Minutes of the Board of Trustees - Thursday 16 November 2017

Minutes of the Board meeting held on Thursday 16 November 2017

Present

Hannah Rothschild (in the Chair)
Lance Batchelor
Katrin Henkel
Professor Anya Hurlbert
Sir John Kingman
Rosemary Leith
David Marks
John Nelson
Charles Sebag-Montefiore
John Singer

Apologies

Professor Dexter Dalwood
Lord King of Lothbury

In attendance

Dr Gabriele Finaldi - Director
Dr Susan Foister - Director of Public Engagement and Deputy Director (except items 15–17)
Larry Keith - Head of Conservation, Keeper and Acting Director of Collections (except items 15–17)
Chris Michaels - Director of Digital (except items 15–17)
Chris Walker - Director of Finance and Operations (except items 15–17)
Kate Howe - Secretary to the Board and Legal Counsel
Dr Caroline Campbell - The Jacob Rothschild Head of the Curatorial Department (items 5–7)
Jane Knowles - Head of Exhibitions (items 7 and 8)
Deborah Myers - Head of Development (items 9 and 10)
Louise Peckett - Head of Finance (items 9 and 10)

1.1. Declarations of interest

1.1. Professor Anya Hurlbert declared an interest in a loan proposed under item 6 to the Great North Museum, Hancock, Newcastle upon Tyne and took no part in the discussion of the proposed loan or the decision arising. 

2. Minutes of 21 September.

2.1. The Board approved the Minutes of 21 September and the Chair was authorised to sign them as a true record of the meeting.

3. Director’s report, events and visitor numbers

3.1. The Director presented his report.

3.2– 3.3. Information has been excluded under s 43 FOI 2000.

3.4. The Director drew to the Board’s attention the publication of the Mendoza independent review of museums in England, which had been commissioned by DCMS. He highlighted for the Board the key findings of the report.

3.5. The Director presented the visitor numbers to the Board, highlighting the fall in visitor numbers being experienced not only by the Gallery (whose numbers were down about 16% on the previous year) but by most central London visitor attractions; also the fact that the fall related particularly to British visitors; he said that it was too soon to say whether this would emerge as the beginning of a trend.

4. Strategic Plan

4.1. The Director presented the strategic plan which had been considered by the Board in draft version in September and had been amended to take account of comments from the Board.

4.2.–4.3. Information has been excluded under s36 FOI 2000.

4.4. The Board strongly welcomed and endorsed the strategic plan subject to further consideration of the drafting points arising from the discussion.

5. National Gallery Acquisitions: Developing the Collection

5.1. The Director introduced this item. He emphasised that what was proposed did not represent any radical departure from the Gallery’s Acquisitions strategy as approved by the Board in 2012, but rather an evolutionary development of it. The Acting Director of Collections and the Jacob Rothschild Head of the Curatorial Department presented the paper.

5.2.–5.6. Information has been excluded under s36 and S43 FOI 2000.

5.7. The Board endorsed the approach taken in the paper.

6. Loans out

6.1. The Jacob Rothschild Head of the Curatorial Department presented the loans out paper, one addendum and one risk assessment.

6.2. The Board approved all proposed loans out.

7. Information has been excluded under s36 and s43 FOI 2000.

8. Exhibition report: 'Michelangelo & Sebastiano'

8.1. The Head of Exhibitions presented her report.

8.2. She drew attention to the fact that the exhibition had been a critical success, and also the fact that the location of the exhibition in the North Galleries had worked well. She highlighted the fact that attendance forecasts had not been achieved, and outlined some of the possible reasons for this, including the fact that visitor numbers to central London museums and galleries had been generally down in the period of the exhibition – and this was true in particular of visitors from London and the south east, who represented the Gallery’s core exhibition attendees.

8.3. It was noted that exhibition attendance numbers could be affected both by external competition from exhibitions at other institutions, but also potentially by internal competition when the Gallery was showing more than one exhibition at a time. It was noted that this was something the impact of which would be measured over time.

8.4. In response to a request from the Board the Head of Exhibitions confirmed that future reports to the Board would include analysis of the success of any marketing campaign. The Chair also requested that the Board should be presented with an example of the kind of analysis which was carried out before an exhibition took place.

9. Management and Development report to 30 September 2017

9.1. The Head of Development presented the development report to 30 September. She highlighted that the development department had currently met 86% of its target for the year; hitting target at the year end would be challenging but she was cautiously optimistic.

