Issue - meetings

The Scheme which agrees the future governance framework for the new Corporate Trustee of the Russell-Cotes Art Gallery & Museum has been approved by the Charity Commission and BCP Council under delegated powers. It was passed to the Department of Culture Media and Sport (DCMS) in April, together with the Draft Order of State for the publicity and modification phase, before ministerial and parliamentary approval in due course.

RCAGM Sole Trustee Ltd, the new Company Limited by Guarantee, was incorporated on 10 March 2025 and will act as Corporate Trustee in place of BCP Council after Vesting Day. The Company number is 16304062 and 9 Board members have been recruited and regular formal meetings have started.

Due to the extended time frame and higher legal and ICT costs than anticipated, the transition costs have been revised from £119,000 to £145,000.  Additional funding to cover these costs has been agreed from reserves.  £100,000 will be transferred from these and the NHLF Lottery Grant, which is contributing to the project, to the new Sole Trustee so that it can procure services needed (eg HR, legal and ICT) as well as other operational costs to prepare for vesting day. 

The Chairman presented a report, a copy of which had been circulated to each Member and a copy of which appears as Appendix 'C' to these Minutes in the Minute Book.

The Scheme which agrees the future governance framework for the new Corporate Trustee of the Russell-Cotes Art Gallery & Museum had been approved by the Charity Commission and BCP Council under delegated powers. It had been passed to the Department of Culture Media and Sport (DCMS), together with the Draft Order of State for the publicity and modification phase. This would be reviewed by the Secretary of State for either sign off or laid before Parliament. This was not likely to happen until the autumn, because of the summer recess which could delay vesting day until 2026.

RCAGM Sole Trustee Ltd, the new Company Limited by Guarantee, was formed and shadow meetings have taken place.

It had been agreed that reserves could be transferred to the new  Trustee’s account so that it could establish contracts for HR and legal advice to progress necessary activities including staff transfer in advance of Vesting Day.

ICT had been helpful and assisted in screening and assessing potential suppliers of new equipment and ongoing support contracts.

The actuarial assessment for the pension scheme was still awaited and help was sought to expedite this if possible.

RESOLVED that The Management Committee notes progress on moving to an independent trust

requests officer support to progress:

a)       The transfer of £100,000 of reserves and grant funding to the new Sole Trustee

b)       The delivery of the pension actuarial assessment

c)       Development of legal agreements

d)       ICT Service transfer

and delegates authority for progressing and agreeing terms to Service Director for Customer and Property, Chief Operations Officer and Monitoring Officer.

Voting: Unanimous