considered.

Members noted in discussion that:  The F&GP Committee had considered a student numbers and funding report at each of its meetings.  The Committee last considered the student numbers and funding report at its February 2013 meeting, noting that retention for Level 3 long qualifications for students aged 16-18 years old was currently 1.3% above the figure for February 2012 and at 96.5% was the highest result for the 6 years represented in the report, following a small dip in retention in January 2013.  It was, however, noted that, it was still too early in the year to predict the final outturn, which should become clearer from April 2013.

Corporation considered the College's student numbers and funding report for February 2013, noting that retention for students aged 16-18 taking Level 3 qualifications was, at 96.5%, above the College's best previous result i.e. 96.1% in February 2008.

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Page 49 (iii) Long-term interest rate report John Wilson reported that the F&GP Committee considered a report on long-term interest rates at each of its meetings and asked the Director of Finance, Steve Rogers, to speak to the interest rate report for February 2013 which had been received from the College's bankers.

Members noted that:  The report presented to the February 2013 meeting of the Committee noted that interest rates were showing a small upward trend (from 2.840 to 3.080) but the Committee had agreed that it should continue to be monitored and a further portion of the loan taken out to finance the College re-development project should not be fixed at the present time.

Corporation considered the interest rate report for February 2013 and agreed that the Committee should continue to monitor long-term interest rates and that a further portion of the loan should not be fixed at the present time.

(iv) Monthly management accounts, incl. report on PIs and cashflow John Wilson reported that the F&GP Committee considered the College's management accounts at each meeting, with the Committee considering the December 2012 accounts at its February 2013 meeting. John Wilson asked the Director of Finance to speak to the accounts for January 2013, which were being presented directly to Corporation.

Members noted in discussion, with particular references to areas showing negative variances. that:  The operating deficit for January 2013 was £133K against a budgeted surplus of £84K.  EFA/SFA grant income was in line with budget.  Trading income was £19.3K below budget.  Non-pay expenditure was £219.6K above budget, although some negative variances were due to profiling issues. Areas where an overspend was expected at the end of the year included: marketing, minibus costs, premises, exam costs and student support.  Pay expenditure was currently £6.7K below budget but a slight overspend was forecast at the end of the year, under premises, due to the recruitment of additional minibus drivers.

Members noted with reference to the following negative non-pay variances:  The student support scheme covered transport costs, to ensure no students paid more than £10 a week, and discretionary awards. The College received £148K from the EFA for students aged 16-18 and £12K for students aged 19+ for student support payments and the College determined the criteria for the scheme before the start of the year. The scheme appeared likely to be overspent at the end of the year due to an increase in applications, possibly because of the effect of the current financial climate on family incomes. The College would review the awarding criteria for 2013/14.  The level of any exam costs overspend should become clearer when the level of re-sits were known latter in March 2013. Students paid for their own re-sits.  With reference to premises costs, there had been an increase in maintenance and utilities costs. The latter were purchased through a consortium with East Riding of Yorkshire Council. The College had recently installed a voltage optimiser device which should helped to reduce future costs.

In response to members' questions concerning professional and development fees incurred in relation to the building project, that these would be capitalised at the end of the financial year.

The Corporation received and considered the management accounts for January 2013, noting an operating deficit of £133K against a budgeted surplus of £84K. It was noted that Corporation had budgeted for a year end deficit of £24.4K and that the College would endeavour to remain as close to this as possible.

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Page 50 (v) Report on the new funding methodology from the Director of Finance

It was noted that a briefing on the new funding methodology would be presented to the May 2013 meeting of Corporation, to enable the Director of Finance to include details of the College's EFA funding allocation for 2013/14. Action: Clerk/SR

(c) Curriculum & Quality (C&Q) Committee

(i) College Plan 2012: outcomes Mike Noddings, as Chair of the C&Q Committee, reported that the Committee had considered outcomes against the College Plan 2012 at their October 2012 meeting.

Members noted that the report of the Committee's discussion of outcomes against targets in the 2012 College Plan, included the following observations:  The 2012 first and stretch targets for success rates at Level 3 (long qualifications 16-18) had been exceeded i.e. success rates were 87.9% against a first target of 85.5% and a stretch target of 87%.  The 2012 first target for success rates at Level 2 (long qualifications 16-18) had been exceeded i.e. success rates were 85.1% against a first target of 84% although the stretch target of 86% had not been met.  The target for increasing the proportion of courses achieving positive value-added at A2 had not been met i.e. ALPS A2 subject outcomes value-added scores improved from 68% in 2011 to 74% in 2012 but the target of 79% was not met.  The College’s overall ALPS figure of 5 at A2 was Good but, as noted above, improvement was an action for 2012.  The College’s A2 3-year T score in ALPS remained a 3.  The target for increasing the proportion of courses achieving positive value-added at AS had been exceeded i.e. ALPS AS subject outcomes value-added scores improved from 65% in 2011 to 92% in 2012, exceeding the target of 66% set.  The target for HE progression was: Maintain the percentage of advanced level learners progressing to Higher Education (directly or after a gap year) at or above 70%. 85.4% of the College’s students who applied to HE in 1011/12 were successful in gaining a place, which was similar success to success rate in 2007-2009 and higher than in 2010 and 2011.  Attendance of 91.3% in 2011/12 meant that the College had exceeded its first target of 90%.  The College had not, however, achieved its stretch target of 93% and achieving the stretch targets set for attendance had proved difficult generally and required further assessment.  While over 90% attendance was good, further improvements in attendance were desirable.  The College had exceeded its 2012/13 enrolment target.  Strong growth in a competitive market reflected the College’s reputation as a quality provider.  Some of the growth in 2012 related to increased numbers studying at A2 following improved AS results.

Corporation considered outcomes against target in the 2012 College Plan, noting areas of success and for improvement.

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Page 51 (ii) College Plan 2013 targets Mike Noddings reported that the C&Q Committee had considered revised targets in the 2013 College Plan at its February 2013 meeting, which were considered achievable, and were recommending them to Corporation for approval.

Members noted, in particular, proposed changes in the text at 3b) of the Plan (Growth in enrolments), including a revision to the 2013/13 enrolment target and in the minor updating amendments to the Notes section at the end of the Plan.

Corporation considered and approved the revised targets and minor updating changes to the 2013 College Plan, on the recommendation of the C&Q Committee.

(d) Personnel Committee

(i) College staff equal opportunities report: recruitment Mary-Rose Hardy, as Chair of the Personnel Committee, reported that:  The Personnel Committee reviewed the College’s equal opportunities report on staff recruitment annually at its spring term meeting.  The College’s equality & diversity report on the staff profile was also reviewed annually by the Committee and had been presented to the December 2012 meeting of Corporation, for information.

Corporation received the College's equal opportunities report on staff recruitment, noting that it provided information with reference to the following protected characteristics: ethnic origin, gender, disability, age, religion/belief, marital status, sexuality.

(ii) Revised Single Equality Scheme (SES) Mary-Rose Hardy reported that:  The February 2012 meeting of Corporation agreed to delegate the approval of personnel policies and procedures (other than policies/procedures relating to senior post-holders, safeguarding, equality and diversity) to the Personnel Committee.  The Personnel Committee reviewed the College’s Single Equality Scheme (SES) annually at its spring term meeting and considered a revised SES, including a number of minor updating changes, at the Committee's February 2013 meeting.

Corporation approved the College's revised Single Equality Scheme (SES) for approval on the recommendation of the Personnel Committee

(iii) SES action plan

Corporation received the College's Single Equality Scheme (SES) action plan, for information, noting that it had been reviewed by the Personnel Committee at its February 2013 meeting.

Mary-Rose Hardy presented a brief summary of other items considered at the February 2013 Personnel Committee meeting, which had included:  A review of the following standing agenda items: staffing report; annual complaints report; a review of the schedule of College's personnel policies and procedures which were approved by the Committee or the Corporation (noting that it was up to date); an employment law update.  The Committee had approved the following policies & procedures subject to agreed amendments and any consultation required with the College's professional associations and trade unions: Capability Policy; Sickness Absence Policy & Procedure; Leave

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Page 52 Policy; Recruitment & Selection Procedure. All actions had now been completed by the Personnel Officer and the revised policies and procedures had been communicated to all staff.

(e) Student Committee

(i) Equality & diversity report Adam Winter, as Chair of the Student Committee, presented the College's annual student equality and diversity, which had been considered at the Student Committee's March 2013 meeting.

Corporation considered the Student Equality and Diversity report for 2012/13, noting that the College had 1,379 students at the census date, 58% of whom were female and 42% male, and that 11% of students were from a Black or Minority Ethnic (BME) group, which was similar to BME population percentage identified in the 2011 census for Hull.

(ii) Student Executive Activities Report & College's Student Activities Report Adam Winter presented the College's Student Activities and the Student Executive Activities reports, which had been presented to the March 2013 meeting of the Student Committee.

Members noted in particular, with reference to the College's Student Activities report:  Departmental reports e.g. from Accounting, Art and Photography, English, Geography, Maths, Media Studies, Performing Arts, PE, Psychology, Sociology.  The report on the team of English students who had been successful in getting through to the regional round of the Rotary International Youth Speaks competition for the first time, in which they had come third. Joseph Bailey, who had taken part, had given his presentation at the start of the current meeting,  College trips and visits had included: the Media Studies’ visit to new York; the French exchange visit to Malmèdy in Belgium; the joint German and Performing Arts exchange visit to the Barntrup Gymnasium in Germany, with all students involved in a musical version of A Midsummer Night’s Dream; the Spanish visit to Seville. A presentation to the Student Committee by students who had recently returned from the first joint Religious Studies and Classical Civilisation visit to Rome, was also noted.  One of the College's students, Macaulay Davy, was one of around 150 students nationally who had got through to the final round of the UK Mathematical Olympiad, and finished in the top third of those attending.  Applications to HE were at their highest ever, with 3 students having received offers from Cambridge/Oxford, 4 offers to read medicine from the Hull/York Medical School and 1 from University College, London.

Members noted in particular, with reference to the Student Executive Activities report:  Charity fund-raising activities, including RAG week, which was currently in progress.  A Stop Smoking promotion had been organised to coincide with national non-smoking day, following a recent discussion by Corporation of the issue in connection with the Be Healthy section of the College's Every Child Matters report.  The Student Executive for 2013/14 had been elected.

Member congratulated the Principal and students on their performance in a recent Gangnam Style promotional video.

Corporation received, for information, the Student Executive Activities Report and the College's Student Activities Report. The Chair of Corporation commended students on

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Page 53 the range of activities undertaken and it was noted that the reports would be particularly informative for applicants to the College. 110.9 Governance issues II

(a) Report on Corporation attendance year to date

It was noted that overall Corporation attendance was 81% year to date against an approved target of 75%.

(b) Self-assessment analysis & plan

Corporation received the analysis arising from the 2012 individual Corporation member self-assessment questionnaire, for information, noting that actions arising would be monitored by the C&Q Committee.

(c) F&GP revised terms of reference

Corporation approved amendments to the F&GP Committee's terms of reference, on the recommendation of the F&GP Committee, reflecting the Committee's role in approving a list of deposit takers as stated in the Treasury Management policy approved earlier on the agenda and revising the wording of the sentence relating to the Committee's role in monitoring College loans to read: To monitor interest rates relating to College loans and to consider for approval the placing of sums at a fixed interest rate where interest rates are at or lower than 5%. Action: Clerk

(d) Revised appointment policy

Corporation approved minor updating amendments to Corporation's Policy and Procedures for the appointment, re-appointment and replacement of members of Corporation, including updated references to the Disclosure & Barring Service (which replaced the Criminal Records Bureau in December 2012), to the Search & Governance Committee and to references to the Instrument & Articles of Government, on the recommendation of the Clerk. Action: Clerk

(e) Instrument & Articles of Government revision: progress report The Clerk to the Corporation reported that:  The Dec. 2012 meeting of Corporation considered further changes to the Instrument & Articles of Government and agreed to delegate to the F&GP Committee the need to take legal advice before proceeding further.  The Feb. 2013 meeting of the F&GP Committee considered a report from the Clerk on further proposed changes to the Instrument and Articles, including changes in the areas of eligibility, conflicts of interests, suspension of Corporation members and written resolutions using e-mail, and agreed that the Clerk should take advice from the College's solicitors' Eversheds for a fixed fee of £637.50 (excl. VAT).

Corporation received a progress report from the Clerk on further revisions to the Instrument and Articles of Government.

(f) AoC English Colleges Foundation Code of Governance

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Page 54 Corporation noted progress made by the Sixth Form Colleges' Forum (SFCF)to allow all types of sixth form college to adopt the Association of Colleges’ English Colleges’ Foundation Code of Governance, should they wish, and agreed that the Search & Governance Committee should consider the Code and make a recommendation to Corporation on its adoption. Action: Clerk (g) Ofsted Common Inspection Framework (CIF) 2012 The Clerk reported that:  The Curriculum & Quality (C&Q) Committee had considered Ofsted's Common Inspection Framework (CIF) 2012 at its February 2012 meeting and that the booklet had been enclosed with the Corporation papers for the current meeting, for information.  Extracts on governors and inspection had also been enclosed from: the CIF, Ofsted's inspection Handbook, a report from the Sixth Form Colleges' Forum (SFCF) on recent sixth form inspections and from a recent Learning and Skills Improvement Service (LSIS) report which considered governors' response to the new CIF and looked at common issues relating to appropriate support and challenge by governors.

Members discussed the information provided with particular reference to the following:  Members' experience of Ofsted inspections at Kelvin Hall School and Thomas Ferens Academy, which was that inspections were data driven and that the approach to governance supported the guidance in the documents presented to Corporation members i.e.  The importance of the enhanced focus on teaching, learning and assessment (TLA) in the CIF.  The need for corporations to ensure an appropriate balance in their monitoring of business, finance, estates and TLA and the learner experience.

In response to members' questions on how prepared the College was for inspection, it was noted that:  Three members of staff had been trained as observers with reference to the new CIF.  The College ensured that there was appropriate staff accountability e.g. a faculty meeting earlier in the day had considered recent modular results and value added with reference to areas of staff responsibility. Meetings with curriculum areas also considered staff performance.

It was noted that the Corporation had received a presentation on Ofsted's new inspection framework at its September 2012 meeting and a copy of a presentation on inspection arising from the LSIS Staff Governor Conference at its December 2012 meetings but agreed that it would be useful for a further training session on the new CIF to be arranged for Corporation members, together with the production of a CIF checklist. The usefulness of the session being arranged separately from a Corporation meeting and of using an external trainer were discussed. With reference to the latter it was noted that a number of members of the Corporation already had experience of Ofsted inspections under the new CIF. Action: Clerk

Corporation members received, for information, Ofsted's Common Inspection Framework (CIF) 2012 and noted attached extracts relating to Corporation members' role in inspection.

(h) External training: NorVIc Governors' event, York, Sat. 11.5.12 The Clerk reported that:  Ron Hill, who had led a successful training event for NorVIc during autumn term 2012, would be leading another Corporation member training event on the theme ‘Improving

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Page 55 Governor Performance through Self-Assessment of the Contribution of the Governing Body to the Leadership of the College' at the Royal York Hotel on Saturday 11th May 2013, 10am - 12.30pm.

A NorVIc training event for Corporation members on 11 May 2013 was noted and it was agreed that those interested should contact the Clerk.

With reference to in-house training, the Clerk reported that Corporation members who had yet to complete/update their on-line training in child protection and/or equality and diversity would be reminded. A report on completion rates would be presented to the June 2013 Personnel Committee meeting. Action: Clerk

(i) Sixth Form Colleges' Association (SFCA)

Corporation noted that the Sixth Form College' Forum (SFCF) had become the Sixth Form Colleges' Association (SFCA) on 26.2.13. The College was a member of the SFCA.

(j) Thomas Ferens Academy report Corporation members noted that:  The University of Hull was lead sponsor for Thomas Ferens Academy. Wyke and Wilberforce Sixth Form Colleges and the local authority were co-sponsors.  In its capacity as co-sponsor, the College was entitled to nominate one governor to the Academy and had nominated the Vice-Chair of Corporation, Mike Noddings.  Richard Heseltine, had been nominated to the Academy by his employer, the University of Hull, and was Chair of the Academy's Board of Governors. He was also a Wyke Corporation member.

Richard Heseltine gave a report on the Academy, which had opened in September 2012. Members noted in discussion that:  The Academy's predecessor school, Sir Henry Cooper School, had been in special measures and a 2-day Ofsted inspection visit to the Academy had concluded that it was making reasonable progress.  The work required of staff and governors at a newly opened Academy was significant and challenging.  Most staff from the predecessor school had continued in employment at the Academy but 20 new teachers had also been employed, half NQTs or on Teach First. Almost all the senior leaders and most of the middle managers were new.

Corporation received a report on Thomas Ferens Academy, which the College co- sponsored.

(Jim Darmody left the meeting).

110.10 Committee minutes, annual reports & forthcoming Committee meeting dates -

(a) Annual Committee Reports

The following Committee annual report was received: the report of the F&GP Committee.

(b) Committee minutes:

The following committee minutes were received  Audit Committee minutes of 26.11.12

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Page 56  F&GP Committee minutes of 27.11.12 & 29.1.13  Personnel Committee minutes of 5.11.12 & 18.2.13  Student Committee minutes of 9.11.12

Reports and recommendations arising from the following committee meetings had been given at item 110.8 above and minutes would be presented to the May 2013 meeting of Corporation:  Audit Committee minutes of 11.3.13  C&Q Committee minutes of 4.2.13  Student Committee minutes of 15.3.13

(c) Dates of forthcoming Committee meetings

The dates of the following forthcoming Committee meetings were noted, together with the standing invitation that Corporation members were welcome to attend committee meetings of which they were not already members:  Audit Committee, Mon. 10 June 2013  C&Q Committee, Tues. 14 May 2013 (revised date)  F&GP Committee, Tues. 30 Apr. 2013, Mon. 20 May 2013, Tues. 25 June 2013  Personnel Committee, Mon. 3 June 2013  Remuneration Committee, Mon. 13 May 2013  Search & Governance Committee, Mon. 22 Apr

110.11 Governance questions The Chair reported that:  It had been agreed at Corporation's December 2012 meeting that Corporation should review the governance questions arising from the NorVIc Corporation member training event which had been held in October 2012 i.e. whether it would be useful to ask the following questions at the end of each Corporation meeting:  What has been the impact of this meeting on learners?  How well have reports contributed to the agenda?  Were there any audit themes of enquiry that could be forwarded to the Audit Committee?

Corporation agreed that the second and third questions were already adequately covered by Corporation's standing agenda item on new areas of risk management and/or the work of the Audit and the Search & Governance Committees but agreed that the first question should be included on future agendas to emphasise its importance for the work of Corporation. Action: Clerk

Corporation received for information a list of questions arising from the LSIS Staff Governor event held in December 2012, which had been formulated by Exeter College to help with the improvement of teaching & learning and preparation for inspection.

110.12 Any Other Business

It was noted that there was no other business.

110.13 Risk management – to consider risks associated with items on the agenda

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Page 57

It was noted that risks associated with the building project had been considered earlier on the agenda and would be included in the updated College risk register in April 2013. Action: AW/SR

110.14 Date of next meeting

It was noted that Corporation was next due to meet on Thursday 9 May 2013 at 5.00pm

110.15 Forthcoming events

The following event was noted: the College concert, 24.4.13 at 7.30pm at Holy Trinity Church, Hull.

110.16 Reserved Business: Remuneration Committee & Corporation Reserved Business minutes of 10.12.12 Under Instrument of Government 14, where required by the other members present, staff members of Corporation, including the Principal, are required to withdraw from that part of any Corporation meeting at which staff matters relating solely to that member of the staff are to be considered, staff matters relating to any member of staff holding a post senior to that member’s are to be considered, and student members are required to withdraw from any part of a Corporation meeting at which staff matters relating to a current or prospective member of staff are to be discussed.

In line with Corporation’s practice, it was agreed that, with the exception of the Principal and the Clerk, students and staff should leave the meeting. The following staff and students therefore left the meeting: Lydia Edwards, Ray Hutty, Steve Rogers, Mike Rogerson, Adam Winter.

It was agreed that the minutes of the reserved business agenda should be kept in a confidential minute as they related to identifiable members of staff. Action: Clerk

Fiona Bagchi Clerk to the Corporation

.

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MINUTES OF THE CORPORATION MEETING, CORPORATION 111, HELD ON 9 MAY 2013

Present: Andrew Carrick, George Coyle, Jim Darmody, Lydia Edwards, Jackie Goodman, Mary-Rose Hardy, Richard Heseltine, Ray Hutty, Andrew King, Martin Longbottom, Mike Noddings (Vice-Chair of Corporation), Phil Taylor, Jay Trivedy (Principal), John Wilson (Chair of Corporation), Adam Winter,

In attendance: In attendance: Fiona Bagchi (Clerk to the Corporation), Steve Rogers (Director of Finance), Julie Peaks (Assistant Principal), Mark Rothery (Assistant Principal), Mike Rogerson (Vice-Principal, Staff & Students), Ian Taylor (Vice-Principal, Performance Improvement), Alan Woodcock (Director of Resources)

111.1 111.1 Apologies for absence: Corporation members: Adam Jennison, Grace Richardson, John Shipley, Sarah Smythe, Philip Wright

The meeting began with a presentation by students from the music department led by the Director of Music, Rachel Poyser. Corporation thanked those taking part.

111.2 Declarations of interest The following standing interests and interests were noted: Jackie Goodman (Hull College), Mary-Rose Hardy (East Riding of Yorkshire Council), Martin Longbottom (Hull College): Richard Heseltine (University of Hull, Chair of Thomas Ferens Academy), Mike Noddings (Governor, Thomas Ferens Academy)

111.3 Update on building project The Director of Resources, Alan Woodcock, gave an update on the College's new build/re- modelling proposal.

Corporation members noted that:  The full project includes both a new build element and the refurbishment of parts of the Ash and Wilson Buildings.  The College had obtained planning permission for the new building but with conditions (e.g. to prevent neighbours' gardens being overlooked from the staircase or classrooms) which has increased the expected cost of the project by £100K.  The College had been unsuccessful in its application for a grant to support the College building project from the Education Funding Agency (EFA) Building Condition Improvement Fund (BCIF).  As agreed at the Corporation's March 2013 meeting, the Director of Finance was currently in discussion with a number of banks concerning a loan to fund the project.  In addition to reports made to Corporation, updates on the College's property strategy were considered by Corporation's Finance & General Purposes (F&GP) Committee.  The Director of Resources had reported at the March 2013 Corporation meeting that 6 companies had originally been interested in tendering for the project but 4 had subsequently withdrawn.

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Page 59  While one of the tenders was cheaper than the other, the terms proposed would have meant that the contractors would have taken no liability for the foundations of the building, for example, which could have involved the College in extra expense, and they would also have required significant advance payments for the project.  The College had therefore concluded that the higher tender, which was from Built Offsite Ltd, had offered better value for money.  The College had yet to issue a letter of intent to Built Offsite (which would commit the College to expenditure of £0.5M), pending confirmation from the contractors that electricity company, Northern Power, had confirmed in writing that sufficient power was available for the new building.  Verbal confirmation had been received that sufficient electrical capacity was available but the deadline for receipt of written confirmation was the day after the current meeting and should there be any delay this would have an impact on the autumn 2013 half-term completion date for the new building.  A contingency of £20,000 had been included in the budget to cover risk relating to electrical power but the cost could be higher.  The College would need to replace the Power Protector power saving device which has been installed in October 2012 but was sized with reference to the College's current usage. The installer would, however, re-purchase about 10% of the equipment installed.  The College had contingency plans to accommodate an increase in student numbers until just after half-term. Assistant Principal, Mark Rothery, had undertaken modelling on room needs for Level 3 students in autumn 2013: 58.5 rooms were needed and 59 rooms were available. He was therefore confident that the College could cope until half- term  The College could obtain mobiles for the beginning of the autumn term, if necessary, but would prefer not to do so.

It was noted in response to members' questions that:  Should enrolment exceed the College's expectation in autumn 2013, the College would not wish to turn students away.  While the College had considered running costs when deciding to use a modular building, the timescale for the project had meant that there has not been the same amount time to consider ecologically sustainable options that there had been during the building of the Ash and Oak Buildings.  If electrical power supply capacity was an issue, one option would be to use gas in the new building, although that was not a sustainable resource in the longer term.  If the student application to conversion rate was higher than expected in September 2013, the risk was that there could be accommodation pressures (e.g. in relation to social space) until the second half of the term.

In response to members' questions concerning any ecological improvements that could be made to the College site in general, it was noted that the installation of photovoltaics might be considered at some future date but would only be affordable if grant funding were made available to support it.

It was noted that specifications for the refurbishment of the Ash and Wilson Buildings had been written and that work would take place during the 2013 College summer vacation.

Corporation noted and agreed that, following the issuing of a letter of intent, the formal contract with Built Offsite should be signed under seal, as a deed in line with Corporation's established practice, which would extend the period during which a breach of contract claim could be made from 6 to 12 years. Action: AW/Clerk/JW/JKT

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Page 60 Corporation thanked Alan Woodcock for his presentation.

(Alan Woodcock left the meeting).

111.4 Minutes of Meeting 110 held on 19 March 2013

The minutes of Corporation meeting 110 held on 19 March 2013, including the confidential minutes, were approved with the following amendments: at item 110.10 (p.20) the minutes should record that the Personnel Committee minutes of 18.2.13 had been received at the meeting and that the Student Committee minutes of 15.3.13 would be presented to the May 2013 meeting of Corporation (p.21). Action: Clerk

111.5 Matters arising and actions (Actions shown below are numbered according to their position in the action points table appended to the end of the previous minutes. The reference to the item where the action can be found in the previous minutes is given in brackets at the end of each item).

1 Dr Andrew King had been appointed as a Corporation member at the Corporation's March 2013 meeting (110.3).

2 Mike Noddings had been re-appointed as a Corporation member from 13.5.13 (110.3).

3 The College had re-sent a letter about the building project to Councillor Fareham (110.4).

4 A progress report on the College's building/refurbishment project was on the agenda (110.4).

5 Under its terms of reference, F&GP Committee monitored building projects. The first report on the building project had been received by the F&GP Committee at its April 2013 meeting (110.4).

