NHS Bradford Districts CCG

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1 NHS Bradford Districts CCG Terms of Reference: Council of Representatives approved March 2017 Clinical Board approved March 2017 Audit and Governance Committee approved July 2017 Remuneration Committee approved September 2017 Primary Care Commissioning Committee approved July 2017 Joint Clinical Committee approved June 2017 Joint Finance and Performance Committee approved July 2017 Joint Quality Committee approved July 2017 Joint Committee of the West Yorkshire & Harrogate CCGs Health and Care Partnership approved December P a g e

2 COUNCIL OF REPRESENTATIVES TERMS OF REFERENCE 1. Principle Purpose The Council of Representatives will play a crucial role in ensuring engagement of all members in the development and operation of the CCG including a key role in holding the Governing Body and its Clinical Board to account. 2. Duties Its aims are: To ensure Bradford Districts Clinical Commissioning Group (BD CCG) fulfils its duty to the requirements of the constitution To hold the Governing body and its Clinical Board to account To work effectively with GPs, including sessional and locum GPs, with other practice staff, to feed the practice s views into commissioning decisions. To hold responsive relationships with Board members and member practices To give voice to member practices by ensuring members are engaged, informed and empowered to participate. To seek advice and views of practice members of Bradford Districts CCG To represent their practice s views and act on behalf of the practice Facilitate communication between members and the CCG Governing body and Clinical Board both ways. To shape the culture of a Bradford Districts CCG Driving forward improvements in the services for patients, carers, communities 2 P a g e

3 To approve the Business Plan; the Accounts; and the Annual Report To review the constitution as deemed necessary 3. Membership Chair drawn from representatives not an executive Bradford Districts CCG Board member GPs Other healthcare professional 4. Engagement Every practice nominates a GP or other healthcare professional to represent their practice members to the Council of Representatives. The representative will need to be able to work effectively with GPs, and with other practice staff, to feed the practice s views into commissioning decisions. 5. Voting Every nominated representative shall have one vote In case of an equality of votes, the chair of the meeting shall be entitled to a casting vote. 6. Quorum Any number of persons that exceeds 22 persons entitled to vote upon the business to be transacted, each being a Nominated Representative or a proxy for a Nominated Representative shall be a quorum. The ideal proxy is still to be a clinician but this can be a non-clinician 7. Frequency and type of meetings Provisionally meet at least 4 times a year Annual general meeting with the CCG Board and the Governing Body Extraordinary general meetings if required 8. Accountability Accountable to Bradford Districts CCG group member practices 9. Reviews and reports Outcomes of meeting to be communicated to Bradford Districts CCG executive committee and all member practices Terms of reference to be kept under review. TOR approved March 2017 due to be reviewed March P a g e

4 CLINICAL BOARD TERMS OF REFERENCE 1. Introduction The clinical board is established in accordance with NHS Bradford Districts Clinical Commissioning Group s constitution, standing orders and scheme of delegation. These terms of reference set out the membership, remit, responsibilities and reporting arrangements of the committee and shall have effect as if incorporated into the constitution 2. Principle purpose The clinical board is responsible for leading the vision and strategy, developing commissioning plans and overseeing the commissioning process. 3. Membership The membership of the Clinical Board of Bradford Districts CCG will comprise as a minimum of: Clinical Chair (GP) Elected GPs x 5 (one of whom will be the deputy chair of the clinical board) Accountable officer Chief Finance Officer Director of Quality Director of Strategy Public Health Consultant (advisory, non-voting role) In addition to this, senior members of staff and other individuals will be invited to attend as appropriate In order to support continuity in engagement and strategic decision making, non-gp members of the clinical board may nominate deputies to attend on their behalf. 4. Quorum No resolutions shall be made unless at least 50% of the clinical board are present including the chair or deputy chair. The quorum should include at least three of the General 4 P a g e

