February 2003
MUSEUMS AND GALLERIES OF NORTHERN IRELAND
BOARD OF TRUSTEES
Minutes of a meeting of the Board of Trustees held on Friday 28 February 2003 at 1030 hrs in the Board Room of the Ulster American Folk Park at Omagh.
Present:
Mrs M Elliott (Chairman)
Sir K Bloomfield
Mr D Harvey
Ms L Beers
Dr A Walker
Mrs W Osborne
Ms P Flanagan
Dame G Keegan
Mr T Shaw
In attendance:
Mr M Houlihan (Chief Executive)
Mr M McKee (Director of Operations)
Mr J Gilmour (Director of Development)
Mrs K O'Dowd (Director of Finance)
Mrs H Henning (Committee Secretary)
1. APOLOGIES FOR ABSENCE
Apologies were received from Lt Col H Bickers, Mr B Montgomery, Professor E McLaughlin Mr S Neeson, Mr M Adair.
2. APPROVAL OF MINUTES OF MEETING HELD ON 20 December 2002
Board members agreed the minutes of the meeting held on 20 December 2002. Their adoption by the Board was proposed by Mrs Osborne and seconded by Mr Harvey, following which they were duly signed by the Chairman.
3. APPROVAL OF MINUTES OF MEETING HELD ON 31 January 2003
Board members agreed the minutes of the closed meeting held on 31 January 2002. Their adoption by the Board was proposed by Sir Kenneth Bloomfield and seconded by Ms Flanagan, following which they were duly signed by the Chairman.
4. MATTERS ARISING FROM THE MINUTES OF THE MEETINGS HELD ON 20 December 2002 and 31 January 2003
Strategic Workshop
Following a brief discussion it was agreed that the Staffing Committee and Marketing, Development and Fund-raising Committee meetings, both scheduled for 11 March, would be deferred to facilitate the organisation of a strategic workshop to provide an opportunity for Trustees and the Executive to discuss a number of important strategic issues currently facing the organisation. The Chief Executive agreed to provide a framework paper outlining the main items of discussion in advance of the meeting, together with details of its venue.
Meeting with NIPSA
Sir Kenneth Bloomfield advised the meeting that NIPSA had accepted the offer to meet with himself and the Chief Executive to discuss future arrangements regarding consultation on recruitment within the existing JCNC Agreement. He agreed to advise Board members of the outcome of the meeting in due course.
5. TRUSTEES SUB-COMMITTEES
5.1 Staffing Committee
5.1.1 Approval of Minutes of Meeting held on 12 November 2002
The Board formally approved the minutes of the Staffing Committee meeting held on 12 November 2002.
5.1.2 Verbal report of Staffing Committee meeting held on 18 February 2003
In the absence of Professor McLaughlin, Chairman of the Staffing Committee, Mr Tom Shaw gave the following verbal report of the meeting.
Professor McLaughlin had asked for an update on NIPSA's response to the restructuring proposals, which unfortunately was not available at the meeting. It was Mr Shaw's understanding that this had now been received and the Committee looked forward to reviewing NIPSA's comments. There was also some discussion regarding the appropriateness of the grading and remuneration of posts at Director level. In particular, the Committee noted that the posts held by women were less well remunerated than those held by men and the Committee had therefore sought clarification as to the rationale behind those differentials.
Professor McLaughlin had circulated a paper to Staffing Committee members outlining a plan of business for the coming year around the Committee's statutory obligations. The Committee noted that it needed to be aware of the Public Standard Committee's advice to public organisations regarding the need to have in place standard procedures, codes of ethics and codes of conduct to protect staff in a "whistleblowing" context. Following considerable discussion, a draft paper was requested to update the Committee on the matter and propose arrangements to involve curatorial staff in this policy area. Discussions also touched on the prospect and implications of a further delay in progressing the conclusion of the review of MAGNI and the need to develop a 'family friendly' policy within the museums and galleries service. The Committee considered it would be prudent to consider the experience of the Merseyside museums in relation to NICS tie-in issues and to consider a recent paper on the future of the Civil Service by the Department of Finance and Personnel (DFP).
In relation to restructuring, the Committee examined the paper that provided costings in relation to the proposal. A detailed discussion of the paper led the Committee to conclude that it would defer recommending acceptance of the proposed structure, by the Board, at this stage until further clarification with regard to potential savings and the Chief Executive's span of control had been provided.
With regard to the Committee's statutory duties in relation to litigation it was agreed that this information would, in future, be conveyed to Committee members via a written confidential report. The Acting Personnel Manager's report, to the Committee, outlining ongoing litigation was encouraging and reflected well on the management of MAGNI. The Committee finally noted that Equality Awareness Training for staff was nearing completion.
