board of directors - cdn.ac.uk · 4.5 a21.06 update business continuity plan dec 2019 gw wednesday...

Board of Directors

Agenda for Thursday 28 November 2019Online Board meeting commencing at 1300 and concluding at 1400

Agenda

Item No. Item Information/Paper No.

Speaker

1. Declaration of Interests Verbal Chair

2. Welcome and Apologies Verbal Chair

3. For Discussion/Agreement3.1 Minutes of Last Meeting

26 September Minutes Rolling Action Points Matters Arising

CDN/281119/1Chair

3.2 Strategic Issues Year End Accounts (Non Disclosure): CDN/281119/2 Gayle Watson

- Management Accounts and commentary to 31 July 2019

- Audit Findings Report- Cover Letter- Letter of Representation- Draft Financial Statements for the Year

Ended 31 July 2019

3.3 Audit Committee Annual Report (Non Disclosure)

CDN/281119/3 Willie Mackie

Draft Audit Committee Minutes (for information) (Non Disclosure)

CDN/281119/3.1 Willie Mackie

3.4 Operational Issues Risk Register CDN/281119/4 Jim Metcalfe CEO’s Report Verbal Jim Metcalfe

4. AOCB Verbal Chair

5. Continuous ImprovementReview of Meeting and Supporting Papers Verbal Chair

6. Date of Next MeetingWednesday 29 January 2020 from 1230 to 1430, with lunch available from 1200

Verbal Chair

1/1 1/13

CDN Board Action Monitoring Log CDN/281119

College Development Network 1

Action Monitoring Log

Agenda No

ActionRef

Action Date Owner

Wednesday 29 March 20174.5 A21.06 Update Business Continuity Plan Dec 2019 GW

Wednesday 31 January 20184.2.1 A26.06 Board Members to advise Marian McMorland of

any activity which falls under the auspices of the Lobbying Act.

Ongoing ALL

Wednesday 28 March 20184.5 A27.03 Actions following on from the self-evaluation

process: future evaluations to include the percentage

of responses received to enable trends to be tracked.

Ongoing GW

CDN Board Agendas to be forward planned in relation to strategic items.

Ongoing JM

Committee Chairs and the Senior Leadership Team to meet once or twice per annum.

Ongoing GW

Wednesday 05 December 20184.2.1 A32.6 External Evaluation

The Board self-evaluation will be considered after the external evaluation is complete.

Dec 19 ALL

Wednesday 31 January 20193.3.2 A33.02 External Board Evaluation

An Executive Summary of the evaluation can be shared with SFC as part of CDN’s ongoing communications with them and published on the CDN website.

Oct 19 WM

Wednesday 27 March 20193.1 A34.01 Scottish Government to be invited to attend a

Board meeting and consideration to be given to Karen Watt also attending

Sept 19 JM

3.2.3 A34.09 Consideration to be given to bringing in Board observers over the next 6–9 months for succession planning purposes.

Dec 2019 GW

5.1 A34.14 Consideration to be given to establishing an Innovation CoP – Hugh Hall to ask at the next Principals Group Meeting.

29 May 19 HH

Wednesday 29 May 20194.4 A35.01 GW to take forward the process to adopt the

revised Articles of Association for CDN

Dec 19 GW

Wednesday 24 July 20193.2.1 A36.01 JM/PH to telephone Karen Watt (SFC) regarding

the lack of grant letter to be followed up with aletter if required.

Complete JM/PH

1/2 2/13

CDN Board Action Monitoring Log CDN/281119


3.2.1 A36.02 JM/HH to progress a document highlighting theimpact of CDN’s work within the sector, inparticular how the work can be grown andstrengthened; ramping up/exploiting the level ofsupport in the sector/with the Principals for CDN.

Complete JM/HH

3.2.1 A36.03 Board to discuss, consider and agree CDN’sdraft workplan at the September 2019 BoardMeeting and plans for consultation with thesector.

26 Sept 19 ALL

3.2.2 A36.04 GW to further investigate Business Rates Reliefposition on CDN and UoS re Newco.

Complete GW

5.1 A36.05 WG to provide a CDN Brand update at the September Board meeting.

Complete WG

Wednesday 26 September 20193.2.2 37.01 A meeting is required with full Board

participation, to discuss a CDN business plan toenable a decision re setting up a tradingsubsidiary.

