Minutes of the Board of Trustees - Thursday 17 May 2018

Minutes of the Board meeting held on Thursday 17 May 2018

Present

Hannah Rothschild (Chair) 
Lance Batchelor 
Professor Dexter Dalwood
Katrin Henkel
Lord King of Lothbury
Sir John Kingman (not for item 1 or item 12.3 and 12.5) 
David Marks
John Nelson
Charles Sebag-Montefiore
John Singer

Apologies

Moya Greene
Rosemary Leith

In attendance

Dr Gabriele Finaldi - Director
Dr Caroline Campbell - Director of Collections and Research
Dr Susan Foister - Director of Public Programmes and Partnerships (Deputy Director)
Paul Gray - Chief Operating Officer
Chris Michaels - Director of Digital
Chris Walker - Director of Finance and Operations
Kate Howe - Secretary to the Board and Legal Counsel
Larry Keith - Head of Conservation and Keeper (for items 1 to 4)
Letizia Treves - The James and Sarah Sassoon Curator of Later Italian, Spanish, and French 17th-century Paintings (for item 1)
Paul Ackroyd - Restorer (for item 1)
Deborah Myers - Head of Development (for items 7-11)
Louise Peckett - Head of Finance (for items 7 and 8)
Daniel Hermann - Curator of Special Projects (for item 9)
Mona Walsh - Head of Communications (for item 10)
Jane Knowles - Head of Exhibitions (for item 13)

The Chair welcomed Paul Gray, the Gallery’s new Chief Operating Officer, to his first meeting of the Board. She congratulated the Director of Collections and Research on her appointment to this role.

1. Pictures for treatment

1.1. The Board saw in the upper conservation studio Equestrian Portrait of Charles I by Anthony van Dyck (NG1172) which was proposed for treatment. The Head of Conservation and Keeper said that this work had last been treated in 1952. He informed the Board that colleagues from the Getty Conservation Institute (with whom the Gallery had collaborated on conservation projects in the past) would be invited to visit the Gallery while the treatment was undertaken and to participate (under supervision) in the work to be carried out. The Board approved the treatment proposed.

1.2. The Board also saw Self Portrait as Saint Catherine of Alexandria by Artemisia Gentileschi (M1560) which was proposed for acquisition. The Head of Conservation and Keeper said that if this work were acquired it was proposed that it should be cleaned following acquisition; the Board approved the treatment proposed, conditional on the painting being acquired.

1.3. The Board saw Saint Michael triumphant over the Devil with the Donor Antoni Joan, by Bartolomé Bermejo (NG6553). The James and Sarah Sassoon Curator of Later Italian, Spanish and French 17th-century Paintings said that the scientific and conservation findings which had emerged in the course of the treatment would be published in due course. The Board approved the painting as ready to go back on display.

1.4. The Board also saw Imaginary Landscape with Buildings in Tivoli by Gaspard Dughet (NG98) and approved it as ready to go back on display.

2. Declarations of interest

2.1. The Chair reminded the Board that, under item 5, they would be considering for acquisition a painting by an artist not currently represented in the collection and that any Trustee having an interest in a work by that artist should declare an interest. There were no declarations of interest in relation to this or any other matters.

3. Minutes of 15 March and matters arising

3.1. The Board approved the Minutes of 15 March and the Chair was authorised to sign them as a true record of the meeting.

4. Loans out

4.1. The Director of Collections and Research presented the Loans out paper.

4.2. Questions in relation to fitness to travel were answered by the Head of Conservation and Keeper. The Board approved all proposed loans out.

5. Proposed acquisition 

5.1. In relation to the proposed acquisition of Self Portrait as Saint Catherine of Alexandria by Artemisia Gentileschi (M1560) the Board were updated on the outcome of provenance and due diligence checks and the outcome of funding applications.