The Chief Executive advised the Board that he had been unable to attend the Staffing Committee meeting but said it was clear from the discussions that had taken place that there was a need to clarify how the structure had evolved and the agreements and approval that had been received to date. The Chief Executive explained that extensive research and consultation had been undertaken to develop the proposed structure. The current structure was unstable and it was becoming increasingly difficult to manage the organisation under the current arrangements. Furthermore the Director of Operations had been unable to undertake the full duties and responsibilities of his post as he was also acting in the role of Managing Director at the Ulster Folk and Transport Museum (UFTM). He said the recruitment of the Head of Museum post, at each site, was critical as much of the work that need to be undertaken was of an operational nature requiring strong management skills. He agreed there was a need to revisit the costings to demonstrate the savings that would arise from the implementation of the new structure and said that this information would be presented at the strategic workshop on 11 March 2003. He acknowledged Trustees' concerns about the title of the Head of Museum post but was confident that this could be resolved. It was therefore his intention to seek the approval of the Board at the strategic workshop on 11 March 2003 to progress the recruitment of these posts.
Dr Walker said he felt it was important to note that the Staffing Committee was very positive about the proposed structure and the broad framework that had been laid out. He emphasised that the Committee was not challenging the proposed structure but rather seeking further information and reassurances regarding various elements of the proposal.
Membership of Staffing Committee
It was noted that Mrs Linda Beers had withdrawn from the Staffing Committee and had been elected to the Marketing, Development and Fund-raising Committee.
Code of Conduct for Staff - Board Nomination
The Chairman advised Board members that the Code of Conduct for Staff required a nomination from the MAGNI Board to identify a member of the Board who would be responsible for investigating staff concerns that lay within the scope of the Code of Conduct. The Chairman proposed that Sir Kenneth Bloomfield, subject to his agreement, be nominated as the representative from the MAGNI Board. Sir Kenneth Bloomfield accepted the nomination and the Chief Executive agreed to notify the Department, through MAGNI's Acting Personnel Manager, Mr Mark Wilkinson.
Public Disclosure Issues
The Chairman advised the Board that forthcoming legislation in relation to public disclosure was becoming an important aspect of procedures currently being developed within the public sector. Having examined procedural documentation recently issued within the public sector, it was the Chairman's view that it did not comply with recommendations of the Public Standards Committee. It was likely that further work would be undertaken in this respect and the Chairman agreed to forward relevant papers to the Chief Executive as she felt there was an opportunity for the museum to take a proactive approach by creating a Code of Ethics in relation to public disclosure.
5.2 Marketing Development and Fund-raising Committee
5.2.1 Approval of minutes of meeting held on 12 November 2002
The Board formally approved the minutes of the Marketing, Development and Fund-raising Committee meeting held on 12 November 2002. The Chairman enquired if DCAL had provided any feedback in relation to the failure of the City of Culture bid. The Director of Development reported that he had received no information to date as to why the bid had failed and agreed to raise the matter with the Department in due course.
5.2.2 Approval of minutes of meeting held on 14 January 2003
The Board formally approved the minutes of the Marketing, Development and Fund-raising Committee meeting held on 14 January 2003. The Director of Development advised Board members that the date for the submission of an initial bid to the Heritage Lottery Fund for the Titanic Quarter project had been deferred from June to December 2003 as the Department had only recently confirmed that funding to pursue the project would be made available. The Chief Executive advised the Board that Drivers Jonas would be examining other options, such as developing MAGNI at its existing sites, as part of the economic appraisal. The Chairman asked the Director of Development to monitor the situation through DCAL.
The Director of Development informed the meeting that the MAGNI at Titanic Quarter concept would be presented to the Minister, Angela Smyth, MP on Friday 14 March 2003 by himself, the Chairman and the Chief Executive.
Dame Geraldine Keegan referred to the Museum of Emigration project and enquired whether research was ongoing. The Chairman said that proposals with regard to the Museum of Emigration project were contained within the business plan and agreed that the Board needed to take a more proactive approach towards the Ulster American Folk Park (UAFP).
5.3 Audit Committee
5.3.1 Approval of minutes of meeting held on 29 November 2002
The Board formally approved the minutes of the Audit Committee meeting held on 29 November 2003. The Director of Finance advised Board members that the Northern Ireland Audit Office (NIAO) had issued their reports for 1999/2000 and were working on the subsequent two years which were scheduled for completion within the next few months. The Director of Finance reported that she had received the draft management letter for 1999/2000 the previous day. She said that it contained no significant or unexpected audit issues and therefore hoped to present the 1999/2000 Financial Statement for approval at the March Audit Committee meeting followed by the subsequent two years at the June Audit Committee meeting.
In response to the Chairman's enquiry as to when the Annual Report and Accounts would be issued, the Director of Finance stated that she had suggested to the NIAO that MAGNI publish its Annual Report with draft accounts as this would enable MAGNI to issue its annual report within several months of the year-end. Any revisions to the draft accounts would be made the following year. Initial reactions from the NIAO were positive, however the Director of Finance was seeking further clarification and agreement from senior Audit Office staff. Providing the Audit Office agreed to this proposal, it would be the intention to publish annual reports up to and including 2003 within a three-month period of the year-end.
5.4 General Purposes and Finance Committee
5.4.1 Approval of minutes of meeting held on 29 November 2002
The Board formally approved the minutes of the General Purposes and Finance Committee meeting held on 29 November 2002.
