Court Minutes 22 June 2022

Confirmed minutes of the meeting of the University Court held at 3.00pm on 22 June 2022 in the Boardroom, Queen Margaret University.


Court Members Court Members
Pamela Woodburn (Chair) Dr Arturo Langa
Elaine Acaster OBE Ken McGarrity (on-line)
Carolyn Bell Aasiyah Patankar
Julie Churchill Robert Pattullo
Louise Ford Elizabeth Porter
Dr Maria Giatsi-Clausen Dr Eurig Scandrett
Sir Paul Grice Dr Andrew Scott
Professor John Harper Garvin Sealy


Staff members in attendance  Role
Professor Fiona Coutts Dean, Health Sciences
Malcolm Cutt Director of Finance and Corporate Strategic Development

Irene Hynd

University Secretary (Secretary)

Dawn Martin

Assistant Secretary, Governance and Quality Enhancement (Minute Secretary)

1. Welcome and Membership

The Chair welcomed members to the meeting of the University Court. Particular welcome was extended to Louise Ford, newly elected Student President (Student Activities). Apologies were noted for Jenny Ansett, newly appointed Trade Union member, and for Professor Richard Butt, Karen Cullen, Steven Hendry, Frank Lennon, Melanie Moreland and Sarah Phillips.

Prior to the meeting, a number of members had engaged in an informal session on the outcome of the recently published Research Excellence Framework (REF). Thanks were extended to the Deputy Principal, and to Professor Jim Scobbie, Director of the Clinical Audiology and Speech and Language Research Centre, for their very informative presentation and analysis. The accompanying slides would be circulated to members.

2. Conflicts of Interest

There were no conflicts of interest declared.

3. Determination of other Competent Business

There was no other Competent Business identified.

4. Minutes of the Previous Meeting

4.1 Minutes of the previous meeting

The unconfirmed minutes of the Court meeting held on 27 April 2022 (COURT (22) MINS 02) were APPROVED as an accurate record.

4.2 Matters arising

There were no matters arising.

5. Chair's Report

The Chair reported on a number of areas of internal engagement with members of the University. These included her participation in the Court Effectiveness Review Steering Group, and in recent meetings of the Nominations Committee. Monthly meetings with the Principal continued to be valuable in terms of updates on key matters of importance for the University.

In terms of external engagement, the Chair advised that she and the Principal were in discussion with their respective counterparts at Edinburgh Napier University (ENU) to progress opportunities for partnership working, including a potential Governor Apprenticeship scheme. She reported also that QMU would host the next meeting of the Committee of Scottish Chairs (CSC) on 21 September 2022. In addition to the regular business of the CSC meeting, a session on sustainability would delivered as a topic of interest and relevance to the sector.

6. Principal's Report

The Principal provided a report on recent developments (COURT (22) 15), highlighting matters as noted below.

6.1 Covid-19 update

Reflecting on the previous academic year, the Principal acknowledged the many staff and student successes in terms of learning, teaching and research achieved against the backdrop of Covid restrictions. Despite the challenges arising from Covid and the wider economic, societal and political context, the University continued to make progress against its strategic goal of an improved financial position, and in fulfilling its overall purpose ie to create a better society through education, research and innovation and by providing a supportive learning environment. Without being complacent, it was expected fully that Session 2022/23 would see continued progress.

The University’s recently constituted Covid Response Group would respond to any emerging circumstances, and provide oversight of internal arrangements for promoting positive behaviours, in accordance with the Scottish Government’s ‘Covid Sense’ guidance. The Principal continued to attend the Scottish Government’s Covid Recovery Group to represent the sector’s interests. The University Secretary, in her role as Covid Lead, continued to attend meetings between sector representatives and Scottish government officials. Amendments to the Coronavirus (Recovery and Reform) (Scotland) Bill had now been brought forward, including additional functions conferred on tertiary education providers in terms of the use of premises, supported by the introduction of a ‘gateway clause’ that would need to be activated before the powers in the Bill, including the educational continuity powers, could be invoked. These amendments addressed to some extent sector concerns outlined in correspondence from Universities Scotland to the Scottish Government. Nevertheless, the sector position remained that the additional powers were largely unreasonable and unworkable.