5 Practitioners with no conflicts of interest in the decision being taken. Only the core membership of the board will be eligible to vote. If all the GP members are conflicted, or sufficient to result in being inquorate, the decision will be deferred to the no-conflicted members of the governing body. 5. Frequency and notice of meetings The committee will meet weekly and will have the contingency to call other meetings as appropriate. The agenda and papers will be circulated to members and relevant parties at least one working day in advance of the meeting date. In accordance with the joint arrangements already permitted within the CCG s constitution, the clinical board of NHS Bradford Districts CCG may meet with the clinical board of NHS Bradford City CCG to discuss items of shared interest. This Joint Clinical Board will be held as a committee in common. Following discussion, each clinical board will take independent decisions that may be identical or different. A record of such decisions and relevant actions will be clearly recorded. 6. Secretary The Director of Strategy will provide secretarial support to the committee. The secretary will be responsible for supporting the chair in the management of the committee s business and for drawing the committee s attention to best practice, national guidance and other relevant documents as appropriate. 7. Remit and responsibilities of Clinical Board The clinical board is responsible for the following functions delegated to it: a) leading the setting of vision and strategy b) developing the commissioning plans c) overseeing the commissioning plans Its duties include: approval of the groups commissioning plan approval of variations to the approved budget where variation would have a significant impact on the overall approved levels of income and expenditure or the group s ability to achieve its agreed strategic aims approve arrangements for supporting the NHS Commissioning Board in discharging its responsibilities in relation to securing continuous improvement in the quality of general medical services 5 P a g e

6 approve arrangements for risk sharing and or risk pooling with other organisations( for example arrangements for pooled funds with other clinical commissioning groups or pooled budget arrangements under section 75 of the NHS 2006) approve decisions delegated to joint committees established under section 75 of the 2006 Act approve arrangements for co-ordinating the commissioning of services with other groups and or with the local authority where appropriate approving arrangements for handling freedom of information requests Assume delegated responsibility from NHS England to commission general medical services for the Bradford Districts CCG patch 8. Accountability Accountable to the Council of Representatives Minutes of the meeting are uploaded onto the Intranet and an annual report will be produced for the Council of Representatives. The chair shall draw to the attention of the Council of Representatives and the Governing Body any significant issues or risks. 9. Reviews and reports Outcomes of meeting to be communicated to Bradford Districts CCG Council of Representatives, the governing body and all member practices. Terms of reference to be kept under review on an annual basis. 10. Policy and Best Practice The clinical board will apply best practice in its decision making processes and will comply with the CCG constitution, standing orders, scheme of delegation and prime financial policies. The clinical board is authorised by the CCG to investigate any activity within its terms of reference. It is authorised to seek any information it requires from any employee and all employees are directed to co-operate with any request made by the group. The clinical board is authorised by the CCG to obtain outside legal or other independent professional advice and to secure the attendance of outsiders with relevant experience and expertise if it considers this necessary. 11. Code of Conduct 6 P a g e

7 The committee will conduct its business in accordance with the Nolan principles of public life and the Standards of Business Conduct and Managing Conflicts of Interest which are both included in the CCG constitution. The clinical board will ensure good clinical and corporate governance at all times TOR approved March 2017 due for review March P a g e

8 Terms of Reference Joint Clinical Committee 1. Accountability arrangements and authority The Councils of Members and Representatives of NHS Airedale, Wharfedale, Craven, NHS Bradford City and NHS Bradford Districts CCGs hereby resolve to establish a committee of each CCG to be known as the Joint Clinical Committee, in line with the CCGs constitutions, standing orders and schemes of delegation. The remit, responsibilities, membership and reporting arrangements of the Joint Clinical Committee is set out in these terms of reference and shall have affect as if incorporated into the CCG s constitution. The Joint Clinical Committee has no executive powers, other than those specifically delegated in these terms of reference. The Airedale and Bradford Joint Clinical Committee is accountable to the member practices via the Council of Members or Representatives of each CCG. The Joint Clinical Committee is authorised to investigate any activity within its terms of reference. It is authorised to seek any information it requires within its remit, from any employee of the CCG or member of the Governing Body or Clinical Board / Executive and they are directed to co-operate with any request made by the Committee within its remit as outlined in these terms of reference. The Joint Clinical Committee is authorised to obtain legal or other independent professional advice and secure the attendance of advisors with relevant expertise if it considers this is necessary. In doing so the committee must follow any procedures put in place by the CCG for obtaining legal or professional advice. 2. Relationship and reporting The Joint Clinical Committee is accountable to member practices via the Council of Members or Representatives of each CCG. Draft minutes of Joint Clinical Committee meetings will be circulated to members within ten working days of a meeting and will be subject to ratification by the next Committee meeting. A summary report of the Joint Clinical Committee will be provided to the Governing Body of each CCG. The Chair of the Joint Clinical Committee shall draw to the attention of the Governing Body and / or Council of Members or Representatives any significant issues or risks relevant to that CCG. Reports on specific issues will also be prepared when necessary for consideration by Clinical Executive/Boards. 8 P a g e

