The Chair received apologies from Manish Chande and Ben Gordon.

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MEETING OF THE BOARD OF TRUSTEES Minutes of a meeting of the Board of Trustees (the Trustees) of Canal & River Trust (the Trust) held on Friday 23 September 2016 8.30am at Hilton Garden Hotel, 1 Brunswick Square, Birmingham, B1 2HW Present Allan Leighton, Chair Lynne Berry, Trustee and Deputy Chair Jane Cotton, Trustee John Dodwell, Trustee Frances Done, Trustee Nigel Annett, Trustee Jenny Abramsky, Trustee Janet Hogben, Trustee Tim Reeve, Trustee In attendance Richard Parry, Chief Executive Stuart Mills, Director Sandra Kelly, Director Sophie Castell, Director Heather Clarke, Director Ian Rogers, Director Julie Sharman, Director Simon Bamford, Director Tom Franklin, former Trustee (part meeting) Malcolm Naish, Protector (part meeting) Gill Eastwood (minute taker) 16/170 APOLOGIES The Chair received apologies from Manish Chande and Ben Gordon. CHAIR S WELCOME AND REMARKS The Chair welcomed Jenny Abramsky, Janet Hogben and Tim Reeve to their first Board meeting. 16/171 REGISTER OF INTERESTS AND DECLARATION OF ANY INTERESTS IN ANY MATTER ON THE AGENDA The attendees declared interests as set out in Report CRT214. No further declarations of interest were made.

Gill Eastwood will contact new Trustees shortly to ensure that they make appropriate entries into the current register of interests as maintained by the Company Secretary. GE 16/172 MINUTES & SCHEDULE OF ACTIONS The minutes of the following meetings were approved Board of Trustees, Thursday 14 July 2016 Board of Trustees, Monday 22 August 2016. Summary of actions arising from Board meetings All matters arising were in hand or on the agenda. 16/173 INTRODUCTORY REMARKS The Chair explained that Board meetings were normally held in the morning following an afternoon site visit for all Trustees and a reception in the early evening for local stakeholders. The September meeting had a different pattern as the Trust Council meeting and AGM was on the previous day. The Council had approved the following appointments as Trustees: Jenny Abramsky Nigel Annett Janet Hogben Tim Reeve. The Council approved the re-appointment of Allan Leighton as chair. Tom Franklin and Simon Thurley had left the board, having served two terms as Trustees. Tom Franklin was in attendance for part of this Board meeting as an observer to ensure that we made the most of his experience in relation to the long term financial plan. The Chair also explained that, in view of its importance, Agenda Item 5, the Long Term Financial Plan (CRT216) would take priority and be dealt with first. 16/174 redacted 16/175 redacted 16/176 redacted 16/177 redacted 16/178 MODERN SLAVERY STATEMENT (CRT220) The Board approved the Modern Slavery Statement redacted 16/179 GOVERNANCE REPORT (CRT221) GE presented Paper CRT221.

redacted The Board agreed: The Fundraising Committee would be deleted GE to amend the Board Scheme of Delegation and the Board Committee Terms of Reference to reflect the: o o o o o o Deletion of the Fundraising Committee Changes to the Terms of Reference of the Remuneration Committee to show that redundancy payments over 50,000 was a reserved matter for the Board, but delegated to the Remuneration Committee Removal of the requirement for the Audit and Risk Committee to approve the method of appointment and termination of the Head of Audit & Risk Clarification that the appointment of Trust representatives to the Waterway Ombudsman Committee is a reserved matter for the Board Clarification that the appointment of the Chair of the Bwrdd Glandŵr Cymru is a reserved matter for the Board Clarification that the approval of bank signatories is a reserved matter for the Board relating to Financial Reporting and Control. o Revised job titles of members of the Executive. Jenny Abramsky be appointed to the Audit and Risk Committee Janet Hogben be appointed to the Remuneration Committee Tim Reeve be appointed to the Investment Committee Nigel Annett be appointed as Chair of the Bwrdd Glandŵr Cymru. Gill Eastwood be appointed to the Waterway Ombudsman Committee Gill Eastwood be appointed as Company Secretary Redacted. It was agreed that Richard Parry would explain the duties and responsibilities of the Waterway Ombudsman Committee with a view to the Trustees deciding on a replacement for Tom Franklin at the November meeting. GE RP 16/180 redacted 16/181 CHIEF EXECUTIVE S REPORT (CRT222) The Trustees received the Chief Executive s Report and Appendices 16/182 redacted 16/183 redacted 16/184 redacted 16/185 CLOSE OF MEETING There being no further business the Chair closed the meeting.

GOVERNANCE REPORT Author: Gill Eastwood, Head of Governance, Risk & Audit Board Meeting 23 September 2016 Decision Report CRT221 Text in red confidential 1 INTRODUCTION 1.1 The purpose of this report is to draw the Trustees attention to various matters affecting the governance of the Trust. 2 THE FUTURE OF THE FUNDRAISING COMMITTEE 2.1 The Fundraising Committee started life as an informal way for Trustees to pass on their experience of fundraising gained elsewhere, given that fundraising was a new activity for the Trust. 2.2 It was then set up as a formal Board Committee in July 2014 in recognition of the increased scale and significance of fundraising for the Trust. Its purpose (taken from its Terms of Reference) is to provide assurance and recommendations to the Trust on the effectiveness and appropriateness of its fundraising programme and policies, encompassing both voluntary and statutory fundraising. 2.3 There are only two specific delegations to the Fundraising Committee: 2.3.1 Ensure that there are appropriate and ethical standards and processes for receiving and refusing donations and fundraising 2.3.2 Monitor spend on restricted and designated funds to ensure these funds meet their stated objectives. 2.4 Over the last few months we have begun to question whether having a Board Committee to oversee fundraising meets the needs of a more mature charity, particularly taking into account the current climate of public opinion in relation to fundraising, and the recent changes in Charity Commission guidance and the regulatory framework. Specifically we note: 2.4.1 Brand building and raising general public awareness of the Trust to increase advocacy and support are inherently linked to voluntary income generation. These wider issues seem to be more appropriate for discussion at the full Board rather than being delegated to a Committee. 2.4.2 In June 2016 the Charity Commission updated its guidance Charity fundraising: a guide to trustee duties (CC20). The purpose of this is to help trustees comply with their legal duties when overseeing their charity s fundraising. CC20 sets out 6 principles, 4 of which focus on compliance and risk management, whiles the remaining 2 emphasize the collective responsibilities of Trustees. 2.4.3 There are significant changes in the regulatory framework surrounding fundraising. In July 2016 the Fundraising Regulator was established as 18785w

