Agenda item

Report of the Managing Director of BHE

The Board considered a report of the Managing Director of BHE setting out several proposals to support the Board in the effective administration and governance of the charity. The Chair introduced the item and thanked Members for their attendance at the Strategic Away Half-Day meeting in June. The Chair reported the Board’s intent to establish a Grants Committee during this year, with other functions reserved to the Board until the next municipal year.

The Board then discussed the proposed constitution and terms of reference set out in the report. Members agreed that four Members of the Court, preferably Members of the Board, plus two external Co-opted Members, would be appropriate, with the Committee to be reappointed annually by the Board, and Co-opted Members to be appointed for up to three years, after the current year. The Board noted that a majority of elected Members must be present to constitute a quorum of any Committee appointed by the Board. A Member suggested that the Committee explore different formats for their meetings, such as evening meetings, and try to be innovative in its ways of working.

The Board then considered options for a financial threshold to be applied for funding decisions in making the delegation to the Committee, and agreed that a threshold of £500,000 would be appropriate, with decisions at or in excess of this amount to be considered by the Board upon the recommendation of the Grants Committee.

The Chair then sought expressions of interest in appointment to the Grants Committee. As there were more expressions of interest than proposed vacancies, the Chair suggested that the Board delegate authority for the appointments to be agreed following the meeting, which was agreed. The Board then considered the proposed co-option protocol set out in the report, and its adoption subject to the two co-opted members of the previous City Bridge Trust Committee being appointed as co-opted members of the new Grants Committee for one year, should they be willing to serve.

RESOLVED – That the Bridge House Estates Board, in discharge of functions for the City Corporation as Trustee of Bridge House Estates (charity no. 1035628) and solely in the charity’s best interests:

1. Approve the establishment of a Grants Committee of the Board to have delegated responsibility, in furthering the charity’s ancillary object, for decisions relating to the application of income surplus to that required for the charity’s primary object and in making relevant recommendations on matters of related strategy and policy to the Board; and, subject to any comments and consideration of financial thresholds, to approve the draft Terms of Reference at Appendix 1 to reflect the thresholds agreed;

2. Delegate authority to the Town Clerk, in consultation with the Chair and Deputy Chair, to agree the appointment of Members to the Grants Committee in line with the agreed constitution of the Committee;

3. Note that the Board will itself continue to discharge all other functions delegated to it by the Court of Common Council until April 2022, keeping the arrangements it has adopted for the charity’s governance administration under review to ensure they are operating effectively, consistent with a charity trustee’s obligations;

4. Agree to recommend to the Court of Common Council that the Protocol for Co-Option of External Members to the Bridge House Estates Board and its Committees as set out in Appendix 2 be adopted;

5. Subject to Recommendations 1 and 4 being approved, and the agreement of the Court to the proposed adoption of the Protocol for Co-Option of External Members, to recommend to the Court the requirements of the Protocol be exceptionally waived such that the two co-opted members of the previous City Bridge Trust (CBT) Committee are appointed as co-opted members of the new Grants Committee, having regard to their specific skills, knowledge and experience, and the fair, transparent and competitive process they were previously subject to, for a 1-year term; and

6. Resolve that the Audit & Risk Management Committee’s advice be sought as appropriate in relation to audit and risk matters as they affect both the external audit of Bridge House Estates Annual Report, and otherwise as they affect audit and risk management for the charity which operates and is managed within City Corporation’s operational and management audit and risk framework adopted in the discharge of all its functions.