On a separate but related matter, the Scottish Government had removed the legislation that provided students with right to invoke 28 days’ notice of termination to their accommodation provider on the grounds of a matter relating to coronavirus.

6.2 Planning for academic session 2022-23

As reported to Court members previously, delivery of learning and teaching in Session 2022-23 was planned to be more aligned with pre-pandemic arrangements, while retaining recent technological developments, where those developments enhanced the student experience. The noticeable increase in the numbers of staff and students on campus was welcomed by the Principal. Whilst aspects of the work of the University could be sustained remotely, there were significant educational and social benefits arising from physical presence that could not be replicated easily through digital means. In relation to hybrid working, a consultation exercise with staff, students and Trade Unions on a draft statement had concluded recently. A final version of the statement would be launched in advance of the start of the academic session in September 2022.

6.3 Research Excellence Framework

The REF 2021 results were published on the REF 2021 website on 12 May 2022. The results demonstrated that QMU was delivering research with a strong reach and impact globally, and which was confirmed as world leading (4*) or internationally excellent (3*) in each of the seven Units of Assessment (UOAs) to which the University had submitted. The Principal extended his thanks and congratulations to all contributors to the REF, noting the significant workload associated with the submission. As set out in the financial papers provided to the Court (minutes 7 and 8 refer), the Research Excellence Grant (REG) for 2022-23 had increased by £98k (13.6%) from 2021-22 (£718k to £816k). This reflected the application of the REF 2021 results and the revised SFC REG funding formula.

6.4 Student numbers

Student numbers for session 2021-22 continued to perform well against target, with a resulting positive impact on the tuition fee position for the current financial year. Further details were set out in the Third Quarter KPI report provided to members (minute 7.2 refers). The University continued to work hard to meet student recruitment targets established for Session 2022-23, and to convert applicants to entrants. The position with respect to student progression, and the numbers entering into the next level of study in 2022-23, would become clearer after the re-sit diet of assessments.

6.5 Spending Review

The Scottish Government had published the outcome of its resource spending review Investing in Scotland’s Future, setting out the Government’s high-level spending intentions to 2026-27. This included an indicative, combined allocation for tertiary education, predicted to be flat cash of £1,501 million for the next four years. Whilst inflation was hard to predict with certainty over the period, the spending settlement most likely represented a real terms cut to investment in higher education. The collective sector response to the announcement had been to stress the integral role of universities in the realisation of the national economic transformation strategy, and to the Government’s ambitions on skills, innovation and enterprise. Whilst the outcome was disappointing, the University would continue to explore alternative revenue streams to minimise the impact.

6.6 Financial position

A separate paper had been provided to members setting out the updated financial forecast for 2021-22 (paper Court (22) 16, minute 7.1 refers). Members were advised that there was a forecast underlying surplus of £475k for the year. This was an improvement of £735k from the position reported at Quarter 2, and a favourable variance of £1,125k against the original budget. The movement reflected higher levels of tuition fees and research and knowledge exchange income for the year, combined with lower expenditure.

In developing the financial strategy, the Senior Leadership Team had benefitted greatly from the support and challenge provided by members at the Court Strategy Day on 25 March 2022, including in relation to income growth opportunities through curriculum innovation and other means. The University was adopting a measured and sustainable approach within a moderate level of risk appetite. It was important to maintain sufficient ‘risk capital’ to provide for continued investment in staff and non-staff resources and to support the continued positive trajectory.

6.7 Final report of the Commissioner for Fair Access

Sir Peter Scott had recently stepped down as Commissioner for Fair Access. In his fifth and final report on Fair Access, Sir Peter had reported significant positive developments, but concluded also that there remained two areas of concern: the longer-term impact of disruptions to schooling as a result of the Covid-19 pandemic, and the cost-of-living crisis. The report discussed the case for and against using the Scottish Index of Multiple Deprivation (SIMD) as the single authoritative metric for measuring progress towards fair access.