the single independent regulator of charitable fundraising. This brings compliance and risk management issues to the fore. 2.5 Taking these issues into account, the Board may wish to consider whether it wants to retain the Fundraising Committee. The Audit and Risk Committee would of course have oversight of how the risks around fundraising were being managed, as they would with risks relating to any other area of the business. The Fundraising Committee discussed these issues at its early September meeting. 2.6 If the Board decided to delete the Fundraising Committee, this could be actioned by deleting the delegations to the Fundraising Committee in the Board Scheme of Delegation 2.7 It is worth noting that the Scheme of Delegation already has the authority to decide the Trust s overall approach to income generation, including the proportion expected to be raised from fundraising as a Reserved Matter for the Board. This would remain unchanged. 3 AMENDMENTS TO THE SCHEME OF DELEGATION AND TO THE BOARD COMMITTEES TERMS OF REFERENCE 3.1 There are a number of relatively minor amendments required to the Board s Scheme of Delegation and to the Terms of Reference for the Board Committees: 3.1.1 In May 2016, the Remuneration Committee agreed that redundancy payments over 50k would in future be approved by the Remuneration Committee, with all others above a given threshold ( 10k) signed off by the Chief Executive. This decision needs to be reflected in the Board s Scheme of Delegation as a matter which is reserved for the Trustees but has been delegated to Board Committees. The delegation to the Remuneration Committee would then be reflected in revised Terms of Reference for the Remuneration Committee. 3.1.2 The Trust has also recently out-sourced its internal audit function, which removes the need for the ARC to approve the method of appointment and termination of the Head of Audit & Risk, including determining (through the Committee Chair) the involvement, where appropriate, of Trustees in the appointment process (paragraph h of the current Scheme). This requirement was intended to safeguard the independence of the Head of Audit & Risk, which is no longer an issue in the current arrangements and therefore this sentence could be removed. 3.1.3 Since the Board agreed the Scheme of Delegation in November 2015, we have noticed some omissions. It seems opportune to address while we make other changes: 3.1.3.1 That the appointment of the Chair of the Bwrdd Glandŵr Cymru and the Trust representatives to the Waterway Ombudsman Committee are reserved matters for the Board. Both of these are missing completely in the current Scheme and will therefore be a new paragraph under Matters Reserved for the Board of Trustees relating to Structure and Governance. 18785w

3.1.3.2 That the approval of bank signatories is a reserved matter for the Board. Whilst this is implicit in the Scheme that was approved in November 2015, it would be better if it was made more explicit by being a new paragraph under Matters reserved to the Board of Trustees relating to Financial Reporting and Control. 3.1.4 It also seems sensible to take this opportunity to amend any references to those Directors whose titles have recently changed, e.g., Finance Director would be changed to Finance & Corporate Services Director. This will affect both the Scheme of Delegation and the Board Committees Terms of Reference. 4. COMMITTEE MEMBERSHIP 4.1 Based on discussions with the Chair and other Trustees following Tom Franklin and Simon Thurley s resignation, we understand that the Trustees wish the Joint and Board Committee memberships to be as set out in Table 1. The Fundraising Committee has been included for the sake of completeness, and will be deleted from this Table if that is what the Board decides (see Section 1) Table 1 Appointments Committee (at least 2 Trustees required, with an equal number of Council members) Lynne Berry (Chair) Jane Cotton Allan Leighton Audit and Risk Committee (at least 4 members required) Frances Done (Chair) Nigel Annett Lynne Berry John Dodwell Jenny Abramsky Fundraising Committee (at least 3 members required) Jane Cotton (Chair) John Dodwell Ben Gordon Gillian Raikes (Co-opted) Investment Committee (at least 3 members required) Manish Chande (Chair) John Dodwell John Bywater (Co-opted) Allan Leighton Keith Tilson (Co-opted) Tim Reeve Nominations Committee (Chair, Vice-chair plus as least 1 member) Allan Leighton (Chair) Jane Cotton 18785w

Lynne Berry (Vice Chair) Allan Leighton Remuneration Committee (as least 3 members required) Ben Gordon (Chair) Jane Cotton Janet Hogben Bwrdd Glandŵr Cymru (one Trustee member who is the Chair appointed by Trustees) Nigel Annett (Chair) 4.2 Trustees are invited to confirm that: 4.2.1 Membership of the Joint and Board Committees is as set out in Table 1, and specifically that: 4.2.1.1 Jenny Abramsky is appointed to the Audit and Risk Committee 4.2.1.2 Janet Hogben is appointed to the Remuneration Committee 4.2.1.3 Tim Reeve is appointed to the Investment Committee 4.2.1.4 Nigel Annett is appointed as Chair of the Bwrdd Glandŵr Cymru. 5. WATERWAY OMBUDSMAN COMMITTEE 5.1 The Trust has two representatives on the Waterway Ombudsman Committee, namely Tom Franklin and Jackie Lewis. It is proposed that Gill Eastwood, Head of Governance, Audit & Risk, should take the place of Jackie Lewis who is leaving the Trust. Trustees are asked to confirm their nominations to replace Tom Franklin. 6 COMPANY SECRETARY 6.1 We propose that Gill Eastwood be appointed as Company Secretary, given Jackie Lewis s resignation and Gill s wider governance responsibilities. 7. BANK SIGNATORIES 7.1 Following a number of changes in personnel within the Trust, it is timely to review and update the approved list of bank signatories. Appendix 1 sets out changes to the list of bank signatories proposed by the Finance & Corporate Services Director for Board approval. 8. WATERWAY PARTNERSHIPS 8.1 Central Shires. The July meeting of Trustees noted the closure of the Central Shires Partnership. The Partnership will hold its last meeting on 23 September 2016. 18785w