6 The minutes of the December 2012 Corporation meeting, had been approved, as agreed (110.5).

7 The NorVIc Clerks' group had discussed the use of governance performance indicators across the NorVIc colleges, which was due to be followed up at NorVIc Clerks' group meetings in 2013 (110.6).

8 The development of an electronic audit of skills forms was an action for the Clerk for September 2013 (110.6). Action: Clerk

9 The Clerk confirmed that the updated register of interests forms was almost complete and she would distribute audit of skills form to those who had yet to complete the annual updating (110.6). Action: Clerk

10 A progress report on Corporation's 2012/13 training/briefing schedule was on the agenda (110.6).

11 A report on the Thomas Ferens Academy should be a standing agenda item for Corporation (110.6).

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Page 61 Action: Clerk

12 A discussion on IT and the College risk register with Adam Jennison, a Parent member of Corporation, was an action for the Director of Finance (110.6) . Action: Clerk

13 Details of the College's new staffing structure would be presented to the July 2013 meeting of Corporation (110.7). Action: JKT/Clerk

14 Baker Tilly had been re-appointed as financial statements/regularity auditors, at Corporation's March 2013 meeting, subject to agreement of their fees in the annual audit strategy (110.8). Action: Clerk

15 A briefing on the new funding methodology was on the agenda (110.8).

16 The Finance & General Purposes (F&GP) Committee's terms of reference had been amended, as agreed at Corporation's March 2013 meeting (110.9).

17 Corporation’s Policy and Procedures for the Appointment, Re-appointment and Replacement of Corporation Members had been amended, as agreed at Corporation's March 2013 meeting (110.9).

18 The Search & Governance Committee had considered the Association of Colleges' (AoC) English Foundation Code of Governance at its April 2013 meeting and would make a recommendation to Corporation on its adoption (110.9).

19 A recommendation from the Search & Governance Committee on a further training session on Ofsted's new Common Inspection Framework (CIF) was on the agenda. Corporation had also agreed at its March 2013 meeting that the production of a CIF checklist would also be useful (110.9). Action: Clerk

20 Corporation members who had yet to complete/update their on-line training in child protection and/or equality and diversity would be reminded. A report on completion rates would be presented to the June 2013 Personnel Committee meeting (110.9). Action: JC/Clerk

21 The following question had been added as standing agenda item to the Corporation's agendas: What has been the impact of this meeting on learners? (110.11)

22 Reserved Business minutes arising from the March 2013 meeting of Corporation, had been classed as confidential, as agreed (110.16).

111.6 Principal’s Report The Principal, Jay Trivedy, presented his report for May 2013

(a) Staffing Members noted that:  10 new members of teaching staff had been appointed, including 2 new maternity cover posts

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Page 62  Most of the above posts represented additional staff to respond to the anticipated growth in student numbers.  The interview process for teachers followed a set structure that included lesson observation and involved the views of students, departmental staff, the Head of Faculty as well as the senior management team. Interview was dependent on a successful lesson observation outcome.  The College had attracted a good field of candidates for the above posts.  A number of posts had been advertised internally in order to continue the College's development i.e. Oxbridge Co-ordinator, Cross-College Productions, Press Liaison, Extended Project Qualification (EPQ) management for the Flyers and second years, Flyers' University Links, Student Executive liaison, Senior Transport/Minibus Manager.  Changes in staff roles would also be made in response to the forthcoming retirement of the Vice-Principal (Staff & Students), whose areas of responsibility included personnel safeguarding, equality and diversity and marketing.

In response to members' questions on the seniority of appointments, it was noted that:  This varied according to the appointments made but teaching quality was the key determining factor in teaching appointments;  Salaries for teaching staff varied from £21,500 for a NQT to £30,000+ for staff on management ranges;  The College aimed to keep staff costs below 70% of income;

(b) Marketing and Liaison (confidential minute)

[It was agreed that the discussion of this item should be kept in a confidential minute.]

(c) College events Members noted that:  As was usual during the summer term, staff had been concentrating on ensuring that students were well prepared for their examinations, coursework was completed to a high standard and marked accurately, and that additional revision sessions were available for students.  The College's spring concerts had taken place at Holy Trinity Church in Hull and in the Minster in Beverley.

(d) Buildings and Campus Members noted that:  Given that the summer term was a busy time of year for staff, only those staff who would be using the new building had been consulted on the design to ensure that they met the needs of the curriculum.

(e) Future Staffing Structure Members noted that:  An overview of the College's revised staffing structure would be presented to the July 2013 Corporation meeting. Action: JKT/Clerk

Corporation received the Principal's report, noting reports on staffing, marketing liaison, buildings and campus and future staffing structure.

111.7 Annual review of the College's Vision Statement The Principal presented the College's revised strategic map and vision statement.

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Page 63 Members noted in discussion that:  Corporation had considered a draft strategy for the College at its May 2012 meeting, agreeing that this should be distilled into a brief strategic map, which were approved by Corporation at its September 2012 meeting.  The summary Vision statement being considered by Corporation at the current meeting, refined some of the wording used in the previous version and included "sound financial management" as a category.  The revised Vision statement had been produced in October 2012, following discussion on the College's Staff Day, which had been attended by a number of members of the Corporation.  The overall summary Vision was to "Inspire and support all students to achieve exceptional success".

Corporation approved the College's revised summary Vision statement

It was noted in response to members' questions that it was intended that the Vision statement should be included as part of the College's letterhead.

111.8 Presentation on new funding formula The Director of Finance gave a presentation on the Education Funding Agency's new funding formula for 16-18 Funding which would come into force from September 2013.

Members noted that:  The new funding methodology had been developed with reference to a recommendation in the Wolff report into vocational education (2011) that 16-18 funding should follow the learner rather than the qualification.  The above recommendation had resulted in the development of a simplified funding methodology.  Lagged funding for growth in student numbers would continue to be a feature of the new methodology.  Funding would be per learner rather than per qualification.  There would be a national funding rate per student.  Retention rather than success rates (retention x achievement) would be a key determining factor in funding i.e. while the College would continue to receive no funding if a student left during their first 6 weeks, funding would now be cut by 50% if they left the College before the course's planned end date and did not complete the course.  The Retention Factor = (retention rate / 2) + 0.5  The College's retention factor had been calculated as 0.964 for 2013/14, which was good.  There would be fewer programme cost weightings.  Disadvantage funding would be available based on economic disadvantage and prior GCSE English & Maths attainment.  The new funding formula was: Student Numbers x National Funding Rate per Student £ x Programme Cost Weighting + Disadvantage Funding x Area Cost Allowance = Total Programme Funding.  There would be Formula Protection Funding for 3 years from September 2013.  The Minimum Programme length would be 6 weeks.  To qualify as a full-time student under the new methodology, the student had to undertake at least 540 hours of study p.a.. There were 4 more Bands below the Full- time Band, with the lowest being Band 1 (up to 280 hours p.a.).  66.13% of Wyke's students had been calculated as being in the Full-time Band, 29.47% in Band 4, 3.09% in Band 3 and below 1% in Bands 2 and 1.

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Page 64  The College would review its programmes to ensure that all student activities which qualified for inclusion in determining student hours under the new funding methodology were accurately classified.

It was noted in response to members' questions that:  Full-time would include, for example, 4 A levels and Band 4 would include 3 A Levels and enrichment.  The College's MIS department had already made preparations for the requirements of the new funding methodology.  Although the College had, under lagged funding, an increase in numbers of students aged 16-18 over the 2 years 2012/13 and 2013/14, there would be a reduction in programme funding of £120K under the new funding formula. Transitional protection funding would, however, mean that actual funding would fall by about £60K.  Colleges that were not growing could therefore see significant reductions in funding.  The new funding methodology was intended to help equalise the funding situation between sixth form colleges and schools/Academies but inequalities remained which were to the disadvantage of the former e.g. in relation to VAT and the opportunity to cross-subsidise sixth form provision in schools/Academies. The Sixth Form Colleges' Association (SFCA) was continuing to lobby on these issues.

The Corporation received a presentation on the new funding methodology in place for students aged 16-18 from September 2013, noting the importance of student retention under the new methodology and of growth in student numbers to mitigate funding reductions.

111.9 Committee reports, presentations & recommendations

(a) F&GP Committee: monitoring of targets - student numbers and finance

(i) Student numbers and funding report John Wilson presented the student numbers and funding report, which was considered.

Members noted in discussion that:  The F&GP Committee considered a student numbers and funding report at each of its meetings. The Committee had last considered the student numbers and funding report for March 2013 at its April 2013 meeting and was presenting it to Corporation.  As previously reported, the College had over-achieved against the College's Education Funding Agency (EFA) allocation by 4.5% and appeared to have achieved its adult allocation for students aged 19+, which was funded by the Skills Funding Agency (SFA).  Level 3 long qualification retention for 16-18 year old students was 96.0% (March 2012: 94.4%), with retention at its highest level in the 6 years represented in the table i.e. 2007/08 - 2012/13.  If achievement was also good at the end of the year, success rates would also be high.

In response to members' questions on actions taken by the College which had led to improved retention, Ian Taylor (Vice-Principal, Performance Improvement) reported that:  College processes were continually reviewed and refined.  Good guidance at enrolment on appropriate courses.  Assistant Principal, Julie Peaks, and tutors regularly reviewed retention, as did the Registrar, Debbie Darmody.

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Page 65 The Committee considered the April 2013 student numbers and funding report, noting that retention for Level 3 long qualifications for 16-18 year old students was at the highest level for the 6 years represented in the table.

(ii) Student recruitment report (confidential minute)

[It was agreed that the discussion of this item should be kept in a confidential minute.]

(iii) F&GP: recommendation on student tuition fees for 2013/14 John Wilson presented the F&GP Committee's recommendation on the student tuition fees for 2013/14.

Members noted in discussion that:  The tuition fees of most students attending the College were fully funded by either the Education Funding Learning Agency (EFA) or the Skills Funding Agency (SFA), which funded, respectively, students aged 16-18 and 19+.  Tuition fees presented for approval included fees which would apply to both overseas students and UK/EU students who did not qualify for funding from the EFA/SFA. The College had 5 students in these categories in 2012/13.  Fees presented also included peripatetic music fees for the College's full-time students.

The Corporation approved tuition fees for 2013/14, on the recommendation of its F&GP Committee.

(iv) F&GP: EFA financial returns letter John Wilson presented the EFA's financial returns letter dated 8.4.13, which has been considered by the April 2013 F&GP Committee meeting and was being presented to Corporation for information.

Corporation received a letter from the Education Funding Agency (EFA) dated 8.4.13 confirming receipt of the College's annual financial returns and confirming the College's self-assessed financial health grade of Satisfactory for the financial year ended 31.7.12.

(v) Long-term interest rate report John Wilson reported that the F&GP Committee asked the Director of Finance, Steve Rogers, to speak to the long-term interest rate report for April 2013 which had been received from the College's bankers.

Members noted that:  The terms of reference of the F&GP Committee stated that it is: "To monitor interest rates relating to College loans and to consider for approval the placing of sums at a fixed interest rate where interest rates are at or lower than 5%".  The Committee considered a report on long-term interest rates at each of its meetings.  £1.25M of the loan for the Ash and Oak Buildings had been fixed at a rate of 4.885% from January 2011 with quarterly repayments of capital and interest. A further £500K was fixed at a rate of 2.975% in July 2012, leaving £750K currently on a variable rate of 0.009%.  The report showed that long-term interest rates had been rising since November 2013 but had fallen to 2.820% in April 2013.  Most colleges in the FE sector adopted a policy of fixing between 75-77% of borrowings. The College had fixed 77% of its current borrowings.  The Committee considered it remained prudent to retain the balance of 23% (£750K) on the variable rate, as both the College's bankers and the market's expectations appeared to be that long-term interest rates would remain at these low levels for at least the next two years.

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Page 66 The Corporation considered the long-term interest rate report for April 2013, noting and approving the F&GP Committee's decision, agreed at its April 2013 meeting, that a further portion of the loan taken out to finance the Ash and Oak Buildings should not be fixed at the present time. In line with its terms of reference the F&GP Committee would continue to monitor interest rates relating to College loans.

(vi) Monthly management accounts, including report on performance indicators (PIs) and cashflow John Wilson reported that the F&GP Committee considered the College's management accounts at each meeting, with the Committee considering the February 2013 accounts at its April 2013 meeting. John Wilson asked the Director of Finance to speak to the accounts for March 2013, which were being presented directly to Corporation.

Members noted in discussion that:  The College's operating deficit for the 8 months to 31 March 2013 was £387.4K compared with the budgeted deficit of £296.5K.  Education Funding Agency/Skills Funding Agency (EFA/SFA) grant income was above budget due to an accelerated grant payment made in February 2013, which would be recovered by the EFA in April/May 2013.  Trading income was £7.1K below budget, with £11.2K of the campus fee remaining on the balance sheet and not due to be released to the Income & Expenditure account until later in the year. Receipt of final amounts of tuition and peripatetic music fees had improved the position since this in the previous set of management accounts.  Non-pay expenditure was £320.9K above budget with some areas likely to be overspent at the end of the year i.e. marketing, premises, minibus costs, examination fees. Premises, in particular, had an overspend of £100K.  Budgets were profiled over 12 months but expenditure could be seasonal in some cases and it was possible that costs would be lower in some areas during the summer term (e.g. in relation to heating costs) although transport revenues normally fell as the College entered the exam period. Under the non-pay heading, student support costs would also continue to be monitored as a result of increased numbers of students eligible to claim discretionary Learner Support Fund payments.  Pay expenditure was £3.9K over budget The variance was around £15K higher than expected as Support Staff Standard Payments had been made in February rather than in April 2013. An overspend was forecast for Premises as the College had recruited several new minibus drivers.  Corporation had approved a deficit budget of £24.4K for 2013/14.  The Director of Finance confirmed that the outturn for the year ending 31.7.13 would be a deficit but the final outturn were not yet clear.

In response to members' questions, it was noted that a full year re-forecast had not been undertaken by the College to date although a re-forecast had been undertaken in relation to student support costs.

Corporation considered and received the management accounts to 31 March 2013, noting an operating deficit of £387.4K against a budgeted deficit of £296.5K. It was noted that Corporation had budgeted for a year end deficit of £24.4K.

(b) Search & Governance Committee: report on Corporation/Committee vacancies John Wilson, as Chair of the Search & Governance Committee, reported that:  The Committee considered a report on current and forthcoming Corporation and Committee vacancies at each meeting.  The April 2013 meeting noted that Corporation currently had a full complement of 20 members but the following forthcoming vacancies were, however, noted.

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Page 67  Grace Richardson's current term of office as a Corporation member would end on 4.11.3 and she would not be seeking re-appointment, due to other commitments.  The Committee had noted that 25% of the current Corporation membership were female and that it was important to seek to maintain an appropriate gender balance.  Having reviewed Corporation's skills audit, the Committee was currently seeking potential candidates with a general business background and would report to the Corporation in due course.  Lydia Edwards' and Andrew Winter's current term of office as Student members of Corporation would end at the end of the current term.  Student members were nominated from the elected Student Executive.  The new Student Executive elected for 2013/14 had nominated Chen Chen Xu (known as Jenny), the new Student Executive's Equal Opportunities officer, and Louise Hudson, the new Student Executive's Publicity officer, as Student members of Corporation from the end of Lydia Edwards and Adam Winter's current term of office.  Andrew Carrick's term of office, as a Parent member of Corporation, would end on 31.8.13.

It was noted that:  The Search and Governance Committee considered at their April 2013 meeting an existing vacancy for a member of the Personnel Committee and noted that there would be 2 vacancies on the Audit Committee following the ending of Andrew Carrick and Grace Richardson's term of office as Corporation members.  Corporation members who had the necessary skills and were interested in joining the above committees were asked to contact the Clerk, noting that Audit Committee members could not also serve on the F&GP Committee and vice versa.

Corporation noted the Search & Governance Committee's report on current and forthcoming Corporation and Committee vacancies and actions being taken.

Corporation approved the appointment of Chen Chen (Jenny) Xu and Louise Hudson as Student members of Corporation following the ending of Lydia Edwards' and Adam Winter's current term of office.

It was noted that, while all Corporation appointments were made subject to the appointees meeting Corporation's eligibility criteria, Student members of Corporation were not subject to Disclosure & Barring Service (DBS) checks.

111.10 Governance issues

(a) Review of Corporation attendance

The Clerk reported that overall Corporation attendance year to date was 80% against a target of 75% set.

(b) Corporation training schedule, including June 2013 NorVIc seminar Members received the Clerk' report on Corporation training/briefing schedule, noting that:  The Corporation's annual training/briefing scheduled was reviewed by Corporation's Search & Governance Committee;  The following pre-Corporation briefings had been given during 2012/13 to date: a briefing on Ofsted’s new Common Inspection Framework (CIF)(September 2012); a briefing on the new funding formula (May 2012).

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Page 68  The Search & Governance Committee were recommending that an update on Ofsted's approach to inspection under the new CIF should be presented to Corporation's July 2013 meeting. Action: IDT/Clerk  Briefings from curriculum areas and on communication with parents would be deferred to 2013/14. Action: Clerk With reference to external training events:  Three Corporation Members had attended external events provided by LSIS and NorVIc in 2012/13;  An external training/networking event for Corporation members organised by NorVIc (the sixth form college federation for the NE & Yorkshire) Improving Governor Performance through Self-Assessment of the Contribution of the Governing Body to the Leadership of the College would take place at the Royal York Hotel on Saturday 22 June 2013, 10.00am - 12.30pm.

Corporation members had also had opportunities to experience some of the activities undertaken by students during 2012/13 e.g. the March 2013 meeting of Corporation was preceded by a presentation of the College’s successful entry in the Rotary International Youth Speaks public speaking competition on What makes Britain British? and there had been a musical presentation before the current meeting.

Corporation members noted a report on Corporation's 2012/13 training/briefing schedule, and agreed that an update on Ofsted's approach to inspection under the new Common Inspection Framework (CIF) should be presented to Corporation's July 2013 meeting.

The Clerk asked that members wishing to attend the NorVIc training event in York on 22.6.13 should contact the Clerk.

(c) Distribution of nomination forms for election of Chair and Vice-Chair

Nominations forms for the election of Chair and Vice-Chair of Corporation were distributed at the meeting for completion and return by 1 July 2013.

(d) Thomas Ferens Academy report Members noted that: The University of Hull was the lead sponsor for the Thomas Ferens Academy. Wyke and Wilberforce Sixth Form Colleges and the local authority were co-sponsors.  Wyke, as a co-sponsor, had nominated Mike Noddings, a member of Wyke's Corporation, to the Board of Governors of the Academy.  Richard Heseltine, who was also a Corporation member and an employee of the University, was Chair of the Academy's Board of Governors.

Richard Heseltine reported that:  Academies received an Ofsted monitoring visit within 2 terms of opening.  Ofsted's judgement was that the Thomas Ferens Academy was making reasonable progress, with the Academy producing a action plan after the visit.  The Academy had worked hard during its first year to maximise GCSE results.  2013 would be the first year that Wyke would recruit pupils from the Academy, which was the successor body to Sir Henry Cooper School.  The Academy had implemented a new staffing structure at senior and middle levels. and had focussed on making the right appointments.  Other key areas of focus were teaching and behaviour.  The Academy had about 1,250 pupils and expected to recruit to that level for 2013/14.

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Page 69 The Corporation received a report on Thomas Ferens Academy from Richard Heseltine, Chair of the Academy's Board of Governors.

(e) Recommendations on reporting format

(i) Corporation papers Corporation members noted that:  The Corporation Self-Assessment analysis for 2012 highlighted the need to improve the timeliness of the dispatch of Corporation papers.  The March and April 2013 meetings of the Search & Governance Committee had considered reports from the Clerk on how this might be affected.  The increased use of colour printing was noted. The current process, which included copying Corporation papers on the colour or ordinary copier by the Office staff, and the stapling and collating of papers arising from different sections on the agenda with different coloured cover sheets was noted to be time-consuming.  The following option was therefore recommended: Combining all papers into a single PDF and printing them as a single document on the colour copier, although it was noted that the current colour copier was not fast and this option was more expensive than the current system. The identification of different sections of the agenda through the use of coloured front sheets could be compensated for by clear consecutive numbering and page numbers for items shown on the agenda. Reference documents could be included in a separate electronic appendix.  Corporation members found the briefing notes currently provided by the Clerk setting out the key issues in papers useful.

It was agreed that the above report should be considered with the following report on risk reporting.

(ii) Risk reporting The Clerk reported that:  The April 2013 meeting of the Search & Governance Committee had considered the value of using a gird on the cover sheet of reports indicating whether a particular report contained a discussion of relevant risks.  Committee members had, however, concluded that the routine use of such a grid could become formulaic and not informative and were therefore recommending that a more general heading of "key issues" might be used on cover sheets to alert members to significant key issues in a paper, which would include relevant discussion of risk where appropriate.

The Corporation agreed the following, on the recommendation of the Search & Governance Committee:  Corporation papers should be printed out from a single PDF, bound using treasury tags, consecutively numbered, with the agenda showing page numbers of items;  Cover sheets should include a "key issues" heading, where relevant, to draw members' attention to significant issues in reports.

(f) Extension of e-governance trial The Clerk reported that:  The C&Q Committee had been receiving papers electronically for 2 years, viewing them on i-pads, tablets and laptops, and found this effective.  The April 2013 meeting of the Search & Governance Committee, having considered the cost of producing paper copies and the increasing use of colour in documents, recommended that the trial should be extended to the F&GP Committee.

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Corporation members noted that the C&Q Committee and F&GP Committee members were receiving and viewing papers electronically. Personnel Committee members agreed that they should receive their papers electronically in future. It was agreed that Corporation members should inform the Clerk whether they wished to receive their paper or electronic copies of Corporation papers in future. Action: Clerk

(g) Revisions to search policies & procedures The Clerk reported that:  The Search & Governance Committee reviewed Corporation's policies and procedures on the appointment & re-appointment of members annually at their summer term meeting.  The Committee's April 2013 meeting had noted that relevant policies and procedures had been reviewed earlier in the year, with particular reference to guidance on Disclosure & Barring Service (DBS) checks for Corporation members following the introduction of the Protection of Freedoms Act 2012, and a number of revisions had been approved by Corporation in that context. The only further revisions required were therefore minor updating changes to Annexes A & D of Corporation’s Policy and Procedures for the appointment, re-appointment and replacement of members of Corporation.

Corporation approved, on the recommendation of the Search & Governance Committee, minor updating changes to Annexes A & D of Corporation’s Policy and Procedures for the appointment, re-appointment and replacement of members of Corporation. Action: Clerk

(h) Recommendation on adoption of AoC English Colleges' Foundation Code The Clerk reported that the following issues had been considered by the Search & Governance Committee at its April 2013 meeting:  The Association of Colleges (AoC) had produced in 2011 the English Colleges’ Foundation Code of Governance (the Code) for colleges in the General FE sector.  88% of 60 sixth form colleges responding to the SFCF consultation in 2012 had reported that they did not endorse the Code or could not do so in its unmodified form, which could not be used by Catholic or Trust colleges.  The SFCF (now the Sixth Form Colleges’ Association) reported in February 2013 that it had agreed a form of wording to allow Trust and Catholic sixth form colleges to adopt the Code, if they wished.  A decision on whether to adopt the Code rested with individual corporations.  A corporation adopting the Code was agreeing to abide by its provisions. If an adopting corporation did not do comply with all the Code’s provisions, it would be expected to provide explanations in the Statement of Corporate Governance and Internal Control in the College’s Annual Report and Financial Statements.  Signing up to the Committee of University Chairs' Governance Code of Practice was considered best practice in the HE sector and provided a commitment to a single standard of good governance practice in a sector where institutions' governing documents could differ significantly. Since 1.4.12, individual FE and sixth form colleges had also had more freedom to modify their governing documents.  The Code had not, however, been produced with specific reference to sixth form colleges.  In addition, section 1.8 of the Code required colleges to adopt "a public value statement that described how the College sought to add value to the social, economic and physical well-being of the community it serves", a requirement imposed by the

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Page 71 Apprenticeship, Children Skills & Learning Act 2009, although no guidance was issued by BIS on how to implement it and it was repealed by the Education Act 2011.

Corporation resolved, on the recommendation of its Search & Governance Committee, not to formally adopt the Association of Colleges' (AoC) English Colleges' Foundation Code of Governance but would, nevertheless, seek to follow its provisions as examples of good governance, in so far as they applied to the sixth form college sector. Action: Clerk

As the Corporation had resolve not to adopt the AoC's English Colleges' Foundation Code of Governance, it would continue to report against the Financial Reporting Council's UK Corporate Governance Code in the Statement of Corporate Governance and Internal Control in the College’s Annual Report and Financial Statements.

111.11 Committee minutes, annual reports & forthcoming Committee meeting dates

(a) Annual Committee Reports

No annual reports were presented to the meeting.

(b) Committee minutes:

The following committee minutes were received  Audit Committee minutes of 11.3.13  C&Q Committee minutes of 4.2.13  F&GP Committee minutes of 25.2.13, including the confidential minutes  Student Committee minutes of 15.3.12

(c) Dates of forthcoming Committee meetings

The dates of the following forthcoming Committee meetings were noted, together with the standing invitation that Corporation members were welcome to attend committee meetings of which they were not already members:  Audit Committee, Monday 10 June 2013  C&Q Committee, Tuesday 13 May 2013 (revised date)  F&GP Committee, Monday 20 May 2013, Mon. 1 July 2013 (revised date)  Personnel Committee, Monday 3 June 2013  Remuneration Committee, Monday 13 May 2013

111.12 Any Other Business

It was noted that the current meeting would be Lydia Edwards' final meeting. The Chair thanked her for her contribution to the work of the Corporation.