Amongst his recommendations, Sir Peter had encouraged the Scottish Funding Council (SFC) to take more decisive action on its target for HN students articulating to degree courses with ‘true’ advanced standing, suggesting that the SFC establish student number targets in this area in its negotiation of university Outcome Agreements. The Principal advised that the current definition of advanced standing precluded those HN students undertaking QMU degrees at colleges under the University’s articulation agreements. This was a matter of ongoing discussion with the University’s Outcome Agreement Manager.

6.8 Equality and diversity

In his written report, the Principal shared with members the press release regarding the appointment of Professor Paul Miller to the role of Equality, Diversity and Inclusion (EDI) and Anti-Racism Adviser. In that capacity, Professor Miller had attended the inaugural meeting of the University’s Race Equality Steering Group, chaired by the Principal. Professor Miller would build on EDI work at the University by carrying out an EDI culture review of the experiences and outcomes of BAME staff and students. The review findings would build on progress to date on the equality outcomes set out in the University’s Mainstreaming Report and Action Plan enabling QMU to strengthen its EDI strategy and action plan, and develop a meaningful anti-racism strategy and action plan. Court members would be provided with the opportunity to meet Professor Miller during Session 2022-23.

Members were advised of the launch of the QMU Diversity, Inclusion and Wellbeing (DIW) Calendar, which would act as the focus of communications, events and initiatives associated with its themes. The Principal extended his thanks to the Head of HR and wider stakeholder group involved in producing the Calendar.

6.9 Graduation 2022

The Principal looked forward to the return to formal graduation ceremonies hosted at the Usher Hall on Tuesday 12 July 2022. Invitations to the ceremonies and early evening reception on campus had been issued to all Court members. Honorary Degree recipients were advised as follows:

Morning ceremony

Paul Ewing, Composer, Voice Artist and Producer
Mostafa Salameh, Mountaineer and Motivational Speaker

Afternoon ceremony

Mark Cox, Actor
Jane McCarry, Actor

6.10 Personal news

The Principal advised of his election to the role of Vice-Convener of Universities Scotland, supporting Sally Mapstone, who had been elected as Convener. The Principal looked forward to promoting the interests of Higher Education in the role, as well as raising the profile of the University.

The Principal concluded his report by reiterating his continued thanks to colleagues for their dedication and hard work, to students and student representatives for their commitment and leadership, and to Court members for their on-going support and encouragement.

The Chair thanked the Principal for the very informative update. In response to the Chair’s invitation to discuss the report, there was further consideration of matters raised in Sir Peter Scott’s Fair Access report, and in particular, the University’s approach to monitoring progress in access and retention. The University Secretary outlined a number of institutional arrangements for evaluating such progress, including through the development and evaluation of the University Outcome Agreement, and the work of the Widening Participation and Student Retention (WISeR) Board. A broad suite of indicators, including student recruitment, progression, retention and attainment, was subject to full review at programme and School level as part of the Annual Monitoring process. Matters arising from that exercise were reported to School Academic Boards, to the Student Experience Committee and to the Senate.

Court members suggested that they would benefit from learning more about retention initiatives, including approaches to measuring impact and associated challenges. Members noted that recruitment was currently underway to fill the vacant position of Student Retention Data Insights Manager.

7. Financial and Business Update 2021-22

7.1 Quarter 3 Management Accounts

Court RECEIVED the Quarter 3 Update and management accounts to 30 April 2022 and the financial outturn forecast for 2021-22 (COURT (22) 16).

Introducing the paper, the Director of Finance and Corporate Strategic Development highlighted the updated forecast position, which had improved by £735k since Quarter 2. This movement was due to increased tuition fee income and forecast underspends in costs (staff and non-staff), offset to an extent by a reduction in forecast SFC income, where a specific grant was now expected to be deferred into Academic Session 2022-23 to match expenditure, and to allow for potential clawback.

The forecast outturn showed an underlying surplus of just under £500k. There was potential for the surplus to increase further by the year-end, particularly where the timing of expenditure was uncertain. Some costs might slip into 2022-23, for example fire safety work in the residences, leading to a potential underlying surplus of closer to £1 million. Very positively, the cash flow forecast showed cash balances continuing to increase.