9. PARTNERSHIP MEMBERS 8.1 Since the July 2016 Board meeting, no further appointments have been made. 8.2 Appendix 2 sets out the number of Partnership members, their remaining terms of office, and the number serving a second term. 10. RECOMMENDATIONS 9.1 The Board consider whether it wishes to retain the Fundraising Committee (Section 2) 9.2 That the Head of Governance, Audit & Risk be given delegated authority to amend the Board Scheme of Delegation and the Board Committee Terms of Reference to reflect the Board agreement in relation to the Fundraising Committee (as outlined in Section 2) and those issues identified in Section 3 of this report. 9.3 That the Trustees confirm the Joint and Board Committee membership, and the Chair of the Bwrdd Glandŵr Cymru, as set out in Section 4. 9.5 To agree a Trustee nomination to the Waterway Ombudsman Committee (Section 5). 9.6 That Gill Eastwood be appointed as one of the Trust s representatives on the Waterway Ombudsman Committee (Section 5). 9.7 That Gill Eastwood be appointed as the Trust s Company Secretary as proposed in Section 6. 9.8 redacted Roger Hanbury Head of Governance Services Gill Eastwood Head of Governance, Audit & Risk 18785w

APPENDIX 1 redacted 18785w

APPENDIX 2 TABLE PARTNERSHIP MEMBERS TERMS OF OFFICE PARTNERSHIP CURRENT MEMBERSHIP NOS - TOTAL REMAINING TERM OF OFFICE Less than 12 months 12-23 months 24-36 months NO. ON 2 ND TERM East Midlands 10-10* 0 7* Kennet & Avon 7 1 5 1* 4* London 13 2 8* 3 5* Manchester & Pennine 12-12* - 8* North East 10 3 6* 1 7* North Wales & Borders 12 1 11* - 4 North West 11 3 5* 3 2 South East 11 3 5* 3 4* South Wales & Severn 8 3 4* 1 6 West Midlands 11-10* 1 7* TOTAL 105 16 76 14 54 * Includes Chair 18785w

CHIEF EXECUTIVE S REPORT SEPTEMBER 2016 Author: Richard Parry Chief Executive Board Meeting 23 September 2016 Information Report CRT222 Text in Red Confidential 1. INTRODUCTION 1.1 This report covers the period to the end of July 2016, with updates for recent weeks where available. Since the last Board, there has been a period of relative calm as the UK prepares itself for the long Brexit process, with no further indication as yet of the potential effect on the Trust. 2. PERFORMANCE 2.1 Appendix 1 sets out performance for the year to date across the range of KPIs agreed by the Board. At this stage of the year none of the measures are shown as red though some are given status amber as they are behind the target to date, but can catch up later in the year. Most notably, our Friends recruitment is around 700 behind the phased target to the end of July. The background to this is explained in Appendix 7 to this report. The rate of recruitment will now have to be sustained into the winter months in order to reach our year-end target. As towpath recruitment still proceeds well this is not out of the question, especially if we have another mild winter. The new Head of Fundraising will be reviewing our plans for the remainder of the year. Income from individual Giving remains in line with target, reflecting higher average contributions. 2.2 Appendix 2 presents the review of our performance against the key 35 Strategic programmes that the Executive is tracking to ensure the Trust s principal change actions are delivered, to complement the KPIs which measure our day-to-day delivery. Likewise, none of these are shown red at this stage - though the Priority Works measure is being refined to reflect the programme changes required to address arising urgent reactive work. redacted. 3. EXECUTIVE REPORTS 3.1 The Executive s reports feature as Appendices 3 to 8. The main points to draw to the Board s attention are: redacted Appendix 4 (Customer Service and Operations) reports on good operational performance during the peak summer months with the Kennet & Avon suffering the most from a range of minor faults, and updates on some of our diverse community engagement work. Appendix 5 (Asset Delivery) reports the strong progress made towards re-opening the Rochdale canal by the end of the month, with the breach site repairs complete and major piling works at the Landslip site well underway. Redacted Page 1

Appendix 7 (Marketing/Communications/Fundraising) describes the highest public awareness of the Trust for nearly two years, and ongoing media and marketing campaigns, and reports on a successful bid to the Arts Council to recover a number of the historic boats at our museums. Appendix 8 (HR report) updates redacted 4. UPDATE ON OTHER ACTIVITIES 4.1 The joint project team undertaking the review of the potential transfer of the Environment Agency managed navigations (largely comprising the non-tidal River Thames and the Rivers, Medway, Great Ouse and Nene) has continued apace with much detailed work done to understand and agree the future apportionment of the assets (with the Agency retaining those whose primary function is flood management) and the consequent costs. redacted. The work should be completed ahead of a meeting with the Chief Executive of the Environment Agency on 27 September to determine whether to take a proposition to a meeting with Defra. redacted. 4.2 redacted. 4.3 Our Northern Powerhouse Prospectus has now been shared with Sheffield City Council s chief executive (as well as Hull and Leeds), and meetings are scheduled with Manchester, and Liverpool. There was also a positive reaction from Transport for the North s chief executive at a meeting last month. Plans to distribute the document more widely are now in hand. 4.4 redacted. 4.5 redacted. 4.6 redacted. RICHARD PARRY Chief Executive September 2016 Page 2