111.13 Review: how will items considered at the meeting have an impact on learners?

Corporation noted that the building and refurbishment project approved by Corporation in March 2013 and which a report was received at the current meeting would have a positive impact on the student experience.

It was noted that this item would be added to Corporation's standing agenda item list.

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Page 72 Action: Clerk

111.14 Risk management – to consider risks associated with items on the agenda

It was noted that risks associated with the building project had been included in the updated College risk register.

111.15 Date of next meeting

It was noted that Corporation was next due to meet on Monday 8 July 2013 at 5.00pm (revised date).

The Chair of Corporation, John Wilson, gave apologies for the meeting, which would be chaired by the Vice-Chair, Mike Noddings.

111.16 Forthcoming events

It was noted that Corporation members would be sent invitations to the College's summer term Art Exhibition, as usual Action: Clerk

111.17 Reserved Business: Corporation Reserved Business minutes of 19.3.13 Under Instrument of Government 14, where required by the other members present, staff members of Corporation, including the Principal, are required to withdraw from that part of any Corporation meeting at which staff matters relating solely to that member of the staff are to be considered, staff matters relating to any member of staff holding a post senior to that member’s are to be considered, and student members are required to withdraw from any part of a Corporation meeting at which staff matters relating to a current or prospective member of staff are to be discussed.

In line with Corporation’s practice, it was agreed that, with the exception of the Principal and the Clerk, students and staff should leave the meeting. The following staff and students therefore left the meeting: Lydia Edwards, Jim Darmody, Ray Hutty, Julie Peaks, Steve Rogers, Mike Rogerson, Mark Rothery, Ian Taylor, Adam Winter.

The confidential Reserved Business minutes of 19.3.13 were approved.

Fiona Bagchi Clerk to the Corporation

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MINUTES OF THE CORPORATION MEETING, CORPORATION 112, HELD ON 8 JULY 2013

Present: Andrew Carrick, George Coyle, Jim Darmody, Jackie Goodman, Mary- Rose Hardy, Ray Hutty, Andrew King, Adam Jennison, Mike Noddings (Vice-Chair of Corporation), John Shipley, Phil Taylor, Jay Trivedy (Principal), Philip Wright

In attendance: In attendance: Fiona Bagchi (Clerk to the Corporation), Jenny Clough (Personnel Manager), Steve Rogers (Director of Finance), Julie Peaks (Assistant Principal), Mark Rothery (Assistant Principal), Mike Rogerson (Vice- Principal, Staff & Students), Kerry Spamer (Geography), Taylor (Vice- Principal, Performance Improvement), Alan Woodcock (Director of Resources), Emily Benstead Sale (Geography student)

112.1 112.1 112.1 Apologies for absence: Corporation members: John Wilson (Chair of Corporation), Martin Longbottom, Grace Richardson, Richard Heseltine, Sarah Smythe

In the absence of the Chair, the Vice-Chair of Corporation, Mike Noddings, chaired the meeting. The Vice-Chair welcomed Dr Andrew King to his first meeting.

The meeting began with a presentation on the recent Geography department visit to Iceland from Kerry Spmaer of the Geography department and Emily Benstead Sale, a Geography student who had taken part in the visit. The latter explained how the visit had enhanced her studies. The Corporation thanked them for their presentation.

(Kerry Spamer and Emily Benstead Sale left the meeting).

112.2 Declarations of interest The following standing interests declarations were noted: Jackie Goodman (Hull College), Mary- Rose Hardy (East Riding of Yorkshire Council), Andrew Jennison (Kingston upon Hull Council), Mike Noddings (Governor, Thomas Ferens Academy), John Shipley (Kingston upon Hull Council)

112.3 Election of Chair & Vice-Chair It was proposed John Wilson should be elected Chair of Corporation, in his absence, for 2013/14 and that Mike Noddings should be elected Vice-Chair of Corporation for 2013/14: proposed Mary-Rose Hardy, seconded Philip Wright.

Corporation resolved to elected John Wilson as Chair of Corporation for 2013/14 and Mike Noddings as elected Vice-Chair of Corporation for 2013/14.

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Page 74 MINUTES & MATTERS ARISING

112.4 Minutes of Meeting 111 held on 9 May 2013

The minutes of Corporation meeting 111 held on 9 May 2013, including the confidential minutes, were approved.

112.5 Matters arising and actions (Actions shown below are numbered according to their position in the action points table appended to the end of the previous minutes. The reference to the item where the action can be found in the previous minutes is given in brackets at the end of each item).

1 The minutes of the March 2013 Corporation meeting were amended, as agreed (111.4).

2 An electronic audit of skills forms would be developed for 2013/14 (111.5). Action: Clerk

3 The Clerk would send register of interests and audit of skills form to those who had yet to complete the annual updating (111.5). Action: Clerk

4 A report on the Thomas Ferens Academy would be added to the revised standing agenda item list to be considered by Corporation In September 2013 (111.5). Action: Clerk

5 Adam Jennison and Steve Rogers would discuss IT and the College's risk register (111.5). Action: SR/AJ

6 A report on the new staffing structure was on the agenda (111.5).

7 Baker Tilly's audit strategy was on the agenda (111.5).

8 A draft Corporation self-assessment questionnaire based on Ofsted's Common Inspection Framework (CIF) was presented to the Curriculum & Quality (C&Q) Committee's May 2013 meeting and would be presented to Corporation during autumn 2013 (111.5). Action: Clerk

9 Together with a number of other reports, a progress report on on-line training for Corporation members in child protection and/or equality and diversity had been deferred to the September 2013 meeting, to allow more time for discussion of financial matters at the current meeting (111.5). Action: Clerk

10 A training session on Ofsted's approach to inspection under the new CIF had been deferred to September 2013 (111.10). Action: IDT/Clerk

11 Briefing schedule items deferred to 2013/14: communication with parents; curriculum areas (111.10). Action: Clerk

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Page 75 12 It was noted that a number of Corporation members and members of the College's Senior Team (ST) had opted to receiving papers electronically for viewing at meetings on laptops/i-pads/tablets. Corporation papers had therefore been produced as a single PDF, which had been printed out for those who wishes to receive paper versions. Members considered that the use of bulldog clips to bind papers had been effective (111.10).

13  Cover sheets including a "key issues" heading, where relevant, to draw members' attention to significant issues in reports would be used from 2013/14 (111.10). Action: Clerk

14  Corporation members had inform the Clerk as to whether they wished to receive paper or electronic copies of Corporation papers (111.10).  15  Annexes A & D of Corporation's Policy and Procedures for the appointment, re-appointment and replacement of members of Corporation had been amended, as agreed (111.10).  16 Corporation had resolved not to formally adopt the Association of Colleges' (AoC) English Colleges' Foundation Code of Governance but would, nevertheless, seek to follow its provisions as examples of good governance practice, in so far as they applied to the sixth form college sector (111.10).

17 The following question would be added to the Corporation's revised standing agenda item list to be considered in September 2013: What has been the impact of this meeting on learners? (111.13) Action: Clerk

PRINCIPAL'S REPORT & STRATEGIC PLANNING

112.6 Principal’s Report

It was agreed that the above report should be considered later on the agenda.

PROPERTY STRATEGY

112.7 Building/refurbishment project report including cost plan 2013/14

It was that the above item should be considered at this stage on the agenda.

The Director of Resources presented a progress report on the new build and refurbishment cost plan 2013/14. It was noted that the latter was being presented following a request from the F&GP Committee.

The Director of Resources reported that:  The College had signed a letter of intent with building contractors, Built Offsite Ltd.  Built Offsite would commence on site on 8.7.13, with an agreed completion date for the project of 8.11.13.  Following a tendering process, Hobson and Porter had been chosen to undertake the science lab refurbishment project and a letter of intent would be signed shortly.

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Page 76 It was noted with reference to fee retention clauses that this was 5% on commencement and 2.5% on practical completion.

Corporation noted that it had approved at its March 2013 meeting a new build/refurbishment proposal "agreeing that, if no or insufficient capital grant to fund the project were received from the Education Funding Agency (EFA) and no sponsorship funding were received, the project should be funded by the College taking out an additional loan up to the full anticipated cost for the project of £1.75 million and that the College should proceed with the project on this basis”.

Members noted in discussion of the new build and refurbishment cost plan that:  Including the 2013/14 IT budget of £112,000, the overall budget allocation had therefore been £1,912,000.  The total budget estimate was now £2,122,572 i.e. a variance of £210,571.  Overspends on the original budget included -  Additional work required by the local authority to the new building (i.e. £38,784 to enclose the fire escape) and £3,718 as a result of a planning requirement relating to "student parking";  Changes to the original plan for the new building i.e. building size increased to accommodate more social seating (£29,621), addition of an enlarged servery outlet (£30,112), an electrical upgrade to the College's PowerPerfector Unit (£25,200);  Expenditure on other projects i.e. provision of appropriate accommodation for September 2013 (£61,878), new IT Helpdesk (£4,800), allowance for works under consideration in relation to possible exam office expansion (£3,600);  If the College's application to Sport England for a grant for new changing rooms was successful, the College would be expected to provided 50% match funding i.e. at a cost to the College of £50,000.  All the above sums were inclusive of VAT.

It was noted in response to members' questions that:  The increase in the overall cost of the project was therefore due to the above changes/additions to the original scheme rather than an overspend on the original budget, which was acceptable.

Corporation received a progress report on the building/refurbishment project from the Director of Resources and the new build and refurbishment cost plan 2013/14, noting that the total cost of the project was now £2.1 million including the IT budget, changes and additions to the original plan.

(Alan Woodcock left the meeting).

PRINCIPAL'S REPORT & STRATEGIC PLANNING

112.6 Principal’s Report The Principal, Jay Trivedy, presented his report for July 2013 which concentrated on changes in the College's staffing structure since his appointment.

Members noted that:  From the start of the 2012/13, the College's organisational structure had changed to a Faculty-based structure, with 7 Faculties, which had been modified to 6 faculties for 2013/14.

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Page 77  The aim of the changes, which were considered cost-effective, included enhancing the quality of provision for students and (in response to staff survey comments) clearer staff line management and better communication,  Changes had been made to the College's Senior Team (ST) for 2013/14, noting that it was proposed that the Vice-Principal (Staff & Students) would not be replaced and his responsibilities would be shared out between current members e.g. Mark Rothery (Assistant Principal) would take on responsibilities for the Flyers scheme, Julie Peaks (Assistant Principal) would take on responsibility for Marketing. Jenny Clough (Personnel Manager) had joined the ST during 2012/13.  While it was proposed that the ST would therefore be smaller and more cost-effective in 2013/14, other members of staff would be invited to attend meetings to report, as required.  Other changes in responsibility included a Senior Tutor team and 2 new Senior Tutor roles.  While the tutor system was relatively expensive, the College considered that it was of key importance in ensuring that all students were successful.  The staffing structure would be reviewed for 2014/15, with its effectiveness in ensuring clearer staff accountability a key area for review.

It was noted in response to members' questions that:  The Director of Resources and Director of Network & Information Systems were not members of ST, although the Personnel Manager had become a member in 2012/13.  With reference to the use of "Director" and "Manager" titles, it was noted that the Personnel Officer had supported the change of her title to "Manager", reflecting both her personnel role and her newer responsibility for the College Office.  The re-structuring had sought to ensure that, where possible, Faculties were similar sizes and Faculty Head workloads were also similar.  The College's current Faculty system was similar to one at a sixth form college which the Principal had recently visited which had been graded Outstanding by Ofsted.  With reference to synergies across Faculties, it was noted that the College ran a common timetable, students were taught across Faculties and some staff taught across Faculties, some facilities were shared e.g. a Mac suite ws shared between Film and Media.

Corporation received the Principal's report, noting changes in the College's staffing and Faculty structure for 2013/14.

PROPERTY STRATEGY

112.7 Building/refurbishment project report including cost plan 2013/14

It was noted that the above item had been considered earlier on the agenda.

COMMITTEE REPORTS I: FINANCE & AUDIT

112.8 (a) F&GP (Finance & General Purposes) Committee

It was noted that the F&GP Committee scheduled meeting for July had been held on 1 July 2013, with a Special meeting held on 8 July 2013, shortly before the current Corporation meeting. References below are to the scheduled meeting, unless otherwise indicated.

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Page 78 It was agreed that reports from the F&GP Committee should be considered in the order shown below, with confidential items indicated as shown below.

(a) F&GP Committee: monitoring of targets - student numbers and finance

(i) Student numbers and funding report Mike Noddings, as Vice-Chair of the F&GP Committee, reported that the meeting of the F&GP Committee held on 1 July 2013 had considered the student numbers and funding report for June 2013.

Members noted that:  The College had 1,353 for student aged 16-18 against a funded target of 1,294.  This represented an overachievement of the College's EFA funding allocation by 4.5%. and would will be the baseline for calculating its funding under the new “per student” methodology for 2013/2014

[Confidential discussion].

Corporation received the student numbers and funding report, noting that level 3 retention was 94.6%, which was the highest for the 6 years represented in the table and compared favourably with the national benchmark for 2011/12 of 92.8%. Reports on applications for 2013 and numbers attending Wyke Start were also considered, with it being agreed that discussion should be kept in a confidential minute.

(ii) Report on discussions with College bankers (iii) Legal advice from Eversheds on letter of intent/contract with building contractors (iv) Report on discussions with Education Funding Agency (EFA) (v) Monthly accounts incl. performance indicators (PIs)

It was agreed that the above items should be considered later on the agenda.

(vi) Long-term interest rate report The Corporation noted that:  The F&GP Committee had received a report on long-term interest rates at its July 2013 meeting, noting that long-term interest rates had risen from 2.820% in April 2013 to 3.500% in June 2013.  The Director of Finance reported that the rate had since fallen to 3.44% and the previous increase was not considered to represent a likely long-term trend.

Corporation received the report on long-term interest rates, agreeing that a further portion of the College's loan on the Ash/Oak Buildings should not be fixed at the present time as the current variable rate was more favourable.

(vii) EFA funding allocation Corporation received from the Director of Finance presented a report on the College's 2013/14 EFA funding allocation, noting an allocation of £6,045,467.

(v) Monthly accounts including performance indicators (PIs)

It was agreed that the monthly accounts should be considered at this point on the agenda.

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Page 79 Mike Noddings asked the Director of Finance, Steve Rogers, to speak to the monthly accounts for the month ended 31 May 2013 (including reports on key performance indicators (PIs), ratios and cash flow) which had been considered at the F&GP Committee's July 2013 meeting.

[Confidential discussion].

Corporation reviewed the monthly management accounts for May 2013, noting that an increased budget deficit was forecast for the financial year ending 31.7.13. It was agreed that the detailed discussion of the accounts should be kept in a confidential minute. (Julie Peaks left the meeting).

(ii) Report on discussions with College bankers (iii) Legal advice from Eversheds on letter of intent/contract with building contractors (iv) Report on discussions with Education Funding Agency (EFA) (viii) Budget 2013/14

It was agreed that the above items should be considered together at this point on the agenda and that discussion should be kept in a confidential minute.

Mike Noddings, as Vice-Chair of the F&GP Committee, asked the Director of Finance, Steve Rogers, to present the draft budget for the 2013/14 financial year and the financial plan to 2017. It was noted that the former had been considered at the F&GP Committee's meeting on 1July 2013 and approved for recommendation to the Corporation and that the latter, which amended the draft budget for 2013/14, had been considered at a Special meeting of the Committee held earlier on 8 July 2013.

[Confidential discussion].

Mary Rose Hardy proposed and John Shipley seconded a proposal that the College's financial plan to 2017, including the budget for 2013/14, should be approved.

Corporation approved the College's financial plan to 2017, including the budget for 2013/14: approved with one abstention (G Coyle).

It was noted that the plan would be submitted to the EFA by the deadline of 31.7.13, as noted above. Action: SR

The Vice-Chair of Corporation read out a draft model resolution concerning the proposed facility to be provided by Barclays Bank to support the College's estates development and working capital requirements, which was considered by the Corporation.

Mary Rose Hardy proposed and Jim Darmody seconded a proposal that the draft model resolution from Barclays Bank be approved.

Corporation approved unanimously the draft model resolution from Barclays Bank, adapted, where appropriate, to reflect Corporation's approved terminology (e.g. Chair and Vice-Chair of Corporation) and Standing Orders (e.g. the Vice-Chair to act in the Chair's absence), for submission to Barclays Bank i.e. a resolution worded as follows:

1. It was noted that Wyke Sixth Form College (the "College") intended to take a loan from Barclays Bank PLC ("the Bank") of £2,350,000 two million three hundred and fifty thousand pounds ("the Facility") in order to enable the College to develop its estate and support potential working capital requirements of the College.

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Page 80 2. It was further noted that the terms of the Facility would require the College to grant a negative pledge over the College's estate in favour of the Bank as security for the Facility ("Negative Pledge"). 3. In the absence of the Chair of the Corporation, the Vice-Chair of the Corporation reported that the College was still waiting to receive confirmation of the exact terms of the Facility from the Bank, but in principle, the key terms would be as outlined in the report presented to Corporation members by the Director of Finance at the Corporation meeting held on the 8 July 2013. The report was based on the "Indicative Terms" received from the Bank dated 8 July 2013, a copy of which has been reviewed by Corporation members at the Corporation meeting held on the 8 July 2013. 4. Corporation members resolved to delegate the negotiation of the Facility to the Chair of the Corporation or, in the absence of the Chair of the Corporation, to the Vice-Chair of the Corporation, and the Principal ("the Committee") and authorise the two members of the Committee, who are Corporation members, to sign all deeds, documents or other instruments required to give effect to the arrangements. 5. The Corporation members further resolved that acceptance of the Facility is in the interests of and for the benefit of the College, is most likely to promote the success of the College and is approved. 6. The Corporation further resolved that the Bank is authorised to act in all matters concerning the Facilities upon instruction from the Corporation members signed in accordance with the Bank's mandate for any of the accounts of the College held with the Bank current from time to time. 7. The Director of Finance was instructed to circulate regular updates to all Corporation members by email. Action: Clerk/SR/JW/MN/JKT

112.8(b) Audit Committee

(i) Recommendation on College risk management plan Philip Wright, as Chair of the Audit Committee, reported that the Committee had considered the College's updated risk management plan (i.e. its risk priorities and controls documents) at its June 2013 meeting. The Committee had noted that funding and student recruitment continued to be graded as High risks. Risks associated with the building project had been added to the plan. The College was developing disaster recovery and business continuity plans.

Corporation approved the College's updated risk management plan (i.e. it risk priorities and controls documents), on the recommendation of the Audit Committee.

(ii) Financial statements & regularity audit strategy for y.e. 31.7.13 Philip Wright reported that the Audit Committee had considered at its June 2013 meeting the above strategy, which set out how Baker Tilly would approach the College's year-end audit as financial statements and regularity auditors. The Committee considered that the fees included in the strategy were appropriate.

Corporation approved Baker Tilly's financial statements & regularity audit strategy, including fees, for the year ending 31.7.13, on the recommendation of the Audit Committee.

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Page 81 COMMITTEE REPORTS II: POLICIES FOR APPROVAL

112.9 Recommendation on revised Whistleblowing Policy & new Corporation Admissions Appeals Complaints Committee procedure Mary-Rose Hardy, as the Chair of the Personnel Committee, presented the above policies and procedures, which had been considered at the Committee's June 2013 meeting, for approval.

Members noted that:  Revisions had been made to the College’s Whistleblowing Policy to reflect changes required under the Enterprise and Regulatory Act 2013. The trade unions had been consulted on the changes and had expressed no objections to the proposed revisions.  A new Corporation Admission Appeals Complaints Committee Procedure had been produced, reflecting changes made by the College to its Admissions Appeals Policy.

Corporation approved the College’s revised Whistleblowing Policy and a new Corporation Admission Appeals Complaints Committee Procedure, on the recommendation of the Personnel Committee.

112.10 Governance issues

(i) Eversheds' briefing on Governor liability Corporation members received a briefing from Eversheds dated January 2013 on the liability of Corporation members, including information on the extent of liability and practical action that could be taken to avoid personal liability e.g. ensuring that sufficient financial and other information was made available to and was properly considered by the Corporation on a regular basis and that the College had adequate risk management arrangements. It was noted that the College had governor liability insurance in place.

Corporation received a briefing from Eversheds on Governor liability.

(ii) Corporation attendance

The Clerk reported that overall Corporation attendance year to date was 80% against a target of 75% set.

(iii) Committee vacancies: Audit Committee - appointment of A Jennison

Corporation approved the appointment of A Jennison to the Audit Committee on the recommendation of the Search & Governance Committee.

(iv) Thomas Ferens Academy report & recommendation on appointment of J Darmody to replace M Noddings as Wyke’s nominee on the Academy's governing body It was noted that, as a co-sponsor of the Thomas Ferens Academy, the College had the right under the Academy's Memorandum & Articles of Association, to nominate a member of the governing body.

Corporation noted that Mike Noddings would be standing down as the College's nominee on the governing body of Thomas Ferens Academy and agreed to nominate Jim Darmody as the College's nominee, on the recommendation of the Search & Governance Committee. Action: JD

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Page 82 (v) LSIS: Governance Training Materials

Corporation noted that the Learning & Skills Improvement Service (LSIS) Governance Training Materials Finance & Resources module had been updated in June 2013. The module, which included sections on financial planning and key performance indicators was available at: http://www.excellencegateway.org.uk/node/19188

COMMITTEE MINUTES, ANNUAL REPORTS

112.11 Annual Remuneration Committee report & F&GP Committee minutes

(i) Annual reports

The Remuneration Committee's annual report for 2012/13 was received.

(ii) F&GP Committee minutes for 30.4.13 & 20.5.13

The above minutes were received. It was noted that, with the exception of reports and recommendations from Committees at 112.8, 112.9 and 112.10, other Committee reports and minutes had been deferred to the Corporation's September 2013 meeting, to allow additional time at the current meeting of Corporation for the consideration of financial matters.

FINAL AGENDA ITEMS

112.12 Any Other Business

The Vice-Chair expressed a hope that Dr King had enjoyed his first meeting as a Corporation member.

The Vice-Chair noted that the current meeting would be the last meeting to be attended by Mike Rogerson (Vice-Principal, Staff & Students), thanked him for his support and the invaluable work he had undertaken for the College and wished him well in retirement.

112.13 Review: how will items considered at the meeting have an impact on learners?

Corporation noted that the loan to support the building and refurbishment project approved by Corporation would have a positive impact on the student experience.

112.14 Risk management – to consider risks associated with items on the agenda

It was noted that risks associated with funding, finance and the building project had been discussed and noted earlier on the agenda.

112.15 Date of next year’s meetings

It was agreed that meeting dates for 2013/14 should be e-mailed to members Action: Clerk

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Page 83 112.16 Forthcoming events

It was noted that were no further events for members to note during the current term.

The Vice-Chair thanked staff for their work during 2012/13 and those present for their contribution to the debate at the current meeting.

112.17 Recommendations from the June 2013 meeting of the Remuneration Committee Under Instrument of Government 14, where required by the other members present, staff members of Corporation, including the Principal, are required to withdraw from that part of any Corporation meeting at which staff matters relating solely to that member of the staff are to be considered, staff matters relating to any member of staff holding a post senior to that member’s are to be considered, and student members are required to withdraw from any part of a Corporation meeting at which staff matters relating to a current or prospective member of staff are to be discussed.

In line with Corporation’s practice, it was agreed that, with the exception of the Principal and the Clerk, students and staff should leave the meeting. The following staff and students therefore left the meeting: Jenny Clough, Jim Darmody, Ray Hutty, Steve Rogers, Mike Rogerson, Mark Rothery, Ian Taylor.

Fiona Bagchi Clerk to the Corporation

.

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MINUTES OF THE CORPORATION MEETING, CORPORATION 113, HELD ON 30 SEPTEMBER 2013

Present: Jim Darmody, Mary-Rose Hardy, Richard Heseltine, Louise Hudson, Ray Hutty, Adam Jennison, Andrew King, Martin Longbottom, Mike Noddings (Vice-Chair of Corporation), John Shipley, Phil Taylor, Jay Trivedy (Principal), John Wilson (Chair of Corporation), Philip Wright, Jenny Xu

In attendance: In attendance: Fiona Bagchi (Clerk to the Corporation), Jenny Clough (Personnel Manager), Steve Rogers (Director of Finance), Julie Peaks (Assistant Principal), Mark Rothery (Assistant Principal), Ian Taylor (Deputy Principal), Alan Woodcock (Director of Resources)

112.1 113.1 Apologies for absence

Apologies were received from the following Corporation members: Jackie Goodman, Sarah Smythe.

113.2 Declaration of interests

The following standing declarations of interests were noted:

Mary-Rose Hardy (Councillor, East Riding of Yorkshire Council), Richard Heseltine (employee, University of Hull and Chair of Governors, Thomas Ferens Academy), Adam Jennison (employee, Kingston upon Hull Council), Andrew King (employee, University of Hull), Martin Longbottom (employee, Hull College), Jim Darmody (Governor, Thomas Ferens Academy), John Shipley (Councillor, Kingston upon Hull Council).

Property strategy

113.3 Building/refurbishment project progress report Alan Woodcock, Director of Resources, gave a progress report on the building and refurbishment project.

Members noted that:  The College had been in discussion with building contractors, Built Off-site, as work on the new classroom block, which was being built to accommodate increased student numbers, was around 4-6 weeks behind schedule;  Some of the issues which had led to the delay included the removal of a water tank and the siting of existing electrical, gas and telecommunications equipment;  The above issues had now been resolved, piling had been completed, ground beams had been cast and the building was expected to arrive on site in late October 2013;

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 The College was currently negotiating with the contractors for a completion date around 13 December 2013;  The delay would have cost implications, which remained to be quantified, but the approved budget included provision for contingencies.