The Finance and Estates Committee Convener commended the University’s overall approach and results, whilst acknowledging the logistical challenges of spending within the remainder of the current financial year. Some suggestions had been made in relation to the reporting format for the Management Accounts, and these would be taken forward by the Director of Finance and Corporate Strategic Development, and the Head of Finance.

7.2 Key Performance Indicators

Court RECEIVED the Third Quarter Key Performance Indicators (KPI) report (Court (22) 17).

The Director of Finance and Corporate Strategic Development confirmed that the Senior Leadership Team had not identified any matters of concern within the more detailed KPI report that required to be reported to the Court. Most KPIs remained at or above target, with no significant movement since Quarter 2. Matters highlighted in the report narrative were as follows:

  • Percentage of Scottish domiciled undergraduate entrants from SIMD20 postcodes: Whilst below target, the percentage of students from SIMD20 postcodes exceeded the target set in the Commission for Widening Access report and represented an improvement on the previous year. It was noted that the absolute number of SIMD20 students had doubled in recent years, but that, as a percentage of overall eligible students, growth had been at a slower rate. This was due in part to the increase in total student numbers, and in particular, the numbers undertaking highly competitive, controlled programmes of study introduced in recent years. As previously reported to the Court, the metric was the national measure used for access, but did not reflect the full complement of widening access students at the University.
  • Percentage of HN students admitted with advanced standing: this metric was significantly below target, and had been impacted by circumstances relating to Covid.
  • UIF and REG Income: The use of innovation vouchers had been severely impacted by Covid. Graduate start-ups remained above target.
  • Student numbers and tuition fees: Home, RUK and international fee student numbers were on target, and overall numbers above target. Related tuition fee income was forecast to be above target for the full year.
  • Income from term-time student accommodation: Gross income was expected to be very slightly below target.

Members discussed the reasons for the significant reduction in the number of HN students admitted with Advanced Standing. As advised in the paper, the increased student intake in 2020/21, arising from the adjustment to SQA exam grading, had translated into an increased level two population in 2021/22. This had reduced the University’s capacity to offer direct entry into level two, with a resultant reduction in the percentage of HN students offered entry with advanced standing. It was suggested also that employment prospects in some of the disciplines traditionally associated with articulation, for example hospitality and tourism, was buoyant, and had likely informed student choice around study or paid employment. Some concern was noted in relation to the SQA NextGen HN Project, which could limit further the pool of potential HN applicants. Discussions with the Scottish Government continued concerning potential tension between upskilling for employability within the HN structure, and additional benefits for those students progressing to Higher Education.

8. Budget and financial forecasts and financial strategy update

8.1 Budget and financial forecasts

Court RECEIVED the budget for 2022-23 and the financial forecasts for subsequent years through to 2027 (Court (22) 18).

The Director of Finance and Corporate Strategic Development advised that the proposal incorporated the prospective growth set out in the plan discussed and endorsed by the Court at its Strategy Day in March 2022.

An underlying surplus of £200k was forecast for 2022-23, and a small surplus was maintained for the subsequent years. The 2022- 23 budget incorporated confirmed SFC grant allocations, including additional Research Excellence Grant funding, (£98k), arising from the recent REF results. The main tension within the budget and financial forecasts was the mismatch between the level of increase in SFC grants, and in staff and other costs.

As advised to members under the Principal’s report (minute 6.5 refers), the Scottish Government’s Spending Review (May 2022) indicated flat cash allocations throughout the forecast period, meaning a real terms reduction in funding. The base case figures reflected significant inflation impact in 2022-23, but forecast that the inflation rate would stabilise thereafter. The forecasts allowed for around £7 million of capital and strategic investment over the five-year period. Importantly, the forecasts had been prepared on the basis of a proposed £5m additional loan repayment by the end of the current financial year (minute 8.2 refers).

