Minutes of the Board of Trustees - Thursday 18 January 2018

Minutes of the Board meeting held on Thursday 18 January 2018

Present

Hannah Rothschild (Chair) (for item 1, 2 and part of 3)
John Nelson (Deputy Chair) (in the Chair for part of item 3 and items 4-15)
Lance Batchelor (for items 1-6)
Professor Dexter Dalwood
Katrin Henkel
Professor Anya Hurlbert
Lord King of Lothbury
Sir John Kingman
Rosemary Leith
David Marks
John Singer

Apologies

Charles Sebag-Montefiore

Observing

Moya Greene

In attendance

Dr Gabriele Finaldi - Director
Dr Susan Foister - Director of Public Engagement and Deputy Director
Larry Keith - Head of Conservation, Keeper and Acting Director of Collections 
Chris Michaels - Director of Digital
Chris Walker - Director of Finance and Operations
Kate Howe - Secretary to the Board and Legal Counsel
RoseMarie Loft - Head of HR (items 3 and 4)
Julie Molloy - Managing Director of the National Gallery Company (item 6)
Dr Caroline Campbell - The Jacob Rothschild Head of the Curatorial Department (items 6-7)
Christopher Riopelle - Curator of Post-1800 Paintings (item 7)
Letizia Treves - The James and Sarah Sassoon Curator of Later Italian, Spanish, and French 17th-century Paintings (item 7)
Matthias Wivel - Curator of16th-century Italian paintings (item 7)
Antonella Casaccia - Patrick Lindsay Conservation Fellow (item 7)  
Jane Knowles - Head of Exhibitions (items 8)
Deborah Myers - Head of Development (items 12 and 13)
Louise Peckett - Head of Finance (items 12 and 13)

1. Declarations of interest

1.1. There were no declarations of interest.

2. Minutes of 16 November 2017

2.1.The Board approved the Minutes of 16 November 2017 and the Chair was authorised to sign them as a true record of the meeting.

3. Pay and Reward

3.1. The Director introduced this item, emphasising the importance of the review of the Gallery’s pay and reward structure if the Gallery were to achieve its strategic objectives set for the next five years, including its ambitious targets for increasing self-generated income.

3.2. The Head of HR presented her paper and reminded the Board of the objectives which had been set early on in the process, to create a new pay structure which invested in the Gallery’s workforce, ensured fairness and achieved a closer alignment of Gallery pay with the rest of the public sector and not for profit sector (including the culture sector).

3.3. She outlined for the Board the process which had taken place, involving a re- evaluation of some 200 jobs in the Gallery, by trained panel members, resulting in scores for all jobs; this had been followed by a modelling exercise in relation to the pay structure, under which a number of options had been considered.

3.4. She presented to the Board the option which was now recommended by the Executive Committee, the likely costs of implementing that option and the effect which implementation would have on the Gallery’s benchmarked pay position.

3.5. Information has been excluded under s36 FOI 2000.

3.6. Information has been excluded under s36 FOI 2000.

3.7. Subject to the discussion on these points the Board endorsed the approach and solutions proposed to the Gallery’s pay and reward structure; it was noted  that final approval would also be subject to consideration of affordability by the Finance committee and Board in March 2018, as part of the sign off on the corporate plan.

3.8. The Board delegated oversight of additional matters (including approval of amendments to the Gallery’s Pay Policy and Procedure) to the Remuneration Committee.

4. Restructure of Education Services

4.1. The Board noted the paper in relation to this matter.

4.2. Information has been excluded under s36 FOI 2000.

5. Report from the National Gallery Company
5.1. The Managing Director of the National Gallery Company presented her report.
5.2. She summarised results in the period to 31 December, highlighting the fact that trading results were heavily dependent on footfall in the Gallery and the impact of exhibitions.
5.3. She presented the company’s proposed three year plan to March 2021, which was subject to the company board’s sign off later in the month. She highlighted the ambitions in respect of three key areas being retail, venue hire, and brand licensing.
5.4. The Chair of the company said he welcomed a plan which demonstrated real ambition while being based on sound methodology.
5.5. There was a discussion of the performance of the restaurants and cafes in the Gallery.  Information has been excluded under s36 and s43 FOI 2000.

6. Loans out

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

6.2. The Board approved all proposed loans out.

7. Pictures for Treatment
7.1. The Board saw in the upper conservation studio The Horse Fair by Rosa Bonheur (NG621) following treatment .The Head of Conservation said that the work carried out on this painting had been greatly informed by work undertaken by the Scientific Department in the course of the treatment and that much of the work carried out had been filmed so that it could be made available to the public on the Gallery’s website in due course.  One member of the Board said it would also be desirable to find a way to draw the attention of the public to such research when they viewed the painting in the Gallery. The Head of Conservation drew attention to the frame which had been extensively restored. The Board approved the painting as ready to go back on display and it was confirmed that the painting would be re-hung in Room 46.
7.2. The Board also saw Still Life with Bottle, Glass and Loaf by Imitator of Chardin (NG1258) following completion of treatment and approved it as ready to go back on display.
7.3. The Board saw Portrait of a Cardinal by Scipione Pulzone (NG1048) and were told this work had not been treated since the late 19th century; they were also shown Saint Ambrose with Ambrosius van Engelen by Albrecht Bouts and Workshop (NG 264); the Board approved the treatment proposed for both these works .
7.4. Information has been excluded under s 41 and s43 FOI 2000.

