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Board meeting: 30 September 2025

The one hundred and ninety-ninth meeting took place on Tuesday 30 September 2025 at 1pm in the Boardroom, Angus Smith Building, 6 Parklands Avenue, Eurocentral, Holytown, ML1 4WQ.

Minutes

Clerk to the Board opening statement

The Clerk to the Board provided an update on the transition from Diligent Boards to Decisions. The CLT & Board Support team are working closely with three early adopters from the Board to ensure a smooth transition. Feedback from the team has been positive, with engagement going well.

The Clerk to the Board acknowledged Board members’ previous concerns regarding the replacement of Diligent Messenger. It was noted that the team is working with IS colleagues to implement a mobile phone group texting system. 

1. Chair’s opening remarks

The Chair welcomed everyone to the meeting and noted that the member of the public who was due to attend as an observer would no longer be present.

2. Apologies for absence

No apologies for absence were received.

3. Order of business

The order of business was as outlined on the agenda.

4. Declarations of interest

No declarations of interests were made.

5. Decision on taking business in private

The Clerk to the Board informed the Board of the purpose of the items proposed to be taken in private:

• Item 17 Digital Strategy and Item 18 Data Strategy – both strategies are still in draft form and not yet ready for publication.
• Item 19 Financial Monitoring Report Q1 – detailed discussion will take place in private, including a recap of the morning’s information session.
• Item 20 Environmental Performance Assessment Scheme (EPAS) – this remains in draft form and is not ready for publication as it still requires approval from Scottish Government.
• Item 21 Principal Risks – this is a new standing item on Board agendas to provide the Board with an opportunity to discuss risk in private, as requested by members. The Board was reminded that risk papers are distributed after each Audit, Risk & Assurance Committee (ARAC) meeting and are available for discussion today.

6. Minutes for approval

The minute of the Agency Board meeting of 24 June 2025 was approved as an accurate record with one minor amendment. 

7. Any other business and matters arising

It was noted that following the 24 June 2025 Board meeting, the Flooding in communities report from the Auditor General for Scotland and the Accounts Commission had been published. It was proposed that the report be circulated to Board members.

Action (856): Clerk to the Board

8. Chair and Board updates

8.1 Chair and Board Report

SEPA 25-26/016

The Chair introduced the report which included Board members activity since the last Board Meeting on 24 June 2025. The following was highlighted:

• Board members had previously commented on the volume of commitments in the Chair’s calendar. This feedback has been taken on board and various Board members have been asked to assist with external meetings.
• The Chair and Chief Executive have continued to meet with stakeholders, including senior executives from the Water Industry Commission for Scotland (WICS), Scottish Environment Link (Scotlink), and Buglife. These meetings have been valuable in maintaining strong external relationships.
• Interviews for the new Chief Operating Officer for Regulation, Business & Environment (RBE) are underway and progressing well. 

The recruitment of SEPA Board members was also discussed, with a high standard of applications noted. An update will be provided in due course.

Board Champions provided brief verbal updates on their respective Board Champion group activities.

The Board noted the update.

8.2 Board Work Programme

The Clerk to the Board introduced the first annual review Board Champions. It was highlighted that the Sustainability and Climate Change Board Champion group will be closed and the work integrated into the People and Resources Committee. Approval was sought for the revised Terms of Reference (ToR) template for the Board Champion groups which incorporates feedback from previous board discussions.

The updated template clarifies the connection to the Board appraisal process and includes a provision to add a review date as appropriate.

Approval was also requested for the ToRs for the Customer Experience, Communications & Awards and the Future of Regulation groups.

It was noted that the Chair had an initial discussion on the Annual Operating Plan (AOP) and strategic planning cycle with the Chief Officer Governance, Performance & Engagement (GPE) and it was identified that Board Champions would be beneficial to support this work. 

In response to a question raised on Neurodiversity and the possibility of it being included as a Board Champion group, the Clerk to the Board that there was nothing planned and advised that the team involved will provide an update on progress to the Board member offline. It was also noted that equalities and diversity is in the remit of the People & Resources Committee (PRC) and features on the agenda at its next meeting in January 2026.

The Board approved the closure of Sustainability & Climate Change group.

The Board approved the revised ToR template for Board Champions.

The Board approved the ToRs for the Customer Experience Communications & Awards and the Future of Regulation groups.