9 The Joint Clinical Committee will present annual report to the Audit and Governance Committee on behalf of the Governing Body, covering the following aspects: A summary of the key issues arising during the year; and Whether and how the committee has met and performed in its function, within recognised guidelines and in compliance with its terms of reference. The Joint Clinical Committee in order to discharge its responsibilities will receive reports from the following groups and committees as appropriate. 3. Role and function The purpose of the Joint Clinical Committee is to operate as a joint committee of the 3 Bradford and Airedale CCGs, as approved by the Council of Members/Representatives, with delegated decision making for the discharge of specific commissioning functions as set out in its terms of reference and annual work plan. 4. Responsibilities To operate as a joint committee for NHS Airedale, Wharfedale and Craven CCG, NHS Bradford City CCG, and NHS Bradford Districts CCG with shared discussion and decision making in accordance with the agreed scheme of delegation for the following areas: a) CCG Memorandum of Understanding (make recommendations about this to each CCG) b) 4-5 system wide strategic commissioning areas as set out in the work plan at Appendix 1 c) To inform CCG input and voting at Healthy Futures d) Collaborating on Clinical Assembly/Forum The Joint Clinical Committee is delegated to approve policies and procedures for all areas within the committee s remit. 5. Membership Clinical Chair NHS Airedale, Wharfedale and Craven CCG Clinical Chair NHS Bradford City CCG Clinical Chair NHS Bradford Districts CCG Named Elected GP NHS Airedale, Wharfedale and Craven CCG Named Elected GP NHS Bradford Districts CCG Named Elected GP NHS Bradford City CCG Chief Officer NHS Airedale, Wharfedale and Craven, CCG, NHS Bradford City CCG & NHS Bradford Districts CCG Chief Finance Officer NHS Airedale, Wharfedale and Craven, CCG, NHS Bradford City CCG & NHS Bradford Districts CCG Director of Quality and Nursing NHS Airedale, Wharfedale and Craven, CCG, NHS Bradford City CCG & NHS Bradford Districts CCG 1 Director per CCG (3) 9 P a g e

10 6. Chair The Chair of the Joint Clinical Committee will be a Clinician from one of the six clinical members. The arrangements for Chair will be nominated and agreed by the members of the Joint Clinical Committee at its first meeting. This will be reviewed again in line with annual review of these terms of reference. The Chair of the Joint Clinical Committee will appoint a Deputy Chair from one of the other two CCGs. Where both Joint Clinical Committee Chair and Deputy Chair is conflicted any decision will be deferred to the Governing Body. 7. Decision-making and voting Generally, it is expected that meeting decisions will be reached by consensus. Should this not be possible, each voting member of the Airedale and Bradford Joint Clinical Committee will have one vote. Decisions will be by majority vote. In the event of a tied vote, the Chair of the Joint Clinical Committee meeting will have the second and casting vote. Should a vote be taken, the outcome of the vote and any dissenting views will be recorded in the minutes of the meeting. 8. Quorum Meetings will be considered quorate when 1 GP member per CCG is represented and 1 Executive member per CCG, otherwise business will need to be ratified individually by each CCG Clinical Board/CEG. Each CCG is to identify an alternative GP member who can attend in absence of the `named GP membership of the Joint Clinical Committee. 9. In attendance CCG Clinical Board/Commissioning Executive Group members, clinical speciality leads and senior managers from the CCG may be invited to attend as subject specific leads. 10. Frequency of meetings The Airedale and Bradford Joint Clinical Committee will meet on the 4th Tuesday monthly AM at least six times per year. In addition, time will be built in to develop the capacity and capability of the forum (development sessions) 11. Sub-committees/groups The Joint Clinical Committee is authorised to create sub-groups or working groups as are necessary to fulfil its responsibilities within these terms of reference. The Joint Clinical Committee may not delegate executive powers delegated within these Terms of Reference to sub-groups or working groups, unless expressly authorised by the Council of Members / Representatives and remains accountable for the work of any such groups. 10 P a g e