5.4.2 Approval of minutes of meeting held on 31 January 2003
The Board formally approved the minutes of the General Purposes and Finance Committee meeting held on 31 January 2003. The Chairman advised the meeting that Board members would be given a presentation on the Learning and Access project at the June Board meeting. The General Purposes and Finance Committee had also recommended that the redrafted Standing Orders, recently circulated to Board members, be approved by the Board. Based upon this recommendation, the Board of Trustees formally approved the Standing Orders.
Approval
The Board of Trustees formally approved the Standing Orders with effect from 28 February 2003.
6. WHOWHATWHEREWHENWHY (W5)
6.1 Minutes of W5 Board meeting held on 10 December 2002
The Board of Trustees noted the minutes of the W5 Board meeting held on 10 December 2002.
6.2 Minutes of W5 Board Meeting held on 20 December 2002
The Board of Trustees noted the minutes of the W5 Board meeting held on 20 December 2002.
6.3 Minutes of W5 Board Meeting held on 21 January 2003
The Board of Trustees noted the minutes of the W5 Board meeting held on 21 January 2003.
6.4 Verbal report of W5 Board meeting held on 21 February 2003
The Board of Trustees noted the verbal report of the W5 Board meeting held on 21 January 2003.
7. BUSINESS OF CHAIRMAN
Recruitment of Chief Executive
The Chairman advised the meeting that the interviews for the Chief Executive's post would take place on 4 and 5 March 2003, following which the panel hoped to be in a position to recommend a candidate on merit.
On behalf of the Board of Trustees, the Chairman thanked the Chief Executive for the talent and vision he had brought to the organisation during the crucial period post amalgamation. She said it had been a pleasure to work with him and wished him every success in his new post as Director General of National Museums and Galleries of Wales.
Approval of Lease Documentation in relation to Storage Facilities at Channel Commercial Park, Harland & Wolff
The Chairman sought the formal approval of the Board of Trustees to sign and seal three leases and two licences, on behalf of the Board of Trustees, in respect of the 5,000 sq ft storage facilities owned by Titanic Properties Ltd at Channel Commercial Park. The Board of Trustees formally approved the signature of the leases and licences by the Chairman and Chief Executive and the application of the MAGNI seal.
8. BUSINESS OF CHIEF EXECUTIVE
Executive Summary
The Chief Executive referred to this Executive Summary and asked if Trustees had any questions arising from the report.
In response to a query from the Chairman about the involvement of MAGNI's internal auditors, KPMG, in the development of the organisation's risk management strategy, the Director of Finance reported that the initial workshop to identify the major risks facing the organisation was facilitated by KPMG. When completed the draft risk management plan would be circulated to the Audit Committee and to KPMG.
The meeting briefly discussed the Conflict exhibition scheduled to open on 11 November 2003. The Chief Executive said that the exhibition would be quite unique as there were not many museums in the United Kingdom where the users selected the items for display.
Conservation Report
The Chief Executive referred to the Conservation Report, prepared by Dr Jim McGreevy, Head of Conservation at the Ulster Museum which set out the broad conservation issues that the museum faced. The key recommendation was that Dr McGreevy should be tasked to conduct a detailed review and to produce an action plan that would feed into next year's business plan and the overall strategic plan of the organisation. On behalf of the Board, the Chairman thanked Dr McGreevy for his overview which she said was very enlightening but alarming and said that the Board needed to quickly identify the strategic aspects of the document and prioritise their costs.
Draft Business Plan 2003-2004
The Chief Executive reminded the meeting that MAGNI was required to present a business plan to the Department under the draft Financial Memorandum. The draft plan, previously circulated to Board members, used a programmes based approach to examine at the various themes that cut across the sites. A lengthy discussion ensued about the difficulties that the organisation faced in trying to deliver its programmes. The Chairman outlined the response of the Department during the past five years to projections of MAGNI's escalating pay costs and to proposals to restructure the organisation. She was confident however that MAGNI had now proved its case for restructuring and felt that the Department would support the proposal. The Director of Operations said that restructuring the organisation would only address MAGNI's escalating pay costs in part. He said that unless DCAL was prepared to fund annual pay increases, negotiated by the Northern Ireland Civil Service and the Unions, in full, this uncontrolled cost would remain an issue for the organisation. The Board agreed unanimously that the absolute minimum level of activity that could be tolerated was the restricted activity programme as the plan revealed quite clearly that, by working to a break-even budget, the organisation would fail to meet its statutory obligations. The Board formally approved the draft plan, subject to these minor textual amendments. It was agreed that the final draft would be signed off by General Purposes and Finance Committee at their meeting on 28 March 2003. On behalf of the Board, the Chairman thanked the members of the Executive for their efforts in preparing the 2003/2004 plan.
9. APPROVAL OF LOAN
The Chief Executive sought the approval of the Board for the loan of a V & M R 1 Yamaha Race Bike to the Ulster Folk and Transport Museum (archive copy attached to minutes).
Decision
The Board formally approved the loan to the Ulster Folk and Transport Museum (archive copy attached to minutes).
10. ANY OTHER BUSINESS
There was no other business raised at the meeting.
11. DATE, TIME AND VENUE OF NEXT MEETING
The date and time of the next meeting was set for 0930 hrs on 25 April 2003 at a venue to be confirmed.