8. Information has been excluded under s36, s41`and s43 FOI 2000.

9. Committees of the Board

9.1. The Board noted the minutes of the Audit committee of 16 November 2017 and the Chair of the committee said that the committee would be giving further consideration to the Gallery’s Information Systems resilience.

9.2. The Board noted the minutes of the Finance committee of 16 November 2017 and the Chair of the committee reported on the committee discussions earlier in the day which had focused on the Corporate Plan.

9.3. In the absence of the Chair, the Secretary to the Board updated the Board in relation to the search for two new Trustees.

9.4. The Board noted the minutes of the Masterplan committee of 5 December and the Chair of the committee updated the Board on discussions at a meeting of the committee on 16 January 2017. Information has been excluded under s36 FOI 2000.

9.5. The Deputy Chair in his capacity as Chair of the Development committee said he was pleased to report that Luke Meynell had agreed to join the committee, in place of Carolyn Eadie who was standing down from the committee; he expressed the Gallery’s gratitude for her valuable contribution to the work of the committee. He updated the Board in relation to the process of seeking sponsorship for exhibitions in 2019.

9.6. The Chair of the Digital advisory group reported to the Board on a digital breakfast hosted by herself and the Chair in December, and a meeting of Trustees with expertise in the digital field from other museums and galleries which had also been convened in December.

9.7. The Board noted the minutes of the Scientific Consultative group meeting of 30 November 2017.

10. Director’s report

10.1. The Director presented his report which was noted by the Board.

10.2. He highlighted for the Board that the four paintings comprised in the gift from the estate of the late Baron Van Dedem which had been announced in December were now hanging in Room 26. He also reported on the loan to the Gallery of Saint Dominic by Bernardo Daddi (a close follower of Giotto) now on display in Room 51.

10.3. He reported that  in February the Gallery would embark on a programme of refurbishment of the Sainsbury Wing (including the replacement of timber floors and repainting of interiors) and a phased re-hang of the space, which was due to be completed by the end of the summer.

10.4. The Director reported on the appointment of a Chief Operating Officer; Paul Gray would take up his post full time from the end of May.

10.5. He reported to the Board that the Gallery had selected as the subject of its latest Take One Picture programme Pintoricchio’s Penelope with the Suitors (NG911), and that the display of works selected from participating schools would this year be shown in the Sunley Room .

10.6. The Director reported on visitor numbers  highlighting for the Board that 250,000 visitors had enjoyed the free exhibition entitled 'Leonardo, Michelangelo, Raphael around 1500' in Room 20

10.7. The Director ran through highlights of the year ahead for the Board, including exhibitions and other key events. Information has been excluded under s 36  and s 43 FOI 2000.

10.8. In response to a question from the Board concerning the artist in residence programme, the Director confirmed that the newly appointed Special Projects Curator was considering this now, including the question of funding for the programme.

11. Update on General Data Protection Regulation (GDPR) preparedness

11.1. The Director of Public Engagement in her capacity as Data Protection Officer presented her paper which was noted by the Board. One member of the Board suggested that Board members themselves would benefit from clear and simple guidance on data protection issues arising when they were asked to approach possible donors or other individuals on the Gallery’s behalf.

12. Management and Development report

12.1. The Head of Finance presented the management report to 30 November 2017, highlighting changes since the last report and that the Gallery’s contingency for the year was now fully committed. One member of the Board said that he found the existing presentation of the management accounts, which focussed on activity grouped under the Gallery’s different strategic priorities, less clear than it might be; he felt that it would, for example, be helpful to see all development income under a single heading; it was suggested that the use of footnotes might assist. The Head of Finance agreed to give consideration to changes to the format.

12.2. The Head of Development updated the Board on progress with fundraising against targets for the year 2017–18 and on income already pledged for 2018-19. Information has been excluded under s36 FOI 2000.

13. Grant applications to the National Gallery Trust
13.1. The Board approved the proposed grant applications to the National Gallery Trust.

14. Chair Appraisal     

14.1. The Board discussed this matter in closed session.

15. Any other business

15.1. This being the last Board meeting of Professor Anya Hurlbert, the Deputy Chair expressed his warm personal appreciation and that of the entire Board for all that Professor Hurlbert had done for the Gallery over the last 8 years, including in particular her support for and championship of the Scientific Department and her Chairing of the Scientific Consultative Group .

15.2. There being no other business the Deputy Chair declared the meeting closed.