25 Mar 20 JM

3.2.3 37.02 Branding re-fresh to be taken forward aspresented.

Jan 2020 WG

3.2.3 37.03 Consideration to be given to trademarking thenew branding if required.

Jan 2020 WG

3.2.5 37.04 The SLT are approved to wisely and with carefulconsideration invest the efficiency savings attheir discretion in support of sector improvementpriorities.

31 July 20 JM

3.3.1 37.05 CDN to provide the sector with an overview ofthe training available and new training underdevelopment.

Jan 2020 GWi

4.1 37.06 A report on the outcome of the Chair of theDevelopment Networks event to be circulated tothe Board.

Jan 2020 GWi

2/2 3/13

CDN Board Minutes CDN/281119/1


Minute of College Development Network Board of Directors Thursday 26 September 2019, CDN, Stirling

PresentPaul Houlden (Chair) (PH) Brian Johnstone (BJ)Gillian Croan (GC) Siobhán Jordan (SJ) Stephanie Graham (SG) Jim Metcalfe (JM)In Attendance David Archibald Victoria Underwood (VU)Wendy Grindle (WG) Gayle Watson (Company Secretary) (GW)Marian McMorland (MM) Gina Wilson (GWi)ApologiesHugh Hall (HH) Willie Mackie (WM)

1. Declarations of Interests

Agenda Item: 1 | Paper No: Verbal | Lead: PH

There were no updates to the declarations of interest.

2. Welcome and Apologies

Agenda Item: 2 | Paper No: Verbal | Lead: PH

The Chair welcomed members and David Archibald from Henderson Loggie to the meeting. Attendance was noted as above.

3. For Discussion/Agreement

3.1 Agenda Item 3 | Paper No: CDN/260919/1 | Minutes of Last Meeting | Lead: PH

The minutes of the meeting held on Wednesday 24 July 2019 were approved as a true and accurate record.

3.1.1 Agenda Item 3 | Paper No: CDN/260919 | Rolling Action Points | Lead: PH

The Board noted the rolling action points and updates.

3.1.2 Agenda Item 3 | Paper No: Verbal | Matters Arising | Lead: PH

There were no matters arising.

3.2 Strategic Issues

3.2.1 Agenda Item: 3 | Paper No: CDN/260919/2 | Lead: PH (Strategic Funding Update) (Non-Disclosure)

1/5 4/13



GC Joined the meeting.

PH and JM provided the Board with an update. The Board noted that the SFC grant letterfor 2019-20 had now been received.

3.2.2 Agenda Item: 3 | Paper No: CDN/260919/2 | Lead: JM/GW (Business Strategy Update) (Non-Disclosure)

It was agreed that a five year business plan is required ahead of any discussion regardingsetting up of a trading subsidiary. This should include the impact of a trading subsidiary on current resources/delivery and should be aligned with wider CDN work planning.

DecisionA meeting is required with full Board participation, to discuss a CDN business plan toenable a decision re setting up a trading subsidiary.

3.2.3 Agenda Item: 3 | Paper No: Presentation | Lead: WG (Brand Refresh) (Non-Disclosure)

WG presented the Board with an overview of the brand refresh. The refresh takes intoaccount the familiarity of the existing brand whilst modernising the look and feel of it andincorporates feedback from a sector-wide consultation.

The Board noted that the soft launch of the new branding will commence in the Autumnwith the formal launch taking place in January 2020 through Reach. It was suggestedthat the College Awards might be considered as a launch for the new branding.

Decision

Branding re-fresh to be taken forward as presented.Consideration to be given to trademarking the new branding if required.

3.2.4 Agenda Item: 3 | Paper No: CDN/260919/3 | Lead: JM (CDN Consultation) (Non-Disclosure)

The update summarised the approach for consulting on a renewed CDN strategicframework for core work, for presentation to the Scottish Funding Council and agreementin January 2020. JM highlighted the appendix and the importance of CDN supportingSFC/Scottish Government priorities.

Feedback from the Board was as follows: A common narrative re sector impact is required i.e. common themes for impactmeasurement and reporting with CDN supporting the collation of impactassessments to provide to stakeholders and disseminate best practice;Consider digital and workplace/workforce innovation as themes to include;Identify current CDN delivery against these strategic themes and future deliveryover the next three years

2/5 5/13



Consider opportunities for a trading subsidiary and how it might take forward workwithin these themes;Additional consultees to be considered:SDS.Universities Scotland Learning and teaching Committee.Within consideration being given to the IoD, CBI, etc at a later date.