It was noted in response to members' questions concerning the refurbishment project and arrangements to accommodate increased student numbers, pending completion of the new classroom block, that:  The science laboratories refurbishment project, which had been undertaken by contactors Hobson and Porter, had been completed on schedule during the summer holidays and room W1/2 in the Wilson Building had been divided into 2 classrooms, as planned;  Psychology was now situated in the B mobiles;  Departments had managed the resulting moves successfully;  Mark Rothery, Assistant Principal, had planned the College timetable to make the most effective use of existing space, including using former meeting rooms as classrooms;  The College's existing refectory arrangements had been supplemented by a marquée, additional serving points and access to classrooms at lunchtime;  Students had been told at the start of term that the new classroom block would be completed by half-term and would be informed of the new opening date, when this had been agreed;  The College was aware that there had been some overcrowding on a small number of buses and this was being addressed.

Corporation received a progress report on the College's building project, noting that the completion date for the new classroom block was now expected to be December 2013.

The Chair thanked Alan Woodcock for his report.

(Alan Woodcock left the meeting).

Governance matters I

113.4 Minutes of meeting 112 held on 8.7.13, including the confidential minutes

The minutes of meeting 112 held on 8.7.13, including the confidential minutes, were approved with the following amendment: the addition of Adam Jennison's standing declaration that he was employed by Kingston upon Hull City Council. Action: Clerk

113.5 Matters arising and actions (Actions shown below are numbered according to their position in the action points table appended to the end of the previous minutes. The reference to the item where the action can be found in the previous minutes is given in brackets at the end of each item). 1 An electronic version of Corporation's audit of skills forms remained to be developed for use in 2013/14 (112.5). Action: Clerk

2 It was noted that the 2013 updating of the register of interests was substantially complete (112.5).

Action: Clerk

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3 A report on the Thomas Ferens Academy had been added to Corporation's draft revised standing agenda item list (112.5). Action: Clerk

4 The Director of Finance, Steve Rogers, had yet to meet with Adam Jennison to discuss how IT risks were incorporated into the College's risk register (112.5). Action: SR/AJ

5 A draft Corporation self-assessment questionnaire based on Ofsted's Common Inspection Framework (CIF) was on the agenda (112.5).

6 All Corporation members had completed or updated their child protection and/or equality and diversity training, using either an on-line course or by attending a training session with the Personnel Manager (112.5).

7 An item on Ofsted's CIF was on the agenda (112.5).

8 The following items would be included on Corporation's 2013/14 briefing schedule: communication with parents; curriculum areas (112.5).

9  Cover sheets would, in future, include a "key issues" heading, where relevant, to draw members' attention to significant issues in reports (112.5). Action: Clerk/SMT

10 The question "What has been the impact of this meeting on learners?" had been added to Corporation's draft revised standing agenda item list (112.5). Action: Clerk

11 A working group of Committee Chairs (i.e. John Wilson, Mike Noddings, Mary- Rose Hardy, as Chairs of respectively the F&GP, C&Q, and Personnel Committees) had met, as agreed, on 2.9.13 to consider issues arising relating to the funding of the College's building/refurbishment project (112.8)

12 It was noted that Corporation had approved the College's financial plan to 2017, including the budget for 2013/14 at its July 2013. Members noted that The College's financial plan was not submitted to the EFA by the deadline of 31.7.13, as agreed, and that a revised plan and commentary from the Director of Finance was on the agenda (112.8).

13 A resolution accepting the loan facility approved at Corporation's July 2013 meeting had been sent to Barclays bank, as agreed. The Chair of Corporation and the Principal had undertaken negotiations, as appropriate, and signed documents relevant to the loan, as agreed. It was noted that Corporation members would have found e-mail updates on progress during the 2013 summer holiday useful (112.8).

14 Jim Darmody had replaced Mike Noddings as the College's nominated governor at the Thomas Ferens Academy, which was co-sponsored by the College (112.10).

15 Meeting dates for 2013/14 had been e-mailed to Corporation members, as agreed (112.15).

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113.6 Annual review of confidential minutes The Clerk reported that:  The Corporation made non-confidential minutes routinely available under its Freedom of Information Publication Scheme.  Under its standing agenda item list, Corporation reviewed annually any confidential minutes produced during the previous academic year, with a view to releasing such minutes from confidentiality where possible;  Minutes which the Corporation classed as confidential could, nevertheless, still have to be disclosed, in whole or in part, under the Freedom of Information Act 2000 where a request for their disclosure was made and a valid exemption under the Act did not exist.

Corporation agreed that the confidential minutes of Corporation meeting 107 (10.7.13), which related to student application numbers for 2012/13, should be released from confidentiality, as information on student numbers for 2012/13 was now in the public domain. Action: Clerk

Corporation agreed that confidential Corporation minutes 108 (27.9.12), 110 (19.3.13), and 111 (9.5.13), which related to current marketing practices or to student applications for 2013/14, should be kept confidential for further review in September 2014. Action: Clerk

It was noted that the Reserved Business minutes arising from Corporation meetings 108 (27.9.12) and 109 (10.12.12) contained information about named or identifiable designated senior post-holders and that Corporation's policy was therefore not to release these minutes from confidentiality, although information on senior post-holder salaries was, however, contained in the College's Annual Report and Financial Statements.

113.7 Report on Chair's action The Clerk reported that, under the Corporation's Standing Orders, actions on behalf of Corporation may be taken by the Chair of Corporation between Corporation meetings in certain specified circumstances, with such actions reported to the next scheduled meeting of the Corporation.

The following actions taken by the Chair of Corporation since Corporation's July 2013 meeting were noted and ratified:  Action taken by the Chair on 16.7.13 relating to the approval of the engagement of Baker Tilly, who were also employed as the College's financial statements and regularity auditors, to assist the College in discussions with existing and potential new bankers;  Action taken by the Chair on 29.7.13 relating to the approval of the engagement of the College’s solicitors, Eversheds, to advise on the terms of the loan facility letter relating to the loan from Barclays bank approved by Corporation at its July 2013 meeting.

Principal's report

113.8 Principal's report, including report on student enrolment for 2013/14

(Ray Hutty joined the meeting during this item).

The Principal, Jay Trivedy, presented his report, noting that:

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 Funding and finance had dominated discussions at the end of summer term 2013 and structures had been changed for 2013/14 to ensure that budgets were effectively managed and monitored, including a regular section on finance in the Principal's report to Corporation;  The above changes were designed to enable the College to concentrate its energies on further improving the quality of provision and fulfilling the College's Mission i.e. 'To Inspire and Support All Students to Achieve Exceptional Success'.

Members noted that:  [Confidential minute];  Staff had worked together as a team to ensure that the College's 2013 enrolment had been a success;  As a result of the increase in student numbers, adjustments had been made to the College's catering, transport and accommodation arrangements, as noted above;  The College recruited students to the curriculum offered and staff ensured that all students were given appropriate advice and guidance throughout the application process;  As a consequence of the emphasis on appropriate guidance, student retention was high (i.e. 94% for 2012/13) and student achievement was excellent, as shown by the College's 2013 results;  Induction for new students and staff had taken place and they were settling in well and beginning to adapt to the ‘Wyke Way‘ i.e. an ethos and culture where everyone worked conscientiously to ensure success and all were treated with respect;  The College had 176 staff i.e. 96 teaching staff and 80 support staff, including 15 teaching staff and 11 support staff who joined the College in September 2013;  The increase in staffing from September 2013 had been based on data from the student interview and application process, which had proved to be accurate;  The College continued to review its curriculum to ensure that it met student needs e.g. the successful introduction of the AS Creative Writing course, GCSEs in Law and Film, and Level 1 BTEC PE as part of the Foundation course;  The College's Bridging programmes, which allowed students to take one AS-level alongside 3/4 GCSEs, had also been extremely popular;  Results at AS, A2 and on BTEC courses had been excellent, placing the College in the top 10% of all providers at AS-level and in the top 15% of all providers at A2 level;  A Sixth Dimensions report commissioned from the Sixth Form College's Association’s data expert, Nick Allen, had also placed the College as an exceptional performer in terms of outcomes;  The College had been notified at the end of the previous week of a 4-day inspection by Ofsted, beginning on 1.10.13, and a further report would be provided later on the agenda.

Corporation received the Principal's report for September 2013, congratulating staff and students on excellent results in 2013 and staff on the hard work which had ensured that enrolment for 2013/14 had been exceptionally successful.

Reports on College targets & quality matters

113.9 Review of exam results & initial performance data Mark Rothery, Assistant Principal, presented the report on exam results and initial performance data for 2013, which had been prepared by Ian Taylor, Deputy Principal.

Corporation members noted pass rate data for 2013, including:  An overall pass rate at A2 for 2013 (excluding General Studies) of 99.5% (2012:

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99.9%);  An overall pass rate at AS for 2013 (excluding General Studies) of 93.6% (2012: 94.9%);  The College's AS pass rate, although slightly lower than in 2012, was still significantly above the national average AS pass rate of 88%.;  A 100% pass rate in vocational subjects e.g. BTEC Level 3 Certificate (Business, Health & Social Care, IT, Law Performing Arts, PE) First Diploma (Health & Social Care, Sports), Level 3 Diploma (Health & Social Care, IT, Performing Arts, Sports) and the Extended Diploma (IT, Sports).

Members considered the exam results overview for 2013, noting that:  The College had seen excellent results in AS, A2 and vocational courses;  At AS, the College had exceeded the national benchmarks for achievement (Wyke: 92%. Benchmark: 88%) and retention (Wyke: 94%. Benchmark: 91.5%) and was therefore above the national benchmark for success rates (Wyke: 86%. Benchmark: 80%) i.e. retention x achievement = success rate;  At AS, the College was, however, below the national benchmark for A*-B grades (Wyke: 35%. Benchmark: 40%), having previously reached the national benchmark in 2012;  At A2, the College had significantly increased the number of students receiving A*-B grades in 2013 but was still below the national benchmark (Wyke: just below the 50% threshold. Benchmark: just below the 55% threshold);  At A2, there was an average point score per candidate of 920 Qualification and Curriculum Authority (QCA) points and per examination entry of 209 QCA points;  At GCSE A-C pas rates had improved to 52% (2012: 51%).

Members noted in discussion that 2013 was the second year of significant improvement at AS, which therefore appeared to be a sustained trend.

It was noted in response to members' questions that:  Actions taken by the College to ensure student success were various and cumulative and included a culture of learning and hard work inculcated in students by staff, ensuring the accountability of staff for student achievement, encouraging students to take more subjects at A2, improvements in the College's self- assessment system;  With reference to qualification level on entry, the College asked for 5 GCSEs at grade C or above compared to some sixth form colleges which asked for 5 GCSEs at grade B or above;  Continuing to improve A*-B grades at AS and A2 to reach national benchmarks remained challenging, as students entered the College less well-qualified than the national cohort, although ALIS and ALPS scores showed that value-added by the College was good. Corporation considered the value added scores for 2013, noting:  Significant positive value-added scores under the ALIS value-added system at A2 and AS level, continuing the trend seen in 2012;  “Outstanding” value-added under the ALPS value-added system at AS level, placing the College in the top 10% of those using the ALPS system nationally, and a score of “Excellent” value-added for A2, placing the College in the top 25%.

Members noted that the College would continue to take action to bring about improvement in the following areas in 2013/14: • Building on AS outcomes; • Securing improved Value added in all academic and vocational courses; • Confirming the merit of the Level 2 curriculum; and

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• Improving the points score per student.

Corporation considered an overview of the College’s exam results, noting in particular continuing excellent performance at Level 3, including positive value- added scores. Actions being taken to bring about improvement were also noted. Corporation congratulated the College on its 2013 results.

(Mark Rothery left the meeting).

113.10 Briefing on Ofsted's Common Inspection Framework

Corporation received, for information and with reference to the College's forthcoming Ofsted inspection, a copy of Ofsted’s Common Inspection Framework (CIF) and a letter from Ofsted noting changes to inspection arrangements from September 2013.

113.11 Ofsted inspection visit: 1- 4 October 2013 Corporation members received a verbal report from the Principal and discussed the Ofsted inspection visit due to take place from 1.10.13, noting that:  Ofsted used a four-point grading scale ranging from Grade 1 (Outstanding) to Grade 4 (Inadequate);  In reaching a judgement on overall effectiveness, Ofsted would take into account judgements on outcomes for learners, the quality of teaching, learning and assessment, and the effectiveness of leadership and management;  The inspector for leadership and management would wish to meet with the Chair of Corporation and a small group of Corporation members as part of the assessment of leadership and management;  While all areas of teaching could be inspected, Science & Mathematics and English, languages, literature & culture had been chosen for review by inspectors who were subject specialists.

The Principal reported in response to members questions that:  Inspectors were aware of the results achieved by the College and it was anticipated that they would test where the College should be situated on the range Good to Outstanding;  Whether the College could be graded Outstanding would depend on past results and the quality of teaching, learning and assessment reviewed during inspection;  Specialist subject areas to be reviewed were chosen by Ofsted but also reflected government priorities e.g. performance in Science and Mathematics;  The College was confident in the quality of its data but recent sickness absence in the area of Management Information Systems (MIS) could make supplying inspectors' data requirements during inspection week more challenging than usual, although action was being taken to address this;  Staff were maintaining a positive approach to the forthcoming inspection.

Corporation received the Principal's report on the Ofsted inspection due to take place from 1.10.13 and offered their wishes for a successful outcome to those staff members taking part in the inspection. It was agreed that 5 Corporation members, including the Chair and Vice-Chair of Corporation, should meet with the leadership and management inspector. Action: Clerk

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Committee reports I: curriculum, quality & finance

Curriculum & Quality (C&Q) Committee

113.12 (i) Report on key items: summer & autumn terms 2013 Mike Noddings, as Chair of the Curriculum & Quality (C&Q) Committee reported that:  The May 2013 meeting of the C&Q Committee had discussed whether individual Corporation members should be linked to the CIF themes, as was the practice in some school governing bodies, and it was agreed that the issue should be raised in discussion with the Corporation.

Members discussed the proposal, noting that:  Some of the CIF themes appeared to cross committee boundaries (e.g. leadership and management) while others appeared to fall within a particular committee's remit (e.g. outcomes for learners);  The decision to postpone discussion of the proposal to the current meeting had been taken to allow more time for discussion of financial matters at Corporation's July 2013 meeting.

Corporation agreed that Corporation members due to meet Ofsted inspectors during the current week should review the CIF in preparation and the possibility of a particular Corporation member taking overall responsibility for a particular CIF theme could be considered after inspection. Action: Clerk

Mike Noddings highlighted the following issues considered by the C&Q Committee at its May 2013 meeting:  Curriculum changes in relation to the Foundation course, noting the Committee would receive a reports on their effectiveness in due course;  A report on student attendance and withdrawals during 2012/13, including the reasons students left the College;  The outcome of student focus group meetings;  A new Corporation Admissions Appeals Complaints Committee procedure, which had been approved at Corporation's July 2013 meeting.

Corporation received a report from the Chair of the C&Q Committee on key issues considered at the Committee' summer term meeting, noting that the College's draft Self-Assessment Report was the key item to be considered by the Committee during autumn 2013.

(ii) Corporation collective self-assessment 2013 The Chair of the C&Q Committee reported that:  A number of colleges used the criteria in Ofsted's CIF as part of their annual self- assessment of governance;  The May 2013 meeting of the Curriculum & Quality (C&Q) Committee had considered a Corporation self-assessment questionnaire, which had been produced with reference to Ofsted's CIF and Handbook for Inspection and adapted from a model produced by Wilberforce Sixth Form College.

Corporation agreed to use, on the recommendation of its C&Q Committee, a Corporation self-assessment questionnaire based on Ofsted's Common Inspection Framework (CIF) as a form of annual collective self-assessment i.e. in addition to the Corporation member self-assessment questionnaire completed annually by individual Corporation members. It was agreed that a draft version of the 2012/13

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questionnaire should be presented to the December 2013 meeting of Corporation for review and completion. Action: Clerk

Finance & General Purposes (F&GP) Committee

113.13 (i) New building: progress report on Barclays' loan facility/discussions with Lloyds & recommendation on changes to Lloyds loan covenants John Wilson, as Chair of Corporation, outlined the circumstances which had led the Corporation to agree at its July 2013 meeting to take out a loan with Barclays bank to meet the cost of the College's building/refurbishment project and provided an outline of discussions with Lloyds and Barclays banks during summer 2013, which had led to an agreement being signed with Barclays bank, as noted above. It was noted, in discussion, that the increase in student numbers for 2013/14, on which the College's loan proposal had been predicated, had been exceeded.

John Wilson, as Chair of the F&GP Committee, reported that:  Following the decision to take out a loan with Barclay's bank, the College bankers, Lloyds, had taken up their option to amend the existing covenants previously agreed with them in 2004 (as amended in 2008) and in 2007 for the financing of, respectively, the Wilson Building and the Ash and Oak Buildings;  Proposed covenant amendment letters from Lloyds bank dated 29.8.13 had accordingly been considered by the F&GP Committee at its September 2013 meeting and were being recommended to Corporation for approval.

Members received a report from the Director of Finance on proposed changes to the covenants applying to the College's existing loans with Lloyds bank, noting that:  With reference to the loan of £950,000 relating to the financing of the Wilson Building, which had been taken out in August 2004 and which was due to be fully repaid in September 2014, proposed changes related to the maintenance of total borrowing costs as a percentage of total annual income and the frequency with which the College could incur a historic cost deficit;  With reference to the loan of £2,500,000 relating to the financing of the Ash and Oak Buildings, which had been taken out in December 2007, proposed changes related to the maintenance of total borrowing costs as a percentage of total annual income and the frequency with which the College could incur a historic cost deficit and stated that the College should not permit total external debt to exceed 35% of net assets and increased the margin from 0.40% to 2.9%.

Corporation approved, on the recommendation of the F&GP Committee, changes to the loan covenants relating to the Wilson, Ash and Oak Buildings which had been proposed by Lloyds bank. Corporation also agreed, on the recommendation of the F&GP Committee, that, as the Principal was not an authorised signatory to the Lloyds bank account, the covenant amendment letters should be signed by the Director of Finance and the Deputy Principal and that the one-off fee of £23,312 referred to in the letter relating to the loan for the Ash and Oak Buildings should be paid by the "effective date" stated in the letter i.e. by 10.10.13. Action: SR/IDT

Corporation approved the following resolution with reference to the loan with Lloyds bank relating to the Wilson Building:  It was resolved that the loan facility in an original principal sum of up to £950,000 arranged with Lloyds TSB Bank plc (the "Bank") in a letter dated 5th November 2008 (the "Facility Letter") be amended in the manner proposed in a letter from the Bank

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dated 29th August 2013 (the "Amendment Letter").  It was further resolved that Mr Stephen Rogers (Director of Finance) and Mr Ian Taylor (Deputy Principal) be authorised to make the necessary arrangements with the Bank and to sign on behalf of the Corporation the Amendment Letter which was produced to the meeting and its terms and conditions approved with the following amendment: with reference to the second paragraph of the Amendment Letter, that the date before which "the Effective Date" should occur should be amended to read the "10th October 2013" rather than the "29th September 2013", as agreed in writing by David Hunt on behalf of the Bank on 18th September 2013. It was further resolved that the amended date should be initialled by Mr Rogers and Mr Taylor on behalf of the Corporation, as agreed with Mr Hunt, who would initial the amendment on behalf of the Bank.

Corporation approved the following resolution with reference to the loan with Lloyds bank relating to the Ash and Oak Buildings:  It was resolved that the loan facility in an original principal sum of up to £2,500,000 arranged with Lloyds TSB Bank plc (the "Bank") in a letter dated 19th December 2007 (the "Facility Letter") be amended in the manner proposed in a letter from the Bank dated 29th August 2013 (the "Amendment Letter").  It was further resolved that Mr Stephen Rogers (Director of Finance) and Mr Ian Taylor (Deputy Principal) be authorised to make the necessary arrangements with the Bank and to sign on behalf of the Corporation the Amendment Letter which was produced to the meeting and its terms and conditions approved with the following amendment: with reference to the second paragraph of the Amendment Letter, that the date before which "the Effective Date" should occur should be amended to read the "10th October 2013" rather than the "29th September 2013", as agreed in writing by David Hunt on behalf of the Bank on 18th September 2013. It was further resolved that the amended date should be initialled by Mr Rogers and Mr Taylor on behalf of the Corporation, as agreed with Mr Hunt, who would initial the amendment on behalf of the Bank.

Corporation agreed that the above resolutions should be signed and certified as a true copy by the Chair of Corporation and the Clerk to the Corporation and submitted to Lloyds bank with the signed covenant amendment letters. Action: Chair/Clerk/SR

[Confidential minute].

(ii) Reconciliation report for y.e. 31.7.13 & report on financial PIs & objectives for 2012/13

Corporation received a verbal report from the Director of Finance, who confirmed that he was currently working on the reconciliation report for the financial year ended 31.71.13 but that the year-end deficit was expected to be in the region of £180k, as notified to the July 2013 meeting of Corporation. Action: SR

(iii) Recommendation on revised 2013/14 budget & financial plan 2013-2017 John Wilson, as Chair of the F&GP Committee, reported that:  Corporation had approved, at its July 2013 meeting, a budget for 2013/14 based on predicted student numbers, together with a financial plan for the years 2013 -2017 for submission to the Education Funding Agency (EFA) by the required deadline of 31.7.13;  The plan had not, however, been submitted and the Director of Finance had agreed

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with the EFA that a revised plan, taking into account the actual increase in student numbers, could be submitted following approval at Corporation's September 2013 meeting;  The Director of Finance had presented a revised budget for 2013/14 to the September 2013 meeting of the Committee, which took account of actual growth in student numbers from autumn term 2013;  While the higher than predicted increase in student numbers had resulted in some increases in expenditure, savings had also been identified in a number of areas.

John Wilson invited the Director of Finance to present the revised budget for 2013/14.

Members noted that:  The proposed revised budget for 2013/14 showed a revised deficit for the year ending 31.7.14 of £729k compared to the deficit of £749k in the original draft budget considered at the July 2013 meeting of the F&GP Committee, which had been amended to £718k in the financial plan approved at Corporation's July 2013 meeting;  The revised budget included additional pay costs of £58,800, including £37,000 as a result of new teaching staff taken on to meet increased student numbers, the transfer of a staff member from Instructors to Premises, small increases in library and language assistant costs.  Savings on the pay budget of £47,600 had, however, been identified, including the non-replacement of one staff member, the replacement of one staff member with an apprenticeship and the transfer of a staff member from Instructors to Premises.  Non-pay additions totalling £25,000 had been included in the revised budget, including increased examination fees reflecting growth in student numbers and the establishment of a Principal' s fund of £10,000 (£5,000 of which had been transferred from the Premises budget);  Non-pay savings totalling £63,200 had, however, been identified in the following areas: tutorial (in-house printing of handbook), library, staff development, management, premises, long-term maintenance, marketing, recruitment, enrichment;  The revised budget provided for a 1% pay award;  Re-assessment of depreciation charges had resulted in increased depreciation of £7,000.

It was noted in response to members' questions that the competitive nature of student recruitment locally meant that it had not been possible to reduce the marketing budget by more than the £3k shown in the revised budget.

Corporation members noted with approval the fact that increased costs in 2013/14 had been matched by savings in expenditure in the proposed revised budget.

Members discussed the effect of the lagged funding system under which the College received funding in the following financial year for any increase in student numbers above the allocation agreed with the EFA for the current year, noting that:  The College received funding of about £4k per student i.e. the College should receive in 2014/15 more than £1 million for the additional students enrolled in autumn 2013.

The Director of Finance presented the revised financial plan 2013-17.

Members noted that:  The revised financial plan showed an improved financial performance from 2015

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taking into account the fact that growth in student numbers in 2013/14 had been higher than assumed in the plan approved in July 2013 i.e. a surplus of £2k in 2015 (plan approved in July 2013: a deficit of £182k), a surplus of £300k in 2016 (plan approved in July 2013: a surplus of £83k), a surplus of £420k of 2017 (plan approved in July 2013: a surplus of £68k);  [Confidential minute];  The College's financial health assessment for 2013/14 was shown in the plan as Inadequate moderated to Satisfactory, as permitted by the EFA, as the capital project of £2.1 million being undertaken by the College in 2013/14 represented more than 25% of income;  The College's financial health assessment was shown as Satisfactory for 2014/15 and 2015/16, returning to Good in 2016/17.

Members discussed the revised financial plan. It was noted in response to members' questions that:  The College would not be in a position to borrow further to fund additional building and could not therefore increase student numbers beyond the limits assumed in the plan;  The proposed £729 deficit for 2013/14 would be funded through working capital i.e. using the £250k overdraft included in the loan facility of £2,350,000 from Barclays bank;  The loan from Barclays was a 2-year revolving credit facility i.e. should the College be in a position by 2016 to reduce the loan to £2 million, for example, it would be able to consider doing so at that time.

Corporation approved the revised budget for 2013/14 and the 2013-17 financial plan submission to the Education Funding Agency (EFA), with the following typographical amendment to the commentary to the plan: under the section on Loan Financing, the second paragraph should begin: A further loan of £2.5M was taken out in 2010-11. Action: SR

(iv) Recommendation on financial objectives for 2013/14

Corporation approved financial objectives for 2013/14, on the recommendation of the F&GP Committee and agreed that they should be submitted to the Education Funding Agency (EFA) with the 2013/14 budget and financial plan 2013-17. Action: SR

(v) Recommendation on adoption of revised FOI Publication Scheme definition document for FE colleges

Corporation agreed, on the recommendation of the F&GP Committee, to adopt the Information Commissioner's Office's revised Freedom of Information Publication Scheme Definition Document for FE colleges and agreed that it should be placed on the College website. Action: Clerk

(vi) Development of financial monitoring arrangements by the F&GP Committee John Wilson reported that:  Following the late notification of an increase in the expected deficit for 2012/13 during summer term 2013, the College's financial reporting structures had been changed for 2013/14 to ensure that budgets were effectively managed and monitored, as noted above;

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 Changes included more effective regular discussions between the Principal and Director of Finance on financial matters and the monthly review of management accounts by the senior management team (SMT) before their consideration by the F&GP Committee;  The F&GP Committee had also agreed that it should receive an annual report on the College's performance against bank covenants and a report on financial benchmarking against other sixth form colleges using data published by the Skills Funding Agency (SFA).