The paper also considered risks, with the two main risks identified being failure to achieve income growth, and higher than forecast inflation in future years. Three further scenarios were set out in addition to the base scenario, demonstrating the impact of not making the £5m repayment; a 50% reduction in growth; and increased salary inflation. The main tension was reiterated as expenditure growing at a faster rate than income. However, in all of the downside scenarios, the University would continue to generate cash from its operating activities, and be able to undertake a significant level of investment. As such, the first mitigating action would be to slow down the rate of investment. If necessary, other areas of expenditure would also be reduced, but always with the key aim of maintaining and growing productive capacity.

Court APPROVED the budget and financial forecasts, having considered these in parallel with the proposals for the additional loan repayment (minute 8.2 refers) and the Financial Strategy (minute 8.3 refers).

8.2 Additional loan repayment

Court RECEIVED a paper proposing an additional loan repayment of £5m by the end of the current financial year, with a corresponding reduction in the existing fixed rate arrangement with Barclays (COURT (22) 19). Barclays had provided an accompanying additional briefing paper that addressed the risks associated with a partial termination of the fixed rate arrangement.

The Director of Finance and Corporate Strategic Development summarised for members the main benefits and risks of the early partial loan repayment. The benefits included a reduction in restriction around covenant compliance, meaning greater flexibility for future investment in staffing; a saving of circa £200k per annum in interest payable; and a possible one-off break gain of circa £60k. The main identified risks were a reduction in the cash reserves in the bank and potentially less cash available for future discretionary investment. However, there would continue to be a positive future cash flow, even in a deficit position, due to a large depreciation charge (non-cash item). Members’ attention was drawn to the matters set out on p.7 of the paper from Barclays, and in particular, the risks associated with the partial fixed rate termination.

Members were advised that the Finance and Estates Committee had convened an additional meeting on 15 June 2022 to consider the loan repayment proposal, and had agreed to recommend to the Court that it proceed with the repayment. Reporting on the FEC discussions, the FEC Convener advised that the recommendation was premised on the known benefits of the early repayment, and specifically, the scope for capital and strategic investment. FEC had considered carefully the risks associated with the repayment, and had explored also whether a larger partial repayment could be a viable option. Whilst it would be possible to make a case for this, the downside would be a reduction in the cash reserve. However, the loan was due for renegotiation in December 2024, at which point the FEC and the Court would revisit the options. The Chair thanked the FEC for its additional detailed scrutiny of the proposal.

Having considered the information set out in paper COURT (22) 19 and in the separate paper provided by Barclays Bank plc (“Barclays”) titled “Fixed Rate Termination” and dated 8 June 2022 (paper Court (22) 19 Appendix), and having considered and understood all of the associated risks with such fixed rate terminations, and any costs which were or might become payable (such as break costs), the Court RESOLVED that an additional loan repayment of £5 million (five million pounds) be made in respect of the Barclays loan dated 17 December 2014, and that a partial termination of the fixed rate agreement currently in place with Barclays, also in the amount of £5 million, be executed, effective 29 July 2022.

Having considered and understood the execution process outlined in paper Court (22) 19 Appendix, the Court AGREED to delegate authority to Malcolm Cutt, Director of Finance & Corporate Strategic Development, (whom failing, to Irene Hynd, University Secretary), to execute the fixed rate termination, including agreeing the final level of any breakage cost or gain, on a live call with a representative of Barclays, and to sign any associated documentation in connection therewith.

8.3 Financial Strategy

Court RECEIVED an update on the Financial Strategy (Court (22) 20). At its Strategic Day in May 2022, the Senior Leadership Team (SLT) had discussed specific actions to bring about growth. SLT had also reviewed a detailed financial model, developed by the Head of Finance and the Deans, designed to provide data necessary to quantity the financial contribution generated by individual areas and activities, and to inform future investment and resource decisions. Following discussion at meeting of the Finance and Estates Committee on 1 June and 15 June 2022, and in view of indicative future SFC grant funding, the current target to achieve an average underlying surplus of 3% per annum would be revisited. Consideration would be given to adopting an alternative measure or measures, with a greater focus on cash generation, such as EBITDA (earnings before interest, taxes, depreciation, and amortization).