Decision

It was agreed that thematic and economic growth areas should replace existingworkstreams going forward. It was agreed to progress a national consultation exercise.

3.2.5 Tabled Paper Year End Outturn (Non Disclosure)

GW provided an overview of the tabled paper re the enhanced draft financial position at 31July 2019. JM requested use of this efficiency saving to support impactful regional levelpartnership projects in learning and teaching.

The Board noted the proposals to invest the efficiency savings on supporting and increasingCDN capacity to meet sector ‘gaps’ such as performance improvement, climate changeand tertiary modelling.

The Board agreed that this approach would be helpful in providing impactful evidence tothe SFC ahead of funding negotiations for 2020-21.

The Board noted that the SLT will be amending their financial forecasting/monitoring andintervention procedures to avoid similar level surpluses going forward.

Decision

The SLT are approved to wisely and with careful consideration invest the efficiencysavings at their discretion in support of sector improvement priorities.

3.2.6 Agenda Item: 3 | Paper No: Presentation/Tabled Paper | Lead: JM/HH (Impact of CDN’s work in the sector)

Not discussed.

3.3 Operational Issues

3.3.1 Agenda Item: 3 | Paper No: Presentation | Lead: GWi (Update on CDN online training modules)

GWi provided the Board with an update on the progress made in respect of CDN’s online training modules and presented visuals relating to Cyber Resilience and in particular Security Awareness Training.

3/5 6/13



Decision

CDN to provide the sector with an overview of the training available and new training under development.

3.3.2 Agenda Item: 3 | Paper No: CDN/260919/4 | Lead: DA (Board Effectiveness Review)

DA provided an overview of the external Board effectiveness review. Board members noted that a questionnaire will be issued to Board members for completion prior to 1:1 interviews with David.

3.3.3 Agenda Item: 3 | Paper No: CDN/260919/5 | Lead: JM (Risk Register)

The Board noted the risk register.

4. For Information

4.1 Agenda Item: 4 | Paper No: CDN/260919/6 | Lead: JM (CEO’s Report and CDN Activity Report)

The Board noted the report.

JM highlighted: A recent meeting of the Chairs of Development Networks; A successful Marketing Conference where a small fee was trialled for ‘no shows’; the first PEL residential of PEL.

Decision

A report on the outcome of the Chair of the Development Networks event to be circulated to the Board.

4.1.1 Agenda Item: 4 | Paper No: CDN/290519/7 | Lead: HR Update) (Non-Disclosure)

The Board noted the paper for information.

5. AOCB

There was no AOCB.

6. Continuous Improvement

Members agreed that the papers and the meeting were well co-ordinated and informative.

7. Date of Next Meeting

The next meeting will take place on Thursday 28 November 2019 (online) from 1300 to 1400.

4/5 7/13



Signed_________________________ Date_________________________

5/5 8/13

Risk Register CDN/281119/4


CDN Board Meeting Thursday 28 November 2019

Agenda Item: 3.4 Paper No: CDN/281119/4

Title: Risk Register _________________________________________________________________________

Summary:

The attached risk register is the latest register to be considered by the Leadership Team.

Recommendation:

The Board is asked to consider the completeness and appropriateness of the current risk register.

1/1 9/13

CDN Risk Register 2018 to 2020 CDN/281119/4b


High Risk (Score 18-25) Medium Risk (Score 10-17) Low Risk (Score 1-9)

(Pre-Controls)Risk Score

Net Risk (Post Controls)

No Risk Consequence

L I Total

Control Frequency of Monitoring

Responsibility Date reviewed

+ / -L I Total

Is Control in Place?

1 Risk that staff might not be motivated and retained.

Reduced impactInability to meet sector demandStress on remaining staffLoss of sector supportReputational damageBusiness continuity effectedLoss of knowledge

5 5 25 Effective Board and ExecutiveRegular team catch-ups and meetingsPerformance management SystemCPD OpportunitiesBenefits packageStaff social and development activities

Monthly Board/Leadership Team

Oct 2019 4 4 16 Ongoing

Yes

Yes

Yes Yes Yes

2 Risk that income generation does not meet the needs of the business.

Threat sustainabilityReduced impactInability to meet sector demandReputational damage

5 4 20 Milestones monitoredFinancial monitoringHeads and Leads posts all share an income generation remit with the Leadership Team

