Glenurquhart Road
Inverness
IV3 5NX
28 August 2018
Please ask for: Miss J Maclennan
Telephone: (01463) 702121
To: Directors of the Board of High Life Highland
| Tom Heggie | Linda Munro |
| Andrew Jarvie | Ken Nicol |
| Tracy Ligema | Ian Ross |
| Donald McLachlan | Donald Somerville |
| Duncan Macpherson | Mark Tate |
| Ella MacRae | Jenny Welch |
Dear Director
A meeting of the Board of HIGH LIFE HIGHLAND will take place in the STRATHPEFFER PAVILION, STRATHPEFFER on TUESDAY 4 SEPTEMBER 2018 at 2.00 pm.
Yours faithfully
STEWART FRASER
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 2015-19 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 2015-19.
4. Confirmation of Minutes PP 2-12
The following Minutes are circulated for approval:-
i. Board Meeting held on 14 June 2018 (pp 2-8); and
ii. Finance and Audit Committee held on 6 August 2018 (pp 9-12)
5. Matters Arising – Board Meeting of 14 June 2018 P 13
There is circulated, for information, matters arising from the meeting of the Board held on 14 June 2018.
The Board is invited to note the position.
GOVERNANCE
6. Appointment of a Director to the Health and Safety and Environmental Compliance Strategic Committee
In accordance with the Memorandum and Articles of Association the Board is invited to appoint a second Director to the Health and Safety and Environmental Compliance Strategic Committee.
The Board is asked to resolve that the following item be restricted to Directors and representatives from HLH, the Company Secretary’s office and the company Auditors.
7. Approval of Draft Annual Report and Accounts to 31 March 2018 Pink Book
There is circulated separately Report No. HLH16/18 dated 21 August 2018 by the Chief Executive presenting the annual report and accounts for High Life Highland for the period ending 31 March 2018.
The Board is invited to:-
i. agree the Annual Report and Audit Accounts as detailed in Appendix A of the report; and
ii. authorise the Chair to sign the Directors’ Going Concern statement contained in Appendix B of the report.
8. High Life Highland Board
In terms of the Memorandum and Articles of Association, the question of which Independent Directors are to retire at the next Annual General Meeting (AGM) requires to be determined at this Board meeting. Should no other Independent Directors put themselves forward for retiral, the two longest serving Director are Ian Ross and Ken Nicol. Directors electing to retire are reminded that they must intimate whether or not they are willing to be re-appointed with effect from the conclusion of the AGM with any such declaration being final and conclusive.
The Board is therefore also invited to:-
iii. agree that individual Directors consider if they wish to retire with effect from the AGM, bearing in mind that they can also intimate their intention to seek re-election;
iv. should no Director indicate their intention to resign, note the terms of office and, consequently, those Directors scheduled to stand down/seek re-appointment;
v. note the two Directors’ terms of office would take effect from the next AGM, scheduled at present for February/March 2019;
vi. note the generic Skills Set; and
vii. agree that specific skills required by the Board be identified in the accompanying advert.
STRATEGY
9. Business Plan 2019/24 Booklet A
The Board considered the draft Business Plan at their 14 June 2018 meeting and at the meeting noted the progression through the previously agreed timeframe for agreeing a final version at the August 2018 meeting and agreed to delegate to the Chief Executive, the Chair and Vice Chair, the rewording of sections of the Plan taking into consideration the suggestions made during discussion.
The final version of the draft Business Plan is appended as Booklet A taking into consideration comments from Directors. HLH Managers have begun work developing operational plans based on the business plan content, the reporting on which will be included in the Performance Report at future meetings. As was the case for the current business plan, a one page key points summary has been prepared for use with key partners and public enquiries. A draft is appended for Directors comment.
The Board is invited to:-
i. provide final comment on and approve the High Life Highland Business Plan for 2019-24; and
ii. comment on the draft key points summary.
QUALITY AND PERFORMANCE
10. Finance Report PP 14-19
There is circulated Report No. HLH18/18 dated 15 August 2018 by the Chief Executive providing an update on the financial performance of High Life Highland for the first quarter of the financial year 2018/19.
The Board is invited to note:-
i. the results for the first quarter report a positive variance of £71,446 as detailed in Appendix A of the report;
ii. the projected final out-turn for the year remains on target to the approved budget;
iii. the award of contract to Achins Bookshop as detailed in paragraph 4 of the report;
iv. there has been no breach of internal controls to report for the quarter; and
v. the charity remains Teckal compliant.
11. Risk Register Update PP 20-29
There is circulated Report No. HLH19/18 dated 15 August 2018 by the Chief Executive providing an update on High Life Highland’s Risk Register.
The Board is invited to review and approve the Risk Register as detailed in Appendix A of the report.
12. Performance Report PP 30-58
There is circulated Report No. HLH20/18 dated 21 August 2018 by the Chief Executive presenting performance information for the period April to June 2018.
The Board is invited to:-
i. comment on the report and agree that the overall health check on the Company for the period is assessed as green;
ii. note that the delivery of the business plan is assessed as green; and
iii. note the information provided on the performance indicators for more detailed consideration.
13. Human Resources PP 59-71
There is circulated Report No. HLH21/18 dated 17 August 2018 by the Chief Executive updating Directors on Human Resources activity for the period April to June 2018 including information relating to absence, disciplinary and grievance issues during this period.
The Board is invited to:-
i. note and comment on the content of the quarterly HR report including the update on the staffing establishment;
ii. note the actions being taken to manage absences; and
iii. note the Annual Gender Pay Gap report at Appendix D of the report and approve its submission to the UK Government and publication on the HLH website.
14. Health and Wellbeing Annual Update
Lynn Bauermeister, Health and Wellbeing Manager will give a presentation on activities over the last 12 months and outlining proposals going forward.
The Board is invited to note the position.
15. Chair/Chief Executive’s Updates PP 72-75
There is circulated Report No. HLH22/18 dated 17 August 2018 by the Chief Executive providing Directors with information and the opportunity to discuss issues affecting HLH and its work at an early stage.
The Board is invited to comment on and note the update.