5.2. It was reported to the Board that the provenance information provided to the Gallery and further due diligence checks undertaken indicated that the painting had been in the ownership of the family who had sold it at auction in 2017 for at least three generations, including the period 1933-45. Nevertheless, because there was an absence of hard documentary evidence of the date when the painting had been acquired by the family (unsurprising given the surrounding facts and the nature of the painting, which would have been regarded as of little interest or value in the first half of the 20th century) it was proposed that, if the painting were acquired, it should be included on the list of works on the Gallery’s website for which there was incomplete provenance in the Second World War period.

5.3. There was a discussion of the price at which the painting was offered to the Gallery.

5.4. The Board asked for one further check to be made subject to which it approved the acquisition of the painting , and authorised the Director to:-

  • 5.4.1. Agree the form of and execute on the Board’s behalf any funding agreements required to secure the funding for the acquisition; and
  • 5.4.2. Agree the form of and execute on the Board’s behalf any contract or deed or other related documents required to give effect to the purchase.

6. Director's report, events, and visitor numbers

6.1. The Director expanded on his written report.

6.2. He reported to the Board on the recent Grade I listing of the Sainsbury Wing of the Gallery, which rightly recognised the quality of this important post-modern building.

6.3. He drew to the attention of the Board some significant new loans to the collection.

6.4. He reported to the Board on the donation to the Gallery of the archive of the Burlington Magazine which he said would prove an important addition to the Gallery’s own archive.

6.5. He reported to the Board on the opening in the Sunley Room of the Gallery’s new Take One Picture Exhibition and the securing of a new sponsor for this exhibition for 2019.

6.6. He reported on the opening of the Gallery’s 2018 Masterpiece Tour at its second venue, being the Shetland Museum and Archives in Lerwick, being the most northerly point in the British Isles to which the Gallery had taken its Masterpiece Tour.

6.7. He updated the Board on visitor numbers since the last meeting; he reported that total visitors to the Drawn in Colour: Degas from the Burrell exhibition had reached nearly 400,000 during the course of the exhibition and visitor numbers to Monet & Architecture were strong after 5 weeks.

6.8. Information has been excluded under s36 FOI 2000.

6.9. In response to a question from the Board, the Director explained the reasons why no labels had been included in the Monet & Architecture exhibition, and visitors had instead been issued with a label booklet on arrival at the exhibition; the aim was to avoid overcrowding around the paintings and wall labels; this was an experiment which might be repeated when space was at a premium.

7. Corporate Plan

7.1. The Chair of the Finance Committee introduced this item, reminding the Board that the Gallery’s increased ambitions, as articulated in the 5-year Strategic Plan, would if successful, over time, transform the Gallery and its dependence on grant in aid; nevertheless, there were significant costs attached to its proposed implementation. The Finance Committee had examined the Corporate Plan in detail to address the risk that not all the assumptions in relation to income growth would ultimately prove achievable. Adjustments to the plan had been made to address this risk and the committee was now supportive of the plan and happy to recommend it to the Board.

7.2. The Director of Finance and Operations presented the plan, highlighting the projected growth in resource expenditure, including, in particular, on increased head count in areas such as Exhibitions and National Programmes to deliver increased activity, and the proposed investment in the pay and reward structure. He also highlighted proposed areas for efficiencies and projected income growth, as well as addressing the ways in which the Gallery could respond if the income growth projections proved over ambitious.

7.3. The Chair invited the Gallery’s incoming Chief Operating Officer to comment; he said that this was an ambitious Corporate Plan, responding to an ambitious Strategic Plan; and that the key to success was likely to be in how agile the Gallery could be, both in year and year on year, in responding to challenges and opportunities.

7.4. There was a discussion of some of the major potential risks to income projections, which it was noted had been discussed in detail by the Finance Committee.

7.5. The Board approved :-

  • 7.5.1. The 2018/19 -2022/23 Corporate Plan as presented; and
  • 7.5.2. A proposed one-off application to the American Friends of the National Gallery London Inc, for a grant of $6m to support key specified strategic initiatives.

8. Management and Development report

8.1. The Head of Finance presented the management report to 31 March and said that it currently appeared that the year- end outcome would represent a break-even position rather than generation of a year-end surplus.