9. Chief Executive’s Report

SEPA 25-26/018

The Chief Executive introduced the report highlighting that the organisation has moved very firmly into Transformation. Preparation is underway for the Annual Report and Accounts, and the organisation has played a key role in supporting Scotland through the summer with Water Scarcity, which continues to be a challenge.

Progress continues at pace on the authorisations and compliance components of SEPA’s Beta website. A new application tracking system has been launched, and work to strengthen the performance management framework is ongoing.

The Chief Executive was pleased to report that the laboratories have successfully maintained their ISO 17025 UKAS accreditation. 

The organisation also had the opportunity to host the UK’s “five-agencies” meeting, which proved to be highly productive.

Two key areas of work were highlighted: an AI and Digital collaboration with CivTech; and another on Flooding. 

The Chief Executive congratulated SEPA’s Corporate Legal team on winning the In-House Legal Team of the Year Award at the Scottish Legal Awards in September 2025.

In response to a question regarding improvement opportunities related to the UKAS accreditation, the Chief Operating Officer Data, Evidence & Innovation (DEI) explained that the accreditation process is rigorous. A summary report will be shared with the Board to provide further understanding of the findings. It was also highlighted that the improvement opportunities primarily lie within the organisation’s systems, specifically, in the ability to track processes through the laboratories and effectively transfer information into the regulatory environment.

Action (857): Chief Operating Officer DEI

In response to a question raised on the organisation’s increasing reach, specifically regarding social media statistics and link clicks, and whether these could be attributed to AI-generated activity, the Chief Officer Finance, Modernisation & Digital (FMD) advised that SEPA is alert to bot activities attempting to access the organisation’s systems. It was highlighted that such attempts result in the system carrying out updates and, based on current patterns, she is confident that the increased engagement is not driven by bots. The Chief Officer GPE added that the significant growth reflects the organisation’s efforts to raise awareness through newsletters and broader promotional activities. These early indicators suggest that the organisation is successfully expanding its engagement.

The Board suggested that for future reports it would be helpful to frame topics around what the “issues” and “impacts” of them are, so that the Board can get a better understanding of the value added by SEPA’s work. 

The Board noted the report.

10. 2024-2025 Corporate Performance Report

SEPA 25-26/019

The Chief Officer GPE introduced the report, outlining the new performance framework which has been developed in tandem with the Annual Operating Plan. The framework includes objectives and key results (OKRs) and key performance indicators (KPIs) to measure the pace and impact of delivery. The scoring mechanism is designed to track progress both quarterly and over the full reporting period. 

The Board raised concerns regarding columns marked as “non-applicable” or “zero”, which made it difficult to assess delivery and increase understanding on how the Board could gain assurance. The Chief Officer GPE advised that all necessary measures were in place to support delivery and that any issues would be flagged appropriately. The Board recommended incorporating a quarterly "temperature check" to provide ongoing assurance.

The Chair advised that at the Board Development Day in November 2025, the Clerk to the Board will include a session for members to review different presentation options and collectively decide on a preferred format on how papers are presented. 

In response to a question on water monitoring, the Chief Operating Officer DEI reported that the team is currently tracking approximately 66% completion against the January–December monitoring plan. Around 80% of the planned samples have been collected, and all collected samples have been analysed. The team is now prioritising the Bathing Waters cycle, which is a key focus for the laboratories. Resources have been strategically directed toward Bathing Waters sample collection, and once this cycle concludes, attention will return to the remaining sampling activities.

The Chief Officer GPE highlighted that partial delivery is expected for section 10.1 on digital tracking methods due to several dependencies. These include the tender process, limitations of the current platform, and the ongoing data design work, which is part of the transformation programme. While some elements of the design will be activated, the full suite will be rolled out later to ensure proper alignment.

The Board noted the report.

11. Financial Monitoring Report (Q4)

SEPA 25-26/020

The Chief Officer FMD presented the report, highlighting that the organisation had delivered a balanced budget for both revenue and capital. The report also outlined additional capital funding received from Scottish Government to support the delivery of additional items. It was noted that there are slight variations in income forecasts.

The Board noted the report.