11 12. Conduct All members of the committee will have due regard to, and operate within, the constitution, standing orders, the prime financial policies and other policies and procedures of the CCG. 13. Managing Conflicts of Interest If any member of the Airedale and Bradford Joint Clinical Committee has an actual or potential conflict of interest in any matter and is present at the meeting at which the matter is under discussion, they will declare that interest at the start of the meeting and again at the relevant agenda item and details of the interest declared shall be recorded in the minutes. The Chair of the meeting will determine how the interest will be managed in accordance with the CCG s Standards of Business Conduct & Conflicts of Interest Policy. The minutes must specify how the Chair decided to manage the declared interest, i.e. did the individual(s) concerned: - Take part in the discussion but not in the decision-making - Did not take part in either the discussion or decision-making - Take part in the discussion and left the meeting for the decision or - Left the meeting for the whole of the item In making this decision the Chair will need to consider the following points: - the nature and materiality of the decision - the nature and materiality of the declared interest(s) - the availability of relevant expertise - as a general rule (and subject to the judgement of the Chair), if the interest is material, the individual should be asked to leave the room for the whole item 14. Administration and Support Administrative support will be provided to the committee and will ensure that papers are issued at least 10 working days before a meeting and that draft minutes are circulated within 5 working days after a meeting. A lead officer will be responsible for supporting the Chair in the management of the committee s business and for drawing the committee s attention to best practice, national guidance and other relevant documents as appropriate. A leader officer in conjunction with the Chair of the Airedale and Bradford Joint Clinical Committee will develop and maintain a work programme to inform and guide the work of the committee. 15. Urgent matters arising between meetings The Chair of the Joint Clinical Committee and the CCG Chairs or their deputies as substitutes in consultation together, may also act on urgent matters arising between meetings of the Committee. Where an urgent decision has been taken, a report, along with any background documentation, will be taken to the next meeting of the Joint Clinical Committee, where the Chair or Deputy Chair will explain the reason for the action taken. 11 P a g e

12 16. Monitoring effectiveness and compliance The Joint Clinical Committee will review its own effectiveness, its compliance with its terms of reference and the terms of reference document itself at least annually. 17. Date TOR approved AWC Council of Members via , June 2017 Bradford City Council of Members 21 st June 2017 Bradford Districts Council of Representatives 27 th June TOR review date and approving body Annually, or as and when legislation or applicable guidance is updated. Any amended Terms of Reference will be agreed by the Joint Clinical Committee for recommendation to a subsequent meeting of the Council of Members / Representatives. Due for review June P a g e

13 Appendix 1 DRAFT Joint Clinical Committee Work Plan July 2017 June 2018 Activity Timescale Agree Chair and Deputy for JCC July 2017 Agree work plan for JCC July June 2018 July 2017 Finalise Clinical Leadership Model including lead responsibilities & confirm implementation arrangements for first phase July 2017 Receive updates and reports relating to 4-5 system wide strategic Commissioning areas: 1. Acute Provider Collaboration 2. Mental Health and Learning Disabilities 3. Urgent and Emergency Care 4. Children and Young People 5. Cancer and Planned Care to be confirmed Receive reports on Clinical Assembly/Forum Consider items for discussion at Healthy Futures Timings to be confirmed Timings to be confirmed Timings to be confirmed Review CCG memorandum of understanding & schedules to recommend to CCG Governing Bodies August 2017 Review Terms of Reference and Chair for Joint Clinical Committee June P a g e

14 Terms of Reference Joint Quality Committee 1. Accountability arrangements and authority The Joint Quality Committee has been established as a committee of the CCG, in accordance with the CCG s constitution, standing orders and scheme of delegation. The remit, responsibilities, membership and reporting arrangements of the Joint Quality Committee are set out in these terms of reference and shall have affect as if incorporated into the CCG s constitution. The Joint Quality Committee has no executive powers, other than those specifically delegated in these terms of reference. The Joint Quality Committee is accountable to member practices via the Council of Members or Representatives of each CCG. The Joint Quality Committee is also required to provide assurance on its work to the Governing Body. The Joint Quality Committee is authorised to investigate any activity within its terms of reference. It is authorised to seek any information it requires within its remit, from any employee of the CCG or member of the Governing Body or Clinical Board / Executive and they are directed to co-operate with any request made by the Committee within its remit as outlined in these terms of reference. The Joint Quality Committee is authorised to obtain legal or other independent professional advice and secure the attendance of advisors with relevant expertise if it considers this is necessary. In doing so the committee must follow any procedures put in place by the CCG for obtaining legal or professional advice. 2. Relationships and reporting The Joint Quality Committee is accountable to member practices via the Council of Members or Representatives of each CCG. Draft minutes of the Joint Quality Committee meetings will be circulated to members within 10 working days of a meeting and will be subject to ratification by the next Committee meeting. Minutes of the Joint Quality Committee will be provided to the Governing Body of each CCG. The Chair of the Joint Quality Committee shall draw to the attention of the Governing Body and / or Council of Members or Representatives any significant issues or risks relevant to that CCG. 14 P a g e

