Trust Board Open Agenda Final Minutes August 2020.pdf

MINUTES OF THE MEETING OF THE TRUST BOARD,
OPEN AGENDA

Meeting held via Zoom video teleconference
Thursday, 20 August 2020
(Hōngongoi – Rāpare, 20 Ākuhata 2020)
8:30am-4:30pm

Present (all via Zoom video teleconference): O Atimalala (Chair), J Judge, Dr S Sandley, R Carlyon, B
Palmer, M Binns, Prof. R Bedford, K Avery, M Mariassouce and P M Lua
Apologies: None
In attendance: Chief Executive, Director of Enterprise and Finance, Director of Public Experience,
Governance and Compliance Manager and Lead Executive Assistant

Item

MINUTES
No.
1.

WELCOME AND KARAKIA
The Chair welcomed members and Mr M Mariassouce provided the karakia for the Trust
Board.
2

AGENDA OPENING

The Trust Board Chair opened the meeting and acknowledged J Brosnahan and S Sandley

at their last formal Trust Board meeting before their end of terms. The Chair

acknowledged their respective skilled leadership, energy and mahi during their tenures

and thanked them on behalf of the Trust Board.

2.1
Apologies

O Atimalala and M Mariassouce gave apologies in advance for early departures.

2.2
Conflicts of Interest
No conflicts of interest were declared. Trust Board requested an update to the Interests
Register to reflect the current Board positions.

1
Trust Board Open Agenda Meeting Minutes – 20 August 2020

3.

GOVERNANCE

3.1
Minutes of the Previous Meeting

The Trust Board considered the Minutes of the Previous Meeting held on 18 June 2020.

The Board requested a check of attendance as all members had been present at the

meeting. Subject to that confirmation, the Trust Board accepted the Minutes as a true

and accurate record for the meeting held on 18 June 2020.

J Brosnahan / J Judge – All carried

3.2
Matters Arising
The Trust Board reviewed the list of matters arising noting that some were to be
addressed during the meeting agenda. It was noted that the Chair and Deputy Chair still
were to discuss the term limit of Board members with RFA.  It was discussed that this
would be part of the wider governance discussions with RFA and Auckland Council that
were upcoming.

The Trust Board considered the action on consolidation of the smaller trusts and
bequests and noted that this was being addressed by the Audit and Risk Committee.

The Trust Board also noted that discussion on the Future Museum Strategy would be
delayed following consideration of the impacts from various issues including the on-going
impacts from the COVID-19 pandemic as well as Auckland Council’s Culture and Heritage
Review (CHR) and resulting discussions with Auckland Council.
4.

ITEMS FOR DECISION

4.1
Draft Annual Plan FY21/22

The Planning Committee Chair moved that the Trust Board approve the recommended

changes to the DAP FY21/22 and the financial assumptions as discussed.

J Brosnahan / K Avery – All Carried

This point was subsequently clarified by the Trust Board out-of-session vote confirmed

on 28 August 2020 when it was agreed that the DAP 21/22 financials be based on

holding the levy at nil increase for FY 21/22 and projecting 2.5% increase from FY22/23.

The Trust Board emphasised that this needed to be mentioned in the DAP FY21/22

narrative (as a projection), and not just included in the financial figures.

4.2
Insurance Renewal

The Chair of the Audit and Risk Committee introduced the recommendation for renewal

of the Museum insurance.  The Director of Enterprise and Finance explained that the new

insurance quote included an increase of $75,000 in the premium due to the revaluation

of the Museum building from $382 million to $457 million. The Committee had

recommended an increase in the loss limit from $192 million to $220 million.  The

Committee Deputy Chair explained that the Museum building was considered in three

parts and the loss limit was set to replace effectively 1/3 of the building. It was noted

that Marsh Insurance had not been able to provide a quote for full building replacement
2
Trust Board Open Agenda Meeting Minutes – 20 August 2020

as this required a number of additional providers.  The Committee had considered that

there were already a number of mitigation improvements (especially related to fire

prevention) that had been undertaken.