Corporation received a report from the Chair of the F&GP Committee on the development of financial monitoring arrangements.

Committee reports II: minutes

113.14 (i) Committee minutes: Audit, F&GP, Personnel, SGC & C&Q

Corporation received the following Committee minutes for information, committee reports and recommendations having been given at Corporation's July 2013 meeting or earlier on the current agenda: Audit Committee minutes of 10.6.13, F&GP Committee minutes of 1.7.13 and 8.7.13, Personnel Committee minutes of 3.6.13, Search & Governance Committee minutes of 23.4.13 and C&Q Committee minutes of 20.5.13.

With reference to the work of the Search and Governance Committee, it was noted that 4 nominations had been received to date for the vacancy for a parent member of Corporation and that an expression of interest had been received for an ordinary Corporation member vacancy. A recommendation on the parent member vacancy would be made to Corporation's December 2013 meeting. Action: Clerk

Governance matters II

113.15 (i) Development of Corporation information pack

It was noted that to streamline agendas and allow more time for strategic discussion, the Clerk would develop a separate information pack of key information and sector developments which could be sent to members between meetings. Action: Clerk

(ii) Annual review of Corporation policies & procedures

Corporation agreed that the annual review of Corporation's policies and procedures should take place at the Corporation's December 2013 meeting. Action: Clerk

Co-sponsorship of Academy: TFA report

113.7 Thomas Ferens Academy report Richard Heseltine, as Chair of Governors of Thomas Ferens Academy, reported on the Academy's first year of operation.

Members noted in discussion:  Previous levels of achievement at Sir Henry Cooper School;  The Academy's first GCSE results had been received in 2013 and had seen an increase in A-C grades although levels of attainment in Maths and Science GCSE

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had not been matched in English, which the Academy was now taking action to address;  Improved data quality was enabling achievement to be monitored more effectively;  As a new institution, the Academy had a new Board of Governors, Principal and senior management team and there was optimism amongst staff and pupils;  Ensuring overall improvement remained, however, a long-term action.

The Corporation received a report on the Thomas Ferens Academy, which was sponsored by the University of Hull and co-sponsored by Wyke and Wilberforce Sixth Form Colleges and by Kingston upon Hull City Council.

STRATEGIC DISCUSSION

113.8 Strategic discussion & report from small groups

The Corporation considered a presentation from the Principal on strategic themes, agreeing that, due to time constraints, discussion should be concentrated on one theme and should take place at Corporation level, rather than in small groups. The discussion has been presented in a separate report, in line with Corporation's past practice.

(Richard Heseltine left the meeting).

Final agenda items

113.9 Any other business

It was noted that there was no other business.

113.20 How will items considered at the meeting have an impact on learners?

Corporation noted that the opening of the new classroom block should have a positive impact on the student experience.

113.21 Risk management – items identified at the meeting

No new items of risk were identified.

Reserved Business agenda

Under Instrument of Government 14, where required by the other members present,  staff members of Corporation, including the Principal, are required to withdraw from that part of any Corporation meeting at which staff matters relating solely to that member of the staff are to be considered, staff matters relating to any member of staff holding a post senior to that member’s are to be considered, and  student members are required to withdraw from any part of a Corporation meeting at which staff matters relating to a current or prospective member of staff are to be discussed.

In line with Corporation’s practice, it was agreed that, with the exception of the Principal and the Clerk, students and staff should leave the meeting. The following staff and students

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therefore left the meeting: Jenny Clough, Jim Darmody, Ray Hutty, Steve Rogers, Julie Peaks, Ian Taylor, Jenny Xu, Louise Hudson and Mark Rothery having already left the meeting.

113.22 (i) Reserved Business minutes of the Corporation meeting held on 8.7.13

Corporation approved the Reserved Business minutes of the Corporation meeting held on 8.7.13.

(ii) Matters arising & actions from the above minutes

Corporation noted that all actions arising from the above minutes had been completed or were due for completion during autumn term 2013.

(iii) Remuneration Committee minutes of 18.6.13

Corporation received, for information, the Remuneration Committee minutes of 18.6.13.

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Page 99 Corporation agreed at its meeting on 30 Sept. 2014 to release the text shown below from confidentiality.

CONFIDENTIAL MINUTES OF SPECIAL RESERVED MATTERS MEETING, CORPORATION 114, HELD ON 5 DECEMBER 2013

Present: Mary-Rose Hardy, Jackie Goodman, Richard Heseltine, Adam Jennison, Martin Longbottom, Mike Noddings (Vice-Chair of Corporation), John Shipley, Sarah Smythe, Jay Trivedy (Principal), John Wilson (Chair of Corporation), Philip Wright

In attendance: In attendance: Fiona Bagchi (Clerk to the Corporation), Jenny Clough (Personnel Manager)

114.1 Apologies for absence

Apologies were received from the following Corporation members: Andrew King, Phil Taylor.

114.2 Declaration of interests

The following standing declarations of interests were noted:

Mary-Rose Hardy (Councillor, East Riding of Yorkshire Council), Richard Heseltine (employee, University of Hull and Chair of Governors, Thomas Ferens Academy), Jackie Goodman (employee, Hull College), Adam Jennison (employee, Kingston upon Hull Council), Martin Longbottom (employee, Hull College), John Shipley (Councillor, Kingston upon Hull Council).

Recommendations from the Remuneration Committee 114.4 Recommendation on Director of Finance post

(The discussion of this item has been keep in a confidential minute as it contains personal information about named or identifiable individuals).

114.5 Recommendation on senior post-holder remuneration

(The discussion of this item has been keep in a confidential minute as it contains personal information about named or identifiable individuals).

Committee minutes 114.6 Remuneration Committee: confidential minutes of 26.11.13

Corporation received the confidential Remuneration Committee minutes of 26.11.13, for information, reports and recommendations from the Committee having been received as noted above.

Final agenda items 114.7 Any other business

(The discussion of this item has been keep in a confidential minute as it contains personal information about named or identifiable individuals).

Interim Director of Finance The Personnel Manager reported that recruitment agencies had been approached and a suitably experienced candidate who was a chartered accountant had been identified who could commence work as an Interim Director of Finance the following week. It was noted that the Personnel Manager considered that the proposed agency fees were reasonable and that the cost of the post could be met from contingencies in the staffing budget.

Corporation delegated to the College the engagement of an Interim Director of Finance from a recruitment agency, pending the appointment of a permanent Director of Finance, noting that the person appointed would not be a designated senior post- holder. Action: JEC

Selection Panel for Director of Finance post Corporation members noted that the person appointed to the permanent post of Director of Finance would be a designated senior post-holder and that the arrangements for the selection and appointment therefore fell to be considered with reference to the requirements of the Articles of Government i.e. national advertisement, selection by a Corporation Selection Panel and appointment by the Corporation on the recommendation of the Selection Panel.

Corporation delegated agreement of the advertisement, including salary level, and arrangements for the selection and interview of candidates for the Director of Finance post and Selection Panel membership to the Remuneration Committee, noting that the person appointed would be a designated senior post-holder. Action: JEC/Clerk/Chair of Remun

It was agreed that it would be appropriate for the post to be advertised early in 2014. Action: JEC

114.8 Risk management – items identified at the meeting

The risks outlined in the external consultant's report on financial management process and controls were noted.

114.9 Date of next meeting

It was noted that Corporation was next scheduled to meet on 17 December 2013.

Members noted that the main purpose of the Corporation meeting due to be held on 17 December 2013 was to consider the College's financial statements for the year ended 31.7,13 but these remained to be finalised. The Audit Committee would consider at its meeting on 10 December 2013 whether it would be possible to present draft annual financial statements to the Corporation for approval by that date, and to the Education Funding Agency (EFA) by the required deadline of 31.12.13. A report would be made to Corporation members in due course. Action: Clerk

It was noted that should the College be unable to submit the annual financial statements by the required deadline, the EFA would have to be informed.

MINUTES OF CORPORATION MEETING 115 HELD ON 25 FEBRUARY 2014

Present: Jayne Botham, Jim Darmody, Jackie Goodman, Mary-Rose Hardy, Richard Heseltine, Louise Hudson, Ray Hutty, Andrew King, Martin Longbottom, Mike Noddings (Vice-Chair of Corporation), John Shipley, Phil Taylor, Jay Trivedy (Principal), John Wilson (Chair of Corporation), Philip Wright, Jenny Xu

In attendance: In attendance: Fiona Bagchi (Clerk to the Corporation), Karen McMahon (external consultant), Julie Peaks (Assistant Principal), Mark Rothery (Assistant Principal), Ian Taylor (Deputy Principal)

115.1 Apologies for absence Apologies were received from Adam Jennison and Sarah Smythe.

115.2 Declaration of interests

The following standing declarations of interests were noted:

Mary-Rose Hardy (Councillor, East Riding of Yorkshire Council), Jackie Goodman (employee, Hull College), Richard Heseltine (employee, University of Hull and Chair of Governors, Thomas Ferens Academy), Andrew King (employee, University of Hull), Martin Longbottom (employee, Hull College), Jim Darmody (Governor, Thomas Ferens Academy), John Shipley (Councillor, Kingston upon Hull Council).

Governance matters I 115.3 Appointment of Jayne Botham as a Parent member of Corporation Members noted that 7 candidates had stood in the election for the vacancy for a parent member of Corporation. Jane Botham had been elected, had a positive Disclosure & Barring Service (DBS) check and was eligible to be appointed.

Jayne Botham was elected as a Parent member of Corporation for a period of 4 years or until her children left the College whichever was the sooner. Action: Clerk

115.4 Minutes of meeting 112 held on 30.9.13 including the confidential minutes & minutes of the strategic discussion: for approval

The minutes of meeting 112 held on 30.9.13, including the confidential minutes, and the confidential minutes of the strategic discussion were approved.

115.5 Matters arising and actions (Actions shown below are numbered according to their position in the action points table appended to the end of the previous minutes. The reference to the item where the action can be found in the previous minutes is given in brackets at the end of each item).

(i) Actions arising from the minutes of the Corporation meeting held on 30.9.13

1 An electronic audit of skills forms would be developed for 2014 (113.5).

Page 100 Action: Clerk

2 The Clerk would send register of interests and audit of skills forms to those who had yet to complete the annual updating (113.5). Action: Clerk

3 A report on the Thomas Ferens Academy had been included on Corporation's revised standing agenda item list on the agenda (113.5).

4 An opportunity would be provided for Adam Jennison to discuss IT risk management e.g. attendance at the Risk Management Group as an observer - an Audit Committee action (113.5).

5 A report on Corporation's training schedule was on the agenda (113.5).

6  It had been agreed that cover sheets for management papers should include a "key issues" heading, where relevant, to draw members' attention to significant issues in reports although this had not been implemented to date (113.5). Clerk/Director of Finance

7 The following question "What has been the impact of this meeting on learners? had been added to Corporation's revised standing agenda item list on the agenda (113.5).

8 Confidential minutes of Corporation meeting 107 (10.7.13), which related to student application numbers for 2012/13, would be released from confidentiality, as information on student numbers for 2012/13 was now in the public domain, as agreed (113.6). Action: Clerk

9 Confidential Corporation minutes 108 (27.9.12), 110 (19.3.13), and 111 (9.5.13), which related to current marketing practices or to student applications for 2013/14, had been kept confidential, as agreed (113.6).

10 John Wilson, Mike Noddings, Jackie Goodman, Richard Heseltine and Philip Taylor had met with the Ofsted leadership & management inspector at inspection in October 2013 (113.11).

11 Ofsted's Common Inspection Framework (CIF) had been distributed to the Corporation members who had met the Ofsted inspector. The Curriculum & Quality (C&Q) Committee had discussed members taking responsibility for individual CIF themes (113.12).

12 A draft collective Corporation self-assessment based on the CIF was on the agenda (113.12).

13 Lloyds loan covenant amendment letter had been signed and the fee paid, as agreed (113.13).

14 The resolutions relating to the Lloyds loan covenants had been signed and certified as a true copy by the Chair of Corporation and the Clerk to the Corporation and submitted to Lloyds bank with the signed covenant amendment letters (113.13).

15 The former Director of Finance had presented the 2012/13 year end reconciliation to the October 2013 meeting of the F&GP Committee. The audited financial statements for the year ended 31.7.13, which are on the agenda, show a year-end deficit of

Page 101 £340K (113.13).

16 The revised budget for 2013/14 and the 2013-17 financial plan had been submitted to the Education Funding Agency (EFA), as agreed (113.13).

17 The financial objectives for 2013/14 had been submitted to the EFA with the 2013/14 budget and financial plan 2013-17, as agreed (113.13).

18 The Information Commissioner's Office's revised Freedom of Information Publication Scheme Definition Document for FE colleges had been placed on the College website, as agreed (113.13).

19 A recommendation on an appointment to the parent member vacancy was on the agenda (113.14).

20 The Clerk would develop a separate information pack of key information and sector developments which could be sent to members between meetings (113.15). Action: Clerk

21 The annual review of Corporation's policies and procedures was on the agenda (113.15).

115.6 Report on Chair's action: for information Corporation received a report noting the circumstances in which the Chair of Corporation was permitted to take action between meetings, including the need for urgent action, noting the following actions by the Chair since Corporation's last meeting  Approval of additional audit fees relating to the financial statements audit undertaken by Baker Tilly, the College's financial statements/regularity auditors as a result of the delays in production of the College's financial statements for the year ended 31.7.13;  Approval of Baker Tilly to undertake consultancy work with the Interim Director of Finance on the preparation of financial projections to help with discussions with the College's bankers and in the preparation of the "going concern" statement in the College's financial statements, noting that to preserve Baker Tilly's independence as financial statements/regularity auditors this work had been undertaken by a separate team.

Corporation noted and ratified the following actions taken by the Chair, John Wilson, since Corporation's last meeting.

The Chair asked that the minutes should record Corporation's appreciation of the additional work undertaken by Baker Tilly in relation to the financial statements and the assistance provided to the Interim Finance Director with the financial projections.

Principal's report 115.7 (Mark Rothery and Julie Peaks, Assistant Principals, joined the meeting during this item).

The Principal presented his report.

(i) Students Members noted that:  The College had seen unprecedented growth in student numbers in 2013/14 [confidential minute];  As a result of the lagged funding system under which colleges were funded for the number of students that they had in the previous year, the College had approached the

Page 102 EFA concerning the possibility of some form of transitional funding following submission of the College's RO6 census return (R06);  Open Evenings for student recruitment for 2014/2015 were going well [confidential minute].

(ii) Curriculum Member noted that a review of the College's curriculum had been conducted by the senior management team (SMT) to ensure that it was fit for purpose, positioned the College for the next stage in its development and enabled the College to expand its provision in a more sustainable way

[Confidential minute].

(iii) Achievement and Performance Members noted that copies of the Ofsted inspection report had been e-mailed to Corporation members following the College's successful Inspection in October 2013 and that a robust action plan to ensure further improvements had been implemented, focussing on:  A change to the College's teaching staff appraisal system so that it included smarter targets e.g. in relation to lesson observation grades, results, top grades, staff development;  Establishing greater consistency in teaching and learning across all of the faculties;  Developing systems to embed the improvements in teaching and learning to raise standards;  The sharing of good practice in teaching and learning throughout the College;  Ensuring that the most able students achieved top grades.

It was noted that all students on AS and A2 level courses had been involved in mock examinations during the first week in January 2014, conducted in a formal setting with the use of external invigilators. The results were given to the students in an equally formal manner and all the staff and students were involved in planning further improvements.

Jim Darmody was congratulated on the successful organisation of the College's 25th anniversary celebration in January 2014, which had included both previous Principals, previous and current students and staff and Corporation members. The event had coincided with the official opening of the Elm building and included formal organised tours of the College campus.

It was noted that the Performance League tables had been published at the end of January 2014, with the College being the highest performing (non-selective) college in Hull, East Riding and the region, having achieved over 900 points per candidate. Members congratulated staff and students and noted that the College had been placed 2nd behind Greenhead College in the NorVIc group, 12th nationally out of all the sixth form colleges and 4th nationally in terms of value added out of all the 92 sixth form colleges.

Members noted that, during the final week in January 2014, a cross-College production of the "Little Shop of Horrors" had been performed, with the success of the performance being a testament to Dan Sproats leadership, the commitment of all of the staff and students. It was hoped that cross-college performances would become a feature of the Wyke experience in future.

(iv) Finance and Funding It was noted that much Corporation and SMT time had been spent on finance and funding since July 2013. The Principal wished to draw attention to the support and professionalism of members of the SMT team during a period when there were fewer members of SMT than in 2012/13, an Ofsted inspection had taken place, there were increased numbers of students, and SMT members had been involved in ensuring that standards were maintained, marketing the College and planning the curriculum for 2014/2015.

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The Principal's report was received.

Committee reports I

Audit Committee 115.8 (i) Internal audit plan 2013/14: for approval Philip Wright, as Chair of the Audit Committee, reported that:  The Audit Committee had agreed at its December 2013 meeting that the draft internal audit report for 2013/14 should be increased from the proposed total of 10 days, which was considered insufficient for the needs of the Corporation by the Committee and the financial statements/ regularity auditors and would not allow the internal auditors, the East Coast Audit Consortium, to provide an overall audit opinion;  Following discussions between the College’s internal auditors and the College’s Interim Director of Finance, the Chair of the Audit Committee, and the Clerk to the Corporation, a draft internal audit plan of 15 days for 2013/14, which would enable the East Coast Audit Consortium to give an overall audit opinion, had been formulated;  The proposed plan for 2013/14 was included within a draft 5-year strategic audit plan 2013/14 - 2017/18 and included a review of third party assurance mapping.

It was noted in discussion that the proposed internal audit plan for 2013/14 included a value for money review of the College's transport arrangements, which was a key area of expenditure.

The Corporation approved, on the recommendation of the Audit Committee, the internal audit plan for 2013/14, including fees.

(ii) Audit Committee Report 2013/14, incl. internal audit report 2013/14, financial statements audit findings report, regularity audit report & College's risk management report Philip Wright presented the Audit Committee’s Annual Report for 2012/13, which had been considered and approved at the Committee’s February 2014 meeting.

It was noted that the following documents were attached as appendices to the Audit Committee’s Annual Report:  Internal Audit Service Annual Report 2012/13  Financial Statements: Final Audit Findings, year ended 31 July 2013  Regularity Audit Report for the year ended 31 July 2013  College’s Annual Risk Management Report 2012/13

Members noted that the EFA/SFA Joint Audit Code of Practice (JACOP) Part 2 stated that the Audit Committee's annual report must:  Summarise the committee’s activities relating to the financial year under review, including any significant issues arising up to the date of preparation of the report, and any significant matters of internal control included in the management letters and reports from auditors or other assurance providers;  Must include the committee’s view of its own effectiveness and how it has fulfilled its terms of reference;  Must include the Audit Committee’s opinion on the adequacy and effectiveness of the College’s audit arrangements, its framework of governance, risk management and control, and its processes for securing economy, efficiency and effectiveness.

Corporation members noted that the Audit Committee's opinion, as expressed in its Annual report for 2012/13, was that: “Based on the reports of and discussions with both the internal, financial statements and regularity, auditors, together with our own enquiries, the Audit Committee’s opinion is: that reliance can be placed upon the adequacy and effectiveness of Wyke Sixth Form College’s audit arrangements, its framework of governance, risk management

Page 104 and control, and its processes for securing economy, efficiency and effectiveness; and that the Corporation’s responsibilities, included in the annual financial statements, have been satisfactorily discharged”.

It was noted that it would be a requirement to submit the Audit Committee's annual report to the EFA from December 2014. Action: Clerk

Philip Wright drew particular attention to the contents of Baker Tilly's Audit Findings Report. Members considered the recommendations relating to internal control in Baker Tilly's report, noting that this was the first time that the report had included such recommendations, some of which had already been addressed by the Interim Director of Finance, with some to be addressed by the new permanent Director of Finance. Members noted that some of the issues had previously been noted by the College's internal audit service but had been graded as of low importance. It was noted that the Audit Committee would ensure that improvements were made to the system for monitoring audit recommendations. Recommendations relating to Corporation (e.g. in relation to ensuring Corporation involvement in all aspects of major projects with significant financial implications and encouraging appropriate Corporation challenge of management information) were also noted.

While reviewing Baker Tilly's Audit Findings Report, members also considered the emphasis of matter in respect of the College as a going concern which Baker Tilly had included in the Financial Statements, with particular reference to the requirements of paragraph 9.3 of Part One of the Education Funding Agency's (EFA's) Funding Agreement with the College. It was noted in discussion that the College had kept the EFA informed of the College's financial circumstances from July 2013 onwards, including the increased deficit for 2012/13 and the delay in submitting the 2012/13 financial statements.

Corporation agreed that, while it did not consider that there was any immediate risk to the College's solvency and viability, it would be appropriate for the Principal, as Accounting Officer, to write to the EFA shortly after submission of the College's approved financial statements for 2012/13, including details of actions taken in 2013/14 to bring about improvements in financial control and management. It was agreed that the letter should be accompanied by the revised financial projections to 31 July 2014 and 2015. Action: JKT

Corporation agreed that consideration should also be given to extending the usual 3-year financial plan to 5 years to provide the EFA with further assurance of the College's long- term financial sustainability. Action: Director of Finance

Corporation accepted the Audit Committee Annual Report for 2012/13.

(iii) Letters of representation to Baker Tilly: for approval

The letters of representation to Baker Tilly were approved, on the recommendation of the Audit Committee, for signing by the Chair of Corporation and the Principal. Action: Chair/JKT

F&GP Committee 115.9 (i) Student numbers & funding report: for information John Wilson, as Chair of the F&GP Committee, presented the College’s February 2014 student numbers & funding report, which had been considered by the February 2014 meeting of the Committee.

Page 105 Members noted that:  The College had 1,632 funded learners and that this figure would form the basis for the College’s lagged funding allocation from the EFA in 2014/15;  With reference to Skills Funding Agency (SFA) funding, the College had an estimated outturn of £38.4K against an allocation of £84.8K, with 10 full-time 19 year old students having been re-designated as Education Funding Agency (EFA) second year continuers;  Retention for the College’s core provision of Level 3 for 16-18 year old students was showing an improvement on February 2013 i.e. it was 98% compared to 96.5% in February 2013;  Continuing improvements in retention were due to a number of factors e.g. appropriate guidance at enrolment, support for students through the tutorial and pastoral systems, the College's monitoring systems.

Corporation received the College’s February 2014 student numbers & funding report, noting that retention was showing an improvement on 2013 but that it was still too early in the year to judge the final outcome.

(ii) December 2013 management accounts: for review John Wilson presented the management accounts for December 2013, which had been prepared by the Interim Director of Finance, Lucy Robinson, and reviewed at the F&GP Committee's February 2014 meeting. The revised financial projections for 2014 and 2015 at Appendix 1 were also received, noting that they were reflected in the December 2013 accounts. Members expressed their thanks to the Interim Finance Director for her work in relation to the production of the management accounts, the financial projections and financial statements.

Members noted, with reference to the December 2013 management accounts, that:  The operating loss for the 5 months to 31 December 2013 was £203.7k compared with a budgeted surplus of £57.8k, mainly due to non-pay expenditure exceeding the budget by £244.8k;  The full year had been prudently re-forecast and was now showing a projected deficit of £1001.4k against an agreed budget deficit of £728.9k.

It was noted in discussion, with reference to the revised forecast deficits of £1001.4k for 2013/14 and £272k for 2014/15, that  The projections provided the College and Corporation with a benchmark against which to review the management accounts during the remainder of the year and to consider whether any savings were possible;  The model should help the College to set a credible budget for 2014/15, following discussions with budget-holders.  The College was considering a number of budget areas (e.g. student support, transport and premises costs, in particular) to ensure an improved budgeting process and better budgetary control in future.

Members reviewed the revised 2013/14 deficit of £1001.4k and proposed cost savings in a strategic context noting that:  Academies and Free Schools received higher funding than FE and sixth form colleges and also received a VAT compensation grant;  In the context of lagged funding, under which colleges received funding for growth in student numbers in the year after which it occurred, the College had experienced growth in student numbers of around 20% in 2013/14, equating to around £1.2million at £4k per student not due to be received until 2014/15;  A review of the financial projections by the College's external financial consultant, Karen McMahon, had shown that there was already a reduction in total unit cost of 7% against a fall of 14% in the unit of funding;

Page 106  The College had applied to the EFA for exceptional additional funding for 2013/14 to reflect the significant growth in student numbers, which the EFA would consider taking into account the College's RO6 ILR census return.

It was noted in discussion that funding per student aged 16-18 in 2014/15 was expected to be similar to 2013/14 but that funding for students aged 18+ had been cut by 17.5%, although most of the College's students were aged 16-18.

The Corporation received the College's management accounts for December 2013, noting that the projected deficit of £1001.4k against an agreed budget deficit of £728.9k was a prudent re-forecast.

(iii) Verbal progress report on loan & bank arrangements The Principal reported that:  The loan for the Elm Building had been obtained from Barclays bank;  Barclays bank had also agreed in February 2014 to an additional overdraft facility of £300,000 which would give the College sufficient funds to enable it to continue to meet its working capital requirements as they fell due and the College was currently awaiting the formal letter confirming the facility;  [Confidential minute].

Corporation received a progress report on loan and banking arrangements.

(iv) The College's annual report & financial statements for the year ended 31.7.13 John Wilson presented the College's annual report & financial statements for the year ended 31.7.13. It was noted that they had been reviewed by the Audit Committee and the F&GP Committee at their February 2014 meetings, with Richard Lewis of Baker Tilly in attendance. The F&GP Committee were recommending the approval of the annual report & financial statements to Corporation.

