Court Minutes 21 June 2023

The Chair welcomed members to the meeting of the University Court. Apologies were noted as having been received from Jay Brown, Sarah Phillips, and Carol Sinclair. Members were reminded that Jay had attending the Court Strategy Day as an observer, prior to taking up the role of Student President (Academic Life) on 10 June 2023. Congratulations were extended to Jay on his appointment. 

The Chair advised members that lay members Sarah Phillips and Dr Andrew Scott were attending their final meeting of the University Court, both having served the full term of six years available to members. Malcolm Cutt, Director of Finance and Corporate Strategic Development was also attending his final meeting prior to retirement. Members would be provided with an opportunity later in the meeting to recognise the valuable contributions made by Andrew and Malcolm to both the Court and the University (Minute 19 refers).  While Sarah was unable to attend the Court meeting, the Chair was able to express Court’s gratitude to Sarah for her commitment and contribution to the work of the Court and its standing committees at the meeting of the Senior Management Remuneration Committee held earlier in the day.

In terms of Order of Business, the Chair advised that there were two items of business to be considered separately under the reports from the Nominations Committee and the Senior Management Remuneration Committee. As both involved recommendations relating to the role of Chair of Court, the Chair would withdraw at that point in the meeting, but return for the concluding items.

There was no Other Competent Business identified.

Under this item, discussion was invited on matters arising from the Court Strategy Day discussion notes, which had been provided on the agenda as an ‘Item for Information’. The Chair drew to members’ attention to the actions noted as having been agreed at the Strategy Day, i.e. that:

• The University’s Risk Appetite statement be revisited.
• Appointments to the Land Development Advisory Group should be progressed without undue delay.
• The proposed revisit of the Masterplan should be brought to the Court at an early stage of thinking.
• The ‘break even’ assumptions around the budget should be challenged.
• In delivering the growth plan, there should be regular consideration of the question: ‘what kind of a University do we want to be?’

Progress on the actions above would be reported to future Court meetings.

The Chair continued to meet regularly with the Principal and with the University Secretary to advance the business of the Court. Recent discussions had included consideration of the nature and timing of future agenda items, including topics for pre-Court awareness raising sessions. The Chair had participated a number of committee meetings, as noted in the Court papers, and a separate meeting was planned between the Chair and Head of Strategic Planning and Policy Development to discuss the revised approach to Key Performance Indicators (KPIs). An update would be provided to the October meeting of the Court. The programme of Court members’ appraisals would conclude by the end of June 2023.

Finally, members were encouraged to take up the invitation to participate in the graduation ceremonies being held on 3 and 4 July, as well as the post ceremony celebrations being held on-campus. These were hugely enjoyable occasions where the whole university community came together to recognise and celebrate student academic achievement.

The Principal provided a report on developments since the last meeting of the University Court (paper Court (23) 19), highlighting the following matters in particular: 

6.1 External context
 
The external context continued to present significant challenges for the sector. The primary concern impacting the University remained the pressure on costs. As advised previously to the Court, pay and non-pay costs, including energy, would increase in 2023-24 (by 7.5% and 14% respectively). Over this period, Scottish Government funding, which accounted for 55% of the University’s income, would be frozen, representing a reduction of 7% in real terms. Under these circumstances, diversification remained the overall strategic approach to increasing net income. 

As discussed at the Strategy Day on 26 April 2023, the growth plan had been implemented successfully and according to plan over the past year. The Principal welcomed the support and constructive challenge from Court and the Finance and Estates Committee during this period, noting that there would continue to be careful oversight of the University’s financial trajectory. Despite the challenges, the Principal noted that the relatively strong cash position offered some headroom to invest, albeit remaining mindful of the need both to secure a return on that investment and of the University’s borrowing position.

Beyond these core financial considerations, the Principal highlighted the following key sector developments and their potential to affect the operating context.

The Withers Report (Review of the Skills Delivery Landscape): Fit for the Future: developing a post-school learning system to fuel economic transformation. 

