Glenurquhart Road
Inverness
IV3 5NX
20 February 2014
Please ask for: Miss J Maclennan
Telephone: (01463) 702132
TO: ALL DIRECTORS OF THE BOARD OF HIGH LIFE HIGHLAND
| Jenny Clarke | Drew Millar | Jaci Douglas | Kenneth Nicol |
| Ken Gowans | Fraser Parr | Douglas Graham | Ian Ross |
| Donald McLachlan | Laurence Young | Catriona MacLean |
Dear Director
MEETING OF THE BOARD OF HIGH LIFE HIGHLAND – 27 FEBRUARY 2014
A meeting of the Board of HIGH LIFE HIGHLAND will take place in the BOARD ROOM, OLD LIBRARY, DINGWALL on THURSDAY 27 FEBRUARY 2014 at 10.05 A.M.
A note of the business to be transacted at the meeting is appended.
I trust that it will be convenient for you to attend.
Yours faithfully
MICHELLE MORRIS
COMPANY SECRETARY
BUSINESS
1. Apologies for Absence
2. Declarations of Interest
Directors are asked to consider whether they have an interest to declare in relation to any item on the agenda for this meeting. Any Director making a declaration of interest should indicate whether it is a financial or non-financial interest and include some information on the nature of the interest. Advice may be sought from Officers prior to the meeting taking place.
3. High Life Highland Purpose, Key Business Objectives and Corporate Values P 1
There is circulated summary of High Life Highland’s purpose, key business objectives and corporate values as extracted from the High Life Highland Business Plan 2012-15.
4. Appointment of Chair and Vice Chair
The Board is invited to appoint a Chair and Vice Chair of the Company, who will preside at meetings of the Board.
Directors are reminded that:-
• nominees require to be proposed and seconded;
• a statement should be provided as to the reasons why an individual is being proposed for the post of Chair/Vice Chair; and
• individuals being nominated must indicate their willingness to accept the post.
5. Confirmation of Minutes PP 2-27
The following Minutes are circulated for noting:-
i. Draft High Life Highland (Trading) C.I.C. held on 9 January 2014 (pp 2-5);
and the following Minutes are circulated for approval:-
ii. Board Meeting held on 2 October 2013 (pp 6-17);
iii. Finance and Audit Committee held on 7 November 2013 (pp 18-21);
iv. Nominations Committee held on 18 November 2013 (p 22);
v. Nominations Committee held on 6 December 2013 (p 23) ;
vi. Finance and Audit Committee held on 6 February 2014 (pp 24-26); and
vii. Chief Executive’s Performance Review Committee held on 10 February 2014 (p 27).
6. Matters Arising – Board Meeting of 2 October 2013 and Cancelled Board Meeting of 5 December 2013 PP 28-30
There is circulated, for information, matters arising from the meeting of the Board held on 2 October 2013 and the cancelled Board Meeting scheduled for 5 December 2013.
The Board is invited to note the position.
CORPORATE GOVERNANCE
7. Director Resignation
The Board are asked to note that Mrs M McArdle resigned from the Board of High Life Highland with effect from 9 December 2013.
The Board are also asked to note, as previously intimated, that the members of the Nominations Committee decided to delay the filling of the vacancy to allow time to assess the skill mix of the Board taking into account recent appointments.
8. Committee Appointments
a) Board of High Life Highland
The Board is invited to note that the Highland Council, at its meeting on 19 December 2013, appointed Ms Jenny Clarke and Mr Ian Ross as Independent Directors to the Board of High Life Highland.
b) Appointment of Director to High Life Highland (Trading) C.I.C.
Following the resignation of Mrs M McArdle, the Board is invited to appoint a Director to the Board of High Life Highland (Trading) C.I.C.
c) Appointment of Directors to the Highland Cultural Centre Reference Group
Following the resignation of Mrs M McArdle, the Board is invited to appoint a Director to the Highland Cultural Centre Reference Group.
d) Appointment of Directors to High Life Highland (Trading) C.I.C. Recruitment Sub Committee
As deferred from its meeting on 2 October 2013 and following the retiral of Ms Linda Kirkland and Mr D Millar’s completion of a two year term, the Board are invited to appoint two Directors to the High Life Highland (Trading) C.I.C. Recruitment Sub Committee whose remit is to select Directors for the Trading Company.
e) Appointment of External Member to Finance and Audit Committee
Following the retiral of Ms Linda Kirkland as a Director of High Life Highland, the Board are invited to appoint her, as an External Member, to the Finance and Audit Committee.