With reference to the College's Annual Report & Financial Statements for the y.e. 31.7.13, it was noted that:  The College had income of £6.7 million in 2012/13 and expenditure of just over £7million;  An operating deficit of £340,000 (2011/2012: surplus £20,000) had been declared after charging depreciation of £662,000 (2011/12: £739,000);  The College had accumulated general reserves of £1.2 million but these could be depleted by further deficits;  The above deficit was largely a result of the impact of lagged funding, a resultant increase in staffing and examination costs, a strategic decision to review and revise the arrangements for transport and a restructure of the College's marketing strategy;  The College had, however, available a draw down loan from Barclays which included a working capital facility of £250,000 and the bank had agreed an additional overdraft facility of £300,000 which meant that the College had sufficient funds to enable it to continue to meet its working capital requirements as they fell due;  The College therefore had adequate resources to continue in operational existence for the foreseeable future and had continued to adopt the going concern basis in preparing the financial statements;  The following statement appeared in the Statement of Corporate Governance and Internal Control: 'Based on the advice of the Audit Committee and the Principal, the Corporation is of the opinion that the College has an adequate and effective framework for governance, risk management and control, and has fulfilled its statutory responsibility for “the effective and efficient use of resources, the solvency of the institution and the body and the safeguarding of their assets”;  The opinion of Baker Tilly, financial statements auditors on the financial statements was that: "In our opinion the financial statements: give a true and fair view of the state of the

Page 107 College’s affairs as at 31 July 2013 and of the College’s results for the year then ended; and have been properly prepared in accordance with United Kingdom Generally Accepted Accounting Practice";  Baker Tilly has, however, included the following emphasis of matter with reference to the going concern statement: "In forming our opinion on the financial statements, which is not modified, we have considered the adequacy of the disclosure made in accounting policies note 1 to the financial statements concerning the College’s ability to continue as a going concern. The College incurred a deficit of £340,000 during the year ended 31 July 2013 and, at that date, the College had net current liabilities of £819,000. These conditions, along with the other matters explained in accounting policies note 1 to the financial statements, indicate the existence of a material uncertainty which may cast significant doubt about the College’s ability to continue as a going concern";  Baker Tilly's regularity audit opinion was that in all material respects the expenditure disbursed and income received during the year ended 31 July 2013 had been applied to purposes intended by Parliament and the financial transactions conform to the authorities which govern them.

Members discussed whether the College had in place a recovery plan from the current position, noting that:  As noted above at item 115.9(ii), the College was currently also forecasting a deficit for 2013/14 and a smaller deficit for 2014/15, making 3 years of deficit;  Extending the normal 3 year plan to 5 years would therefore enable the College to demonstrate to the EFA that it would move into surplus in the longer-term, ensure positive reserves and demonstrate that the College was financially sustainable;  Improvements in budgetary control would also be key to this process and Karen McMahon would work with the Interim Director of Finance to ensure that a robust budget process was in place for 2014/15 in advance of the new Director of Finance starting work at the College in April 2014.

It was noted that Baker Tilly's emphasis of matter had been considered at item 115.8(ii) above and that following approval of the financial statements by Corporation, Baker Tilly would require sight of Barclays' letter confirming the overdraft before signing off the financial statements with the current wording.

Corporation approved the College's annual report & financial statements for the year ended 31.7.13. Action: Chair/JKT

(Karen McMahon left the meeting. Ian Taylor joined the meeting).

C&Q Committee 115.10 (i) Revised College Plan Mike Noddings, Chair of the Curriculum & Quality (C&Q) Committee, reported that the Committee had attended the College's Self-Assessment Report (SAR) moderation meeting in November 2013. The Deputy Principal informed the Committee that the College would not be producing a SAR Overview in 2013 and would in future use the College Plan supplemented by Learning, Teaching & Assessment Report.

Members noted that:  The College Plan summarised the College aims over a three year period and presented the headline objectives of the range of plans used in the processes of managing continuous improvement;  The Plan provided details of outcomes for 2012/13, targets for 2013/14 and enrolment targets for 2014/15.

The C&Q Committee had approved the updated College Plan at its November 2013 meeting for

Page 108 recommendation to Corporation. It was noted that since that meeting, the College had, however, added some additional highlighted text to the Plan, with the most significant changes relating to enrolments for 2014/15 at section 3b

[Confidential minute].

Members noted outcomes for 2012/13, including achievement, retention, success rates and value added scores, which had been considered at Corporation's September 2013 meeting, together with the Qualification and Curriculum Authority (QCA) points scores considered earlier on the agenda under the Principal's report.

Corporation approved the revised College Plan.

Personnel Committee 115.11 (i) Annual safeguarding report Mary-Rose Hardy, as Chair of the Personnel Committee, reported that the Committee had reviewed the College's 2012/13 Safeguarding Children and Vulnerable Adults report at its November 2013 meeting and were presenting it to Corporation, for information. The report had been prepared by Jim Darmody, who had become the College's Designated Safeguarding person following Mike Rogerson's retirement

In response to members ' questions, it was noted that:  At least one member of each College interview panel was required to have undertaken safer recruitment training e.g. Mike Noddings who had been a member of the Director of Finance Selection Panel had such training;  Corporation member individual safeguarding training was up to date and Jayne Botham, who had recently joined Corporation as a Parent member, had undertaken safeguarding training as part of her employment;  The College liaised with the Local Safeguarding Children's Board, where appropriate, as set out in its policies and procedures.

It was noted that Jayne Botham had a safeguarding background and had been impressed by the Corporation's safeguarding procedures e.g. requiring new members to undergo DBS checks and the Personnel Manager checking that she had undertaken appropriate training.

Corporation received the College's 2012/13 Safeguarding report, which included details of training undertaken and work with students and local agencies.

(ii) Revisions to safeguarding policies/procedures & Whistleblowing procedure

(a) Safeguarding policies & procedures Mary-Rose Hardy reported that the Personnel Committee reviewed the following policies and procedures annually, making recommendation on any revisions required to Corporation, as appropriate:  The Safeguarding Children Policy  The Safeguarding Children Best Practice Guidelines  Safeguarding Children: procedures to be followed in cases of allegations of abuse made against staff  Safeguarding Vulnerable Adults Policy and Procedure

The Committee were recommending:  Minor updating revisions to the above policies and procedures e.g. reflecting the Senior Tutor, Jim Darmody, taking on responsibility as the Safeguarding Designated Person following the retirement of Mike Rogerson, Vice-Principal (Staff & Students);  Section 6 of the Safeguarding Children Policy had also been amended to bring it into line

Page 109 with the Corporation's Policy and Procedures for the Appointment, Re-appointment and Replacement of Corporation Members i.e. to state that a staff member need not be DBS checked on appointment as a Corporation member if they had already been DBS checked as a requirement of their employment at the College.

It was noted that, in addition to the above amendments, the Committee were also recommending that references on the forms attached as the 2 final appendices to the Safeguarding Vulnerable Adults Policy and Procedure should refer to North Lincolnshire Council as well as to Hull City Council and the East Riding of Yorkshire Council.

The Corporation approved updating revisions to the College's safeguarding policies and procedures.

(b)Whistleblowing Policy The Clerk reported that as the Corporation had delegated the approval of revisions to the College's Whistleblowing Policy to the Personnel Committee, the revised policy was being presented for ratification.

Corporation ratified the revised Whistleblowing policy approved at the Personnel Committee's November 2013 meeting.

(iii) Equality & Diversity reports & Single Equality Scheme (SES) action plan Mary-Rose Hardy presented the College's staff profile, which had been considered at the Personnel Committee's November 2013 meeting and the staff recruitment report and the updated Single Equality Scheme (SES) action plan, which had been reviewed at its January 2014 meeting.

It was noted in response to members' questions, that individual Corporation member equality and diversity training was up to date.

Corporation received staff equality and diversity reports, including the updated SES action plan, for information.

(iv) Staff pay award

Members noted that a 1% award had been paid from 1.9.13, in line with Corporation's agreed budget.

115.12 Search & Governance Committee (i) Search for new Corporation members Members noted that 2 accountants had been identified as potential Corporation members, following identification by the Search & Governance Committee of accountancy as an area that needed strengthening on the Corporation. Their candidacy would be formally reviewed by the Committee at its next meeting and recommendations made to the May 2014 meeting of Corporation, as appropriate.

A report on the search for new Corporation members with accountancy skills was received.

(ii) Revisions to the Instrument & Articles of Government

Corporation approved, on the recommendation of the Search & Governance Committee the simplification of the current section in the Instrument of Government on Corporation member eligibility to bring it into line with current guidance to trustees from the Charity Commission, together with consequent revisions to Corporation's appointment of new members' form and eligibility statement on the register of interest form.

Page 110 Action: Clerk

115.13 Student Committee The Student Association Executive and Student Activities reports and Student Association Constitution amendments The range of student activities, including overseas visits was noted. Louise Hudson, a Student member of Corporation and of the Executive of the Student Association, who had attended the New York visit, commented on its educational value. Members noted that hustings would be held in March 2014 for officer positions on the Executive. The positive value that universities and employers placed on student involvement in extra-curricular activities, such as the Executive and Corporation, in addition to academic qualifications, was noted in discussion. Changes that the Executive proposing to the Student Association Constitution were considered. It was noted that these included the new role of Transport Officer, as transport was now a key area of interest to students.

The Student Association Executive and Student Activities reports considered at the Student Committee's November 2013 meeting were received for information.

The updated Student Association Constitution was approved.

Governance matters II 115.14 (i) Corporation attendance 2013/14 to date

It was noted that overall Corporation attendance was 87% against a target of 75%.

(ii) Corporation collective self-assessment: for review The Clerk reported that:  The September 2013 meeting of Corporation had agreed, on the recommendation of the Curriculum and Quality (C&Q) Committee, to use a collective self-assessment questionnaire annually based on Ofsted's Common Inspection Framework (CIF);  It had been agreed that a completed draft of the questionnaire, with evidence for 2012/13 added, should be presented to the scheduled December 2013 meeting of the Corporation for completion of the grading column;  The scheduled December 2013 Corporation meeting had, however, been replaced by a Special Reserved Business Corporation meeting and the main items of business from the scheduled meeting had therefore been deferred to February 2014.

Corporation received the collective self-assessment questionnaire for 2012/13 based on Ofsted's Common Inspection Framework (CIF) themes, noting the published Ofsted Grade 2 (Good) for Leadership and Management, including Governance, and agreeing this as the Corporation collective self-assessment questionnaire grade for 2012/13 .

It was agreed that the Corporation collective self-assessment questionnaire for 2013/14 should be presented in draft form to the October 2014 meeting of the C&Q Committee and to Corporation for ratification of draft grades at the meeting at which Corporation also approved the College's annual self-assessment report overview/College Plan. Action: Clerk

(iii) Annual review of Corporation policies/procedures: for approval

Corporation completed its annual review of the following Corporation and Committee policies and procedures, agreeing minor updating revisions: Corporation's Code of Conduct; Policy and Procedures for the Appointment, Re-appointment and Replacement of Corporation Members; Corporation's Standing Orders and Committee terms of reference; Corporation & Committee standing agenda item lists.

Page 111 It was noted with reference to the F&GP Committee's standing agenda item list that the Committee was intending to review key budgets in 2014, starting with the governance budget, but agreed, in response to members' queries, that it would not be appropriate to add this to the list of annual standing agenda items.

Committee reports II: minutes & annual reports 115.15 (i) Committee minutes, annual reports & meeting dates

The following minutes and reports were received:  Annual reports from the Curriculum & Quality, Personnel Committee and Student Committees;  Minutes - Audit Committee (Oct. & Nov. 2013), Finance & General Purposes Committee (Sept. 2013 - 4 Feb. 2014) and Personnel Committee (Nov. 2013);  Meeting dates, spring and summer term 2014.

It was noted that Corporation was next scheduled to meet on Thursday 15 May 2014 at 5.00pm.

Academy co-sponsorship: TFA report 115.16 Thomas Ferens Academy report Richard Heseltine, as Chair of the Board of Governors of the Academy which the College co- sponsored, provided a progress report. It was noted that Jim Darmody, a Corporation member, was also a member of the Academy's governing body.

[Confidential minute].

A progress report on the Thomas Ferens Academy, which was co-sponsored by the College, was received.

(Louise Hudson left the meeting).

Final agenda items 115.17 Any other business

There was no other business.

115.18 How will items considered at the meeting have an impact on learners?

It was noted the meeting had largely concentrated on finance, noting that ensuring the financial sustainability of the College was of key importance in maintaining the student experience, which included ensuring that student recruitment was undertaken with reference to budgetary constraints.

115.19 Risk management – items identified at the meeting

There were no new items of risk identified at the meeting.

115.20- Reserved Business Agenda 23 Under Instrument of Government 14, where required by the other members present,  staff members of Corporation, including the Principal, are required to withdraw from that part of any Corporation meeting at which staff matters relating solely to that member of the staff are to be considered, staff matters relating to any member of staff holding a post senior to that member’s are to be considered, and  student members are required to withdraw from any part of a Corporation meeting at which staff matters relating to a current or prospective member of staff are to be

Page 112 discussed.

In line with Corporation’s practice, it was agreed that, with the exception of the Principal and the Clerk, students and staff should leave the meeting. The following staff and students were therefore not in attendance for items 20-23: Jim Darmody, Ray Hutty, Ian Taylor, Mark Rothery and Julie Peaks and Jenny Xu.

Fiona Bagchi, Clerk to the Corporation

Page 113 Corporation agreed at its meeting on 30 Sept. 2014 to release the text shown below from confidentiality.

MINUTES OF CORPORATION MEETING 115 HELD ON 25 FEBRUARY 2014

Principal's report 115.7 (ii) Curriculum Member noted that a review of the College's curriculum had been conducted by the senior management team (SMT) to ensure that it was fit for purpose, positioned the College for the next stage in its development and enabled the College to expand its provision in a more sustainable way, (confidential minute released 30.9.12: with consultations being undertaken in relation to:  Closure of the Level 1 Foundation Course with effect from September 2014;  Closure of the Level 3/4 Foundation Course in Art and Design;  Closure of the AS-level in Textiles;  Changes to tutorial provision so that the evolving structures were cost-effective e.g. replacing tutors who left and temporary tutors with non-teaching, graduate tutors for September 2014.

In relation to the closure of the Level 1 Foundation courses and the Level 3/4 Art Foundation course, it was noted that Hull College already had good alternative provision in these areas. With reference to the closure of textiles, it was noted that a decision had been made to concentrate on fine art and graphics. The College's tutorial provision was very effective but expensive compared with other sixth form sector models and the aim was to ensure that it remained effective while making cost-savings.)

C&Q Committee 115.10 (i) Revised College Plan . . . The C&Q Committee had approved the updated College Plan at its November 2013 meeting for recommendation to Corporation. It was noted that since that meeting, the College had, however, added some additional highlighted text to the Plan, with the most significant changes relating to enrolments for 2014/15 at section 3b i.e.  (Confidential minute);  (Confidential minute released 30.9.12: The cover sheet accompanying the revised Plan also noted that the target at section 4e) (Financial Health), needed to be updated.)

Corporation agreed at its meeting on 30 Sept. 2014 to release the text shown below from confidentiality.

CONFIDENTIAL RESERVED BUSINESS MINUTES OF CORPORATION MEETING 115 HELD ON 25 FEBRUARY 2014

Present: Jayne Botham, Jackie Goodman, Mary-Rose Hardy, Richard Heseltine, Andrew King, Martin Longbottom, Mike Noddings (Vice-Chair of Corporation), John Shipley, Phil Taylor, Jay Trivedy (Principal), John Wilson (Chair of Corporation), Philip Wright In attendance: In attendance: Fiona Bagchi (Clerk to the Corporation) 115.17 Any Other Business (continued) - Reserved Business (The discussion of this item has been kept in a confidential minute)

115.20 Selection Panel recommendation on FD appointment John Wilson reported that Corporation’s Selection Panel had interviewed 4 candidates from a strong field of 12 for the designated senior post of Director or Finance on 12.2.14. All candidates made a presentation to the Committee and a wide range of questions had been prepared for the Panel by the Personnel Manager. The Panel were recommending the appointment of Ms Anna Rispin, who was currently Associate Director of Finance with the Yorkshire Ambulance Service NHS Trust. Ms Rispin was being recommended for appointment because of the strategic expertise she could bring to the role.

The Corporation agreed to appoint Ms Anna Rispin to the designated senior post of Director of Finance. Action: JEC

115.21 Remuneration Committee recommendation on the above (The discussion of this item has been keep in a confidential minute as it contains personal information about named or identifiable individuals).

It was noted that Ms Rispin would be able to take up post on 28.4.14.

115.22 Confidential Reserved Business minutes of Corporation held on 5.12.13

The confidential Reserved Business minutes of the Corporation meeting held on 5.12.13 were approved.

115.23 Confidential Remuneration Committee minutes of 12.2.14

The confidential Remuneration Committee minutes of 12.2.14 were received for information.

MINUTES OF CORPORATION MEETING 116 HELD ON 15 MAY 2014

Present: Richard Heseltine, Ray Hutty, Andrew King, Martin Longbottom, Mike Noddings (Vice-Chair of Corporation), John Shipley, Phil Taylor, Jay Trivedy (Principal), John Wilson (Chair of Corporation), Philip Wright

In attendance: In attendance: Fiona Bagchi (Clerk to the Corporation), Julie Peaks (Assistant Principal), Anna Rispin (Director of Finance), Mark Rothery (Assistant Principal), Ian Taylor (Deputy Principal)

John Wilson, Chair of Corporation, welcomed Anna Rispin, Director of Finance, to her first Corporation meeting.

116.1 Apologies for absence

Apologies were received from Corporation members Jayne Botham, Jackie Goodman, Mary-Rose Hardy, Louise Hudson, Adam Jennison, Andrew King, Sarah Smythe, Jenny Xu and from the Personnel Manager, Jenny Clough.

116.2 Declaration of interests

The following standing declarations of interests were noted:

Richard Heseltine (employee, University of Hull and Chair of Governors, Thomas Ferens Academy), Martin Longbottom (employee, Hull College), John Shipley (Councillor, Kingston upon Hull Council).

Governance matters I 116.3 Minutes of meeting 115 held on 25.2.14 including the confidential minutes

The minutes of meeting 115 held on 25.2.14, including the confidential minutes, were approved.

116.4 Matters arising and actions (Actions shown below are numbered according to their position in the action points table appended to the end of the previous minutes. The reference to the item where the action can be found in the previous minutes is given in brackets at the end of each item).

1 Jayne Botham had been elected as a Parent member of Corporation for a period of 4 years or until her children left the College whichever was the sooner (115.3).

2 The Clerk would develop an electronic version of the audit of skills form for September 2014 (115.5). Action: Clerk

3 Clerk to send register of interests and audit of skills form to those who had yet to complete the annual updating (115.5). Action: Clerk

4 It had been agreed that cover sheets should include a "key issues" heading, where relevant, to draw members' attention to significant issues in reports. The Clerk would discuss with the new Director of Finance how this related to risk management (115.5). Action: Clerk/AR

5 The confidential minutes of Corporation meeting 107 (10.7.13), which related to student application numbers for 2012/13, had been released from confidentiality, as information on student numbers for 2012/13 was now in the public domain (115.5).

6 It had been agreed that the Clerk would develop a separate information pack of key information and sector developments which could be sent to members between meetings. It was noted that another option would be to place such information on the Corporation section of Moodle and alert members to new information by e-mail (115.5). Action: Clerk

7 Under the Joint Audit Code of Practice, Audit Committees’ annual reports had to be submitted to the Education Funding Agency (EFA) from December 2014 (115.8). Action: Clerk

8 The Principal, as Accounting Officer, had written to the EFA, as agreed, following submission of the College's annual financial statements for 2012/13, including details of actions taken in 2013/14 to bring about improvements in financial control and management. As agreed, the letter had been accompanied by the College's revised financial projections to 31 July 2014 and 2015. Representatives from the EFA had subsequently met with the Principal, Deputy Principal, Chair of Corporation, the Clerk, and Richard Lewis of the College's financial statements auditors. The College's financial health assessment grade had been discussed and the growth in student numbers in 2013/14 noted, together with the College's recent overall Ofsted grade of Good. Revised financial projections had been submitted to the EFA, using the EFA finance record template, after the meeting and forecast a return to a Satisfactory health assessment grade in 2015. The EFA had awarded the College £609k in additional grant funding for 2013/14, reflecting exceptional growth in student numbers (115.8).

9 Corporation had agreed at its February 2014 meeting that consideration should be given to extending the usual 3-year financial plan to 5 years to provide the EFA with further assurance of the College's long-term financial sustainability, should the Director of Finance consider this necessary (115.8). Action: ALR

10 Letters of representation to Baker Tilly had been signed on behalf of the Corporation by the Chair of Corporation and the Principal, as agreed at Corporation's February 2014 meeting (115.8).

11 The College's annual report and financial statements for the year ended 31.7.13, which had been approved by Corporation at its February 2014 meeting had been signed by the Chair of Corporation and the Principal and had subsequently been signed off by Baker Tilly and submitted to the EFA by 28 February 2014 i.e. by the revised submission date (115.9).

12 Corporation had approved, on the recommendation of the Search & Governance Committee the simplification of the section in the Instrument of Government on Corporation member eligibility to bring it into line with current guidance to trustees from the Charity Commission, together with consequent revisions to Corporation's appointment of new members' form and eligibility statement on the register of interest form, as agreed (115.12).

13 As agreed at the February 2014 meeting of Corporation, Corporation's collective self-assessment questionnaire for 2013/14 would be presented in draft form to the October 2014 meeting of the C&Q Committee and to Corporation for ratification of draft grades at the meeting at which Corporation also approved the College's annual self-assessment report overview/College Plan (115.14). Action: Clerk

116.5 Report on Chair's action Members noted that under the Standing Orders of Corporation, action taken by the Chair of Corporation between meetings on behalf of Corporation was reported to the next Corporation meeting. Actions taken by the Chair since the February 2014 meeting of Corporation were noted as follows i.e. the engagement of Baker Tilly to:  Oversee the Finance Department and prepare the monthly accounts following the departure in March 2014 of the Interim Finance Director to take up an appointment elsewhere and to provide some hand-over support to the new Director of Finance who took up appointment on 28 April 2014 i.e. preparation of the April 2014 management accounts;  Prepare revised financial projections for use in discussions with the EFA following submission of the College's financial statements in February 2014.

The independence of Baker Tilly as financial statements/regularity auditor had been safeguarded through the use of a separate division within Baker Tilly to undertake the above consultancy work.

Corporation noted and ratified action under Chair of Corporation’s action taken since the February 2014 meeting of Corporation.

Principal's report 116.6 Principal's report The Principal, Jay Trivedy, gave his report for May 2014, which was considered.

(i) Students Members noted that:  Since the February 2014 Corporation meeting the College's focus has been on ensuring that its students were well prepared for their examinations and able to fulfil their potential:  Growth in student numbers (confidential minute) had resulted in the EFA awarding £609k in additional student funding, as noted above, plus an additional £39,000 in bursary funding in 2013/14;  Student applications for 2014/2015 were buoyant;  The strategic focus of the College's senior management team (SMT) would, however, ensure that any future growth could be accommodated within the College's existing ’cost envelope’, wherever possible, with Assistant Principal, Julie Peaks, responsible for marketing and Assistant Principal, Mark Rothery for timetabling.

Mark Rothery gave a report on actions being taken to manage growth in 2014/15, with members noting that:  The College had a strong data set, both globally and subject by subject, which enabled it to calculate the conversion rate of student applications to enrolments with a reasonable degree of accuracy e.g. including data in relation to the number of applicants accepting places following interview and numbers attending Wyke Start;  With reference to 2014/15, applicants had been told that they were guaranteed a place if they achieved their grades and current students wishing to continue in 2014/15 had been told that, from January 2014, a place for 2014/15 could not be guaranteed if they did not have 97% attendance.

Members noted student achievements, including:  Increasing numbers of students getting offers and acceptances from the Russell Group of Universities, acceptances on the Sutton Trust Summer Schools programme at Oxford, Cambridge, Bristol, and Durham Universities, and at the University of Yale in the USA;  Students achieving scholarships for accountancy, dance, drama, media, music and poetry;  A significant level of participation in sport, with the College having 5 football teams, 3 netball teams, rugby league and rugby union teams, and basketball teams as well as individual student participation in sports such as badminton, cross-country, and trampolining, and with success at league and county level.

Members noted other student opportunities available during 2013/14 including:  Visits to Washington, New York, South Africa, Belgium, Germany and Italy;  A cross-College drama production of the Little Shop of Horrors in the spring term and a production of The Tempest in the summer term i.e. extending the opportunity for drama to students not studying drama or performing arts;  The proposed introduction of cross-College music performances in the future, including the possibility of the establishment of a College "community choir".

(b) Curriculum The Principal reported that the College:  Intended to offer a similar curriculum for 2014/2015, with the exception of Level 1 Foundation, Level 4 Art Foundation, and AS-level Textiles which would not be offered;  Factors affecting the decision not to offer the above courses in future included a reduction in funding, the narrow range of progression routes available for students on some of the courses, a decision to focus on the College's core business which was at Level 3, and the relatively small number of students enrolling on these courses;  Alternative employment within the College had been found for staff on the Level 1 Foundation course.

(c) Staffing The Principal report that the senior management team had been reviewing and revising the College's staffing structure to ensure that it was more cost effective and sustainable, including developing the College's tutorial system to ensure that it would be effective but more cost-efficient in future through the appointment of graduate, non-teaching tutors. Savings generated through re-structuring had been used to expand the College's subject specific staffing in response to growth in student numbers and in order to maintain the College's high standards.

Members noted:  The appointment of new staff to replace some of the existing staff who had either retired or taken up a promoted post elsewhere;  Staff transferring from being Group Tutors to focus on subject teaching;  The appointment of non-teaching Performance Progress Tutors;  The fact that the College's senior management team had continued to operate with one less member than in 2012/13;  The appointment of Anna Rispin, as Director of Finance and a member of the senior management team, as noted earlier on the agenda.

Confidential minute - released from confidentiality 30.9.14: The Principal reported that, as changes to the College's tutorial system would have an impact on the College's support and guidance services, a consultation was currently taking place concerning further restructuring, with the aim of improving staff utilisation and to make savings.

The Corporation received the Principal's report for May 2014, noting student matters, curriculum changes and staffing matters.