The Withers report (published on 7 June 2023) made fifteen recommendations to the Scottish Government, collectively proposing a holistic package of structural and operational reform. The structural changes, if adopted, would result in major reform. Notably the report recommended the establishment of a new single funding body, bringing together responsibility for all post-school learning and training funding functions from the Scottish Funding Council (SFC), Skills Development Scotland (SDS) and, potentially, the Student Awards Agency for Scotland (SAAS).
At this early stage, the Scottish Government response suggested that Ministers were supportive of the broad direction of travel. The Principal also welcomed the report and in particular the ambition to simplify the current administrative structure, whilst acknowledging the associated challenges of delivery and budgetary implications. Notably, in its consideration of the skills and education landscape, the report did not recognise the role and contribution of research or innovation within university portfolios, and Universities Scotland was likely to raise this point in responding to the report.

Scottish Government National Innovation Strategy 2023 to 2033 

The ten-year National Innovation Strategy (published on 9 June 2023) set out the Scottish Government’s vision for Scotland to be one of the most innovative small nations in the world. The Strategy was supportive of the role of universities in research and development, whilst also setting high expectations for universities in the context of delivery. Key proposals included strengthening the role that research plays in driving economic and societal prosperity, and a new Commercialisation Framework and Action Plan. 

The Hayward Report: Independent Review of Qualifications and Assessment 

The Independent Review of Qualifications and Assessment was set up in 2022 to ensure fair and equal recognition of the achievements of all senior phase learners in Scotland (predominantly learners aged 15-18). The report was expected to be published shortly and was anticipated to recommend changes to the current National and Higher qualifications.
 
Court would be provided with a fuller briefing and the opportunity to discuss the implications of the three reports once these had been considered fully at sector and University levels. Consideration of the reports would be set within the context of the Scottish Government’s Purpose and Principles for post-school education, research, and skills. As advised previously to members, the interim Purpose and Principles had been published and were subject to further stakeholder engagement. 

6.2 Financial position

The quarter three financial position indicated a full-year deficit position of £1,070k, compared to a breakeven forecast at quarter two. 

The most significant factor contributing to this variance related to forecast pay costs for 2022-23 exceeding those originally budgeted by £1,860k, up from £970k at quarter two, as set out more fully in paper Court (23) 20. The Principal drew to members’ attention an omission in the calculation of the original salary budget, resulting in the exclusion of £1,260k of salary costs. This matter had been subject to extensive discussion within the Finance and Estates Committee (FEC), and the Principal wished to place on record his appreciation to FEC members for their constructive challenge and support. The forecast deficit meant that the 2023-24 budget would be considerably more challenging than anticipated. Nonetheless, the Principal expressed continued confidence in the overall medium to long term trajectory.
 
6.3 Financial system replacement

The project to replace the current Dream finance system was underway, with a planned implementation date of 1 August 2024. Whilst the key aim was to ensure that a working system was in place for the go-live date, the opportunity was also being taken to carry out a full review of existing processes. Regular updates on progress with the project would be provided to the Finance and Estates Committee and to Court.

6.4 Student numbers

The Principal provided an update on student numbers and recruitment activity for 2023-24. Whilst overall undergraduate applications were down, there had been an increase in the number of offers made, and firm and insurance acceptances compared to the same period in the previous year. Within the overall reduction in applications, there had been a sharp fall in applications from direct entrants, explained in large part by the large decrease in college enrolments in the last academic year. Despite these challenges, the University remained on track to meet SFC funded student numbers for home undergraduate and postgraduate courses. 

In discussion, it was noted that the University continued to engage in wide ranging college partnership activity beyond the narrower focus on articulation. Members were interested to learn more about this, and consideration would be given to whether there was capacity for further discussion within next year’s pre-Court awareness raising sessions. 

Postgraduate applications and number of acceptances had increased considerably year on year. Within this overall figure, there had been a substantial rise in the number of international applications. Careful steps were being taken to manage international recruitment and fees collection, including increasing the fee deposit. Members were advised further that an international student experience group had met to provide students with the opportunity to share their experiences and to discuss topics including finance, private accommodation, induction and the University’s engagement and communication with the international student community on campus.

