MINUTES OF THE MEETING OF THE TRUST BOARD
OPEN AGENDA
Meeting held in the Thomas Cheeseman Boardroom
Thursday, 24 June 2021
(Pipiri – Rāpare, 24 Hune 2021)
8:30am-3:00pm
Present: O Atimalala (Chair), J Judge (Deputy Chair), B Palmer, K Avery, M Binns, P Manase Lua, P Hulse,
Prof. R Bedford, and R Carlyon.
Apologies: R Tuwhangai and M Mariassouce
By Invitation: Chief Executive and Governance & Risk Manager
By Invitation for the Chief Executive’s Reports: Executive Team members
Item
MINUTES
No.
1.
WELCOME AND KARAKIA The Chair,
O Atimalala, welcomed the Trust Board (Board) and opened the meeting
with a karakia.
2.
OPENING - OPEN SESSION
2.1
Apologies
Apologies received from R Tuwhangai and M Mariassouce were noted.
2.2
Conflicts of Interest
Two new potential conflicts of interest were noted as follows:
• P Hulse is a Member of the Local Government Review Panel
• B Palmer is Chair of SPCA Investments
ACTION:
Governance & Risk Manager to add the above potential conflicts of interest to the
Register.
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3.
GOVERNANCE
3.1
Minutes of the Previous Meeting
The Minutes of the Open Agenda previous meeting held on 15 April 2021 were taken as
read.
There were no amendments to the minutes.
IT WAS RESOLVED THAT:
The Minutes of the Open Agenda Trust Board meeting held on 15 April 2021 be
approved as a true and correct record.
Moved: R Bedford
Seconded: B Palmer
Carried
3.2
Matters Arising from Trust Board Minutes
The Trust Board acknowledged the high-quality minute-taking and thanked the Trust
Governance & Risk Manager.
3.3
Resolutions Ratified Report
The Resolutions Ratified Report that recorded the resolution passed by circular motion
to adopt the Auckland War Memorial Museum’s Annual Plan 2021/2022 was noted.
3.4
Executive & Governance Committee Minutes
Committee meeting minutes of 24 February 2021 for the Executive & Governance
Committee (now disestablished) were noted.
3.5
Future Museum Capital Programme Committee Minutes
Committee meeting minutes of 24 February 2021 for the Future Museum Capital
Programme Committee (now disestablished) were noted.
4.
ITEMS FOR APPROVAL
4.1
Research & Publication Reserve
A Research and Publication Reserve (R&P Reserve) was established in 2020 to
consolidate sundry income from research-related sources and to provide capacity to
fund multi-year research and publication projects.
Director, Collections & Research requested the Board approve the proposed drawdown
from the R&P Reserve to support projects commencing or continuing in the 2021/22
financial year.
IT WAS RESOLVED THAT
The Trust Board approves the drawdown of $110,500 from the Research and
Publication Reserve.
Moved: J Judge
Seconded: O Atimalala
Carried
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4.2
Taumata-ā-Iwi Expansion
Since its inception in 1996, the Taumata-ā-Iwi has comprised three Ngāti Whātua
members, one member from Waikato and one member from Ngāti Paoa. The
Taumata-a-Iwi is responsible for the provision of advice and assistance to the Trust
Board in a series of matters set out in the Auckland War Memorial Museum Act 1996.
The Chair of Taumata-ā-Iwi presented a report to the Board that sought to ensure
continuity and broaden input into their mahi by increasing their membership from five
members to eight members with an additional representative from each iwi – Ngāti
Whātua, Ngāti Paoa and Waikato.
The Board considered the Taumata-ā-Iwi Expansion proposal and agreed with the
Taumata recommendation.
IT WAS RESOLVED THAT
The Trust Board approves the increase of Taumata-ā-Iwi membership from the
FY22/23, of up to 8 members. These members shall be appointed to the Taumata-a-Iwi
in accordance with the agreed Terms of Reference (to be developed in partnership with
the Taumata-ā-Iwi).
Moved: R Bedford
Seconded: K Avery
Carried
5.
ITEMS FOR APPROVAL
5.1
Financial Reports
The Financial Reports as presented by the Director Enterprise & Finance were taken as
read.
The Director Enterprise & Finance spoke to the reports with the following points noted:
• the visitation graph indicates the AWMM is likely to reach 500,000 visitors by
December this year
• self-generated revenue continues to be ahead of budget, mainly due to
commercial operations, increased grant activities and additional exhibition
revenue
• correspondingly, operating expenses are above budget driven mainly by increased
cost of sales
• there is likely to be some capital expenditure on projects that will carry forward
into FY2021-2022 due to delays in commencing a number of projects at the start
of this year
Financial Summary
Museum’s operating result is expected to be better than planned due to increased self-
generating income/profitability and prudent cost management.