8.2. The Head of Development focussed in her report on the income already achieved for the year 2018-19, highlighting particular success in the area of corporate sponsorship, where challenges nevertheless remained.

9. Modern and contemporary programme

9.1. The Curator of Special Projects presented a proposed new approach to the Gallery’s modern and contemporary programme.

9.2. He emphasised that the Gallery had worked with contemporary art and artists over many years; for example, of the exhibitions staged by the Gallery in the years 1929-2017, roughly 16% could be loosely described as “contemporary”. He said the aspiration now was to create a more coherent programme which related more clearly to the Gallery’s collection- and to give more prominence to the programme. The Director confirmed that the connection of the new programme to the Gallery’s own collection would be of major importance.

9.3. The Curator of Special Projects outlined three main strands to the proposed new programme embracing exhibitions and display, residencies and commissions. He outlined the specific proposals for the residencies, including proposals to involve juries in the selection processes. Information has been excluded under s 36 and s 43 FOI 2000.

9.4. The question was raised by the Board of whether the Gallery might institute its own contemporary art prize; the Curator of Special Projects said this was not proposed because there were a lot of prizes already in this area.

9.5. The Board warmly welcomed and endorsed the proposed new programme.

10. Marketing for Monet & Architecture

10.1. The Head of Communications presented to the Board the marketing campaign for the 'Monet & Architecture' exhibition; she reminded the Board that the marketing campaign for any Gallery exhibition was bespoke; she outlined the phases of the Monet campaign, key messages and spend. It was noted that the Board would receive a more general presentation on marketing strategy later in the year.

11. Development strategy

11.1. The Head of Development presented the Development strategy for the next 5 years.

11.2-11.9. Information has been excluded under s 36 and s43 FOI 2000.

11.3. The Board approved the plans put before them, while at the same time asking that further consideration be given the ideas and issues raised in discussion.

12. Committees of the Board

12.1. The Board noted the minutes of the Audit Committee of 28 February.

12.2. The Board noted the minutes of the Finance Committee of 26 February and 16 April.

12.3. (This item was dealt with in a closed session of the Board over lunch). The Chair updated the Board in relation to the recent search for two new Trustees and the interviews which had taken place and said that a decision was awaited from Ministers in relation to appointments. She reported on a meeting of the Nominations Committee earlier in the day, and on discussions in relation to forthcoming vacancies; she reported that the recommendation of the Nominations Committee was that the Gallery should embark on a search for two further Trustees (to replace John Nelson whose term would come to an end in October and Lance Batchelor whose term would come to an end in January 2019) and, subject to Ministerial approval, that the search should be for someone with the skills and experience required to Chair the Gallery’s Development Committee and someone with the skills and experience required to Chair the National Gallery Company. The Board endorsed this recommendation. 

12.4. The Board noted the Minutes of the Masterplan Committee of 6 March.

12.5-12.9. (This item was dealt with in a closed session of the Board over lunch)Information has been excluded under s 36 FOI 2000.

13. Exhibition report, Monochrome: Painting in Black and White

13.1. The Head of Exhibitions presented the report which was noted by the Board.

13.2. The Director proposed that in future the Board should receive an annual report on exhibition performance in the previous year in place of individual exhibition reports and this was agreed.

14. Trustees’ introduction to the National Gallery Review of the Year

14.1. The Chair invited Trustees to send comments on the draft Trustees’ introduction to the National Gallery Review of the Year to the Board Secretary.

15. Modern Slavery Act Update

15.1. The Board noted actions taken by the Gallery in furtherance of its anti- Slavery Policy over the last year; approved minor changes to the Policy and agreed it should be published on the Gallery’s website. They approved an updated Modern Slavery and Human Trafficking Statement for publication on the Gallery’s website.

16. Update on claim in relation to Matisse, Portrait of Greta Moll

16.1. The Secretary to the Board and Legal counsel updated the Board in relation to the claim.

17. Any other business

17.1. The Chair said that this was the last Board meeting which would be attended by the Director of Finance and Operations and expressed the gratitude of the Board for everything he had done for the Gallery.

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