Marketing strategies were cognisant of the changing learner profile and would continue to evolve to reflect market and student needs.

6.5 Industrial action

Members of the University and College Union (UCU) were currently involved in a Marking and Assessment Boycott (MAB), the impact of which had been assessed as modest. The Senate, as the senior academic body of the University, had approved interim assessment regulations to cover the period of the MAB, extending some of the flexibility within the current provisions. In so doing, members sought to mitigate the negative impact of the boycott on students in terms of their awards and progression, while protecting the integrity and standards of academic awards. The interim regulations would be subject to review in September 2023. The Principal wished to recognise those academic and professional services colleagues who were working to mitigate the impact of the action, whilst respecting also the right of colleagues to withdraw their labour.  He was encouraged by the ongoing constructive dialogue between the SLT and the campus Trade Unions.

6.6 Poltava National Pedagogical University (UK/Ukraine Twinning Initiative) 

As noted in the Senate minutes, a partnership arrangement had been approved recently with Poltava National Pedagogical University (PNPU) through a UK-Ukraine Twinning arrangement.  The initiative was a key part of UK higher education’s response to the war in Ukraine and intended to ‘keep the integrity of the Ukrainian Higher Education system, prevent brain drain, and help universities in Ukraine to come out of the crisis with added resources, skills, and robust international experience.’ Potential initial areas of collaboration and support identified included access to QMU’s digital library resources, access to asynchronous recorded module content, and access to online academic development workshops. 

6.7 Award nominations

The Principal was delighted to report that the Thank Goodness It’s Thursday (TGIT) project, was the winner in the Herald Higher Education Awards (Student Welfare Category), and recognised in the What Uni? 2023 Awards (Special submission: Cost-of-Living Response). QMU Student Gavin Menzies was nominated for the Herald Awards (Outstanding Contribution from a University Student Category) for his volunteer work in Ukraine – an outstanding personal achievement. 

6.8 Graduation 2023

The Principal looked forward to welcoming Court members to the graduation ceremonies taking place on Monday 3 and Tuesday 4 July 2023 at the Usher Hall. Honorary Degree recipients were confirmed as: 

• Wafa Shaheen, Scottish Refugee Council: Doctor of the University, for contribution to public service
• Dame Louise Martin: Doctor of University, for contribution to public service
• George Macintosh: Doctor of Business Administration, for contribution to business and entrepreneurship. 

6.9 Senior leadership retirement

The Principal wished to put on record his appreciation and thanks to Malcolm Cutt, Director of Finance and Corporate Strategic Development on the occasion of Malcolm’s retirement, following 34 years of dedicated service to the University.

6.10 Academic year 2023-24

The Principal looked forward to the new academic year, noting colleagues’ enthusiasm and positive engagement to take forward the initiatives that were already underway, whilst also embracing new opportunities. Whilst the new year would also bring challenges, including those challenges associated with the financial trajectory, there were many reasons for cautious optimism. 

The Principal closed his report extending his thanks to colleagues for their continuing dedication and hard work over the year. He extended thanks also to students and student representatives for their commitment and leadership, to Trades Union representatives for their constructive engagement, and to Court members for their support and encouragement.

The Chair thanked the Principal for his detailed and informative update. It was agreed that the Principal would provide an interim written update to members over the summer. Members noted that they had valued previous such reports to aid their understanding of the rapidly evolving internal and external context.

7.1 Quarter 3 update and management accounts 

Court RECEIVED the quarter three update and management accounts to 30 April 2023, and the financial outturn forecast for 2022-23 (paper Court (23) 20).

Introducing the paper, the Director of Finance reminded members that the quarter two management accounts presented to the Court in February 2023 had indicated that the forecast for the full year remained a breakeven position. As the Principal had advised earlier in his report, the quarter three update now forecast a full year deficit position of £1,070k, demonstrating the increasingly challenging financial position. For clarity, this position excluded any potential additional income received from tuition fees from West African students and possible release of deferred SFC grants, either or both of which might lead to an improvement in the overall position.