Organisational KPIs and Targets for 2016/17 Mission Critical Measures Number of principal assets in Condition D or E (requirement to be below 23% threshold) Annual total return on our endowment portfolio (to exceed market benchmark, GVA Forecast) Annual total return from non-property investments (to exceed market benchmark, CPI + 6%) Reporting Frequency Jul Jul F4 Forecast Target Actual Actual Target 2016/17 2016/17 2015/16 Quarterly 13.7% 15.0% 15.0% 13.8% Target agreed between Richard Parry, Sandra Kelly and Julie Sharman Bi-annually 7.68% 0% 13.8% Quarterly 6.00% 7.65% -2.8% Commentary The benchmark should be exceeded as our Ground rent portfolio should provide some protection from falling post-brexit,pre-exit commercial property valuations. Real returns are expected to be lower due to sluggish global GDP forecasts. The Bank of England is forecasting a sharp increase in CPI from 0.4% to 1.27% fuelled by import costs rising on a lower post brexit exchange rate. % of prompted people (living in close proximity of a waterway) that are aware of/recognise the value of their local waterway Bi-monthly TBD TBD TBD Survey questions are being developed, and the first results may be available in October 2016. % of people surveyed who are aware of the Trust - brand awareness (over last 12 months) of individual visitors to our waterways in a typical two week period (over last 12 months) Customer satisfaction rating of visitors and towpath users (linked to visitor experience) of adoptions of our waterways (each adoption scheme roughly equates to 1 mile) Bi-monthly 30% 30% 33% 29% The increase is phased evenly over the year. Bi-annually 4.3 m 4.5 m 4.75 m 4.4 m The increase is phased evenly over the year. Bi-monthly 84% 84% 85% 83% Bi-monthly 156 158 180 147 Phased evenly over the year, agreed with Caroline Killeavy. of Volunteer Hours per annum Bi-monthly 141,543 148,000 520,000 481,700 Phasing based on prior years actual results, agreed with Caroline Killeavy. Volunteer satisfaction / recommendation % ratings Bi-annually not due 90% 90% 89% Other Measures and Government Contractual Obligations Reporting Frequency Jul Jul F4 Forecast Target Actual Actual Target 2016/17 2016/17 2015/16 Commentary Public Safety: % of reported safety incidents attributable to the Trust s assets (infrastructure, facilities & equipment) Employee, Volunteer and Contractor Safety: RIDDOR Accident Frequency Rate (accidents per 100,000 hours) Bi-monthly 8.6% 7.5% 7.5% 7.8% Bi-monthly 0.30 0.25 0.25 0.34 The Pontcysyllte Aqueduct incident in not considered to be an infrastructure related accident. Two accidents have been recorded in the first four months, compared to four in the same period last year. Customer satisfaction rating of boaters Annually not due 70% 70% 68% of days of unplanned closures to navigation within our control (individual instances over 4 hours) of days of unplanned closures to navigation within our control (individual instances over 48 hours) Bi-monthly 184 196 570 630 Days are phased in line with prior years actual results. Bi-monthly 138 176 500 556 48 hour target is estimated as 90% of last years actual Non-investment income to grow by more than CPI plus 1% (on a three year rolling basis) Bi-monthly 1.85% 1.42% 3.27% The increase in forecast CPI is unlikely to be matched by non-investment income growth due to the time lag to annual price reviews. million secured from restricted statutory and voluntary funding, philanthropic and individual giving and contributions in kind Bi-annually 7.0m 5.3m 26.4m 16.0m 14.8m Charitable Voluntary income and Enterprise Income Support Costs share of Total Cost Bi-monthly 13.0% 13.7% 12.2% 12.8% 12.7% % of employees engaged per employee engagement survey Bi-annually not due 45% 45% 40% of active Friends attracted and retained, regularly donating Bi-monthly 18,683 19,375 22,500 15,800 of children participating in face to face Explorer educational sessions Towpath Condition % at Grade A - C (requirement to be above 60% threshold) June being a wet month contributed to lower than planned Towpath recruitment numbers. However attrition rates in the first four months are lower than expected. Bi-monthly 24,251 24,000 70,000 63,944 Target is phased in line with prior results, agreeed with Annette Simpson Annually not due 78.0% 78.42% Target agreed between Richard Parry, Sandra Kelly and Julie Sharman Flood Management - % of principal culverts/ embankments in Condition grades A - C (requirement to be above 96% threshold) Annually not due 98.5% 98.56% Target agreed between Richard Parry, Sandra Kelly and Julie Sharman KPIs under Development Reporting Frequency Jul Jul F4 Forecast Target Actual Actual Target 2016/17 2016/17 2015/16 Commentary Asset condition index covering engineering, heritage, environmental and water assets currently in development Brand Strength Score (incorporating public and political perception / reputation index) to be introduced in 2017 KPI linked to income yielded from visits / visitors to be developed Diversity measure under development Measure of contribution made by volunteers and voluntolds / free resources to the organisation s core work programme (i.e that offsets / enables reduction in core costs) Green indicates that the KPI is ahead of target Yellow indicates that the KPI is behind target Red indicates that the KPI target cannot be achieved

APPENDIX 2: Strategic Programmes - Overall Programme Status as at 14 September 2016. Report by the Director of Strategy & Planning Board Meeting 23 September 2016 CRT 222 For Noting Programme Ref No ASSET MANAGEMENT Programme Title Current Status 01-SP16/17 Revised Asset Management Strategy and New Asset Condition Index Green 02-SP16/17 Direct Services Priority Works Programme Amber 03-SP16/17 IDT Priority Projects Green 04-SP16/17 Dredging Programme Green 05-SP16/17 Flood Repair Programme Yellow 06-SP16/17 Operational Contracts Programme Amber 18-SP16/17 EA Navigations Transfer Options Project Green GROW VISIT NUMBERS AND ASSOCIATED INCOME 10-SP16/17 Destination Development Plans & Accreditation Programme Yellow 11-SP16/17 Full Accreditation for Museums awarded by Arts Council and Museums Development Programme Yellow 12-SP16/17 Signage Roll-out Programme Green 14-SP16/17 New Mooring Policy & Mooring Strategy Programme Green 16-SP16/17 Transformation of Complaint Management Programme Yellow 17-SP16/17 Local Partnerships & Customer Service Improvements Programme Green INVESTMENT RETURN AND COMMERCIAL INCOME 07-SP16/17 Operational Property Review and Accommodation Strategy Green 08-SP16/17 Investment Strategy Delivery Green 19-SP16/17 Fundraising & Enterprise Programme Green 35-SP16/17 Joint Ventures Programme Green

