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Melville Room, Main building, Glasgow University.
Present: James Boyle (Chair) (JB), Neil McIntosh (NM), Dianne Haley (DH), Fiona Robertson (FR), Simon Learoyd (SL), Noreen Adams (NA), Melissa Terras (MT), Jonathan Lake (JL), Carmel Teusner (CT), W Shields Henderson (WSH), Amina Shah (ASh), Helen Durndell (HD) and Iain Marley (IM).
In attendance:John Scally (National Librarian) (JS), Duncan Campbell (Deputy Chief Executive) (DC), Anthony Gillespie (Head of Finance) (AG), Jane Rose (TUS Representative) (JR), Mungo Bovey (Representative from Faculty of Advocates) (MB), Robin Smith (Head of Collections) (RS), Alex Miller (Head of Communications) (AM), and Layla Smith (Minutes) (LS).
Minutes of meeting
Welcome and opening comments
The Chair welcomed everyone to the meeting and tabled thanks to those involved with the tours of Scottish Screen Archive and Kelvin Hall arranged for the Board that morning.
There were apologies noted from Adrienne Scullion (ASc).
2. Declaration of interests:
No declarations of interest were made.
3. Minutes of meeting, 30 March 2015:
The minutes were approved as an accurate record of the meeting.
A minor addition was requested to item 8, bullet point 5: 'The Board is resolved to support the National Librarian and the Library in all their endeavours to protect and increase the Collection Purchase Fund.'
4. Actions outstanding and matters arising from meeting,
30 March 2015:
The outstanding actions were updated with the following points noted:
- Vacancy on the NLS Foundation Board: HD's candidacy was proposed and approved. It was agreed this matter would be recorded through the Governance Committee.
- Access cards for Board members: It was noted that these would be ready for issue to the Board before the next Board meeting in September.
5. National Librarian and Chief Executive
The Board thanked JS and those responsible for the report (paper BM/15/21). The following points were noted:
- The Board wished to use the title National Librarian, with Chief Executive included only where required
- The Board wished to write to the staff involved in the smarter storage project to commend them on their work
- A request was made for the inclusion of year on year comparative data figures, in relation to media coverage advertising equivalent
- It was agreed that a visit would be coordinated for interested Board members to the Library facility at Sighthill.
6. Library Strategy — Final:
Paper BM/15/22 was presented and discussed for final approval by the Board with the following points being noted:
- The Board members were pleased with the inclusive process followed and the levels of staff involvement. They felt that the strategy was pragmatic yet ambitious
- There was discussion about performance measures particularly in relation to audience and external relations activity. It was noted that work was being carried out on how progress with the strategy would be reported and on possible performance indicators. The intention is that this information would be provided at the November meeting of the Board
- The Board asked about implementation and JS advised that the Library was prepared and ready to do so, with a caveat that any strategy is a balance between the aspirational and what is achievable with current resources
- A public launch is being coordinated by the Communications and Enterprise team with a provisional date of mid-September. A note with relevant dates will be circulated to the Board as soon as possible
- FR advised that the Strategic Cities Alliance may be a useful forum for communicating the strategy and that she could provide further information pertaining to this group.
The Library Strategy was approved by the Board.
7. Draft minutes of the Staffing and Remuneration
Committee, 25 May 2015:
NMc as Chair of the S and R Committee spoke to paper BM/15/23 providing an update as to the recent meeting of the Committee.
8. Library Organisational Review:
The officers of the Library (DC, AG, RS and AM) were asked to leave the room for the discussion of the confidential paper.
Paper BM/15/24 was presented by JS and discussed by the Board with the following questions being noted:
- Who would deputise for the National Librarian under the new structure?
- Should enterprise be included as an area or function?
- Do the proposed changes carry costs or are they cost neutral?
The CEO explained the proposed two-stage approach.
The Board supported the proposals and approved the Library Organisational Review.
9. Draft minutes of the Governance Committee, 20 March
FR as Chair of the Governance Committee spoke to paper BM/15/25 advising that this recent meeting of the Committee had been called specifically to consider the Library's new Scheme of Administration as covered in paper BM/15/26.
10. Approval of Library Governance
FR provided an introduction to paper BM/15/26 and the documents included for formal approval by the Board; the Standing Orders, Scheme of Delegation and Scheme of Administration. Also included and discussed were copies of the Code of Conduct and the NDPB Framework Agreement between the Library and the Scottish Government.
It was noted that the Code of Conduct had previously been read and agreed by the Board via email.
It was agreed that details of the delegated authorisation limits for purchasing would be shared with the Audit Committee and then the Board.
The Board approved the submitted governance documents subject to any amendments required as a result of the Organisational Review and the queries forwarded by MB to FR on the Standing Orders.
11. Update from the Audit Committee, 18
SL as Chair of the Audit Committee provided an update from the recent meeting of the Committee. The minute of this meeting would be circulated to the Board for information.
12. Annual Treasury Management Report and updates to
AG presented paper BM/15/27 noting that this policy was a reserved matter for the Board.
It was agreed that future annual Treasury Management Reports to the Board would include a copy of the schedule of investments.
The Board approved the amendments to the Treasury Management Policy subject to some wording changes in relation to the Aims and Objectives and Risk.
13. Q4 Finance report:
AG presented paper BM/15/28 advising that this was a draft report as the external audit was currently underway which may result in amendments being required.
The Board thanked AG for the report.
14. Capital projects update:
DC spoke to paper BM/15/29 advising that this information had previously been shared with the Audit Committee. The following point being noted:
- The issue regarding lead paint on the roof at Kelvin Hall had now been resolved; there was still a two-week delay but this remained within the overall project scope.
There was some discussion in relation to the Kelvin Hall site visit which the Board had been on that morning with the following points being raised:
- Change controls: Whether these should be provided with full details as to project changes to date as well as in future. It was confirmed that this information is provided to the Audit Committee
- Site housekeeping: It was felt that the site was perhaps not as well maintained as it should be
- Health and safety on site: The Board would like some further information on any reports raised
- The Board requested sight of the project business case as well as marketing and communications and operational planning information.
There was some discussion as to the VAT position for the Kelvin Hall project with AG advising that a statutory instrument was expected to be laid before Parliament in the autumn.
15. Minutes of the NLS Foundation meeting, 24 November
AG spoke to paper BM/15/30. It was noted that these were the most recent approved minutes from the Foundation; WSH is to raise with the Foundation Board the possibility of minutes reaching the Library quicker.
The Board thanked AG and the Foundation for sight of the minutes.
16. Date of next meeting:
21 September 2015.