An update was provided on income and expenditure. Collection of tuition fees from West African students remained challenging, despite financial incentives offered for prompt settlement of outstanding fee accounts. The outstanding debt from the semester two intake was £625k. Debt collection was proving difficult, and in the context of the complex situation required careful consideration. 

The forecast SFC grant funding total included appropriately released prior year deferred funding, resulting in a favourable position against budget. In addition, a conservative position had been adopted relating to an SFC grant for which potential claw back had been anticipated. Full-year research income forecasts had been reduced to reflect a corresponding change in research activity. Residence and conference income was still projected to exceed that budgeted for the full year.  However, the projection had been reduced slightly from the reported position at quarter two due to updated project income forecasts from other areas.

The key change to expenditure was the increase in forecast pay costs due to advanced, un-budgeted payment of part of the 2023-24 pay award in March 2023, the cost-of-living payment made to staff in November 2022, as well as an error in the calculation of the original salary budget. Other operating expenses were forecast at £300k lower than originally budgeted. This incorporated a reduction in research expenditure, as well as an assumption around historic trends in overbudgeting. Budgeted depreciation was lower than that actually incurred due to the revaluation of the estate.  

In discussion, members expressed their concern at the reported variance, and sought further clarification on the circumstances leading to the miscalculation of the salary budget. In response, it was reiterated that this had arisen due to human error and that the scale of the miscalculation and variance had been masked to a certain extent by the pay award and cost of living payment. Finance colleagues had also been operating under difficult circumstances during a period of reduced staffing. 

The Convener of the Finance and Estates Committee advised that this matter had been considered at length and that the Committee was confident it understood the circumstances leading to the variance, as well as the lessons that had been learned and steps that would be taken to prevent future recurrence. The introduction of the new finance system and associated financial control mechanisms was cited as an important development. The format of reporting to the FEC, Audit and Risk Committee and Court would also be subject to review to provide more detailed consideration of variances, risks, and opportunities. Further consideration would be given to engaging the internal auditors in a review of financial control, the timing of any such review being determined to align with internal review processes. 

Members also sought further clarification on the steps that were being taken to mitigate the risk of West African students being unable to pay fees in future years, as well as the implications for the current cohort. In response, members were advised that a further £80k of fee income had been collected since quarter two, and that further work was ongoing with the University’s bank in relation the transfer of funds from West Africa to the UK.  In terms of de-risking the position, the level of deposit required from all international students had been increased, from £2k to £5k, and the need to achieve a balance of entrants from a range of countries was being factored into student number planning and the allocation of student visas.  The University was also working closely with in-country agents to gather local intelligence. Importantly, there was ongoing discussion with academic colleagues and West African student cohorts to ensure they were being well supported under these very challenging circumstances. 

The Chair extended her thanks to the Director of Finance and Corporate Strategic Development, the Director of Finance and the Finance and Estates Committee for the very thorough and transparent overview of the financial position, noting that the solutions-focused response to the salary budget miscalculation offered assurance to the Court on the evolution of financial controls.

7.2 Third quarter Key Performance Indicators

Court RECEIVED a report on the third quarter Key Performance Indicators (paper Court (23) 21).

Introducing the paper, the Director of Finance and Corporate Strategic Development advised that there were no substantive changes in performance indicator outputs, other than the changes to the financial KPIs (Minute 7.1 refers). The key points to note were as set out in section 3 of the paper. 

As reported previously to the Court, work was ongoing to develop a suite of KPIs that would provide the basis for more focused FEC and Court discussions linked to the risk register. At the FEC meeting held on 30 May 2023, members had received outline initial proposals, which would be subject to further discussion between the Chair and the Head of Strategic Planning and Policy Development. The FEC had provided feedback, including the importance of ensuring that Court received an appropriate level of information, sufficient to allow it to form a view on the University’s performance, but which did not provide too much information so that important messages could become obscured. The FEC had also suggested that it would be helpful to focus mostly on absolute rather than comparative measures, although it was noted that data benchmarking against other universities continued to be useful.