PEOPLE, ORGANISATION & PRODUCTIVITY 20-SP16/17 Development & Implementation of Productivity Performance Measures Yellow 21-SP16/17 Growing Our Trust / Investors in People / Culture Change Green 22-SP16/17 Organisational Development Programme Green 23-SP16/17 Employee brand programme including recruitment and induction Green 24-SP16/17 Diversity Strategy and Measurement Green 26-SP16/17 Implementation of Pension Scheme changes Green 33-SP16/17 Apprenticeship and heritage trainee programme Green VOLUNTEERING 13-SP16/17 Volunteer Journey Programme Green BRAND, REPUTATION AND ENGAGEMENT 09-SP16/17 Brand Development and Positioning Green 25-SP16/17 Phased Implementation & Reporting of Approved Outcomes Measurement Framework Green 29-SP16/17 Devolution Engagement & Positioning Programme Green OUTCOMES 30-SP16/17 DCLG Green Flag Award scheme Green 31-SP16/17 Learning & Interpretation Strategy & Learning Programme Yellow 32-SP16/17 Combined Delivery Programme for Funded Community Initiatives Green FUNDAMENTALS 15-SP16/17 Customer Relations Management Strategy & Implementation Amber 27-SP16/17 IT Resilience Project Yellow 28-SP16/17 Organisational KPI Development Programme Yellow The definitions used to prepare the single RAG status on the dashboard above are as follows: RAG Status Definition for Trustee Dashboard Red The programme is currently behind plan and it is anticipated that it will not be delivered (in accordance with planned scope or cost) by the end of the financial year. Amber The programme is currently behind plan and there is some likelihood that it may not be delivered (in accordance with planned scope or cost) by the end of the financial year. Yellow The programme is currently behind plan but it is anticipated it will still be delivered within the financial year. Green The programme is currently on target and it is anticipated it will delivered in accordance with plan.

Board of Trustees Meeting 23 September 2016 CRT 222 For Noting Confidential text in Red APPENDIX 3: HEALTH & SAFETY Report by Director of Asset Management 1. INTRODUCTION 1.1. This report covers the period of July and August 2016. The report covers Visitors, Employees, Volunteers and Contractors. 2. VISITOR SAFETY 2.1. There were 11 fatalities in July and August on our property. None we believe are related to a failing of the Trust. There was another suicide at Pontcysyllte Aqueduct in July when a 20 year old male climbed the railings and jumped from the aqueduct. The local waterway are engaging with the Samaritans to see how we might support suicide prevention work at the aqueduct. 2.2. redacted. 2.3. Infrastructure related issues: 2.3.1. During the period there was no reportable visitor incident, The analysis of incidents involving members of the public reported up to the end of August 2016/17 indicates 204 incidents were reported where loss or injury occurred, of which 17 incidents were related to infrastructure (8.3%). The details are: 10 pedestrians injured from towpath related defects 5 boaters injured 2 slipped on pontoons, 2 falls on towpath surface/voids, 1 fell from quadrant (balance beam longer than the quadrant) 1 boat hung-up - At Hurleston lock on bulge in lock wall 1 disabled visitor- fell into canal after electric buggy overturned on pothole 2.3.2. The following chart shows the trend in Infrastructure related injuries and incident type: Page 1

Total loss & injury incidents % Infrastructure related 50.0 45.0 40.0 35.0 30.0 25.0 20.0 15.0 10.0 5.0 % infrastructure related 373 320 334 287 244 11.9 10.2 9.4 9.4 10.2 353 283 204 8.5 7.8 8.3 400 350 300 250 200 150 100 50 Incidents 0.0 0 3. EMPLOYEES 3.1. The chart below shows the trend in the number of all reported employee injuries. There is an increase in first aid and LTI injuries since December. To counter this potential trend a series of Safety Stand Down days are being held with our Asset Delivery team to emphasis the importance of safety and good planning in preparation for the stoppage season 160.0 140.0 Total Recorded Injuries 12 month averages Injury - no treatment First aid cases LTI Emp Reportable injuries 120.0 100.0 80.0 60.0 40.0 20.0 0.0 Page 2

3.2. Riddor incidents recorded in this period There were 2 incidents involving a loss of more than 7 days of work time; On the 9 th August a direct services operative strained their leg/knee twisting to load a skip. Investigation underway On 15 th August a customer service operative was walking along the towpath when she fell and fractured her wrist/radius. The towpath surface is good and the injured party was wearing work boots. No obvious cause for the incident 4. OCCUPATIONAL HEALTH 4.1. The new occupational health provider, Medigold, has taken over provision of medical services to the Trust and the occupational health screening is underway 5. VOLUNTEERS 5.1. In the period there has been no reportable volunteer injury in the period. 6. CONTRACTORS 6.1. In the period there has been no reportable contractor injury. 7. OVERALL SAFETY PERFORMANCE 7.1. The Accident Frequency Rate per 100,000 hours worked (AFR) is our main safety performance indicator and the table below shows AFR rolling over the past 12 months for each component of the Trust s workforce - employees, contractors, and volunteers. The target overall performance for 2016/17 is an AFR of 0.24. Following a significant improvement in 2014/15 there was an increase in the number of employee Riddor reportable injuries in 2015/16, although no single root cause has been identified. Our focus is on ensuring greater awareness of the working environment and safety behaviour of our employees and volunteers. The Safety Stand Down day delivered in September will focus on addressing these issues. CRT People AFR Number of Injuries CRT Employees [1800 FTE] 0.28 10 CRT Volunteers [280 FTE] 0.71 4 CRT Contractors [630 FTE] 0.24 3 Target AFR ALL CRT 0.31 16 0.24 Page 3

8. redacted. Julie Sharman Director of Asset Management Page 4

Board Meeting 23 September 2016 CRT 222 For Noting Text in Red Confidential APPENDIX 5: ASSET REPORT Report by the Director of Asset Delivery 1. Introduction 1.1 This appendix provides an update on the Asset repair and works programme. 2. Flood Response Update 2.1 Work to deliver the recovery programme continues to progress in accordance with the plan. The Rochdale and the Calder & Hebble Canals have been open between Lock 14 (Rochdale) and Cooper Bridge since 4 th July with increasing numbers of boats using the section. Shire Cruisers in Sowerby Bridge have been able to resume operations with customers able to enjoy these canals and others to the east. The remaining section to be reopened is Lock 14 to Todmorden on the Rochdale Canal with navigation on target to be restored at the end of September 2016. The map below shows the area concerned with the colour code reflecting this programme.