Monthly Executive/Leadership Team

Oct 2019 4 3 12 Yes

Underway

Yes

3 Fail to produce products/services that meet the needs of customers.

Reduced support and buy-inReputational damageImpact on future incomeLoss of credibilitySustainability threatened

5 5 25 Quality assurance process in placeEffective BoardLeadership Team and Board engage customers regularlyCustomers and partners consulted on strategic frameworkProduct development team in place



Yes

Yes

Yes

Yes

1/4 10/13




No Risk Consequence (Pre-Controls)Risk Score



+ / - Net Risk (Post Controls)


L I Total L I Total

4 Environment of rapid policy change in Scotland has an impact on the wider education system and CDN’s work within it including Brexit

Impact on FundingImpact on outcome agreementsUncertainty for wider skills landscape in Scotland

4 4 16 Meet Scottish Government every three monthsAttendance at Policy ForumOn exceptional basis report back to BoardMember of SFC Brexit ForumNational CDN consultation underway to future proof plans


Oct 2019 3 4 12 Yes

Yes

Yes

Underway

5 Failure to manage CDN brand message to external stakeholders

Confused message reduces effectivenessThreat to sustainabilityReputational damage

42

4 168

Careful and Board agreed implementation of brand refreshEffective Board and Executive articulating clear messages and strategyClear marketing and communication strategyQuarterly stakeholder newsletter


Oct 2019 3 3 9

Ongoing

Yes

Yes

Yes/Underway

6 Maintaining relationships with key sector agencies

Reputational damageLoss of confidence of key stakeholdersLoss of momentumLoss of income opportunities

5 3 15 Key meetings held between relevant partiesIntelligence gathering



Ongoing

2/4 11/13




No Risk Consequence (Pre-Controls)Risk Score



+ / - Net Risk (Post Controls)


L I Total L I Total

7 Equalities and Human rights issues not considered by CDN

Damage relationship with funderEffect access to services amongst our users

4 3 12 Equalities impact assessment undertakenReporting to SFC annuallyConsidered at Leadership Team Meetings

Monthly Leadership Team

Oct 2019 3 2 6 Yes

Yes

Yes

8 Uncertainty in outcome and financial relationship with SFC.

Impact reducedPoor staff moraleLoss of staff/inability to recruitFuture uncertainUnable to meet sector expectations

5 5 25 Board negotiations Three-year outcome agreement in placeRegular updates with SFCBusiness development plan in placeNegotiated multi-year support wording in grant letter



Discussions underway

Yes

Yes

Yes

9 Risk that organisational scale means CDN vulnerable to unplanned absence of key staff members

Delivery activity effectedReputational damageStress on remaining staffLoss of knowledge

2 3 6 Agency staffSharing rolesKnowledge management


Oct 2019 2 2 4 As required Ongoing Ongoing

3/4 12/13



Likelihood

Likelihood The probability that the risk and its associated impacts could occur1 Risk is unlikely to occur2 Risk may occasionally occur3 Risk is likely to occur4 Risk may often occur5 Risk could easily, or does, occur

Impact

Impact Impact the risk would have on the business1 No significant impact on the business (£5,000 or less)2 Has a small impact on the business (£15,001 - £50,000)3 Has limited impact on the business (£50,001 - £150,000)4 Has a large impact on the business (£150,000 - £500,000)5 Has a serious impact on the business (£500,001 - £1 million)

Commentary

Brief narratives where the inherent or residual (pre and post-control) risk is assessed as "High" are given below:

Risk No.

Risk Comments

1 Risk that staff might not be motivated and retained. This has a high inherent and residual risk due to the potential impact on delivery and effect on remaining staff.

2 Risk that income generation does not meet the needs of the business.

This has a high inherent and residual risk due to the threat of not meeting income targets to the future sustainability of the organisation

3 Fail to produce products/services that meet the needs of customers.

This has a high inherent risk due to the ongoing uncertainty re future funding arrangements and therefore resources and the impact of this on the ability of the organisation to meet need.

8 Uncertainty in outcome and financial relationship with SFC.

This has a high inherent risk due to the ongoing uncertainty re future funding arrangements and the consequent impact of this on the organisation.

Appendix A

4/4 13/13

board of directors - cdn.ac.uk · 4.5 a21.06 update business continuity plan dec 2019 gw wednesday...

Documents