In discussion, members considered the KPIs for research and innovation. Very positively, University Innovation Fund (UIF) funding for 2023-24 had increased by 17%, with Research Excellence Grant (REG) funding rising by 7%. However, the Scottish sector’s share of UK research council funding had reduced, presenting challenges for research grant applications. 

Factors leading to a decline in QMU’s overall research and KE income and net contribution included recent staff changes in academic areas and loss of income from the Global Challenges Research Fund. The Deputy Principal explained that the post-REF review of the Research Centres was underway as planned, and that Centre-specific KPIs were under consideration. In response to a question about the balance of research and teaching staff, it was confirmed that the majority of staff were on teaching and research contracts, but that there was provision to appoint staff to a research-only contract, although typically linked to research funding.

Court APPROVED the budget for 2023-24 and the financial forecasts for subsequent years as forming the basis for submission to Barclays and the SFC in the upcoming budget and financial forecast (paper Court (23) 22). 

The Director of Finance provided an overview of the 2023-24 budget. The budget was reflective of the challenging external and internal context, including continued high inflation, resulting in a deficit budget, only achievable through detailed and challenging cost management processes. Income diversification and growth models were critical for future financial sustainability, building on the progress achieved in the first year of the growth plan.

Income projections within the budget were based on robust management information. The on-campus tuition fee position had been modelled on the student numbers agreed by the Academic Planning Board. Transnational Education (TNE), online and other collaborative fees were based on activity data provided by the Deans. SFC grant income reflected the recently issued funding letter. Research income and expenditure had historically been modelled to break even and that position was maintained within the budget, with a review of research income and expenditure to be undertaken by the financial year end to clarify the accuracy of this assumption. The recently agreed increase in residence rental income and post-COVID return to more normal levels of commercial activity had also been captured. 

Court noted that the Senior Leadership Team (SLT) would strive to deliver 7% pay cost savings in 2023-24, focusing on specific areas including (but not limited to) the proactive management of fixed term posts, rationalisation of fractional posts, and increased scrutiny of the Vacancy Approval Process (VAP). In parallel, a 5% savings target would be applied to non-pay costs across all operational areas. The Principal offered assurance that there would continue to be some modest investment in staff resource, primarily targeted towards income generating roles. He acknowledged that the 7% pay cost assumption was challenging in the short term, but anticipated a more positive trajectory in subsequent years.

The financial forecast for the years 2024-25 to 2027-28 predicted covenant-compliant deficit positions throughout the forecast period, primarily driven by the compounding impact of flat cash government funding and unavoidable recurring pay cost increases.  The forecasts were reflective of the medium-term growth strategy developed during the first half of 2022. Overall long-term debt would reduce to around £14m, assuming no additional capital repayments during the forecast period.

The Chair thanked the Director of Finance for the detailed report, noting that the challenges were common across the sector. The Principal reiterated the progress that has been made over the past year, and the University’s continued aspiration to grow income and retain and pay staff well, albeit within the constraints of the overall budget. The Convener of the Finance and Estates Committee concluded the discussion, thanking the Senior Leadership team for their constructive and transparent engagement. 

Court RECEIVED a report on progress with the Land Development project (paper Court (23) 23). The following points were highlighted:

• The Hub remained on track and within the projected cost plan, with the current focus of activity on completion of the Stage 4 design, planning approval, and tender issue.  The appointment of the main contractor was scheduled for October 2023 with work due to commence in November 2023.
• Discussions were ongoing regarding the wider Innovation Park, including under the auspices of the University Innovation Steering Group.
• The Land Development Group would keep Court appraised of the potential relocation of the car park, this being subject to further due diligence.

The Principal thanked colleagues and Court members for their support and ongoing contributions to the Land Development Project. Particular thanks were conveyed to Steven Hendry for his expert input, including in relation to risk assessment and viability. The Principal looked forward to continuing discussion with internal and external stakeholders around occupancy and wider opportunities arising from the Hub and Innovation Park. The development of a well-being economy was identified as a potential strand for development, subject to a number of considerations, including funding and scalability. 