Finance matters, including F&GP Committee reports 116.7 Finance & General Purposes (F&GP) Committee (i) F&GP: Student numbers & funding report John Wilson, as Chair of the F&GP Committee, reported that the April 2014 student numbers and funding report had been considered at the Committee's April 2014 meeting and was being presented to Corporation for information.

Members noted that:  Retention for Level 3 students aged 16-18 was higher than in previous years at 96.4%;  Level 2 retention for students aged 16-18 was lower than in previous years due to a number of students leaving to take up apprenticeships and some being asked to leave the College.

Corporation received the April 2014 student numbers and funding report, noting a significant improvement in Level 3 retention for students aged 16-18 years.

(ii) F&GP: Student recruitment report: for information Julie Peaks, Assistant Principal, presented a report on student recruitment for 2014/15, which was considered.

Members noted that:  As previously noted, recruitment for 2014/15 was buoyant;  (confidential minute);  The College was, however, aware that the application total included dual applications, that Wyke would not be the first choice for some applicants and that the market remained a competitive one;  (confidential minute).

Corporation commended Julie Peaks, John Hamlin and the College's marketing and interviewing team for their efforts, noting that they had recently been joined by a new marketing assistant following an extended vacancy.

Corporation received the College's report on student recruitment for 2014/15.

(iii) F&GP: Management accounts for March 2014 John Wilson welcomed Anna Rispin, Director of Finance to the meeting, noting that she had taken up her post on 28 April 2014.

John Wilson reported that the F&GP Committee had considered the College's management accounts for March 2014, which had been prepared by Tracy Brown of Baker Tilly’s Tax & Accounting team, at its April 2014 meeting.

Members noted in discussion that:  The commentary to the accounts for March 2014 recorded that the operating loss for the month was £205.1k, with the operating loss for the 8 months to 31 March 2014 being £880.2k, which was £125k less than forecast;  Budget figures within the March. 2014 management accounts pack had been amended to reflect additional funding of £609k received from the EFA for 2013/14 to reflect exceptional growth in student numbers, which had been notified in March 2014;  The current forecast for the year-end was therefore a deficit of £389k against a budgeted deficit of £728k;  As the 2013/14 budget had, however, been over-optimistic in its assumptions, the actual year-end deficit without the additional funding would have been £1,001k;  The importance of the new Director of Finance developing a realistic budget for 2014/15 was emphasised.

In response to members’ questions, it was noted that there were a number of issues raised by Baker Tilly which the new Director of Finance considered she needed to review/address before being able to offer a definitive opinion on the management accounts, including the forecast year end deficit e.g.:  The balance sheet was still carrying a balance on the parallel account, noting that the parallel account had been used as holding account which the Director of Finance had discontinued;  Reconciling the Cardnet account was not a significant issue and would be addressed in due course;  The aged creditor list had already been reconciled to the trial balance.

The Chair of Corporation reported that the management accounts now appeared to be more robust than previously. The Principal confirmed, within this context, that he had increased confidence that the year-end deficit should be close to the figure shown in the March 2014 management accounts.

Corporation received and considered the management accounts for March 2014, noting additional EFA funding of £609k notified in March 2014 and a consequent revised year-end deficit forecast of £389k.

(iv) F&GP: Revised EFA allocation 2013/14 & 2014/15 allocation John Wilson reported that:  The March 2014 meeting of the F&GP Committee had received the EFA's letter of 20 March 2014 informing the College that its 2013/14 EFA grant allocation had been revised from £5,849,886 to £6,459,758, an increase of £609,872, taking into account exceptional growth in student numbers;  The allocation had been funded at a marginal rate of 50%;  The allocation was additional funding rather than a pre-payment;  The College had also considered the College’s 2014/15 EFA funding allocation of £6,774,508 at its April 2014 meeting and were presenting it to Corporation for information.

Members noted in discussion that funding per student remained £4,000 for 2014/15 and emphasised the importance of therefore maintaining teaching costs within the present cost structure should there be further growth in student numbers in 2014/15.

Corporation received details of the College’s EFA funding allocations i.e. of the revised allocation of £6459k for 2013/14 and an allocation of £6774k for 2014/15.

(v) F&GP: College’s financial health grade & summary of revised financial forecasts for 2013/14 & 2014/15 sent to the EFA John Wilson reported that:  A revised finance record for 2012/13 and financial forecasts for the years 2013/14 - 2014/15 had been prepared by consultants Baker Tilly using the EFA's financial planning template and had been sent by the College to the EFA in April 2014 in response to queries raised by the EFA following submission of the College's financial statements and finance record for 2012/13;  The full document had been considered at the F&GP Committee's April 2014 meeting, with the following extracts from the document being presented to Corporation for information - income and expenditure account, balance sheet, cashflow statement, ratio analysis and financial health grade

Members noted that:  The revised forecast for 2013/14 included the additional grant income notified by the EFA in March 2014;  The income and expenditure account showed the following historical cost/operating deficits - £340k deficit (2012/13), £389k deficit (2013/14) and £162k deficit (2014/15);  The College's automatic financial health grade was shown as Inadequate for 2012/13 and 2013/14 but Satisfactory for 2014/15;  An extract from the EFA's Financial Planning Handbook (May 2013), showing how the financial health grade was calculated, had been included with the papers sent to Corporation members for information.

Corporation received and considered an extract from the College’s revised finance record and financial forecast for 2013-15, noting that this showed the College’s financial health grade recovering from Inadequate to Satisfactory by 2015.

(vi) Finance: report on finance & funding Members received a sector report on finance and funding, noting that the table showing relative funding for different age groups was pertinent and showed a 22% difference between funding for students aged 16-17 (£4,000 per student plus weighting) compared with students aged 11-16 (£5,620 school grant plus pupil premium), a 17.5% difference in funding between students aged 16-17 and students aged 18 (£3,300 plus weightings) and a significant difference between 11-18 funding and the average fee loan of £8,500 for undergraduate students.

The Corporation received a report on finance and funding, noting different funding rates for students aged 11 to 18+.

Finance: other matters (vii) Finance: verbal report on development of the 2014/15 budget Anna Rispin, the Director of Finance, reported that preparatory work on the budgetary process for 2014/15 had been undertaken by the College’s financial consultant, Karen McMahon, during March/April 2014. Since taking up her appointment, Anna Rispin had had discussions with Jenny Clough (Personnel Manager), Ian Taylor (Deputy Principal) and Mark Rothery (Assistant Principal) concerning the staffing budget for 2014/15 and would now review the non-pay budget. She currently expected the 2014/15 budget to be close to the financial forecast for 2014/15 considered at item 116.7(v) but, as noted above, there were a number of areas where she needed further assurance about the College’s finance system before she could confirm this.

Members noted that the Director of Finance had identified a number of areas which required improvement to be in line with best practice (e.g. in relation to cash-counting) and that she considered the best option was to rebuild the College’s finance system completely rather than revise the existing system.

In response to members’ questions as to why deficiencies in financial policies and practice had not been identified by the College’s internal audit service, the Director of Finance reported that she had discussed this with the internal auditors. It appeared that it was due in part to the annual audit being reduced to 15 days and a lack of focus in the agreed audit plan on financial matters. She was therefore recommending that the 2014/15 plan should include a greater focus on finance matters, with a specialist auditor undertaking the audit.

Corporation received a progress report on the development of the 2014/15 budget from the Director of Finance.

(viii) Finance: tuition fees for 2014/15 Ian Taylor, Deputy Principal, presented the College's proposal on tuition fees for 2014/15.

Members noted that:  The Education Funding Agency (EFA) funded the education of most of the College's home students, who were aged 16-18;  The Skills Funding Agency (SFA) funded the education of students aged 19+;  Proposed tuition fees for 2014/15 for those very few home students who did not qualify for full or co-funding of their courses by the relevant funding agency had been set with reference to funding agency guidance.

Corporation approved proposed fees for 2014/15 for peripatetic (peri) music for home students and tuition for those home students who did not qualify for full or co-funding of their courses by the relevant funding agency.

Members discussed fees for overseas students, noting that it was important that fees should cover the College's administrative costs as well as the cost of tuition.

Corporation agreed to delegate approval of fees for overseas students to the F&GP Committee, to allow further time for discussion. Action: Clerk

(ix) Finance: review the need to waive the limit in the Financial Regulations relating to auditor consultancy work Members received a report from the Clerk, noting that:  The Audit Code of Practice (ACOP) issued by a previous FE and sixth form college funding body, the Learning & Skills Council (LSC), and in force from 1 August 2004 to 31 July 2013, required corporations to approve additional services beyond the scope of the auditors’ terms of reference where the cumulative value of this work exceeded £20,000 in any 12-month period;  The purpose of the above requirement was to help preserve auditor independence:  The Corporation had approved and incorporated a requirement into the College's Financial Regulations that any work undertaken by the College’s auditors in addition to their normal audit duties (e.g. consultancy work) should not amount to a sum greater than the cost of the annual audit or the sum of £20,000, whichever was the lower, and should be approved by Corporation in advance of the work being carried out, with the Audit Committee reviewing any such additional work undertaken annually;  The Joint Audit Code of Practice Part 2 issued by the College's current funding bodies, the Education Funding Agency (EFA) and the Skills Funding Agency (SFA), and in force from 1 August 2013, required the Audit Committee to inform the Corporation of any additional services provided by the financial statements, regularity and other audit and assurance providers and explained how independence and objectivity has been safeguarded but does not set any financial limits on expenditure on additional services or prescribe how auditor independence is to be safeguarded;  The cost of the 2012/13 financial statements/regularity audit would be in the region of £25k (£30k incl. VAT);  Under the Financial Regulations approved by Corporation, the maximum level of consultancy work which could be undertaken by Baker Tilly in 2013/14 in addition to the financial statements/regularity audit work was £20k (£24k incl. VAT);  Additional work had been undertaken by Baker Tilly in 2014 to ensure the smooth running of the Finance Department and maintain the confidence of external funding bodies and bankers pending the appointment of the new Director of Finance;  Actions taken to safeguard the independence of Baker Tilly as financial statements/ regularity auditor during 2014 had included the use of a separate division within Baker Tilly to undertake the above consultancy work;  While the final invoice for consultancy work undertaken by Baker Tilly had yet to be received, it appeared likely to just exceed the sum of £20k (£24k including VAT);  The Clerk was therefore recommending that Corporation should consider the need to waive the £20k limit, exceptionally, in relation to this work.

The Corporation noted that work undertaken by Baker Tilly in 2013/14 in addition to the financial statements/regularity audit was likely to just exceed the maximum of £20k (excl. VAT) specified in the Financial Regulations approved by Corporation and agreed that the requirement to remain within this limit should be waived exceptionally, given the exceptional need for external expertise to support the work of the finance department in the period prior to the appointment of the new Director of Finance. Action: Clerk

Appointments & training, including Committee reports

116.8 Search & Governance Committee (i) Recommendation on Corporation & Committee appointments & update on Teaching Staff member election

(a) Corporation vacancies John Wilson, as Chair of the Search & Governance Committee (SGC), reported that the Committee's December 2013 meeting had identified that strengthening expertise in accountancy on Corporation should be a priority.

Members noted that the March 2014 meeting of the Committee had considered the candidacy of 2 qualified accountants who had expressed an interest in joining the Corporation and were recommending the appointment of:  John Gilleard, a partner with Dutton Moore, Chartered Accountants & Business advisers, Hull; and  Elizabeth Younger who had been the College’s Director of Finance between 2001 and 2004 and who currently worked for the Brocklesby Estate in North Lincolnshire.

With reference to Ms Younger's candidacy, it was noted that the provisions of the Financial Services Council's UK Corporate Governance Code, against which the Corporation reported in its annual report (in so far as it applied to the sixth form college sector), stated that a company board should state its reasons if it determined that a director should be considered independent notwithstanding the existence of relationships or circumstances which might appear relevant, including if the director had been an employee of the company within the previous 5 years. It was noted, in this context, that Ms Younger could be considered to be sufficiently independent to serve as a Corporation member as she had last worked for the College more than 9 years ago.

John Wilson also reported that:  The March 2014 meeting of the Committee had also noted that Sarah Smythe, Principal of Kelvin Hall School wished to retire from Corporation and the Committee were recommending the appointment of Caroline Dawes, Assistant Principal, Kelvin Hall School to replace Sarah Smythe's educational expertise on the Corporation and to maintain the connection with the school.

Members noted that that:  Jim Darmody's current term of office as a Teaching Staff member of Corporation had ended on 12 May 2014, with 2 nominations received for the vacancy and an election being held;  Student members of Corporation, Louise Hudson and Jenny Xu's term of office would end this term and nominations from the Student Executive to replace them would be presented to the July 2014 meeting of Corporation.

The Corporation approved, on the recommendation of its Search & Governance Committee, the appointment of each of the following candidates as Corporation members for a period of 4 years, subject to them being eligible to serve including a satisfactory Disclosure & Barring Service (DBS) check:  John Gilleard;  Elizabeth Younger; and  Caroline Dawes. Action: Clerk/JEA

Corporation noted that the outcome of the Teaching Staff member of Corporation election and nominations for Student members of Corporation for 2014/15 would be presented to the July 2014 meeting of Corporation. Action: Clerk

(b) Committee vacancies John Wilson reported that the Committee had also considered vacancies on Corporation's committees and were recommending that:  If appointed as Corporation members, John Gilleard and Elizabeth Younger should be appointed respectively to the Audit and F&GP Committees;  Adam Jennison and Andrew King, who had attended the spring term 2014 meetings of the Personnel and Curriculum & Quality Committees respectively as observers, should be formally confirmed in their appointment as members of these committees.

Corporation approved, on the recommendation of its Search & Governance Committee, the appointment of:  John Gilleard to the Audit Committee;  Elizabeth Younger to the F&GP Committee;  Adam Jennison to the Personnel Committee; and  Andrew King to the Curriculum & Quality Committee.

(ii) Recommendation on Corporation finance training John Wilson, as Chair of the Search & Governance Committee (SGC), reported that:  The Committee were recommending that Corporation should include a finance training session with an external trainer in its collective training/briefing schedule for 2014/15.

Corporation agreed, on the recommendation of its Search & Governance Committee, the inclusion of a finance training session with an external trainer in its 2014/15 training/briefing schedule. Action: Clerk

Student matters, including Student Committee reports

116.9 Student Committee (i) Student Equality & Diversity report 2013/14 John Wilson, a member of the Student Committee, presented the Student Equality and Diversity report 2013/2014, which had been considered at the Committee's April 2014 meeting.

Members noted in discussion, with reference to gender, that:  37% of the students in 2013/14 were male and 60.63% were female;  Reasons for the continuing gender imbalance, appeared to include a greater willingness to leave school for college at age 16 amongst females.

Members noted, with reference to student ethnicity that:  10.91% of the students had declared that they were from a Black and Minority Ethnic (BME) group;  The above figure was similar to the proportion identified at the 2011 census for Hull, which was 10.86%, while the equivalent figure for the East Riding of Yorkshire, which was also a major catchment area for the College, was significantly lower at 6.97%.

Members noted with reference to achievement that:  The College analysed key performance measures of retention and achievement by gender, age and ethnicity;  In house systems of monitoring value-added allowed for focussed intervention with learners and monitoring by specialist tutors promoted the setting of targets and the provision of support where needed in order for students to achieve their goals;  Value added by gender indicated that at A level males had a +0.24 residual compared to +0.17 for females, while at AS level females had slightly higher value added with +0.31 residual against a +0.28 for males;  Reporting for ethnicity by value-added showed slight variations in performance across the cohort and, while the smaller numbers involved did not lend themselves to high confidence levels, overall there were positive outcomes with value-added;  Feedback from student focus groups included responses on equality and diversity issues.

Members discussed information on student disability, noting in response to members' queries that:  Testing for dyslexia on entry to the College was voluntary;  Students appeared less willing to identify mental health difficulties at enrolment, which mirrored the experience of other educational institutions.

The Corporation received and considered the College's student, equality and diversity report 2013/14.

(ii) Student Executive & Student Activities report John Wilson presented the Student Executive and Student Activities report, which had been considered at the Committee's April 2014 meeting.

Members noted in particular:  Trips and visit undertaken, including the fourth year of the South African trip and the first year of the Governance and Politics trip to Washington;  Besides the educational value of the trips themselves, the increase in confidence gained had, for example, recently resulted in 2 students from the South Africa trip speaking to the local Rotary club about the visit for 15 minutes and then taking questions;  The 2014 elections for Student Executive members had recently taken place, with the hustings which preceded the elections having been particularly successful;  Students had raised £1,500 for charity during Rag Week.

The Corporation received and considered the Student Executive & Student Activities report.

Governance matters II

116.10 (i) Corporation attendance 2013/14 to date

It was noted that overall Corporation attendance to date was 85% against a target of 75%.

(ii) Distribution of forms for election of Chair & Vice-Chair for 2014/15

Forms for the election of the Chair and Vice-Chair of Corporation for 2014/15 were distributed and it was noted that the election would take place at Corporation's July 2014 meeting. Action: Clerk

Committee reports II: minutes & annual reports

116,11 (i) Committee minutes, annual reports & meeting dates

The F&GP Committee annual report and the following Committee minutes were received, reports and recommendations arising from committees having been given at items 116.7-9 above:  The March 2014 F&GP Committee meeting;  The September, December 2013 and March 2014 Search & Governance Committee meetings.

The dates of the following forthcoming committee meetings were received:  Audit Committee, Mon. 16 June 2014 at 4.30pm  C&Q Committee, Tues. 24 June 2014 at 4.30pm  F&GP Committee, Mon. 2 June 2014, Mon. 30 June 2014 at 4.30pm  Personnel Committee, Mon. 9 June 2014  Search & Governance Committee, Mon. 2 June 2014 at 4.00pm

Academy co-sponsorship: TFA report

116.12 Thomas Ferens Academy report Richard Heseltine, as Chair of the Board of Governors of Thomas Ferens Academy, which was sponsored by the University of Hull and co-sponsored by Wyke and Wilberforce Sixth Form Colleges and the Local Authority, reported that:  The Academy was confident that 2014 should see an improvement in achievement at GCSE level;  It was, however, possible that the Academy would have an Ofsted inspection during summer term 2014 i.e. before the 2014 results were known.

Corporation received a report on the Thomas Ferens Academy, which was sponsored by the University of Hull and co-sponsored by Wyke and Wilberforce Sixth Form Colleges and the Local Authority.

Final agenda items

116.13 Any other business

Corporation members received a letter from, a retired Foundation course teacher concerning the decision to discontinue the College's Level 1 Foundation course provision from 2014/15, noting that the Chair of Corporation would reply on behalf of Corporation. Action: Chair

116.14 How will items considered at the meeting have an impact on learners?

The Chair of Corporation, John Wilson, noted the impact of the College's drive for continuing success for both current students and the recruitment of future students.

116.15 Risk management – items identified at the meeting

There were no new items of risk identified at the meeting.

116.16 Date of next meeting Tuesday

It was noted that Corporation was next due to meet on 8 July 2014 at 5.00pm.

The Chair of Corporation, John Wilson, gave apologies for the meeting to be held on 8 July 2014. Jay Trivedy (Principal and Corporation member), Mark Rothery (Assistant Principal) and Ray Hutty (Support Staff member of Corporation), gave apologies for the meeting to be held on 8 July 2014, as they would be accompanying a student Flyers group to London

Reserved Business agenda

116.17 Reserved Business minutes of Corporation meeting held on 25.2.14

The Reserved Business minutes of the meeting held on 25.2.14 were approved.

Fiona Bagchi Clerk to the Corporation

MINUTES OF CORPORATION MEETING 117 HELD ON TUESDAY 8 JULY 2014

Present: Caroline Dawes, John Gilleard, Jackie Goodman, Mary-Rose Hardy, Adam Jennison, Andrew King, Martin Longbottom, Mike Noddings (Vice-Chair of Corporation), John Shipley, Phil Taylor, Jay Trivedy (Principal), Philip Wright, Elizabeth Younger

In attendance: In attendance: Jenny Anderson (Personnel Manager), Fiona Bagchi (Clerk to the Corporation, Anna Rispin (Director of Finance), Ian Taylor (Deputy Principal), Alan Woodcock (Director of Resources)

Apologies for absence

Apologies were received from John Wilson (Chair of Corporation) Jim Darmody, Richard Heseltine and Ray Hutty (Corporation members), and Julie Peaks and Mark Rothery (Assistant Principals). In the absence of John Wilson, the meeting was chaired by the Vice-Chair, Mike Noddings.

It was noted that the Clerk would join the meeting later on the agenda and agreed that in the Clerk's absence, Mary-Rose Hardy, a Corporation member, should act as Clerk.

117.2 Declaration of interests

The following standing declarations of interests were noted: Jackie Goodman (employee, Hull City College), Mary-Rose Hardy (Councillor, East Riding of Yorkshire Council), Andrew King (University of Hull), Martin Longbottom (employee, Hull College), John Shipley (Councillor, Kingston upon Hull Council).

Governance I 117.3 Election of Chair & Vice-Chair Members noted that the Chair and Vice-Chair of Corporation were elected annually at the June/July meeting of Corporation to hold office during the following academic year. Written nominations had been received for John Wilson and Mike Noddings as, respectively, Chair and Vice-Chair of Corporation: proposed Jay Trivedy, seconded Richard Heseltine.

Corporation re-elected John Wilson as Chair of Corporation and Mike Noddings as Vice- Chair of Corporation for 2014/15.

117.4 Corporation & Committee appointments Mike Noddings, as Vice-Chair of the Search & Governance Committee (SGC), reported that:  Jim Darmody had been re-elected as a Teaching Staff member of Corporation;  Student Executive members Anna Terentjeva and Raphael Floresca had been nominated as Student members of Corporation;  The June 2014 meeting of the Search & Governance Committee had considered the appointment of Stephen Sellers as a co-opted member of the Personnel Committee, noting that Mr Sellers was a former Wyke student who had graduated in law and ran his own business offering training and employment law services;  Following her induction, Caroline Dawes, who had been appointed as a Corporation member at Corporation’s May 2014 meeting and was Director of Science at Kelvin Hall School, had expressed an interest in joining the Curriculum & Quality Committee.

The Corporation approved:  The appointment of Jim Darmody as a Teaching Staff member of Corporation for a period of 4 years, subject to meeting Corporation’s eligibility requirements;  The appointment of Caroline Dawes, a Corporation member, to the Curriculum & Quality (C&Q) Committee;  The appointment, on the recommendation of the SGC, of Stephen Sellers as a co- opted member of the Personnel Committee for a period of 4 years, subject to a Satisfactory Disclosure & Barring (DBS) service check. Action: Clerk/JEA

It was agreed that the appointment of the new Student members of Corporation should be considered later on the agenda, following the arrival of the Clerk to the Corporation.

It was noted that Mary-Rose Hardy would be retiring following her attendance at the Corporation meeting on 30 September 2014 and would send apologies for committee meetings in September 2014.

Minutes & matters arising 117.5 Minutes of meeting 116 held on 15 May 2014, incl. confidential minutes

The minutes of meeting 116 held on 15 May 2014, including the confidential minutes, were approved.

117.6 Matters arising and actions (Actions shown below are numbered according to their position in the action points table appended to the end of the previous minutes. The reference to the item where the action can be found in the previous minutes is given in brackets at the end of each item).

1 The Clerk was developing an electronic audit of skills form (116.4). Action: Clerk

2 A report on the annual updating of the register of interests and audit of skills forms was on the agenda (116.4).

3 A report on the College's risk management arrangements was on the agenda (116.4).

4 New documents placed on the Corporation section of Moodle now had "NEW" included in the title. The Clerk would alert members when new documents were added and would ensure that all members knew how to access the Corporation section of Moodle (116.4). Action: Clerk

5 The Audit Committee's annual report would be submitted to the Education Funding Agency (EFA) from Dec. 2014, as required. Action: Clerk

6 The Director of Finance had not considered it necessary to extend the usual 3- year financial plan to 5 years to provide the EFA with further assurance of the College's long-term financial sustainability. The standard 3-year financial plan (i.e. current year plus 2 subsequent years) required by the EFA was therefore on the agenda (116.4).

7 It had been agreed at the Curriculum & Quality (C&Q) Committee's June 2014 meeting that the version of the 2013/14 Corporation collective self-assessment questionnaire to be considered at the Committee's Oct. 2014 meeting should include action to improve leadership & management from Good to Outstanding. The draft questionnaire would be presented to Corporation in Dec. 2014 for approval (116.4). Action: Clerk

8 The Corporation had delegated approval of fees for overseas students for 2014/15 to the F&GP Committee. The F&GP Committee held on 30.6.14 had approved overseas student fees of £5,500 for 2014/15 (116.7).

9 The May 2014 meeting of Corporation had noted that the Joint Audit Code of Practice Part 2 issued by the College's current funding bodies, the Education Funding Agency (EFA) and the Skills Funding Agency (SFA) required the Audit Committee to inform the Corporation of any additional services provided by the financial statements, regularity and other audit and assurance providers and explained how independence and objectivity has been safeguarded but did not set any financial limits on expenditure on additional services or prescribe how auditor independence was to be safeguarded. Under Corporation's Financial Regulations, the maximum level of consultancy work which could be undertaken by Baker Tilly as the College's financial statement/regularity auditors in 2013/14 in addition to the financial statements/regularity audit work was £20k (£24k incl. VAT) or the cost of the annual financial statements/regularity audit, whichever was the lower.

The May 2014 meeting of Corporation had also noted that the final cost of the financial statements/regularity audit for 2012/13 was expected to be in the region of £25k and agreed to waive, exceptionally, the £24k annual limit for auditor consultancy fees during 2013/14, taking into account the exceptional need to support the work of the finance department and maintain the confidence of external funding bodies and bankers during spring term 2014, pending the appointment of a new Director of Finance from April 2014. The June 2014 meeting of the Audit Committee had noted that the final cost of consultancy work undertaken by Baker Tilly's tax and accounting division in 2013/14 was £25,980 (incl. VAT) compared with 2012/13 financial statements audit costs of £25,908 (incl. VAT). The Committee had also noted that actions taken to safeguard the independence of Baker Tilly as financial statements/ regularity auditor during 2014 had included the use of a separate division within Baker Tilly to undertake the above consultancy work (116.7).