Progress Update At Elland Road Bridge, the canal has remained open since June whilst work to the bridge continued. Construction of the reinforced concrete abutments is now complete and the seven pre-cast concrete arch sections are being constructed off site. These are expected to be lifted into position in mid-september. Specialist stone masons have been sorting and inspecting stone recovered from the old bridge. The arch voussoirs stones have been cut to size and other walling stone prepared. All stone in the new bridge will come from the old bridge with no new stone required. At Crowther Bridge, a temporary access down to the ramp has been completed and coffer dam constructed that will allow the bridge foundations to be constructed with the canal open. A stoppage will be required between November and February to complete a number of underwater elements of both bridges but the canal will remain open until then. Elland Road Bridge abutments under construction with navigation open

Embankment 19 Rochdale Canal Cut voussoirs stones laid out for inspection The breach at Embankment 19 has now been repaired, along with the 200m of wash wall, Woodhouse waste weir, offside wall and the third party owned allotment. Relining the canal with puddle clay be has been required in the vicinity of the breach but the scope of the lining work has extended to a much larger area than originally anticipated with a consequential impact on the programme. However, the lining will be completed in early September when the access road will be removed and the canal refilled ready for reopening at the end of September. Embankment 19 Breach Repair completed repair

Completion of the breach repair and demobilisation of the site will generate materials that volunteers will be using to complete the repair of scour damage to lock ramps at Lock 16. In addition the volunteers will be removing debris and rubbish from the canal in preparation for reopening at the end of September. Cutting 17 Rochdale Canal Completing access agreements with the landowners of the slipped land has been protracted and difficult but these are now in place and preparation works in the form of access roads, piling platform, scaling works and netting completed enabling piling to commence in early August. Ground preparation for piling went better than expected and piling commenced at the end August with completion on target for the beginning of September. Once the piling has been completed the piling platform and landslip material will be excavated and bed and wall repairs undertaken. Scaling and netting works Piling works underway

Completed towpath repairs at Lock 12 Rochdale Canal 3. Waterway Infrastructure Maintenance and Repair (WIMR) 3.1 Priority Projects and Enterprise Funded Works- IDT Redacted The dredging programme is slightly behind plan but will be recovered over the remaining programme. The Staff & Worcester and River Trent spot dredging projects continue on site with the schemes at Barton Turns, Sharpness and Elland Bridge successfully completed within the period. Works have been completed at Engine Arm Aqueduct, West Midlands and the canal re-opened on 2nd August 2016. Engine Arm Aqueduct new liner and protection layer installed

Works have commenced on Priority Projects at River Tame Aqueduct, Battyeford Overflow Weir, Battyeford Culvert 5 Bulls Bridge Dredging, Tringford Pumping Station and Spouthouse Washwall repairs. In addition a number of significant enterprise projects have mobilised to site including Carpenters Road Lock restoration and Phase 3 of the Worcester & Birmingham towpath improvement project. Confirmation that the Welsh Government funding has been received, the schemes have been developed and a review will be undertaken in the coming weeks of scope, funding and potential risks in delivering this package of work by the end of the financial year. In addition the new Professional Services and Ground Investigation Contracts were awarded to Arcadis Consulting (UK) Ltd with both contracts coming into effect in September 2016. The Dredging Contract tender documents were issued to the five pre-qualified contractors on the 30 August 2016. 3.2 Priority Works Direct Services The summer stoppage has gone well with lock gate replacements and repairs at 10 locks in July and August including Ellesmere Port; Hampstead Road, Camden and Standards Lock, Bridgewater and Taunton. In addition, advantage has been taken of the Rochdale Canal closure to undertake repair and refurbishment work at Locks 11, 12 and 17 so avoiding the need for winter stoppages at these locks. The floating plant hire desk has been operating for 5 months and is beginning to get a more informed understanding of the condition of the fleet and of utilisation so creating the expected opportunity to realise efficiencies and improved plant performance. Nine Level 3 apprentice positions have been filled for the second year of our programme with all coming from the existing Level 2 apprentices or from the 2015 intake of HLF trainees. 14 new HLF Heritage Trainees were also recruited in August; this is the last intake of the fully HLF funded project. A four week Waterway Recovery Group camp at the Grantham Canal HLF Scheme has seen significant progress made as they worked with the Grantham Canal Society on lock wall reconstruction.

The photographs below illustrate the work undertaken during the period: Hampstead Lock, Camden Lock 4 Walsall Canal; specialist lifting equipment for placing new sandstone copings 3.3 Operational Contracts Ellesmere Port Lock Gate Replacement Tree surveys have been completed as planned to enable the winter tree programme to be developed. The planned strategic review of vegetation, including the delivery of work by volunteers, has begun and will address the issue of offside vegetation and its impact on navigation. With a number of key contracts due for renewal in the next 18 months there has been a focus on procurement activity in the period. Contract and tender documents have been prepared for the combined MEICA/SCADA contract and will be issued to contractors at the beginning of September with approval for contract award planned for November 2016.

A team have been reviewing the key goods and services contracts used by Direct Services and Waterways and lessons learnt from current arrangements will be captured for the new contracts for small tool hire, plant and accommodation hire and site services such as lifting, temporary works and pontoon hire. MEICA Contract: Tees Barrage Annual Maintenance Tees Barrage Annual Maintenance Open Day Access 3.4 Volunteer Delivery Andrew Morris, Asset Delivery Volunteering Manager, started at the beginning of August and has spent his month meeting colleagues in Asset Delivery, Asset Management and Customer Service and Operations to identify opportunities for the delivery of maintenance and repair works by volunteers. The meetings have been positive and immediate opportunities for vegetation works, boat maintenance and involvement in the winter works programme have been identified. Simon Bamford Director of Asset Delivery