9.2. The Head of Finance presented the management report to 30 September. She highlighted that currently the Gallery was forecasting a £100k deficit on resource at the year end (with £80K contingency remaining) and the changes to the management accounts since the figures were last presented in September. The immediate focus would be on finding ways to avoid a year-end deficit; if that proved not to be possible, there would be a further discussion with the Board about how to meet the deficit.

10. Grant applications to the American Friends of the National Gallery, London (AFNGL).

10.1. The Board approved the proposed grant applications to the AFNGL.

11. Appointment of Directors of the AFNGL

11.1. The Board resolved to re-appoint Hannah Rothschild, Mark Getty KBE and Lord King of Lothbury as Class A Directors of the AFNG, London Inc.

12. Report on the Finance and Operations Directorate

12.1. The Director of Finance and Operations presented his report, focussing particularly on those areas where the Board did not receive such regular reporting as they did in relation to finance matters .

12.2. He updated the Board on key developments since he had last reported, including in relation to security, buildings and infrastructure and commercial activity. He also highlighted ambitions for the period ahead.

12.3. The Board welcomed his report.

13. Committees of the Board

13.1. The Chair of the Audit and Finance committees reported on the meetings of the committees earlier in the day. He said that the Audit committee had received a detailed report on insurance arrangements in relation to loans in and out. The Finance committee had spent time considering how to balance the financing of the Gallery’s strategic ambitions and had also discussed a review of its investment approach.

13.2. The Board noted the Minutes of the meeting of the Nominations committee of 21 September. The Chair reported that the advertisement for two new Gallery Trustees had gone live on the Public Appointments website and on the Gallery website and invited the Board to pass names of possible candidates to approach to the Secretary to the Board.

13.3. The Board noted the Minutes of the meeting of the Governance committee of 5 September. The Chair of the committee highlighted that the committee had considered the extent to which recommendations arising from the Board effectiveness survey of 2016 had been implemented, and reported that the committee had concluded that all but one of recommendations had been fully implemented and that the last was work in progress. He highlighted one proposed change to the Terms of Reference of the committee which the Board approved.

13.4. The Board noted the Minutes of the Masterplan committee of 2 November. Information has been excluded under s 36 2000. The Board approved the Terms of Reference of the committee and noted that the Committee was intending to meet monthly.

13.5. The Chair of the Development committee reported that the committee had received a good presentation from the Head of Exhibitions in relation to the forthcoming exhibition programme and highlighted two major exhibitions in relation to which securing sponsorship might prove challenging . There was a discussion of the question of whether the remit of the committee should be extended to include all forms of development activity, and not merely corporate sponsorship and membership; the Chair of the committee said that in his view this would not work well as the expertise of the committee was very much in the area of corporate support, and that if it was regarded as helpful to have a committee dealing with individual and trust giving, this should be a separate committee. This was however a decision for the Chair, Director and Head of Development.

13.6. The Chair of the Digital advisory group reported to the Board on the October meeting of the group at which the Director of Digital had presented the updated digital strategy. She reported that a meeting of Trustees with digital expertise from other museums and galleries was to take place in the Gallery in December.

13.7. The Chair of the National Gallery Company reported to the Board on the outcome of a trial which had been conducted during August and September and which had involved a pop up shop being located in central hall (in place of the portico shop). He briefed the Board on the outcome of the trial and said that the increase in revenue which had been generated was not, in the view of the Company’s Board, sufficient to justify the investment and disruption (to the Gallery) which a permanent change would involve. The learnings from the trial had however been collated and the proposal could be revisited should this ever be thought necessary.

13.8. The Chair of the Scientific Consultative Group reminded the Board that the annual meeting of the group would take place on 30 November.

14. Matisse, 'Portrait of Greta Moll': update

14.1. The Board noted the update in respect of the claim. The Secretary to the Board and legal counsel updated the Board further in relation to the timetable for filing of papers in the appeal.

15. Board effectiveness survey

15.1. The Board noted the summary of the responses to the Board effectiveness survey 2017 and the recommendations from the Governance committee arising from the survey.

15.2. The Board approved the recommendations made.

15.3. It was also agreed that consideration should be given to the use of an electronic portal for distribution of Board papers.

16. Reminder of Board dates 2018

16.1. The Board noted the 2018 Board dates.

16.2. The suggestion was made that in future the Board’s annual strategy day should be held in the spring or autumn rather than June; the date fixed for 2018 would be reconsidered.

17. Any other business

17.1. The Board asked for a further update in January on data protection issues including the Gallery’s preparation for GDPR.

17.2. There being no other business, the Chair declared the meeting closed.