Standing Committees revised Terms of Reference
The Terms of Reference for the two Agency Board Standing Committees, “Audit, Risk and Assurance” and “People and Resources,” have been approved by the Committees. Board approval is now being sought.
The Board is asked to approve the draft Terms of Reference for Agency Board Standing Committees on Audit, Risk and Assurance and People and Resources.
Jennifer McWhirter Clerk to the Board, Jenny Faichney CLT & Board Support Unit Manager.
Kirsty-Louise Campbell, Chief Officer Governance, Performance and Engagement.
Date: 15 November 2024
1. Introduction
1.1. Following the circulation of the Board Meeting Structures and Schedules paper to all Board members by email on 26 July 2024, and discussion on the new approach to Board and Committee meetings at the Board meeting on 24 September 2024 (paper SEPA 24-25/024), this paper is a further step in the implementation of the proposed changes.
2. Overview
2.1. The Terms of Reference (ToR) for the Audit, Risk and Assurance Committee replaces the current Terms of Reference for the Audit and Risk Committee. Changes to the ToR, highlighted in yellow in Annex 1, include the name change of the Committee to Audit, Risk and Assurance Committee to make explicit reference to the assurance role of the Committee and to risk appetite and tolerance in line with Board discussion on transforming Risk Management in SEPA. The revised ToR, in Annex 1, was approved by the Audit and Risk Committee at its meeting on 9 September 2024 for submission to the Agency Board on 26 November 2024 for Board approval and publication. The Board was informed of this at its meeting on 24 September 2024.
2.2. The draft People and Resources Committee ToR were discussed by the People and Remuneration Committee at its meeting on 27 August 2024 and again at its meeting on 29 October 2024 following further revision. The Committee approved the amended draft via circulation following the meeting on 29 October 2024. Changes to the ToR, highlighted in yellow in Annex 2, include a change to the Committee name to reflect the change in the remit, and clarity on the role of the Committee in respect of capital budget and procurement to ensure alignment between resources, budget and prioritisation of work. More explicit reference to strategy is also made.
2.3. Alignment has been made between the two ToRs to ensure a consistent approach.
3. Recommendations
3.1. The Board is asked to approve the draft Terms of Reference presented in Annexes 1 and 2, including the names changes of the Committees.