Transparency data

DESNZ Departmental Board: terms of reference and operating principles

Published 21 February 2024

The Departmental Board provides expert advice, support and challenge to ministers and senior officials on the operational implications and effectiveness of policy proposals and corporate functions in DESNZ, focusing on getting policy translated into results.

The Departmental Board has 3 supporting committees to carry out certain defined roles:

• the Audit, Risk, and Assurance Committee
• the Executive Committee
• the Nominations Committee

Responsibilities

The Departmental Board provides strategic and operational leadership of the Department by advising on the operational implications and issues affecting the Department’s performance and scrutinising departmental programmes, policies and performance.

At a high level the Committee has 4 roles:

• leadership – articulating a clear vision for the Department, giving clarity about how policy activities contribute to delivery of this vision and setting risk appetite and managing risk
• effectiveness – through rigorous challenge and scrutinising performance
• accountability – promoting transparency through clear and fair reporting
• sustainability – taking a long-term view of what the Department is seeking to achieve

A more detailed overview of the Departmental Board’s objectives can be found at Annex A.

Membership (as of February 2024)

• Secretary of State (Chair)
• Lead Non-Executive Board Member, Humphrey Cadoux-Hudson
• Non-Executive Board Member, Mary Archer
• Non-Executive Board Member, Peter Mather
• Audit, Risk, and Assurance Chair and Non-Executive Board Member, Vikas Shah
• Permanent Secretary, Jeremy Pocklington
• Second Permanent Secretary, Clive Maxwell
• Chief Financial Officer, David Thomas
• DG and Ministerial Attendance to be confirmed.

Attendance

A quorum of the Board will consist of:

• 2 Ministers
• 2 Executives
• one Non-Executive
• including at least one of the Secretary of State or the Permanent Secretary or the Lead Non-Executive

Substitutes

Substitutes are not permitted unless in exceptional circumstances, which must be agreed by the Permanent Secretary.

Transparency of Committee activity 

Observers will not be allowed to attend Committee meetings.

Frequency and timings of meetings

The Committee meets quarterly for 2 hours. The Chair reserves the right to suggest changes of the frequency and length of meetings where necessary.

Agendas, papers, minutes and action log

The Secretariat will work with the Chair, the Permanent Secretary and the Lead Non-Executive Board Member to develop and agree agendas. The forward look of agenda items, commissioning, and circulation of papers is led by the Governance Secretariat.

Departmental Board members will receive a full pack of meetings paper 5 days before the meeting. All papers must be drafted using the Committee template.

The Governance Secretariat will ensure high quality, accurate minutes are taken to record Committee meeting proceedings and decisions. It will prepare draft minutes within 48 hours of each meeting. Minutes will be cleared with paper owners and approved by the Committee at its next meeting. 

Effectiveness

The Board will be evaluated annually, as part of a 3-year cycle in which the first 2 reviews will be led by Governance Team and the third review will be independently run with support of Cabinet Office.

Conflicts of interest

Each member of the Departmental Board should take personal responsibility to declare pro-actively any potential conflict of interest arising out of business undertaken by the Department, arising on the agenda or from changes in the member’s personal circumstances.

Governance Secretariat will maintain a Register of Interests which all members will be expected to update. This Register will inform the Governance Secretariat of any conflicts of interest that they need to take into account when circulating papers for Committee meetings. The Register could be subject to FOI requests and the release of any information will be determined on a case-by-case basis. High level details of Conflicts of Interest will be published on GOV.UK.

Members should comply at all times with the Code of Conduct for Board Members of Public Bodies and other appropriate guidance including with the rules relating to the use of public funds and to have regard to the principles of public life: selflessness, integrity, objectivity, accountability, openness, honesty and leadership and act in the best interests of the Department.

Annex A: Departmental Board responsibilities

The Departmental Board’s objectives are:

1. To support delivery against the Department’s vision, in particular through the agreement of a Single Departmental Plan reflecting the strategic agenda, and on­going monitoring of delivery against implementation plans and robust performance objectives.

2. To provide constructive challenge on the real-world impact and deliverability of policies and scan the horizon to ensure the Department is sufficiently prepared to face future challenges and exploit opportunities, ensuring strategic decisions are based on a collective understanding of evidence-based policy issues.

3. To ensure there is sound management of and clear accountability for finance, resources and risk within the Department, underpinned by clear standards and values. This includes scrutiny of organisational design and the allocation of resources; identification and oversight of key Major Projects requiring specific attention; and ensuring risks are clearly defined and managed, setting the Department’s risk appetite, and ensuring risk controls are robust via the Audit and Risk Committee.

4. To ensure the Department has the capability to deliver and to plan to meet future needs, assessing current levels and plans for improvement, reviewing overall talent development, and scrutinising staff engagement plans and results.

5. To oversee effective governance of the Department, its Agencies and Sponsored Bodies, and to scrutinise their performance to ensure the Department is held to account for its outcomes and measures itself against best practice in the public and private sectors.