9. Director Personal Development Plan Process PP 31-37
There is circulated Report No. HLH 1/14 dated 6 February 2014 by the Company Secretary suggesting a process for Director Personal Development Plans as proposed by the Board Effectiveness Workshop held on 23 August 2013.
The Board is invited to agree the Director Personal Development Plans process, as detailed in Appendix 1 of the report, and that the process commences as soon as possible after the new Chair of High Life Highland has been appointed.
10. Governance Documents – Review of Documentation PP 38-41
There is circulated Report No. HLH 2/14 dated 21 January 2014 by the Company Secretary informing Directors of the various Governance Documents in place for the Board of High Life Highland.
The Board is invited to:
i. note the current status of the Governance Documents produced by High Life Highland;
ii. consider which Governance Documents would merit a review; and
iii. agree the Content of the Governance Publication and that these documents be made available on the High Life Highland website and the Directors’ web page, as detailed in Appendix 2.
STRATEGY
11. Draft 10 Year Capital Plan
The Chief Executive will make a presentation covering the projects funded by The Highland Council. The presentation will cover those projects currently underway in the next three years, projects approved by The Highland Council for the following two years and an indicative capital plan for the following five years.
The Board is invited to give guidance on the forward plan with a view to a final version coming forward after the Board have had an opportunity to develop their ten year development strategy.
12. Review of Policies Update PP 42-99
There is circulated Report No. HLH 3/14 dated 17 February 2014 by the Chief Executive updating Directors on work undertaken to review the full suite of High Life Highland policies.
The Board is invited to:-
i. note the number of policies and processes required by High Life Highland, as detailed in Appendix A of the report;
ii. approve the new or amended policies, as detailed Appendix B of the report and
iii. note the examples of policy, associated guidelines and forms included in Appendix C of the report for illustration purposes.
QUALITY AND PERFORMANCE
13. Finance Report PP 100-105
There is circulated Report No. HLH 4/14 dated 14 February 2014 by the Chief Executive providing Directors with an update on the financial performance of High Life Highland for the period ending 31 December 2013 and information on contracts awarded since the previous meeting of the Board. A verbal update on the Finance and Audit Committee will be provided.
The Board is invited to note:-
i. the current financial position of High Life Highland as detailed in Appendix A of the report;
ii. the financial results for the 9 months to 31 December 2013 reports a negative variance on budget of £46,827;
iii. with corrective action plan, which continues to be underway, the projected final out-turn for the year is likely to be on target with budget or, if not, at worst could come in £130,000 adverse to budget (0.6%); and
iv. the award of contracts to Capture Limited, Zoggs Limited Anderson Strathern Solicitors, DF Wishart and Bob Powell.
14. Human Resources Report PP 106-108
There is circulated Report No. HLH 5/14 dated 13 February 2014 by the Chief Executive providing an update on Human Resources activity for October – December 2013 including a quarterly report on absence, disciplinary and grievance issues.
The Board is invited to note the content of the quarterly report including the update on the staffing establishment.
15. Performance Report PP 109-121
There is circulated Report No. HLH 6/14 dated 13 February 2014 by the Chief Executive proposing the actions to be common across the operational plans of all areas of work, for the year 2012-15.
The Board is invited to:-
i. comment on the report and approve the actions to be common across the operational plans for all areas of work, as detailed in Appendix A of the report; and
ii. note that the development of the detail specific to each area of work is ongoing and will be presented to Directors at the April 2014 meeting.
16. Chair/Chief Executive Verbal Updates
The Chair/Chief Executive will update Directors on:-
a) Highland Youth Voice Conference – 18-20 June 2014
Highland Youth Voice is looking for 3 Directors willing to sit on a panel alongside the Chief Executive and Head of Performance to answer questions on the work of High Life Highland at their conference taking place at the Gaelic College, Sabhal Mor Ostaig, Skye 18-20 June 2014.
