Ct1 13 October 2014 COURT Minutes In the Chair: Lord Penrose Date of Meeting: 13 October 2014 Present also: Ms Tracey Ashworth-Davies Ms Shonaig Macpherson Ms Pamela Calabrese Mr Strone Macpherson Professor Steve Chapman Ms Jessie Nelmes Mr Allan Gray Ms Jane Queenan Ms Trish Gray Professor James Ritchie Dr Stephen Houston Mr David Robinson Professor Phillip John Professor Ian Wall Professor Julian Jones Officer in attendance: Ms Ann Marie Dalton Ms Sue Collier Mr Andrew Menzies Others in attendance: Ms Lorna Kirkwood-Smith (minutes) M14/1 APOLOGIES Apologies were received from: Dr Jock Clear, Councillor Ricky Henderson, Mr Iain McLaren, Mr Andrew Milligan, Ms Miranda Matoshi, Mr Tony Strachan and Professor Peter Woodward. M14/2 OBITUARIES (Paper Ct1/14/39) The Court learned with sadness of the reported death of Professor Sir Peter Hall on 30 July 2014. Professor Hall received an Honorary Degree of Doctor of Letters from the University in 2002 in recognition of his distinguished academic career and contribution to planning and public policy. M14/3 WELCOME The Chairman welcomed Mr Colin MacLean who was sitting in attendance at the October 2014 meeting of the Court and who had agreed to present the report of the Audit and Risk Committee to the Court. M14/4 MINUTES OF THE MEETINGS OF THE COURT HELD ON 23 JUNE AND 18 SEPTEMBER 2014 The Court approved the minutes of the meetings of the Court held on 23 June and 18 September 2014. M14/5 MATTERS ARISING 5.1 University and College Union (UCU) ballot on industrial action The Principal updated the Court on the UCU ballot of its members currently underway on industrial action over potential changes to the Universities Superannuation Scheme (USS). The ballot was due to close on 20 October 2014. The Principal highlighted the background to the dispute. The USS had been in deficit for a number of years. At the time of the last triennial valuation of the Scheme in March 2011, the deficit had been estimated at £2.9 billion. In March 2013 the deficit had grown to a high of £11.5 billion and by March 2014 had reduced (to around £8 billion). Against this background the Trustees of the Scheme have a legal responsibility to ensure that there are sufficient funds to cover current and future liabilities. No firm proposals had yet been presented for consultation although a range of 1 Ct1 13 October 2014 suggested changes had been reported. The Principal confirmed that changes to the benefit structure of the USS will be inevitable and the changes would include contribution increases for both members and employers. Even with potential changes to pension benefits being explored the employer contributions to the USS were expected to increase above the current level of 16% of salary – perhaps up to 18%. Any changes proposed would therefore not represent a cost-cutting exercise, but would be proposed as a guard against otherwise unaffordable levels of contribution from individual members and from employers to reduce the deficit. The view of the UCU was that incomplete, selective modelling has been applied to the Scheme valuations. The Principal confirmed the expectation, given the general level of sensitivity around pensions, that the ballot outcome will be in favour of industrial action. It should be anticipated that there will be difficult times ahead in the sector with potential particular risks to individual institutions, e.g. as a result of any assessment boycotts. In response to a question from the Chairman as to communications with University staff, the Principal confirmed that an all-staff email had recently been released which set out the University’s position on what has been viewed as an ill-timed and unhelpful action. In response to a question about the risk to the forthcoming diet of examinations, the Principal confirmed that the University had contingency arrangements that can be brought into play in the event of industrial action; however, it was not possible presently to judge the potential scale of any impact. There were no recent cases against which to draw a comparison, other instances of industrial action having been associated with the more usual disputes relating to annual pay increase settlements. The current dispute had the potential to make a far more substantial and longer term impact should industrial action materialise. The Court noted that the University should await the results of the national ballot on 20 October 2014 and confirmed its expectation that the threat and impact of industrial action will be recorded appropriately in the University Risk Register. M14/6 ANNUAL REPORT TO THE SCOTTISH FUNDING COUNCIL ON INSTITUTION-LED QUALITY REVIEW 2013/14 (Paper Ct1/14/40) The Court received the Annual Report to the Scottish Funding Council on Institution-Led Quality Review for 