Glenurquhart Road
Inverness
IV3 5NX

14 March 2019

Please ask for: Miss J Maclennan

Telephone: (01463) 702121

To: Directors of the Board of High Life Highland

 

Michael Golding Ella MacRae
Tom Heggie Linda Munro
Andrew Jarvie John Murray
Tracy Ligema Ken Nicol
Donald McLachlan Ian Ross
Duncan Macpherson Mark Tate

Dear Director

A meeting of the Board of HIGH LIFE HIGHLAND will take place in the STRATHPEFFER PAVILION, STRATHPEFFER on THURSDAY 21 MARCH 2019 at 2.05 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 2-18

The following Minutes are circulated for approval:-

i. Board Meeting held on 11 December 2018 (for approval) (pp 2-8);
ii. Nominations Committee held on 8 February 2019 (for noting) (p 9);
iii. Nominations Committee held on 21 February 2019 (for noting) (p 10);
iv. Finance and Audit Committee held on 25 February 2019 (for approval) (pp 11-15); and
v. Health and Safety and Environmental Compliance Committee held on 26 February 2019 (for approval) (pp 16-18).

5.       Matters Arising – Board Meeting of 11 December 2018                  P 19

There is circulated, for information, matters arising from the meetings of the Board held on 11 December 2018.

The Board is invited to note the position.

GOVERNANCE

6.       Board/Committee Appointments   

i.         High Life Highland Board

The Board is invited to note that, following the resignations/retirements of  3  Directors, the Highland Council, at its meeting on 7 March 2019, appointed Michael Golding and John Murray as Independent Directors of High Life Highland with effect from the AGM.

ii.        Finance and Audit Committee

The Board is invited to appoint 3 Directors to the Finance and Audit Committee, two years having been completed by Ella MacRae and Ian Ross and the resignation of Donald Somerville.

iii.       Nominations Committee

The Board is invited to appoint an Independent Director to the Nominations Committee, two years having been completed by Ian Ross.

iv.       High Life Highland Representatives on Inverness Museum, Gallery and Library Working Group

Following the retiral of Donald Somerville the Board is invited to appoint Ian Ross to represent High Life Highland on the Inverness Museum, Gallery and Library Working Group.

v.        Length of Term of Office

At its meeting on 20 October 2011 the Board agreed that Directors should, in the first instance, serve on each of the Committees etc for two years.  However, to ensure greater continuity, it is suggested that this be extended to 4 years for Independent Directors and, for Council Directors, this ties in with Local Government elections.  The Board would still have the authority to remove/replace a Director on a Committee and/or for individual Directors to resign from a Committee etc at any time.

7.         High Life Highland (Trading) C.I.C. – Directors               PP 20-22

There is circulated Report No. HLH1/19 dated 16 February 2019 by the Company Secretary inviting Directors to consider how to proceed with the recruitment/appointment of Directors to the Board of High Life Highland (Trading) C.I.C.

The Board is invited to:-

i. note that Mr Craig Ewan, Mr David Finlayson, Ms Alison Matheson (Independent Directors) have reached the end of their three year appointment on the Board of High Life Highland (Trading) C.I.C.;
ii. note that the positions of Mr Donald McLachlan, Mr Ken Nicol and Mr Mark Tate (Main Board appointed Directors) have now also reached the end of their three year appointment;
iii. agree that, as the independent Directors have indicated that they wish to continue as Directors, they be appointed for a further 3 year term; and
iv. (re)appoint 3 main Board Directors to the High Life Highland (Trading).

QUALITY AND PERFORMANCE

8.        Finance Report                                                                                     PP 23-29

There is circulated Report No. HLH1/19dated 8 March 2019 by the Chief Executive providing an update on the financial performance of High Life Highland for the period ending 31 January 2019.

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 10 months to January 2019 report a positive variance to budget of £70K;
iii. the projected final out-turn for the year is a surplus to budget of £87K;
iv.  there has been no breach of internal controls during financial year 2018/19;
v. the update on the proposed workplace car parking levy;
vi. the update on the staff pay award; and
vii. the award of contracts as detailed in paragraph 7.1 of the report.

9.        Performance Report                                                                             PP 30-56

There is circulated Report No. HLH3/19 dated 27 February 2019 by the Chief Executive presenting performance information for the period October to December 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 indicator for more detailed consideration.

10.     Human Resources                                      PP 57-63

There is circulated Report No. HLH4/19 dated 8 March 2019 by the Chief Executive providing an update on Human Resources activity for the period October to December 2018 which includes information relating to absence, disciplinary and grievance issues during this period.

The Board is invited to note:-

i. and comment on the content of the quarterly HR report including the update on the staffing establishment;
ii. and comment on the outcomes of the short-term working group looking at staff health and wellbeing to date; and
iii. note the timings and process for this year’s staff survey.

STRATEGY

11.     2019/20 Budget Approval       PP 64-66

There is circulated Report No. HLH5/19 dated 8 March 2019 by the Chief Executive providing a summary of the operating budget for 2019/20, together with details of planned savings measures.

The Board is invited to agree to approve the operating budget for 2019/20 as summarised in Appendix A of the report.

12.      Strategic Plans                                            PP 67-70

There is circulated Report No. HLH6/19 dated 1 March 2019 by the Chief Executive present a summary of the three Strategic Plans that will support the delivery of the Business Objectives and priority growth areas within the High Life Highland Business Plan for 2019 to 2024.

The Board is invited to note and comment upon the summary.

13.      Chair/Chief Executive’s Updates                                                        PP 71-73

There is circulated Report No. HLH7/19 dated 8 March 2019 by the Chief Executive providing information to Directors and the opportunity for them to discuss issues affecting HLH and its work at an early stage.

The Board is invited to comment on and note the updates.

The Board is asked to resolve that the following items be restricted to Directors and representatives from HLH and the Company Secretary’s office

14.      Caithness Horizons                                 PP 75-78

There is circulated Report No. HLH8/19 dated 12 March 2019 by the Chief Executive.

The Board is invited to agree the recommendations.

15.      Chief Executive Recruitment                                                        PP 79-86

There is circulated Report No. HLH9/19 dated 12 March 2019 by the Chairman.

The Board is invited to agree the recommendations.

AGENDA