Court RECEIVED the updated University Risk Register (paper Court (23) 24).

Introducing the paper, the Director of Finance and Corporate Strategic Development advised that there had been a number of significant updates to the March 2023 iteration, including updates on risks associated with planning for international students, staff recruitment and retention, and student retention. Two risks had been added to the Register in relation to the timely implementation of the replacement finance system, and investment in the University’s Student Records System (SITS), including staffing. 

The Risk Register had been subject to detailed scrutiny by the Audit and Risk Committee (ARC), as noted in the unconfirmed minutes of the most recent meeting (paper AUDIT (23) MINS 02 refers). Assurance had been offered by the Internal Audit report on Business Innovation concerning the governance arrangements for the Innovation Hub, and the well-developed Risk Register supporting that development.  The Committee had also considered the further development of the Register in relation to the University’s approach to sustainability, including the achievement of Net Zero, and in relation to rapid developments in Artificial Intelligence. 

The Senior Leadership Team would give further consideration to the development of the Risk Register over the summer period. The updated Register and statement on risk appetite would come to the ARC and the Court in the autumn.

Members welcomed the ongoing development of the Risk Register and responsiveness to emerging issues affecting the University, Higher Education sector and society more broadly. In relation to planning for international student numbers, clarification was sought on the maximum intake. The University Secretary explained that this was linked to visa sponsorship conditions, including the allocation of Confirmation of Acceptance for Studies (CAS) reference numbers to the University, although not all international students required a CAS to study in the UK. The University’s CAS allocation had increased this year, and projected tuition fees income reflected this.

11.1 Action plan update

Court RECEIVED an update on the Action Plan to address recommendations arising from the Court Effectiveness Review (paper Court (23) 25). All actions had been completed by the deadline suggested, i.e., the June 2023 meeting of the University Court.  

Under recommendation three (land development governance), the University Secretary highlighted to members that the recent audit report on the Business Innovation-Innovation Hub had identified governance arrangements as an area of strength. This paper had been considered at the most recent meeting of the Audit and Risk Committee (paper AUDIT (23) Mins 02 refers). Under recommendation five (prioritisation of EDI), a proposal was being presented to Court concerning a Governor ‘apprentice’ scheme, the aim of which was to diversify further the pool of candidates for Court membership (Minute 11.2 below refers). 

11.2 Governor Investment Scheme (GIVE)

Court RECEIVED a paper on a proposed Governor Investment (GIVE) scheme and APPROVED recommendations arising (paper Court (23) 26).

As set out in the paper, the rationale for the scheme was to extend the pool of potential candidates for Court membership to individuals demonstrating relevant professional expertise and/or skills, but not possessing the prior board experience normally required of such appointment. Through a combination of informal and formal support and training, the scheme would equip suitable candidates with the necessary ‘information capital’.  The scheme was intended to address an identified need to create a pipeline of diverse and appointable candidates for Court vacancies that would contribute to Court effectiveness by securing input from individuals with a range of diverse perspectives. It would also contribute to current succession planning arrangements and to the efficacy of established recruitment arrangements.

The Nominations Committee had discussed and welcomed the proposal, which was due to launch in the academic year 2023-24. The Chair noted that she would welcome expressions of interest from current members to mentor candidates recruited through the scheme. A separate communication would be issued with further information. The Nominations Committee would have delegated authority for the implementation of the scheme and would report back to the Court.

Court RECEIVED the Scottish Code of Good Higher Education Governance 2023, and an assessment of the University’s continued alignment (paper Court (23) 27).

Introducing the paper, the University Secretary explained that the Committee of Scottish Chairs (CSC) was committed to reviewing the Code every three years, with such review to take account of the changing legislative context. The previous review had taken place in 2017, meaning that the Code would ordinarily have been reviewed in 2020. However, the pandemic had resulted in a delay to the timeline.