Board Meeting 23 September 2016 CRT 222 For Noting Section 1, and text in red in Section 2 are confidential APPENDIX 7: MARKETING, COMMUNICATIONS AND FUNDRAISING Report by Director of Marketing, Communications and Fundraising 1 PERFORMANCE HEADLINES Redacted. 2. ACTIVITY REPORTS 2.1 Fundraising 2.1.1 Enterprise/ Statutory Fundraising Project Headlines 2.1.1.1 North a) Montgomery Canal Restoration The bid for 2.5m was submitted to HLF on 16 June towards a total project value is 4.01m. The decision is expected by the end of September. b) Arts Council funding award of 314,136 for our National Waterways Museum Ellesmere Port and Gloucester. The grant will enable Ellesmere Port to remove 16 vessels from the water to preserve them and to develop a dry dock that will allow us to conserve the fleet of working boats. It will also enable the National Waterways Museum, Gloucester to enhance the quayside providing a fitting backdrop to the vessels exhibited there, including Sabrina which is currently being developed into an education facility. c) EOI has been submitted to HLF for a Landscape Partnership bid for the Calder Valley, which will focus on natural heritage and habitats, and how the area and the local communities can be made more resilient in the face of extreme weather. 2.1.1.2 Midlands a) Birmingham Cycle Revolution Phase 1, Physical works on this 7.3m programme have been mostly completed, including the production and distribution of new canal route maps around the city and a multi-lingual promotional video in English, Urdu and Hindi - https://www.youtube.com/watch?v=orzztquvscq; https://www.youtube.com/watch?v=ls96kzpzeak b) Birmingham Local Growth Fund, 1.25m of towpath improvement work on the North Stratford Canal has progressed well over the summer months and is due for completion in late August. 400,000 of towpath work on the Worcester Birmingham Canal towpaths has commenced in July and will continue through to September. c) Birmingham Cycle Revolution Phase 3, preliminary design for 3m worth of access improvements and tunnel works around the city of Birmingham has commenced. d) 200,000 has been secured for towpath improvements and biodiversity enhancements on the Bradley Arm Canal, Bilston, West Midlands, as part of the wider Bilston Urban Village development. Work will be delivered by the end of the financial year. e) 85,000 of Section 106 funding has been allocated to Canal & River Trust by Birmingham City Council for works to improve the Birmingham and Fazeley Canal in the Aston area. It is anticipated that most of this funding will be used to restore a Grade II listed cast iron bridge a local landmark. 1

f) 1.3million of Local Growth Fund underspend has been secured from the Black Country Consortium for further towpath improvements within the Black Country area to be delivered this financial year. 2.1.1.3 South a) River Severn Fish Passes - The partnership of Natural England, Environment Agency, Severn Rivers Trust and ourselves have been successful in securing 5.5 million EU Life+ funding for the River Severn Fish Passes project. The funding will further support the HLF Stage I grant secured earlier in the summer for the project, with the first fish pass expected to commence in early 2018. b) Paddington to West Drayton Quietway our application to Transport for London to deliver c.13km of towpath improvements has been successful, including surfacing, vegetation, under-bridge improvements and access points. The total project value will be 2.8M grant, supported by an additional 700k of developer Section 106 funding and directly delivered third party works. Funding is to be phased over three financial years. c) Grand Union Triangle Buckinghamshire County Council has submitted a bid for LGF funds to upgrade the towpath along the Aylesbury and Wendover Arms, together with a cycleway linking the two towns (representing the third side of the triangle. Total project cost if 7.24m, of which 5.12m is for towpath works. 2.1.1.4 European a) Transnational funding such as the Interreg programmes is still carry on as normal. We currently have a bid pending which will support our Freight aspirations on the Aire & Calder due in September (250,000 euros) and also the results of an EOI to develop micro-hydro schemes for our smaller waterways. 2.1.2 Voluntary Fundraising Project Headlines a) Individual giving Our Face to Face/ Towpath recruitment continues to perform well. However, there were some staffing issues in the early part of the summer and June, being the wettest on record for some time, was a low volume month. Although sign up rates were protected and Friends were delivered at a competitive 100-110 cost per donor, we are currently c. 700 below our overall target for the number of Friends at this point in the year (July). Our Summer Value Exchange campaign has recruited 558 new Regular Givers. This brings the total number of Friends through Value Exchange Campaigns this year to 1,481 vs. a target of 3,000. VE appears to be delivering lower prospect volumes and slightly lower conversion rates than planned but the quality of this activity remains good with promising early retention rates seen. It looks likely that the changes made to comply with best practice have lowered the volume of prospects and the conversion rate but that those that we do recruit are more likely to stay. However, the slightly better retention does not fully offset the lower volume and conversion. We are currently undertaking a full review of our three years of VE campaigns, which will enable us to decide how/ if we want to carry on with this type of activity. Resources are being reallocated to increase the hours of our high performing towpath recruiters and to temporarily increase the number of tow path staff. b) Leadership giving our Major Donor Programme, while still in start-up phase, continues to deliver promising results. Richard Martin opened the Wigan Hub of the Desmond Family Canoe Trail on August 19 th with his family. Bridges & Gardens is progressing well and we are on schedule submit a 35k proposal to Ty Comfort in September. A prospect has been identified in the North East who may be interested in the Naburn Forge Restoration project. We continue to develop relations with Corporate Partners. The Ben & Holly Museum Day took place on 4 th September at Ellesmere Port and the general public were invited to enjoy a day hosted by the popular TV characters Ben & Holly. The second phase of PPL Heritage Heroes programme in Pocklington launched on the 5 th September for a further 15 veterans to learn land based career recovery skills on our waterways. A number of corporate volunteering days are happening across the network and in planning stage with the volunteer teams including Bank of America Merrill Lynch, Mace Constructions, Bloomberg, M&S. Trust fundraising has focused on developing a proposal for submission at the end of March to the Wolfson Foundation for circa 300k for the Roundhouse project. 2.2 Marketing & Communications 2.2.1 External & Public Affairs Project Headlines. 2