Matters highlighted under minute items 8.1 to 8.3 having been discussed, the Chair thanked the Director of Finance and Corporate Strategic Development for the comprehensive overview, and for the clear exposition of the risks and benefits associated with the loan repayment. It had been helpful to consider the three papers in parallel, and members were appreciative of the detailed information and data underpinning the Strategy. It was encouraging also to see the level of investment being planned going forward. Members commended the flexibility built into the Strategy, budget and financial forecasts, and the associated appetite for risk, which was judged to be proportionate to the known challenges and potential unknown circumstances. Consideration had been given to the worst-case scenario of breaking the bank covenant. There was no expectation that this would happen, however.

9. Land Development Update

Court RECEIVED an update on the Land Development project, including an updated schedule and risk register (Court (22) 21).

Key points highlighted were as follows:

  • The next iteration of the Local Development Plan, setting out the strategic and legislative framework for the use and development of land on and around the University Campus, was in the early stages of preparation and due for publication in 2025.
  • The project to enhance the existing road junction to the University and to extend access to development land either side of the A1 was ongoing under the direction of the Local Authority.
  • Construction of phase 1 of the housing development was underway and due for completion by 2034.
  • Work would progress in the next few months to develop the planning application for the commercial zone (University Central).
  • The Joint Venture arrangements (and companies) were now in place for the Edinburgh Innovation Park (EIP). The EIP land had transferred into the Joint Venture. The Hub DevCo bank account had been set up. Company secretaries were being appointed and VAT registration was complete. The Principal was also progressing arrangements for an external stakeholder group as part of the project governance arrangements, discussion on which had also taken place as part of the Court Effectiveness review (Minute 10 refers).
  • The Design Team had embarked on the Hub building design process, based on the outline design brief. The design budget was subject to careful monitoring.
  • Anticipated VAT recovery (£6m) could be used to mitigate inflationary pressures, as well as providing scope for improving sustainability performance (including net zero both in relation to building standards and broader societal implications), and potentially also targeted additions to enhance the project’s value proposition.
  • As reported to the previous meeting, visits to similar developments had helpfully informed discussions around the Innovation Park. The services of the former Executive Director of Thames Valley Science Park had been engaged to support the identification, evaluation and forward planning of University activity.

Following the formation of the Joint Venture Company structure, and the scheduling of JVC meetings, regular reports would be provided to the parent organisations, summarising progress with all matters relating to the activity of the JV. These reports would be presented to the University Court, along with reports from the Director of Campus Development and Operations on progress with the overall Land Development project.

10. Court Effectiveness Review

Court CONSIDERED the report of the Externally Facilitated Review of Court Effectiveness (Court (2) 22), which had been conducted in fulfilment of the requirement of the Scottish Code of Good HE Governance that governing bodies keep their effectiveness under review, as set out under paragraph 49 of the Code.

Introducing the report, the Chair of the Court Effectiveness Review Steering Group (CERSG), Elaine Acaster, extended her thanks in particular to the University Secretary for managing the process, to CERSG members for their contributions and to the Assistant Secretary, Governance and Quality Enhancement and the Policy Adviser (Governance and Compliance) for their professional support. Court members were thanked also for their enthusiastic participation in the Advance HE facilitated survey and focus group activity.

The report detailed the findings of the externally facilitated Court Effectiveness Review conducted by the University Court Effectiveness Review Steering Group (CERSG). The review outcome, with recommendations arising, was presented to the University Court for approval. Subject to discussion and agreement of the report and recommendations by the University Court, a detailed action plan would be presented to the University Court at its meeting on 5 October 2022, with updates on progress presented to the subsequent meetings of the University Court during Session 2022-23.

Members were reminded that reference in the report to ‘the Steering Group’ related to the Court Effectiveness Review Steering Group (CERSG) appointed by the University Court to conduct the review on its behalf, with such review having been conducted over the period January to June 2022. In compliance with the requirement for external facilitation, the services of Advance HE had been procured for the review. Two senior members of Advance HE had attended the meetings of the Steering Group.

This report consisted of two parts. The first part was an overview of the overarching conclusions and recommendations of the Steering Group. These conclusions and recommendations drew heavily on the second part of the report, which was the independent assessment and report produced for the Steering Group by Advance HE. The independent Advance HE assessment, in the form of a summary presentation, was provided as part of the review outcome, and presented at Appendix B of the report.