The starting point for the 2023 revision was that the Code remained fit for purpose and that revisions should reflect legislative changes and the development of good practice since the previous edition. In line with previous versions, the revised Code would continue to be issued on a ‘comply or explain’ basis. It was explained to members that the update did not represent a fundamental change in governance or practice within the Higher Education sector and that the University remained compliant with all provisions. Some minor suggestions were identified to further strengthen current arrangements as set out below:

Paragraph 5 introduced a new provision concerning the need for the ‘institution to have in place a plan to address any discontinuity in the appointment at the top of the HEI, for example in the roles of Chair of the governing body, the Principal and such other senior staff as the governing body may determine on the advice of the Executive’.  Current arrangements included provision for a Vice-Chair of Court and for a Deputy Principal, but this was an area on which the Court might wish to seek further assurance.

Paragraphs 30 and 37 set out the obligations of members to declare any conflicts of interest, and of the University to have in place robust and comprehensive policies on accepting, rejecting and registering gifts. The extant Court Members’ Handbook covered these matters, but it was suggested that it might be useful to revisit and strengthen the wording.  

Members were invited to contact the University Secretary directly with any additional suggestions or observations.

13.1 Meeting held on 30 May 2023

Court RECEIVED the minutes of the meeting of the Finance and Estates Committee held on 30 May 2023 (paper FEC (23) MINS 03). Matters for members’ attention had been covered elsewhere on the agenda).

13.2 Meeting held on 5 June 2023

Court RECEIVED the minutes of the meeting of the Finance and Estates Committee held on 5 June 2023 (paper FEC (23) MINS 04). Matters for members’ attention had been covered elsewhere on the agenda.

Court RECEIVED the minutes of the meeting of the Audit and Risk Committee held on 7 June 2023 (paper AUDIT (23) MINS 02). Matters for members’ attention had been covered elsewhere on the agenda.

COURT RECEIVED the unconfirmed minutes of the meeting of the Senate held on 3 May 2023 (paper SEN (23) MINS 02). There were no particular matters brought to members’ attention.

COURT RECEIVED the unconfirmed minutes of the meeting of the Nominations Committee held on 2 June 2023 (paper NOM (23) MINS 01). 

Members NOTED current and expected vacancies in membership of the University Court.  There remained one vacancy for a lay Court member arising from the most recent recruitment round, while further vacancies arose due to Sarah Phillips and Andrew Scott demitting office in June 2023, and Melanie Moreland demitting office in December 2023, each having served the maximum period of 6 years. Professor John Harper’s first period of tenure would complete on 30 November 2023.

On the recommendation of the Nomination’s Committee, Court APPROVED the following: 

• Professor John Harper be re-appointed to a second period of office to 30 November 2026.
• Guy Smith be appointed to the Convenership of the Audit and Risk Committee.
• James Miller be appointed to membership of the Audit and Risk Committee.
• Jacqueline Morrison be appointed to membership of the Health and Safety Committee. 
• Garvin Sealy be appointed to membership of the Equality and Diversity Committee.

The vacancy arising in the Senior Management Remuneration Committee (SMRC) would be held over, pending the outcome of the forthcoming recruitment round.  The SMRC would remain quorate in the interim. 

Members also APPROVED the recommendation that Andrea Saunders, Director of Finance, be appointed to the vacancy in the Directorship of QMU Enterprises. 

As advised earlier in the Court meeting, the Chair withdrew for the following item, discussion of which was led by the Vice-Chair.

Reappointment of the Chair of Court (minute 6 refers)

The Vice-Chair advised that the Chair of Court would complete a first term of office on 31 March 2024. While discussion of the potential reappointment of the Chair and/or the recruitment of a successor might appear premature, this was necessary given the lengthy process involved in the appointment of a Chair of Court. Members were advised that the Chair of Court had confirmed that she would wish her period of office extended for a second term of three years, with effect from 1 April 2024. The Nominations Committee had agreed that the University would be well served by extending the Chair’s period of office by three years, as provided for by the Court Standing Orders, noting that the Chair had been subject to successful formal appraisal by Court members.