a) Media profile: the Trust had 629 episodes of media coverage during June and July. 90.6% of coverage across the three months was positive. We are currently ahead of target, and last year s totals, across volume, tone and profile of coverage. Our best performing stories were: Great Nature Watch and the reopening of the Gloucester Waterways Museum. Negative stories reduced in this period, although the debate around our mooring enforcement policies continues to receive column inches, with the Guardian, VICE magazine and Private Eye all covering the issue. b) Campaigns: this summer Open Days have taken place at the National Waterways Museum, Smethwick Lock 1, Tees Barrage, Camden, Stanley Ferry workshop and Saul Junction. The Camden event saw the first silent disco hosted in a lock, which generated very positive media coverage. Planning for the winter open days is underway, with the launch in November of a more coordinated season approach and new products in development. We launched our Go Fish campaign on 13 July to support the Trust s strategy to reverse the decline in young people taking up angling. 31 taster events have been held across our waterways in partnership with local angling clubs, with around 750 people attending so far. We took a different approach to this year s water safety campaign by creating a hard-hitting video recorded with the parents of a young man who drowned in Foulridge Reservoir https://www.youtube.com/watch?v=brtm8fwyyrc. The video has had over 20k views online so far and the campaign has also received coverage across regional print and broadcast media (including BBC Radio 5 Live). c) Corporate Communications: our Annual Report & Accounts were published on 25 July. Living Waterways Awards takes place at the Town Hall, Birmingham on 14 September. The Annual Public Meeting takes place at Austin Court on Thursday 22 September. d) Public Affairs: the full impact on Trust-related issues of the summer s political upheavals is not yet clear, but the Trust has an active influencing strategy. redacted. The Trustees Peers dinner, sponsored by Lord German, took place on 7 September. The Trust s Autumn Reception, sponsored by Wendy Morton, will take place on 11 October. The Trustees Conservative Dinner, sponsored by Caroline Spelman, will take place on 1 November. In June, Adam Comerford, supported by our Public Affairs Agency, Champollion, gave evidence to the Efra Select Committee s flooding enquiry. Preparations are underway for the party conference season, including activities on the Trust s boat inside the secure zone at the Conservative Party conference in Birmingham. The Trust s biannual parliamentary newsletter was sent out to all MPs in July. e) Arts on the Waterways: In partnership with publishers Profile Books, we have appointed our first Writer in Residence - Jasper Winn. Working with world-class dancers from Matthew Bourne s New Adventures & Re:Bourne, Dance on Water saw 20 young people take a seven day canal journey on which they devised and rehearsed a new dance piece, inspired by the waterways they passed through. The Leeds & Liverpool Canal was brimming with activity on 23 rd / 24 th July as part of Super Slow Way when music, art, workshops and food animated the towpath in celebration of the waterway s bicentenary. Origami swans and site-specific crocheted circles were among the many creations along the canal, as well as the Kinara Festival, which explored and celebrated Muslim culture, music and performance. http://superslowway.org.uk/projects/blackburn-canal-festival/. The final two residencies are now in place in Wales - Dan Rees (Cardiff Venice) and Nicky Coutts (Newtown Emscher and planning for the final exhibition is underway. 2.2.2 Marketing Project Headlines a) Summer campaign: Our summer campaign ran from 13 June to 8 August. The campaign, themed Goodbye square eyes, hello blue skies, offered people an activity book to get outdoors and away from screens. It generated a total of 29,822 leads (Friend prospects). Offline media drove 3,189 leads and included posters on train lines, in service station and shopping mall washrooms and on cinema screens. Online media produced 26,633 leads, utilising paid social media ads, content articles, email and PR. 3

b) Brand development: Market research was undertaken with internal and external audiences in July and August to refine our brand proposition. This work will enable us to communicate the Canal & River Trust s unique role consistently and simply. Final concept work is being prepared in readiness for core project group and steering group meetings in September. c) Brand Presence: Work has started on a new generation of brand presence materials, designed to be more impactful and interactive. Prototypes are being trialled in Birmingham, London and Liverpool before the end of the year. Standard signage continues to be rolled out - as of the end of July 27 sites had new signs installed, 32 sites had orders placed, and an additional 38 sites had been audited and will shortly be placing orders with the signage supplier. 32 further sites are scheduled to be completed this financial year. Additional high footfall locations are also being looked at to identify any potential gaps in our signage. d) Visitor marketing: The Places to Visit visitor marketing campaign continues to be promoted via digital advertising. Seven new regional guides have had over 5,000 copies downloaded (to mid Aug), following two short bursts of Facebook advertising. The email data gathered feeds into Humans of the Waterways newsletter to take visitors on a more engaged customer journey. Four new Places to Visit destinations are being created this year following requests from the waterways. e) Digital: Our website was recently reviewed as part of a round-up of non-profit sites which also included the National Trust. The review commented that, Everything about this site reminds you of sitting near the canal and relaxing, and highlighted our use of real stories from real people as part of our Humans of the Waterways series. On Facebook, we hosted our first ever Facebook Live video stream featuring the removal of the lock gates at Hampstead Road Lock ahead of the Camden Open Weekend. As we build our capability to be more agile, we were able to surf the Pokémon Go app craze, spotting an opportunity to encourage engagement with the Trust amongst a younger new audience, and to drive visits to the canal-side. We created Poketrails (sections of canal that are best for people playing the app) on the canals in Milton Keynes and London, putting up signs at the locations and promoting them via our website and social media. After four weeks our promotion of these has reached over 45,000 and the London trails were shared by The Londonist (1,000,000 reach) on their website and social media channels. 2.3 Wales a) Welsh Government s Green Infrastructure Fund: 2.538m awarded - activity comprises critical works to secure the Mon & Brec s structural integrity and reduce demand on the water supply from the River Usk. Together with the works CRT carried out in 15 / 16, these works will diminish the 20m critical items identified by the Head of AMP in August 2015 by 4.4m. b) Royal Welsh Show: included meetings with Education Cabinet Secretary Kirsty Williams and the Permanent Secretary to the Welsh Government Sir Derek Jones. 1600 children took part in activities on the stand and 17 Friends recruited. c) Wales Bill: Lord Bourne has confirmed it is not the intention of the UK Government to devolve CRT s responsibilities however there is still concern that the assurances do not yet go far enough. 2.4 Internal Communications Project Headlines a) Further development of Knowing Your Trust internal brand has included marketing materials for shared services and OD plus materials for noticeboards and banners being produced for Waterways. Work with line mangers includes a pilot line manager comms workshop and the development of pilot meet n mingle event for the autumn. People Champions comms workshops (five regional) will begin in September. Dr Sophie Castell Director of Marketing, Communications and Fundraising September 16 th 2016 4