The overarching judgement arising from the review was that the University Court continued to have in place effective arrangements to meet its key obligations, as set out in the University Court Statement of Primary Responsibilities. The review report identified examples of best practice in governance, as well as a number of areas for potential development and enhancement, expressed as recommendations. The Covid pandemic was suggested as having provided important context, not only in terms of the conduct of the review, significant elements of which had been conducted online, but also in terms of the nature of some of the evidence presented.

Evidence gathered through the review process supported the assessment of the University Court as a highly effective governing body, expertly supported by an efficient and attentive Secretariat. Best practice identified through the review related to areas including the following: Court culture and relationships; members’ commitment to the University’s purpose, values and strategy; the level of challenge and scrutiny from members and their detailed grasp of the policy and operating context; the University’s arrangements for academic assurance and enhancement; and the embedding of equality, diversity and inclusion considerations. There was also a particular commendation on Court’s input to the Joint Venture Land Development project.

Ten areas for potential enhancement were recommended, along with one suggestion. Importantly, the recommended areas of enhancement were suggested as building on established good practice, rather than addressing any significant deficiencies.

Court members welcomed the report, commenting that the Effectiveness Review had been a robust, comprehensive and valuable exercise leading to outcomes with significant potential to strengthen further existing governance arrangements.

Members discussed the recommendations, and in particular Recommendation 3, concerning arrangements for the oversight and assurance of the Land Development Joint Venture. There was discussion of how best to align project governance requirements with the established accountabilities of the Finance and Estates and Audit and Risk committees. Members noted that the Advance HE Facilitators had suggested that a time limited land development sub-group be established to provide such support. However, the Steering Group had not considered this a proportionate response to the evidence gathered through the Review.

Noting this, one member suggested that the proposition advanced in the report did not address fully the complexity of the project governance arrangements. The Chair advised that a meeting held on 18 May, involving the Conveners of the Finance and Estates and the Audit and Risk Committees, the Chair, Vice-Chair, University Secretary, and the Director of Campus Development and Operations, had sought to clarify the governance arrangements proposed for the Land Development project. Actions arising from that meeting had been progressed by the Nominations Committee, and were discussed elsewhere on Court’s agenda. A further report would come to a future meeting of Court to aid members’ understanding and inform next steps under this item. It was agreed that this part of report be revisited in light of members’ comments.

Members welcomed the commitment to continue to prioritise equality, diversity and inclusion (EDI) in terms of member appointments (Recommendation 5). However, caution was expressed by one member concerning the explicit addition of the phrase ‘diversity of thought and perspective’, suggesting that, unless carefully understood, such a focus could reduce diversity of representation on the Court.

With respect to Recommendation 8 concerning tailored induction, it was suggested that the return to in-person meetings would strengthen the recently updated approach to induction, allowing for enhanced personalised follow up to the core induction.

Subject to further reflection on the wording of Recommendation 3, Court APPROVED the Effectiveness Review report and recommendations.

11. Finance and Estates Committee

11.1 Meeting held on 1 June 2022

Court RECEIVED the confirmed minutes of the meeting of the Finance and Estates Committee held on 1 June 2022 (FEC (22) MINS 03). Matters for members’ attention were addressed earlier in the Court meeting (Minute 8 refers).

11.2 Meeting held on 15 June 2022

Court RECEIVED the unconfirmed minutes of the meeting of the Finance and Estates Committee held on 15 June 2022 (FEC (22) MINS 04). Matters for members’ attention were reported elsewhere in the meeting (Minute 8.2 refers).

11.3 Fire safety works

Court HOMOLOGATED Chair’s action taken to APPROVE the recommendation from the Committee concerning appointment of a contractor for Phase 2 of the fire safety upgrades to the student residences above delegated limits (Court (22) 23).

12. Audit And Risk Committee

Court RECEIVED the unconfirmed minutes of the meeting of the Audit and Risk Committee held on 31 May 2022 (AUDIT (22) MINS 02). There were no particular matters brought to members’ attention.