Court APPROVED the recommendation from the Nominations Committee that the period of office of the incumbent Chair be extended for a period of three years to 31 March 2027.

COURT RECEIVED the unconfirmed minutes of the meeting of the Equality and Diversity Committee held on 25 April 2023 (paper EDC (23) MINS 01). There were no particular matters brought to members’ attention.

Members were advised that the Committee had meet earlier in the day to progress its previous discussion on a review of the Senior Management Remuneration Policy, and to consider proposed arrangements for a review of SLT member portfolios. Minutes of the meeting would be presented to the October meeting of the Court. 

Court members were asked to CONSIDER the following matter discussed at the meeting.  The Chair withdrew from the Court meeting for this item.

Chair of Court remuneration

Introducing the item, the Secretary advised that the job specification for the Chair of Court was silent on the matter of an annual uplift, and therefore on the principles and process for agreeing such uplift. Discussion with Secretaries to Court elsewhere had confirmed that other Universities in the Scottish sector provided for an annual uplift, with the matter discussed and determined by the remuneration committee. 

The daily rate for the Chair of Court had been benchmarked originally against the Scottish Government’s Public Appointment Pay Policy, and Scottish sector remuneration arrangements.

Having reviewed current arrangements, the SMRC was proposing a 3% uplift to the daily rate, backdated to 1 August 2022, which was consistent with the staff pay award. The grounds on which such uplift would be awarded was suggested as being on the basis of a satisfactory annual appraisal.  Such appraisal had been conducted earlier in the year by the Vice-Chair, to the satisfaction of the Court. 

Noting the above, the Court APPROVED the recommendation as set out above. 

Andrew Scott, Lay member

On behalf of the Court, the Chair marked the retiral of Andrew Scott, who was demitting office on 30 June 2023.

Andrew had joined the Court in 2017 from the Scottish Government, where he was responsible for population health in Scotland and part of the senior team advising Scottish Government Ministers on running the National Health Service in Scotland.   Andrew had brought to the Court wide-ranging experience across a range of portfolios, including as Director for Employability and Life-Long Learning.  As Head of Social Research at the Scottish Government, Andrew was responsible for improving the quality and relevance of research and promoting evidence-based policymaking.  In each of his roles, there had been a focus on public service improvement and delivery, including vocational, further and higher education and student support.

The Court had benefited hugely from Andrew’s experience and expertise, particularly in terms of strategic development and complex governance arrangements. Andrew had put this to good use, most recently as Convener of the Audit and Risk Committee, and previously as a longstanding member of the Finance and Estates Committee. As a Court member, Andrew had been an engaged and measured contributor to decision making. On behalf of the Court, the Chair thanked Andrew for his work and wished him all the very best for the future.

Andrew responded, noting that he had very much enjoyed his time on the Court. He extended his thanks to the Senior Leadership Team for their support and constructive engagement with Court members.

Malcolm Cutt, Director of Finance and Corporate Strategic Development

The Court also marked the retiral of Malcolm Cutt, Director of Finance and Corporate Strategic Development after 34 years of dedicated service to the University, and its former manifestations. Malcolm had supported the institution through its development from a college to a fully-fledged university.  His commitment and professionalism were recognised and appreciated across the University, the Higher Education sector and beyond, and would be very much missed. The Chair echoed the Principal’s thanks to Malcolm for his service and support to her personally since she had taken up post.

The University Court would meet on the following dates in Academic Session 2023-24:

Wednesday 4 October 2023 at 3.00 pm

Wednesday 6 December 2023 at 2.00 pm (extended meeting to accommodate strategic discussion).

Wednesday 21 February 2024 at 3.00 pm

Wednesday 17 April 2024: Strategy Day (full day)

Wednesday 19 June 2024 at 3.00 pm

The Chair closed the meeting by wishing members a good summer and noting that she looked forward to the upcoming graduation ceremonies.

Court RECEIVED the notes of discussions held at the Strategy Day Sessions on 26 April 2023.