As a result, the Committee recommended the proposed insurance renewal be accepted

with $220 million loss limit, but noted that there was uncertainty about how much that

would be able to fund. As a result, it had been suggested that an independent review be

undertaken to assess the estimated building replacement cost, to help clarify what could

be potentially be replaced with $220 million. The Committee Chair also noted that the

deductible was quite low at $5,000 and suggested that this be increased to no more than

$50,000 in an effort to reduce the premium.

•  The Trust Board approved the recommendation from the Audit and Risk Committee

to accept the insurance renewal as proposed by Marsh Insurance based on a $220

million loss limit with a revision to the deductible no more than $50,000, and noting

that a mid-term review of the insurance would take place following the re-valuation

of the building on completion of the Phase 1 works and an independent assessment

of the rebuild rates for the building.

B Palmer / M Binns – All carried

4.3
ICT Core Infrastructure Replacement

The Director of Public Experience introduced the recommendation made to the Audit

and Risk Committee regarding the proposed replacement of the ICT core infrastructure.

It was explained that this project sought to replace the Museum’s aging and fragmented

infrastructure that was unable to support current requirements. The Committee had

agreed with the proposal but had requested that the provision of a third storage site

outside the greater Auckland region be costed in order to ensure redundancy. The

Deputy Chair of the Audit and Risk Committee also explained that the cost of the project

was $2.5 million spread over five years and the Committee recommended a contract be

pursued with the preferred supplier, Lexel, as proposed.

•  The Trust Board agreed for the Museum to enter into negotiations with the

preferred supplier Lexel on the planned replacement of ICT core infrastructure as

proposed, noting concerns about the establishment of a third storage site to be

located outside the greater Auckland region.

B Palmer / R Bedford – All Carried

4.4
AMI Fund Drawdown Request

The Director of Enterprise and Finance recommended and the Chair moved for the Trust

Board to approve the proposed transfer of $14,000 from the AMI Life Members Fund for

FY20/21 as requested by AMI.

•  The Trust Board agreed to the requested transfer of $14,000 from the AMI Life

Members Fund to AMI as requested.

J Judge / R Carlyon – All Carried
3
Trust Board Open Agenda Meeting Minutes – 20 August 2020

5.

ITEMS TO RECEIVE

5.1
Compliance Report (1 January – 30 June 2020)

The Trust Board received the Legislative Compliance Report for the period 1 January – 30

June 2020, noting the only outstanding issue related to the on-going remediation of

holiday pay based on the Holidays Act which was being addressed and mitigated.

5.2
Trusts, Bequests and Reserves Report (1 January - 30 June 2020)

The Trust Board received and noted the Trusts, Bequests and Reserves Report of 30 June

2020.  The Audit and Risk Committee noted that funds allocated from the Edward Earle

Vaile Trust during the reporting period 1 January – 30 June 2020 had exceeded the

previously approved amount. The Committee recommended that the Trust Board

approve the additional spend of $2,775 from the Edward Earle Vaile Trust (AM2) over the

previously agreed amount of $80,000 for archaeological purposes.  The Committee also

emphasised that any overspends required approval by the Trust Board.

•  The Trust Board agreed to the additional spend of $2,775 from the Edward Earle

Vaile Trust (AM2) over the previously agreed amount of $80,000 for archaeological

purposes.

B Palmer / R Carlyon – All carried

5.3
Financial and Visitation Reports

The Trust Board received and noted the finance and visitation reports, expressing that

the dashboard reporting needed improvement.

5.4
Health and Safety Reports (June/July 2020)
The Trust Board received and noted the health and safety reports.

6.

COMMITTEE REPORTS

6.1
Executive and Governance Committee – Dr S Sandley

The Committee Chair reported that the Executive and Governance Committee had

reviewed the Chief Executive’s Success Agreement for the previous year 19/20 and

considered the upcoming year 20/21 during its meeting. The Committee had also

discussed the request from the Taumata regarding the approach to iwi for three

additional members.  The Committee had recommended that there needed to be further

discussion between the Taumata Chair and the IMSB, as well as between the Taumata

and the Trust Board before the approach to iwi for nominations.  It was discussed that

the issue of co-governance and constitution of the Taumata had been raised by the IMSB

during the recent Council meeting on the Annual Plan 20/21.