As advised earlier to the Trust Board (via the Audit and Risk committee), the lease cost
of Broadway office and Manu Taiko will be reclassified from Special Purposes to
Operating section of the Statement of Comprehensive Revenue and Expense from the
current financial year FY2020/21. This will have an additional impact of $1.5m on the
operating deficit, with the full year deficit forecast to be around $3.3m (Plan deficit
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$3.02m). Adequate disclosure will be included in the Museum’s Annual Report to
explain this reclassification.
The Trust Board reviewed the monthly financial reports and directed the management
to include the profitability analysis of self-generated income more explicitly in the
monthly Key Financial dashboard reporting going forward. This could potentially
require separating the directly attributable expenses related to the self-generating
income from the other operating expenses. This will provide better information to the
Trust Board regarding the Museum’s operating expenses.
The year-end financial results and management accounts will be circulated to the Trust
Board in due course.
The Board reviewed the reports and provided the following feedback:
• greater clarity around what makes up the self-generated income and
profitability
• when viewed in isolation, the operating expenses seem high. Is there a way
that self-generated revenue and related expenses be reported separately i.e.
introduce cost of goods sold to report gross margin and operating expenses
below these to report net profit/loss?
ACTION ITEM
The Director Enterprise & Finance to include the profitability analysis of self-generated
income more explicitly in the monthly Key Financial dashboard reporting going forward,
separating the directly attributable expenses related to the self-generating income
from the other operating expenses.
ACTION ITEM
The Director Enterprise & Finance to present the proposed new format to the Audit &
Risk Committee for its review before a recommendation is made to the Board at the
August meeting.
Investments
It was noted that the AWMM investments were showing good returns. Milford Asset
Management will attend the next Audit & Risk Committee meeting for a review of the
current investment structure and the Statement of Investment Policies and Objectives
(SIPO).
IT WAS RESOLVED THAT
The Trust Board approve the Financial Performance Reports to May 2021.
Moved: M Binns
Seconded: R Carlyon
Carried
The Board thanked the Director Enterprise & Finance for the reports.
5.2
Health and Safety Reports
The Health & Safety Reports for April and May as prepared by the Director People &
Organisation were taken as read.
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RECOMMENDATION
That the Trust Board note the Health & Safety Dashboard Reports for April and May
2021.
The Board noted the Recommendation above and the Chair thanked the Director
People & Organisation for the reports.
5.3
Media Reports (February 2021)
The Media Reports for April and May prepared by the Director Marketing,
Communications & External Relations were tabled as read.
The Board noted the increase in media coverage. This is due to the strategic approach
being taken by the AWMM and the increase in openings and exhibitions that create
great stories to tell.
The Board Chair acknowledged the hard work to achieve these results by the
Marketing, Communications and External Affairs team.
RECOMMENDATION
That the Trust Board note the Media Coverage Reports for April and May 2021.
The Board noted the Recommendation above and the Chair thanked the Director
Marketing, Communications & External Relations for the reports.
6.
COMMITTEE REPORTS
6.1
Audit and Risk Committee Report
6.1.1 Risk Management Framework
B Palmer, Chair of the Audit & Risk Committee, provided an overview of the Risk
Management Framework that includes the new architecture developed at the Board
workshop on risk in 2020; i.e. static, dynamic and strategic risk analysis.
6.1.2 Risk Management Policy
A new risk management policy was developed by B Palmer as a result of the workshop
mentioned above. The policy was approved at the Audit & Risk Committee meeting
held on 8 June 2021 and is now recommended for approval by the Board.
The Board acknowledged the well written policy and thanked B Palmer for their
involvement with the development of the policy.
IT WAS RESOLVED THAT
The Trust Board approve the draft Risk Management Policy as final.
Moved: R Bedford
Seconded: J Judge
Carried
6.1.3 Deloitte Appointment Letter
The letter confirming the engagement of Deloitte for the audit of the financial
statements for the year ended 30 June 2021 was tabled as read.
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IT WAS RESOLVED THAT
The Trust Board approve the engagement of Deloitte for the audit of the financial
statements for the year ended 30 June 2021.
