A report was submitted which set out various immediate and longer term changes to the Authority’s governance arrangements.

Members were reminded that the Chair, Cllr S Ellis, had been appointed as a Non-Executive Director of the Border to Coast  Board.

Whilst a good result in terms of composition of BCPP’s Board, the appointment raised conflicts of interest issues for the Authority.  Also, an individual elected as a NED of BCPP was specifically excluded from membership of the BCPP Joint Committee.

Longer term, the Authority’s current governance arrangements were designed for a very different organisation to the one that pooling would create.

It was proposed to disestablish the Investment Board and the Corporate Planning and Governance Board and deal with all business, with the exception of audit, through the full Authority.

 An Audit Committee, comprised of the s41 members and one Councillor not from the majority party, would be constituted  and would meet three times per year to deal with all internal and external audit matters.

It was also proposed to constitute a Staffing, Appointments and Appeals Committee to be chaired by the Chair of the Authority and with a remit to deal with staffing matters to make specific officer and other appointments (such as the appointment of Independent Advisors), and handle appeals which required to be heard by members).

The proposed arrangements would reduce the number of meetings by nearly 40%.  The freeing up of time would provide the opportunity to run more informal sessions for members for either learning and development or policy development.

Another issue to be resolved was how to address shareholder matters and decision making in relation to routine shareholder resolutions relating to Border to Coast which fell outside the Authority meeting cycle.  The two options proposed were:

a)      The Fund Director (or other appropriate officer)        would advise the Chair on the detailed subject of the resolution and recommends how the Authority should vote; or

b)     As option (a), but with additional consultation, either with the Vice-Chair or the s41 members.

Another item absent from the Authority’s governance arrangements was an "urgent business procedure".  It was proposed that in the event of a decision being required to be taken urgently, they be taken by the relevant statutory officer (Clerk, Fund Director, Monitoring Officer or Treasurer) in consultation with the Chair and Vice-Chair and then reported at the next meeting of the Authority.

The Authority discussed the proposals in detail and, whilst recognising there was further work to be done on the finer details, generally accepted the proposals.

RESOLVED:

a)      To approve the changes to the arrangements for the chairing of the Authority’s Boards for the remainder of the municipal year as set out in paragraph 3.3 of the report.        

b)     That the Vice-Chair of the Authority will represent the Authority on the Border to Coast Joint Committee and act as the Authority’s shareholder in the operating company until the end of the municipal year.

c)     That Cllr Ian Saunders would act as substitute to the Vice-Chair in the event he was unable to attend a meeting of the Joint Committee.

d)    To approve the disestablishment of the Investment Board and the Corporate Planning and Governance Board with effect from the beginning of the next municipal year, with their functions being passed to the full Authority.

e)     To approve the establishment of an Audit Committee to meet 3 times per year constituted as described in paragraph 3.10(b) of the report.

f)     To approve the establishment of a Staffing, Appointments and Appeals Committee with the role and membership as described in paragraph 3.10(c) of the report.

g)    That routine shareholder decisions in relation to Border to Coast which fall outside the Authority meeting cycle may be taken by the Fund Director in consultation either with the Vice-Chair or the s41 members.

h)    That officers bring forward an amended constitution for adoption at the Authority’s next Annual Meeting.

i)      To approve the institution of an Urgent Business Procedure as set out in paragraph 3.17 of the report.