13. Senate

COURT RECEIVED the unconfirmed minutes of the meeting of the Senate held on 4 May 2022 (SEN (22) MINS 02). There were no particular matters brought to members’ attention.

14. Equality and Diversity Committee

Court RECEIVED the unconfirmed minutes of the meeting of the Equality and Diversity Committee held on 9 June 2022 (EDC (22) MINS 02). Members’ attention was brought to Minute 10.1, concerning the publication of a recent Court judgement in a case brought against the University of Bristol under the Equality Act 2010, such judgement having resulted in successful claims in negligence, injury, loss and damages arising from a failure to make reasonable adjustment under the Act. The implications of the ruling were being considered internally and across the HE sector.

15. Nominations Committee

Court RECEIVED the minutes of the meeting of the Nominations Committee held on 7 June 2022 (NOM (22) MINS 03). The following matters were brought to members’ attention:

Governor Apprenticeship Programme (minute 4 refers):

Members noted that the proposal would be explored further at a meeting in early July 2022 between the respective Chairs and Principals of Queen Margaret and Edinburgh Napier Universities.

Membership of University Court Standing Committees (minute 5 refers)

The Committee agreed that the opportunity be taken to separate out the Convenership of the Finance and Estates Committee and membership of the Joint Venture Company/companies. To this end, and in view of the retiral in September 2022 of the Convener of the FEC, the Nominations Committee sought approval from the University Court that:

  • Robert Pattullo be appointed to the Convenership of the Finance and Estates Committee with effect from 1 October 2022;
  • The Nominations Committee come forward with further recommendation on appointment to the Joint Venture Company, and by implication, subsidiary companies reporting.

The Nominations Committee would reconvene in early summer to consider further membership of Court Standing Committees and make recommendation to the University Court. In order to progress business over the summer period, the Nominations Committee sought the agreement of University Court members that their approval be sought in writing for such appointments.

Court APPROVED the recommendations set out above, and agreed that Court members’ approval be sought in writing over the summer period for further appointment to Committees of the University Court.

Appointment to vacancies for lay membership (minute 6 refers):

Court APPROVED the appointment of the following three candidates to membership of the University Court:

  • Janet Archer, Chief Executive, Edinburgh Printmakers, former Chief Executive, Creative Scotland, former Director Festival, Cultural and City Events, University of Edinburgh.
  • Carol Sinclair, Director of Sinclair Wilson, Arts and business consultancy.
  • Guy Smith, Finance Director, permanent and interim, with a range of companies, including Unilever, Coca-Cola, Costa Coffee/ Whitbread, Rentokil-Initial and Serco.

Members were advised that the Committee had identified a fourth candidate for further discussion under a proposal to extend membership of the standing committees of the Court to ‘co-opted members’. This proposal would be considered further under the Court Effectiveness Review action plan.

Details of the process for appointment to the vacancy in the role of Vice-Chair, arising from Elaine Acaster’s forthcoming retiral from the Court, would be communicated to members separately.

16. Members’ Retiral

On behalf of the Court, the Chair expressed her sincere thanks to the following members who were demitting their roles on the University Court: Elaine Acaster OBE, Vice-Chair, Carolyn Bell, Dr Frank Lennon OBE and Ken McGarrity. In saying a formal farewell to each of those listed, the Chair recognised the very significant experience, insight and expertise they had brought to the Court, individually and collectively

17. Dates of Future Meetings

The University Court would meet on the following dates in Academic Session 2022-23:

Wednesday, 5 October 2022 at 3.00 pm in the Boardroom
Wednesday, 30 November 2022 at 3.00 pm in the Boardroom
Wednesday , 22 February 2023 at 3.00 pm in the Boardroom
Wednesday, 26 April 2023 at 3.00 pm in the Boardroom
Wednesday, 21 June 2023 at 3.00 pm in the Boardroom

18. Items For Information

Members received, separately, a copy of the slide presentation delivered at the pre-Court information session on 27 April 2022 on the School of Arts Social Sciences and Management plans for growth for 2023-27.