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  • Kathryn Bishop, Chair
  • Dyfed Edwards, Deputy Chair
  • Mary Champion, Non-Executive
  • Jocelyn Davies, Non-Executive
  • Rheon Tomos, Non-Executive
  • Jim Scopes, Non-Executive
  • Dyfed Alsop, Chief Executive/Accounting Officer
  • Sam Cairns, Chief Operations Officer
  • Melissa Quignon-Finch, Chief People and Communications Officer
  • Karen Athanatos, Staff Elected Member

Meeting opening

Welcome and introductions, conflicts of interest and apologies, matters arising

  1. The Chair welcomed everyone to the meeting.
  2. No apologies were received. Dyfed Edwards joined virtually.
  3. No conflicts of interest were declared, and there were no matters arising.
  4. The minutes of the last meeting would be agreed out of committee.

Annual assurance

Annual report and accounts

  1. The latest draft was circulated. Members had been invited to the last ARAC meeting to discuss the report, with some suggested amendments. Audit Wales (AW) had experienced some delays due to resourcing issues post-pandemic - main risk was the uncertainty around publication date. AW noted there were no concerning issues thus far.
  2. The previous draft did not include the tax collection accounts. A discussion was held in the week with the CFO on the impairment figure which had significantly increased since last year- the CFO will include some narrative in the report explaining what the impairment figure represents, and its composition.
  3. The final report will be approved and signed off by the CE/AO, with possibly the Chair of the Board and ARAC in attendance for assurance, if necessary.

WRA governance

Governance update, Remuneration Committee terms of references (ToRs)

  1. The CFO has been developing a governance handbook for the WRA, which will be particularly useful for the new Board Chair, when appointed. This will include a diagram of assurance processes/ structure, as an update of the diagram developed during the establishment of the WRA.
  2. The Remuneration Committee (People Committee) terms of reference had been updated, now that the organisation’s governance has evolved; we are essentially still a young organisation, continuing to learn and develop, and have started to embark on new matters that we weren’t doing at implementation.
  3. We also have a better understanding of what civil service department remuneration committees are typically responsible for, and understand that it is appropriate that some issues sit with Tîm Arwain/ AO.
  4. In terms of delegated responsibility to the Remuneration Committee, part of its remit comes from the Board, and some from the civil service. It will be clearly reflected in the new Board ToRs what is delegated to the committee.
  5. Regarding membership, it was agreed that non-board members can be Remuneration Committee members, but cannot vote.

A22-03-01: Board to discuss new Board ToRs and assurance mapping (and revisit the Remuneration Committee ToRs) ahead of the new Chair joining (Sept meeting.)

A22-03-02: CPCO to change wording in Remuneration Committee ToRs, regarding role titles.

D22-03-01: Board members endorse the revised Remuneration Committee ToRs.

Business case: Data project

  1. Redacted.
  2. The Board will be kept up to date with any developments.

Meeting closing

Any other business

It was announced that the CPCO and COO would be leaving the organisation. Members of the Board thanked them for their hard work and valuable contributions to both the organisation and to the Board and its committees, and wished them well for the future.

Redacted information

There are certain circumstances where it is not appropriate to share all of the information contained within the Board minutes, for example, where it contains personal or commercial data or relates to the formulation of government policy or the effective conduct of public affairs. In such circumstances, the information has been redacted and the text is marked clearly that this has been the case.