The Board is invited to nominate three Directors.
b) High Life Highland as a managed Highlands and Islands Enterprise Account
Highlands and Islands Enterprise (HIIE) has agreed that HLH should be a “managed account” and has agreed to recognise HLH as a “community enterprise with growth potential”. This is a strong recognition that HLH has aspirations to do more than simply deliver services for the Highland Council and that this can already be evidenced. It means that HLH are eligible for support from HIE in terms of advice and practical support, to a maximum value spread over three years of £200K because of EU state aid regulations. The first step is an offer to assist the Board with the ten year planning process.
The Board is invited to:-
i. note the acceptance of HLH as an HIE “Managed Account”; and
ii. agree to HIE’s facilitation with the Board’s ten year planning process.
c) Service Point Review: Implications for High Life Highland
The Highland Council (THC) currently operates 35 Service Points and is considering reducing the number to 12. There are three categories of joint service delivery (where HLH deliver joint or co-located library and service points) from which THC is proposing to remove the service point function. In doing this, THC wishes the library function to remain unaffected.
HLH will provide a facilitated self-service function on behalf of the Council, which will include effective signposting of information, provision of council literature and guidance in using the self-service facilities (PCs, phones etc.), as currently undertaken as part of the public access PCs service within libraries.
The three categories of facility are as follows:-
• Category 1 – where THC delivers the library function from a joint Library/Service Point. These are at Bettyhill; Broadford; and Kyle.
• Category 2 – where HLH delivers the service point function from a joint Library/Service Point. These are at Ardersier; Bonar Bridge; Helmsdale; and Kinlochleven.
• Category 3 – where the Library and Service point staff are co-located in a Library and there is no joint service delivery: Invergordon; Lochcarron; and Mallaig (there are a further two sites where services are co-located and they will remain: Alness; and Aviemore).
The Board is invited to note the position and level of agreed assistance from HLH.
d) Ben Wyvis Primary School / Leanaig Centre
Following a successful one year trial, it is anticipated that High Life Highland will be asked to adopt the management of the community facilities at the Leanaig Centre in Conon Bridge. The full operating deficit associated with the operation of the Centre is provided by The Highland Council and will be incorporated into the Services Fee.
The Board is invited to note the addition of the management of the Ben Wyvis Primary School into the HLH portfolio.
e) Ferrycroft Visitor Centre
The Highland Council have asked High Life Highland to adopt the management of Ferrycroft Visitor Centre in Lairg from April 2104. The full cost of the seasonal staffing to open the building will be provided by the Council and is £16,000. It is proposed that a one year trial is agreed in the same manner as for the Leanaig Centre, to enable both parties to assess the success of this arrangement and to devise a Business Plan for the medium and long term development of the facility.
The Board is invited to note the addition of the management of the Ferrycroft Visitor Centre into the HLH portfolio.
f) Hilton Community Centre
High Life Highland have been approached by the Management Committee of Hilton Community Centre to adopt the management of the facility in full. The Management Committee would remain in existence with a clearly defined and important ongoing role in the provision of specified services and activities for the local community, while High Life Highland would be responsible for the operation of the facility. High Life Highland would retain all income from the facility programme and be responsible for all expenditure. A new budget is being devised for the cost centre, with an anticipated break even position at worst. A new Management Agreement is being drafted to confirm the new roles and responsibilities.
The Board is invited to note the change in circumstances relating to HLH’s involvement at Hilton Community Centre.
g) Highland Football Academy Trust
Following the submission of the Business Case to the Board on 5 December 2013 to consider the transfer of the management of the Highland Football Academy to High Life Highland, two nominated High Life Highland Directors (Douglas Graham and Donald MacLachlan) met with two Directors of the Highland Football Trust, along with the Chief Executive, Head of Business and Outdoor Facilities and Events Manager to discuss the next steps. At the conclusion of the meeting, the following actions were agreed:-
• HLH to check that the lease governing the use of the land on which HFA is built has no conditions that would prohibit the lease of the HFA building to HLH;
• HLH to update the roles and responsibilities document and incorporate it into a draft Management Agreement for issue to both parties;
• HLH/HFA to pursue the arrangements for the replacement of the outdoor synthetic pitch with the Council;
• HFA Trust Directors to report back to their Board on 11 March 2014 to seek final agreement for the transfer; and
• HLH Chief Executive to update the HLH Board on 27 February 2014.
The Board is invited to agree that the transfer of management proceed, unless legal or other impediments become apparent during the preparation of the detail of the relevant agreements, to a timescale target of 1 April 2014, with the final position update being provided to Directors in due course