Moved: B Palmer
Seconded: J Judge
Carried
6.1.4 Consolidation Integration of the Operating and Special Purposes sections on the SCRE
Currently, the Museum’s Statement of Revenue and Expense (P&L) is divided into two
broad sections: Operating and Special purposes (SP). In the interest of providing better
transparency and understanding of the Museum’s financial reports and plan, the Audit
and Risk Committee recommends to the Board that the AWMM integrate the
Operating and SP section of the Statement of Revenue and Expense (P&L), from
FY2022/23 DAP.
The AWMM’s external auditor Deloitte supports this view in principle. Deloitte also
recommended the Board review the allocation of current revenue and expense items
between operating and SP as part of this exercise.
The Board requested more time to consider the implications of the proposed
consolidation, with a decision either by circular motion or deferred until the August
Board meeting.
The Board thanked B Palmer for the report.
6.2
Development Committee Report
J Judge, Chair of the Development Committee, provided a verbal update.
6.2.1 Fundraising Policy
J Judge advised the Board that the Development Committee met on 23 June to review
the Fundraising Policy. It was agreed that more editing is needed on the policy before it
could be recommended for approval by the Board. Therefore, the Committee will hold
this item over to the August meeting.
6.2.2 Endowment Fund Consolidation
The AWMM is a recipient of philanthropic funds through its bequests program, the
purpose of such bequests usually being stipulated in a Will or an Estate Plan of the
donor.
At the Development Committee meeting, it was agreed that the AWMM would
consolidate the three endowment funds to one, called Auckland Museum Endowment
Fund.
The new fund would not only provide better marketability of the Museum’s bequest
and other fundraising programme but would also be more manageable administratively
thereby providing enhanced assurance to the potential donors.
Recommendation
The Board received the Endowment Fund Consolidation report and noted the ongoing
work regarding consolidation of the existing endowment funds and general purposes
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bequests maintained by the Museum.
The Board supported the importance of a structured approach to donor management.
The successful programme of work delivered by the Development team was
acknowledged and the board thanked them for their dedication.
The Board thanked J Judge for the report.
6.3
Planning Committee Update
No Planning Committee update was noted.
7.
PARTNER REPORTS
7.1
Taumata-ā-Iwi Report
Prof R Bedford provided a verbal update on the recent Taumata-ā-Iwi meeting on
behalf of M Mariassouce.
The AWMM presentations at this meeting included:
• the process for acquisition and deaccession presented by the Director,
Collections & Research
• the Draft Annual Plan presented by the Director Marketing, Communications &
External Affairs
• the Environment and Human Impacts Galleries renewal programme presented
by the Director Public Experience
• the Kaupapa Maori Conservation Workforce Innovation presented by the
Director People & Organisation, the Director Collections & Research and the
Tumuaki Maori & Pacific Development
Prof R Bedford advised the Board that the expansion of Taumata-ā-Iwi was discussed in
preparation for presentation to the Board for approval at this meeting.
The Board acknowledged the benefit of having a representative from the Board at the
Taumata-ā-Iwi meetings.
The Board thanked Prof Richard Bedford for the report.
7.2
Auckland Museum Institute (AMI) Report
Dr R Lins, President of the AMI, provided a verbal update.
The key points noted in Dr R Lins’ report included:
• at a recent AMI Council meeting, the Research Manager presented on the post
graduate scholarship scheme. AMI endorses this scheme and is open to
providing financial support.
• the AMI website is currently undergoing an upgrade to improve its web
presence, including a review of web content
• consistency with the AWMM website was generally agreed as being valuable
• AMI is a learned society with members who share knowledge and promote
fellowship, who are academics but who can engage effectively
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• a review of the service level agreement that defines the support provided by
AWMM may provide a new delivery model
• AMI provides succession to the Board
• a programme of work for the next 12 months will involve AMI, e.g. the working
group for the new five-year strategic planning process
The Board thanked Dr R Lins for the report.
7.3
Pacific Advisory Group (PAG) Report
P M Lua, Chair of the PAG, provided a verbal update.
P M Lua reported on the recent PAG meeting attended by AWMM staff with the
following points noted:
• the visitation report provided excellent data
• a discussion on membership was very productive
• an overview of the draft DAP was provided
• there was good engagement with Taumata-ā-Iwi
The Board thanked P M Lua for the report.
8.
ANY OTHER BUSINESS
The Board were reminded that the opening stakeholder event for the Sea Monsters
Exhibition is being held on 8 July 2021.
The next meeting is scheduled to be held on Thursday 26 August 2021.
9.
MEETING CLOSE
The Chair thanked all attendees and closed the meeting at 2.05pm.
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