2013/14, noting that the Court had considered an earlier draft of the report at its meeting in June 2014. Suggested minor enhancements by the Court had since been incorporated in the report. The Court endorsed the report and approved signing of the accompanying annual assurance statement by the Chairman of Court. In response to a point raised about attendance at internal meetings on Annual Programme Monitoring and Review, which was raised previously at the June 2014 meeting of Court, the Chair and the Principal emphasised that the matter will be resolved with a revised timetable in 2015, as described in the report. M14/7 REPORT FROM THE GOVERNANCE AND NOMINATIONS COMMITTEE: MEETING HELD ON 15 SEPTEMBER 2014 (Paper Ct1/14/41) The Court received and noted a report, presented by the Secretary of the University on behalf of the Governance and Nominations Committee, which related to the meeting of the Committee held on 15 September. The report included a range of matters which were presented both for consideration and approval and for the information of Court. 7.1 Court membership succession plans The Court noted that the succession plans for the Court were arranged within a two-phased approach with phase 1 recommendations spanning the current academic year 2014/15 and phase 2 recommendations spanning the academic year 2015/16. 2 Ct1 13 October 2014 The Court approved the following phase 1 appointments, both individuals filling current vacancies: • Mr Colin McLean to be appointed to the membership of the Court with immediate effect until 31 July 2017*; and • Ms Jandy Stevenson to be appointed to the membership of the Court with immediate effect until 31 July 2017. *Mr Colin McLean was not present during discussion of this item. The Court approved the following phase 2 appointments to anticipated vacancies, each to be appointed for a term of three years in the first instance: • Ms Rio Watt to be appointed to the membership of the Court from 1 August 2015 until 31 July 2018. (It was noted that Ms Watt has been a member of the Audit and Risk Committee since March 2014); • Ms Dorothy Shepherd to be appointed to the membership of the Court from 1 August 2015 until 31 July 2018. (It was noted that Ms Shepherd has been a member of the Finance Committee since September 2013); and • Ms Lucy Conan to be appointed to the membership of the Court from 1 August 2015 until 31 July 2018. (It was noted that Ms Conan has been a member of the Staff Committee since March 2014). The Court noted that the above phase 2 appointments would fill vacancies in the membership which will occur when the following members complete their second full terms of appointment: Dr Shonaig Macpherson; Mr Iain McLaren; and Mr David Robinson. 7.2 Audit and Risk Committee succession plans The Court approved the following phase 1 appointments: • Mr Colin McLean to be appointed as Chair of the Audit and Risk Committee with effect from 14 October 2014 until 31 July 2017; and • Ms Jandy Stevenson’s to be appointed to the Audit and Risk Committee with immediate effect until 31 July 2016, subject to Ms Stevenson’s willingness to accept the invitation. The Court noted the intention of the Governance and Nominations Committee to seek the view of Ms Stevenson on her choice of Committee membership as her experience was suited also to the work of the Finance Committee. The Court approved the following phase 2 appointment to an anticipated vacancy following completion of a second full term of membership of Mr David Robinson: • Ms Rio Watt to be appointed to the Committee for a period of three years until 31 July 2018. The Court noted that the Governance and Nominations Committee will give further consideration to the vacancy that will be left in the membership of the Audit and Risk Committee following the departure of co-opted lay member, Mr Will Dick, from 1 August 2015. 7.3 Campus Committee succession plans The Court approved the following phase 1 appointments, both filling current vacancies: • Ms Pamela Calabrese to be appointed to the Committee with immediate effect, her term of office to run concurrently with her membership of the Court which will expire on 31 July 2017; and • Mr Allan Thompson, from the approved list of ‘pool’ candidates, to be appointed as a co-opted lay member of the Committee with immediate effect until 31 July 2017. In terms of phase 2 appointments (anticipated vacancies), the Court noted that the Governance and Nominations Committee will give further future consideration to a vacancy arising in the independent or staff member category. It was noted that new staff and Senate elections to the Court are to take place in spring 2015. Future consideration will be given also to two vacancies which will arise in the co-opted lay membership category of the Committee.