12. Procurement Annual Report 2024-2025

SEPA 25-26/021

The Chief Officer FMD introduced the report, advising that it had already been reviewed and approved for Board submission by the People and Resources Committee (PRC). The report summarises procurement performance and follows a format set out by the Scottish Government. It will be available in the public domain and provides evidence of the team’s progress in delivering the procurement strategy.

The Board queried the cost of the learning management system, asking whether the £115,000 expense covered a one-year or multi-year licence. The Chief Officer FMD confirmed that it is for a multi-year licence.

Further clarification was sought on the £100,000 expenditure for parliamentary monitoring services and what had been purchased. The Chief Officer FMD advised that more detail would be provided in a briefing to the Board but emphasised that all regulated procurement had followed the appropriate tender framework and would be publicly accessible.

Action (858): Chief Officer FMD

Following a query on travel services, it was noted that while cost savings may be possible, there is a need to balance this with staff safety. Future potential savings relating to travel services will be reviewed at the appropriate time.

The Board approved the report.

13. Board Governance – meeting schedule

SEPA 25-26/022

The Clerk to the Board presented the proposed meeting schedule for Board meetings, highlighting that the plan was based on both previous feedback and business needs. The schedule aimed to balance different types of meetings and engagements, including both online and in-person formats. The Board was asked to approve the proposed dates, with more detailed plans being presented in February 2026.

In response to a question raised on the inclusion of travel time in Board members' commitments. The Clerk to the Board clarified that travel time is accounted for within the full-day commitment. For example, a full day is considered to be 7.5 hours. Rather than counting hours individually, time is allocated in blocks of full or half days, ensuring fairness for Board members travelling varying distances.

The Board approved the proposed meeting schedule of dates and noted that the finalised 2026-27 planner with proposals for topics and information session and Board visits will come back to the Board for approval on 24 February 2026 to align with the AOP.

14. Board Committee Reports

14.1 ARAC meeting 2 September 2025

The acting ARAC Chair for the 2 September 2025 meeting provided a verbal update highlighting that the committee had a deep dive on health and safety risk; that the current internal audit plan was on track; and that the committee reviewed the draft internal audit plan for 2026-2027. The committee also requested a deep dive into principal risk 10 at its next meeting.

The Clerk to the Board provided clarity that ARAC had approved SEPA’s Risk Management Policy and Strategy, subject to further amendments as discussed by ARAC on 2 September 2025. The updated strategy and policy were circulated to committee members for information and further comment following the committee meeting.

The Board noted the update.

14.2 People & Resources Committee (PRC) meeting 16 September 2025

The PRC Chair provided a brief verbal update highlighting that the committee had discussed the Chief Operating Officer RBE selection process, pay award updates, and the Employee Code of Conduct.

The Board noted the report.

14.3 People & Resources Committee (PRC) Terms of Reference

The Clerk to the Board introduced the PRC Terms of Reference (ToR), noting that the Committee had approved the revised version at its meeting on 16 September 2025. The ToR was presented to the Board for formal approval, including its publication on the website.

The Board approved the revised Terms of Reference for the PRC, including publication on SEPA’s website.

15. Action Note

The Clerk to the Board proposed that the following actions be closed: 843, 844, 845, 846, 847, 848, 852, 853, and 854. Actions 849 and 851 will remain open.

It was noted that Action 850 will be closed under agenda item 21, as the Chief Operating Officer DEI will provide a verbal update.

Additionally, it was highlighted that the actions arising from the 12 August 2025 Agency Board SEPA Transformation session have been grouped together, with only one component remaining open.

16. Date of next meeting

The date of the next Agency Board meeting is 24 February 2026. A Special Board meeting will take place in private on 25 November 2025 in the Boardroom, Angus Smith Building, to approve the 2024-2025 Audit Report and Audited Annual Report & Accounts.

The following items were considered by Board members and Officers in private session.

17. Draft Digital Strategy - SEPA 25-26/024 

The Board noted the report.

18. Draft Data Strategy - SEPA 25-26/025

The Board noted the report.

19. Financial Monitoring Report (Q1) - SEPA 25-26/026

The Board noted the report.

20. Environmental Performance Assessment Scheme (EPAS) - SEPA 25-26/027

The Board noted report.

21. Principal Risks

The Board noted the verbal update.

22. Chair’s closing remarks and opportunity for Board members’ feedback

The Chair thanked everyone for their contributions.