10 It was noted that letters of appointment, eligibility declarations, register of interests forms and Disclosure & Barring Scheme (DBS) forms had been returned by new Corporation members John Gilleard, Elizabeth Younger and Caroline Dawes (116.8).

11 As noted above, Jim Darmody had been re-elected as Teaching Staff member of Corporation and Anna Terentjeva and Raphael Floresca had been nominated from the Student Executive as Student members of Corporation.

12 A report on training was on the agenda (116.8).

13 Signed nominations forms for the election of the Chair and Vice-Chair of Corporation for 2014/15 had been received and an election had been held at the current meeting, as noted above (116.10).

14 The Chair of Corporation had replied to a letter concerning the decision to discontinue the College's Level 1 Foundation course provision from 2014/15, as agreed at the May 2014 Corporation meeting (116.13).

The Clerk to the Corporation, Fiona Bagchi, joined the meeting.

117.11 (v) Transport changes 2014/15: cost-benefit analysis

It was agreed that the above item should be considered at this point on the agenda.

Alan Woodcock presented a cost-benefit analysis report on transport arrangements for 2014/15 to Corporation, as requested by the F&GP Committee. An amendment to one of the appendices to the report was distributed.

Members noted that:  Significant growth in student numbers during 2012/13 and 2013/14 had resulted in the provision of additional transport services i.e. 2 new bus routes and 9 additional minibus services;  Continued anticipated growth in student numbers for 2014/15, significant budget limitations and the need to ensure that the College's transport arrangements were financially sustainable led to a decision to evaluate cost effective strategies for transporting larger numbers of students;  The project brief was the development of a strategy that would provide a significant increase in transport places for 2014/15 and beyond at a cost similar to the anticipated 2013/14 outturn (confidential minute);  A detailed evaluation of provision indicated that the use of minibuses was financially inefficient and led to a decision to replace them with bus services, where possible;  Before routes were plotted, a system for evaluating the potential demands on new bus and minibus services was developed and this base data was corrected downwards using historical progression figures for continuing students and application to enrolment conversion rates, together with a ‘Trim’ factor;  The mapping of new routes resulted in the reduction of minibus services from 14 to 5 for home-College transport and an increase of buses from 9 to 15;  Surplus minibuses (i.e. minibuses not required for home-College transport or for trips and visits) would be sold but impacts upon cash flow and the net book value surplus/deficit were being evaluated separately, with the aim being for the impact of the sale on the income and expenditure account to be no greater than a deficit of £1k;  From 2014/15, a fare of £1 per journey would continue to be offered on all College buses but a half-termly, termly or annual bus pass would also be available, with passes available from East Yorkshire Motor Services (EYMS);  Minibus travel passes would also be issued using the College's ParentPay system, with the cost per journey rising from £1 to £1.50, reflecting the greater cost involved in minibus provision;  The introduction of two new bus routes (Goxhill and Burstwick) would result in a reduction in transport bursaries, which had been factored into the savings;  (confidential minute).

Members noted that:  Appendix 5 to the report showed comparisons between 2013/14 and the projected 2014/15 outturn, as well as a baseline case, assuming the 2013/14 strategy was continued with 2014/15 demand;  Potential capacities have risen significantly after mapping demand, (confidential minute);  Given that the baseline case would be around £250k higher than the anticipated cost of the revised strategy, the latter appeared to be both financially and strategically justifiable.

It was noted in response to members' questions that:  Parents and students had been informed of the planned changes;  Transport costs for 2014/15 would appear under 2 headings in the management accounts i.e. the amount to be paid to EYMS (less income) would be shown and there would be a minibus costs centre;  The Director of Resources would profile transport costs for 2014/15 and review it half- way through the year;  The College was not currently offering a discount if a student brought a year's bus pass.

The Corporation considered a cost-benefit analysis report from the Director of Resources on student transport arrangements for 2014/15, noting that the new arrangements were more financially sustainable. Corporation thanked the Director of Resources for the report.

(Alan Woodcock left the meeting).

Principal's report & strategic planning 117.7 Principal's report The Principal, Jay Trivedy, presented a report which reviewed the 2013/14 academic year.

(i) Financial issues Members noted that:  Finances had been a key focus during 2013/14;  Actions taken included ensuring that financial systems and processes were fit for purpose, the College's financial planning was robust and consonant with the College's strategic plan, and that the College was able to satisfy its financial stakeholders e.g. the banks, the EFA;  Significant growth in student numbers had resulted in an EFA in-year transition payment;  Taking into account growth in student numbers, the draft financial plan 2014-16 to be considered later on the agenda showed the College moving from deficit to surplus in 2016.

(ii) Ofsted Inspection Members noted that:  Following a successful Ofsted inspection in October 2013, which had resulted in an overall grade of Good, the College had concentrated on key areas for improvement;  Actions taken included the development of a new online staff appraisal system and the establishment of a Teaching, Learning and Assessment Steering Group to plan staff training and to disseminate best practice.

(iii) Restructuring Members noted that:  Curriculum restructuring had resulted in AS-level Textiles, the Art Foundation course, and Level 1 Foundation Studies being discontinued;  The pastoral system had been changed, with the development of a system of graduate non-teaching performance progress tutors which would allow financial savings to be made while further improving the quality of academic tutoring and monitoring;  The support staff system in the College's main office had been rationalised through changes to administrative staff and mentor roles;  The effect of these changes on staff morale was monitored through the staff survey and changes would be made to further improve consultation and communication with staff.

(iv) Staff Members noted staff leaving and joining the College during the year, including 3 staff taking voluntary redundancy, the ending of fixed term contracts, internal promotions and changes of role. It was noted, in discussion, that staff vacancies had attracted good candidates and that the small number of vacancies which remained would be filled for the start of autumn term 2014.

(v) Students Member noted:  The increase in student numbers on roll between 2010 and 2014 (confidential minute);  Wyke Start, which had been held over 3 days in July 2014, had been very successful, (confidential minute);  The College had a sophisticated system for calculating enrolment rates from applications.

It was noted in response to members' questions concerning student numbers, that Wyke and Wilberforce Sixth Form Colleges were currently similar in size.

The Principal emphasised the importance for future enrolment rates of continuing to ensure that the College's students were successful in terms of results, rates of progression and reaching their potential, noting that staff continued to be the College's most important asset.

Mike Noddings, as Vice-Chair of Corporation, thanked the Principal for his report on 2013/14, noting, in particular, the positive outcome of the Ofsted inspection and agreeing that staff were the College's most important asset.

Corporation received the Principal's report on 2013/14.

117.8 Student recruitment report The Deputy Principal, Ian Taylor, presented a report on student recruitment for 2014/15, which had been prepared by Assistant Principal, Julie Peaks.

Members considered the report, noting:  Application numbers for July 2014 compared to previous years (confidential minute);  School liaison and marketing work undertaken in 2013/14 and planned for the future.

The Corporation received a report on student recruitment for 2014.

117.9 College Plan: student numbers target for 2014/15 Ian Taylor, Deputy Principal presented an amendment to the student numbers target for 2014/15 agreed in February 2014, which was discussed.

Members noted in discussion that:  The February 2014 meeting of Corporation approved a student numbers target for 2014/15 (confidential minute);  Following analysis of application data for 2014/15, including student acceptances and attendance on Wyke Start, the senior management team was proposing a revised post- census date student enrolment target for 2014/15 (confidential minute).

In response to members' questions as to the criteria to be followed to determine entry to the College should it be over-subscribed, it was noted that criteria which would be taken into account included whether an applicant had achieved the required grades, had attended Wyke Start or replied to accept the offer of a place.

The Corporation approved the revised post-census date student enrolment target for 2014/15 proposed by the senior management team. It was agreed that discussion of this item should be kept in a confidential minute. Action: Clerk

Committee reports & recommendations 117.10 Audit Committee (i) Recommendation on re-appointment of financial statements/regularity auditors & audit plan for the year-ending 31.7.14, including fees Philip Wright, as Chair of the Audit Committee, reported that:  Having conducted a positive review of Baker Tilly’s performance as financial statements/regularity auditors in the previous year at its June 2014 meeting, the Audit Committee had agreed to recommend their re-appointment as financial statements/regularity auditors for the audit for the financial year ending 31.7.14;  The Audit Committee had also considered Baker Tilly’s audit plan for the audit for the financial year ending 31.7.14, including fees, at its June 2014 meeting, and were recommending it to Corporation for approval, including fees of £15,575.

The Corporation approved, on the recommendation of the Audit Committee, the re- appointment of Baker Tilly as financial statements/regularity auditors and the audit plan for the financial year ending 31.7.14, including fees.

(ii) Recommendation on risk priorities & controls documents Philip Wright reported that:  The Audit Committee considered risk management and disaster planning annually at its June meeting, making recommendations to Corporation on relevant documents.  The College’s risk register (i.e. its risk priorities and controls documents) had been updated in May 2012 and presented to the Committee for consideration at its June 2014 meeting;  The Committee had noted that the adequacy and robustness of the College's current risk management procedure in general had been discussed by the May 2014 meeting of the Risk Management Group, which had noted that it did not integrate into other college management systems in a way which allowed progress against targets and aims to be monitored and it had therefore been agreed that the Director of Finance should discuss with the senior management team (SMT) the development, with assistance from the College's internal auditors, of an improved risk management system and procedure;  Risk management training for the senior management team and for the Chair of the Audit Committee would be arranged for autumn term 2014 led by the College’s internal auditors, the East Coast Audit Consortium.

The Corporation approved, on the recommendation of the Audit Committee, the College’s updated risk priorities and controls documents, noting planned future developments in the College's risk management arrangements.

(iii) Recommendation on fraud & bribery policy Philip Wright reported that the Audit Committee was recommending that the College's Fraud and Bribery Policy should be amended to reflect the requirements of the EFA and the Skills Funding Agency's (SFA) Joint Audit Code of Practice Part 2 on action to be taken where any significant instance of fraud, irregularity or major weakness or breakdown in the accounting or other control framework was suspected or discovered and that references in the policy to "Chairman" and "Chair" should be standardised to "Chair" throughout, in line with usage in the Instrument & Articles of Government and other Corporation documents. It was noted that references to the Finance Manager required updating to Director of Finance.

The Corporation approved, on the recommendation of the Audit Committee, revisions to the College's Fraud and Bribery Policy to bring it into line with the requirements of the EFA/SFA Joint Audit Code of Practice (JACOP) Part 2, minor stylistic changes and updated references to the Director of Finance. Action: Clerk/Director of Finance

(iv) Notification of EFA funding assurance audit 2014

Corporation members noted that the College had received a letter dated 1 July 2014 from the Education Funding Agency (EFA) notifying the College that, based on a risk assessment, it had been chosen for a funding assurance audit during early autumn 2014.

117.11 Finance & General Purposes (F&GP) Committee (i) Student numbers & funding report Mike Noddings, as Vice-Chair of the F&GP Committee, reported that the Committee received a student numbers and funding report at each meeting and was presenting the June 2014 report to Corporation, for information.

The Corporation noted that the student numbers and funding report for June 2014 showed that Level 3 retention for students aged 16-18 was, at 95.9%, the highest for the 6 years shown in the table.

(ii) May 2014 management accounts Mike Nodding reported that the F&GP Committee considered the College's monthly management accounts at each meeting and were presenting the May 2014 management accounts for information. The Director of Finance, Anna Rispin, was invited to present the management accounts for the 10 months to 31 May 2014.

Members noted in discussion that:  The operating deficit for the 10 months of the financial year was £156.1k compared with a budgeted deficit of £206.9k i.e. a budget variance of £50.8k;  The improved position was as a result of additional funding and staff vacancies creating an under-spend on pay;  The year end forecast has been reworked to give assurance that the predicted deficit is achievable;  The 12-month rolling cashflow had improved, including improved cashflow in March 2015.

It was noted in response to members' questions that:  Catering had contributed more than budgeted which had compensated for some overspending budgets i.e.at the end of May 2014, catering had achieved a net contribution of £25.7k against a planned contribution of £8.4k;  The increased catering contribution was attributed to the increased number of students at the College using the service and the increased number of catering outlets e.g. the new cafe in the Elm Building;  The Principal's fund, which was had been used to fund management training and funding for ad hoc projects, was overspent by £6.6k.

The Corporation received the May 2014 management accounts, noting the College should achieve the projected deficit of £389.1k for the financial year ended 31.71.14.

(iii) EFA: 2012/13 financial health assessment Mike Noddings reported that the EFA issued an annual letter confirming the College's financial health assessment following receipt of the College's annual financial returns, with the letter relating to the year ending 31.7.13 having been considered at the Committee's June 2014 meeting.

Members noted that  The EFA's letter of 18 June 2014 had confirmed a moderated financial health assessment of Satisfactory for the year ended 31.7.13 and stated that the College must achieve at least the outturns shown in the financial plan for 2013/14 and 2014/15 prepared by Baker Tilly and ensure that the College's financial plan for 2014/15 and 2015/16 was submitted to the EFA by 31 July 2014. Action: Director of Finance

The Corporation received, for information, the EFA'S letter confirming the College's financial health assessment grade, noting the financial management standards that the EFA expected the College to achieve.

(iv) College's report on bank covenants Mike Noddings reported that a report from the Director of Finance on bank covenants was a standing agenda item for the F&GP Committee. The Committee were presenting the June 2014 report to the Corporation, for information.

Corporation received a report from the Director of Finance on bank covenants, noting that both the covenants attached to the Lloyds and Barclays Bank loans had been met.

117.11 (v) Transport changes 2014/15: cost-benefit analysis

It was noted that this item had been considered earlier on the agenda.

(vi) EFA BCIF: recommendation on approval & College report Mike Noddings invited the Principal to report on the award of £6k from the EFA's Building Condition Improvement Fund (BCIF) for IT infrastructure.

Members received and considered:  A letter from the EFA setting out the terms and conditions of the BCIF grant;  A report prepared by the Director of Network & Information Systems on the proposed IT infrastructure works including any risks and mitigating actions, as required by the EFA.

Corporation agreed to accept the terms and conditions set out in the EFA's letter awarding the College a grant under the BCIF scheme for IT infrastructure works, agreeing that the letter should be signed and returned to the EFA. Action: Vice-Chair/Principal/Clerk

Corporation noted, that under the terms and conditions of the grant, a progress report on the project would need to be presented to the Corporation meeting on 30 Sept. 2014 in order to meet the 3 month reporting deadline required by the EFA. Action: WGJ/Principal/Clerk

(vii) Recommendation on 2014/15 budget & 3-year plan Mike Noddings invited the Director of Finance, Anna Rispin, to present the draft 2014/15 budget and financial plan 2014-2016 and commentary, including financial objectives, which had been considered at the June 2014 meeting of the F&GP Committee.

Members noted that:  The June 2014 F&GP Committee meeting had noted that the 2014/15 budget prepared by Baker Tilly's tax and accounting division and submitted to the EFA in Apr. 2014, had generated an automatic health assessment grade of Satisfactory;  Anna Rispin, on taking up appointment as Director of Finance, had queried a number of the assumptions in the Apr. 2014 version of the budget, noting that the resultant changes to the 2014/15 budget would, however, produce an automatic financial health assessment grade of Inadequate for 2015 e.g. with reference to Schedule 2d (Creditors due within & after 1 year), the Apr. 2014 budget had £99k for 2014/15 at line 1e (Creditors falling due within 1 year) whereas the draft budget under consideration had £387k (due to be amended to £234k following receipt of Barclays' repayment schedule) and under Schedule 2a (Tangible Fixed Assets), the Apr; 2014 version of the budget had £73k at line 1i (Additions) whereas the current version of the budget showed a fixed asset addition of £217k, taking into account the depreciation charge for the year;  The F&GP Committee had noted at its June 2014 meeting that savings of £35k would have to be found to achieve a Satisfactory health assessment grade for 2014/15;  The importance of the Corporation submitting an approved budget for 2014/15 and 3- year financial plan for the period 2014-2016 to the EFA by the required deadline of 31.7.14 had also been noted by the F&GP Committee, which had agreed that the budget for 2014/15 should be amended to produce a Satisfactory financial health assessment before presentation to Corporation on 8 July 2014 for consideration on approval.

The Director of Finance had discussed the possible change in health assessment grade with the EFA, which had emphasised the importance of achieving a health assessment grade of at least Satisfactory. Having considered possible amendments to the financial plan to achieve a Satisfactory health assessment grade, the Director of Finance had brought the draft budget and financial plan considered at the June 2014 meeting to the Corporation for further discussion on action to be taken.

Members noted in discussion that:  Approving the Apr. 2014 version of the 2014/15 budget would result in a financial health assessment of Satisfactory but would restrict necessary capital expenditure (e.g. in relation to the replacement of IT equipment) and the College paying off more of its loans, although the College was currently relatively cash-rich;  The 2013/14 deficit as shown in the current version of the 2014-16 financial plan was £389k, with a financial health assessment of Inadequate;  The Director of Finance was currently working on the June 2014 management accounts, which would provide a better indication of the outturn for the financial year ending 31.7.14 and the possibility of making an improvement on the 2013/15 budget deficit of £389k;  The current version of the 2014-16 financial plan showed a significantly reduced deficit for 2014/15, compared to 2013/14, and a surplus for 2015/16, producing a financial health assessment of Satisfactory.

The performance ratio graphs, included as part of the financial plan, were considered.

Members agreed that the budget for the financial year 2014-15 and the financial plan for the financial years 2014-2016 should be amended by the Director of Finance to show a Satisfactory financial health assessment grade for all 3 years of the financial plan 2014- 16 and the amended budget and plan should be submitted to the Corporation for approval by written resolution sent by e-mail, as permitted under the College's Instrument of Government, with the approved financial plan to be submitted to the EFA by the required deadline of 31.7.14. Action: ALR

The eligibility and voting procedures for the written resolution were agreed as follows: Corporation members who were eligible to vote were those who would be entitled to vote on the resolution on the circulation date; the written resolution would be sent to eligible Corporation members by e-mail; a Corporation member would signify their agreement to the proposed resolution by replying by e-mail; the period for agreeing the written resolution would be as stated in the e-mail containing the written resolution; for the agreement of the written resolution to be valid, responses should be received from at least the number of eligible Corporation members as would be required to constitute a quorum under the Instrument of Government; the written resolution would be passed when a majority of eligible Corporation members responding had signified their agreement to it. Action: Clerk

(viii) Related party transactions form The Clerk reported that Richard Lewis of the College's financial statements & regularity auditors, Baker Tilly, noted, at the June 2014 Audit Committee meeting, the importance of Corporation members declaring personal and related party transactions relating to the financial year.

The Corporation approved, on the recommendation of the Clerk, a declarations of personal and related party transactions form, agreeing that it should be completed by Corporation members annually with reference to the financial year ending 31 July, beginning with the financial year ending 31.7.14. Action: Clerk

117.12 Curriculum & Quality (C&Q) Committee (i) C&Q report, incl. Ofsted action plan report & Ofsted Data Dashboards Mike Noddings, as Chair of the C&Q Committee, presented a summary of the items considered at the Committee's June 2014 meeting, including attached as an appendix to the report, the senior management team planning day Ofsted inspection action plan report, which reviewed actions to move the College from Good to Outstanding.

It was noted that Deputy Principal, Ian Taylor, had given a presentation at the June 2014 C&Q Committee meeting on Ofsted's Data Dashboards for FE and sixth form colleges which were released in May 2014 and were:  For use by Corporation members and senior managers to assess the performance of their college;  Allowed comparison with the performance of other colleges;  Designed as a starting point for Corporation members to access a high-level summary of performance data for individual colleges and to generate questions about the quality and impact of their provision.

It was noted that  The College's data at Levels 2 and 3 shown on the website for 2012/13 was positive e.g. the College was in the 2nd quintile/top 40% of FE and skills sector providers for students obtaining 3 or more A Levels at grades A*-E and in the highest quintile/top 20% at level 3 for value-added;  Data for 2012/13 was available at: http://dashboard.ofsted.gov.uk/fesd_beta/fe_dash.php?upin=108373

The Corporation received the Curriculum and Quality Committee's report for June 2014.

(ii) Recommendation: Policy for the Improvement of Performance in Learning Members noted that, under Article of Government 3(b) the Corporation was responsible for approving the College's quality strategy i.e. the Policy for the Improvement of Performance in Learning, which was reviewed annually by the College and revised where appropriate.

Mike Noddings reported that the C&Q Committee had considered the policy at its June 2014 meeting, noting a number of updating changes proposed by the College e.g. reflecting the introduction of the faculty system and changes to College or external surveys/reports.

The Corporation approved, on the recommendation of the C&Q Committee, the updated College Policy for the Improvement of Performance in Learning.

117.13 Personnel Committee Mary-Rose Hardy, as Chair of the Personnel Committee, asked the Vice-Chair, Phil Taylor, to present the following items as part of the Committee's succession planning arrangements.

(i) Ratification of LGPS discretions policy Phil Taylor, as Vice-Chair of the Personnel Committee, reported that the Committee had considered the College's updated Statement of Policy on the Local Government Pension Scheme at the Committee's June 2014 meeting, noting, in particular, the College's policy in relation to flexible retirement.

The Corporation ratified, on the recommendation of the Personnel Committee, the College's Statement of Policy on the Local Government Pension Scheme 2014, which applied to the College's support staff.

(ii) Recommendation: Corporation Appeals Committee procedure revision Phil Taylor reported that the Personnel Committee reviewed Corporation’s Appeals Committee procedures applying to student, staff and senior post-holders annually. Following the review undertaken at its June 2014 meeting, the Personnel Committee had agreed that the following minor revision should be made to bring Corporation's Appeals Committee procedures to being them into line with general College policy: "The Committee must provide the appellant with at least [Delete: 10] [Add: 5] working days’ notice of the appeal hearing".

Under Corporation's schedule of delegation, the Committee had approved the above amendment to the Appeals Committee procedures applying to staff and student appeals and had agreed to recommend to Corporation that the same change should be made to procedures applying to senior post-holders.

The Corporation approved, on the recommendation of the Personnel Committee, the above minor revision to Corporation’s appeals procedures for senior post-holders. Action: Clerk

117.14 Search & Governance Committee (SGC) (i) Recommendation: Corporation constitution revision In the absence of John Wilson, Chair of the SGC, the Vice-Chair, Mike Noddings, reported that the Committee were recommending that the wording in Corporation's constitution table relating to Student members of Corporation be amended to better reflect the wording of the Instrument of Government and Corporation’s practice i.e. that student members were “nominated from the elected Student Executive”.

The Corporation approved, on the recommendation of the SGC, the above minor updating revision to the wording of Corporation’s constitution table, agreeing also, on the recommendation of the Clerk, updating changes to the committee membership table, reflecting recent committee appointments. Action: Clerk

The Clerk reported that, since the June 2014 meeting of the SGC, Jayne Botham had resigned as a Parent member of Corporation. The appointment of the nominated Student members of Corporation was considered at this point on the agenda.

Corporation approved:  The appointment of Anna Terentjeva as a Student member of Corporation for a period of 4 years or until she left the College whichever was the sooner, subject to meeting Corporation’s eligibility requirements;  The appointment of Raphael Floresca as a Student member of Corporation for a period of 4 years or until he left the College whichever was the sooner, subject to meeting Corporation’s eligibility requirements. Action: Clerk

Governance II 117.15 (i) Corporation attendance

It was noted that Corporation attendance was 79% year to date against a target of 75%.

(ii) Corporation training & briefing schedule 2013/14 & 2014/15 The Clerk presented a report on Corporation's training and briefing schedule for 2013/14 and on induction provided for new members.

Members noted, with reference to Corporation's 2014/15 training/briefing and induction schedule, that:  Equality & diversity and safeguarding in for new members would be arranged by the Personnel Manager, Jenny Anderson, and the College's designated person, Jim Darmody, respectively; Action: JEA/JD  The May 2014 meeting of Corporation had agreed, that Sector Training, should be approached concerning the provision of finance training to Corporation during autumn term 2014 e.g. October 2014. Action: Clerk

Corporation received a report on its training/briefing schedule for 2013/14 and 2014/15.

(iii) Distribution of register of interests & audit of skills forms for updating

It was noted that the Clerk would distribute register of interests and audit of skills forms to members for updating, together with the related party transactions form. Action: Clerk

(iv) Thomas Ferens Academy report The Principal reported that the Academy had recently been inspected by Ofsted. Corporation members Richard Heseltine, who was Chair of the Board of Governors, and Jim Darmody, a Governor nominated by the College, were attending a meeting of the Academy's Board of Governors on issues arising from the inspection. The Principal was due to attend a meeting of the Academy trustees in the week following the current meeting.

Corporation received a report on the Thomas Ferens Academy which was sponsored by the University of Hull and co-sponsored by Wyke and Wilberforce Sixth Form Colleges and Kingston upon Hull City Council.

Committee minutes, annual reports 117.16 Committee minutes

The following minutes were received, with committee reports and recommendations arising from meetings held in June 2014 having being given at items 117.4, 117.6 and 117.10 - 117.14 above:  Audit Committee minutes of 24 Feb. 2014  Curriculum & Quality Committee minutes of 5 Mar. 2014  F&GP Committee minutes of 24 Feb, 25 Mar, 28 Apr. and 2 June 2014  Student Committee minutes of 4 Apr. 2014

Final agenda items 117.17 Any other business

The Vice-Chair thanked the Clerk, Personnel Manager and the Principal's PA for their help with the catering arrangements for the meeting.

117.18 Review: how will items considered at the meeting have an impact on learners?

It was noted that improvement in the College's financial health would benefit learners.

117.19 Risk management – items identified at the meeting

No new items of risks were identified.

117.20 Date of next year’s meetings

It was noted that Corporation was next due to meet on Tues. 30 Sept. 2014 at 5.00pm. The dates of other Corporation meetings due to be held in 2014/15 would be e-mailed to members. Action: Clerk

Fiona Bagchi Clerk to the Corporation