6.2
Development Committee – Dr S Sandley

The Committee Chair reported that the Committee had reviewed the proposed agenda

for upcoming events related to the reveal of the South Atrium spaces, and noted that

provisions should be made if these events were to occur under Level 3 conditions. The

Committee had also discussed possible names for co-opted members. One name had

been agreed and would be approached by the Committee before making
4
Trust Board Open Agenda Meeting Minutes – 20 August 2020

recommendation to the Trust Board.   The Committee had also expressed the need for a

clearer strategy on Museum fundraising and memership.

6.3
Audit and Risk Committee – B Palmer

The acting Committee Chair noted that most of the main agenda items from the Audit

and Risk Committee had already been considered by the Trust Board, including the ICT

Infrastructure Replacement and Insurance Renewal.  The Committee had also proposed

creating a working group to progress the reworking of the Risk Management Framework.

The Committee had received a report on the Holiday Pay Remediation from EY and

approved the recommendation for EY and the Museum to approach MBIE for

endorsement of the estimates for remediation.  In addition, the Committee had

considered and approved the Estimates and Judgments for Annual Accounts, and this

would be coming to the Trust Board with the FY19/20 accounts final sign-off.

6.4
Future Museum Capital Programme Committee (FMCC) – M Binns
The FMCC Chair reported that works programme was progressing well and that the
recent level 2.5 and 3 restrictions had not made a huge impact.  He mentioned that the
contingency fund was down and the FMCC was keeping a close eye on ensuring the
works programme stayed within the allocated contingency.   The Chair reported progress
on South Atrium areas was going well and there was confidence it would be ready for the
Reveal. He noted that there was still some concern about the Australian contractors
travelling to Auckland for fit-out of the showcases, but this was part of the new galleries
which were not due to open until early 2021 so there was less time pressure.

The FMCC Chair confirmed that the Committee had agreed and signed the letter of intent
with Aspec on the TP6 project totalling $2.92 million. He noted that this had already
been agreed by the Trust Board as part of the overall Phase 1 programme of works, but it
was now going to contract with Aspec.

5
Trust Board Open Agenda Meeting Minutes – 20 August 2020

7.

PARTNER REPORTS

7.1
Taumata-ā-Iwi Report (verbal report)

M Mariassouce reported that the Taumata had reviewed the DAP 21/22 at its previous

hui and provided feedback.  He also noted that the Taumata discussed how the DAP

should amplify He Ara Whaowhia in the strategic planning. He explained that the

relationship between the DAP and He Ara Whaowhia should be an iterative process

developing over time, and that this would give expression to the Taumata’s desire to be

more proactive in driving the bicultural dimension.

7.2
AMI Report – J McIntyre

J McIntyre provided the AMI President’s Report and thanked the Trust Board for

approving the AMI Life Members Fund drawdown.  He explained that the AMI SGM had

been postponed to a date TBC in September to ensure the launch of the new Museum

Membership programme in October. The AMI President noted that the AMI lectures had

been cancelled under the COVID 19 restrictions in Auckland and the Rutherford medals

were having to be rescheduled which was regrettable.   He emphasised that AMI was

eager to work with the Museum Development Team to discuss a strategy for allocation

of the AMF funds.  The report was taken as read.

7.3
Pacific Advisory Group (PAG) – P M Lau
The PAG Chair noted that a written update had been produced but would be circulated
out of session.  He noted that PAG had farewelled departing Chair S Kailahi on 16 July,
and a new Deputy Chair had been appointed.  The Pacific Communities Engagement Plan
had been well-received by PAG as was the Museum’s continued support of language
weeks. The PAG had also discussed the upcoming opening of the new spaces in the
South Atrium and the PAG would be leading a kava ceremony as part of the opening
events.
8.

ANY OTHER BUSINESS

The AMI President requested further information about the CCO and Culture and
Heritage Reviews in relation to the Museum. The Chair noted that the Trust Board had
discussed this in depth and the CE would contact the AMI President and provide a
briefing on the situation.

9.

MEETING CLOSE

The Chair thanked all attendees and closed the meeting at 3:30pm.

6
Trust Board Open Agenda Meeting Minutes – 20 August 2020