15 The Joint Quality Committee will present an Annual Report to the Governing Body or to the Audit and Governance Committee on behalf of the Governing Body, covering the following aspects: a summary of the key issues arising during the year; and whether and how the committee has met and performed its function, within recognised guidelines and in compliance with its terms of reference Reports on specific issues will also be prepared when necessary for consideration by the Governing Bodies, Clinical Executive / Boards and / or Council of Members / Representatives. The Primary Care Commissioning Committees (PCCC) for all 3 CCGs will be responsible for the comprehensive performance and quality management. The General Practice Quality Improvement Group (GPQIG) for BCCCG and BDCCG will be responsible for quality improvement in primary medical care. The Joint Quality Committee will in pursuit of its operating model, review priority themes and issues and provide assurance to the Governing Bodies. In so doing it will work closely with the chairs of each PCCC and the primary care Contracts Assurance Group (CAG). (Arrangements for Airedale, Wharfedale and Craven CCG are still to be finalised regarding quality improvement of general practice and where this should be discussed) 3. Role and function The role of the Joint Quality Committee is to provide assurance to the Governing Bodies of Airedale, Wharfedale and Craven CCG, Bradford Districts CCG and Bradford City CCG of the degree to which services commissioned by the CCGs are safe, effective and deliver the best outcomes for local populations. The scope of the Joint Quality Committee will be all services commissioned by the CCGs, including those delegated by NHS England, for children, young people and adults including those services that are jointly commissioned with the local authority and those services commissioned from the voluntary and community sectors. 4. Responsibilities To provide the CCGs with an assurance and scrutiny function in relation to quality of all commissioned services relating specifically to patient safety, patient experience and clinical effectiveness, and to ensure appropriate action is taken where such assurance is lacking. Test, challenge, inquire and explore intelligence in a wide range of forms evidencing the quality, safety, effectiveness and impact on clinical health outcomes of services commissioned to identify areas of concern and good progress, commission and approve action plans and other initiatives in relation to areas of concern. Intelligence considered will include: o Data analysis and contract performance intelligence o Patients, service users and carers reports, surveys, complaints and concerns o Evidence from key clinicians and managers from commissioned services o Other intelligence agreed to be important and reliable 15 P a g e

16 To ensure that all services, where possible are reflective of and responsive to local populations and people s experiences On the basis of the tests, challenges, inquiries and explorations of intelligence, provide assurance to the governing bodies of the quality, safety, and effectiveness of commissioned services, and the contribution services make to achieving good health outcomes for local people. Where assurance cannot be provided in part or in full, to provide the governing bodies with details of remedial actions being taken and/or being recommended Commission or receive (as appropriate) and review reports arising from the following, and commission and approve action plans and other remedial initiatives in line with agreed processes and procedures, for: o serious incidents (SIs) o serious case reviews (SCRs) o domestic homicide reviews (DHRs) o child and adult safeguarding investigations o never events o system failures o individual care failures o near misses o CQUINs ( commissioning for quality and innovation) To ensure that any concerns regarding clinical outcomes within commissioned services is effectively identified and managed via contract mechanisms and that the wider implications and trends are addressed. Where independent investigation reports have been commissioned either by the committee or by another authorising body, to recommend publication plans in light of the NHS s commitment to transparency and openness Identify, where appropriate, issues relating to data quality, completeness or accuracy of intelligence in all forms, and commission improvements where required To discharge our responsibilities in relation to securing continuous improvement in quality of general medical services. Regularly review the CCGs clinical risk management processes, systems and culture, to ensure their effectiveness, commissioning changes and improvements as appropriate. This should also include the CCGs governing body assurance framework and risk register. Undertake such quality surveillance activity for commissioned services as from time to time required by the West Yorkshire Quality Surveillance Group. To review changes in national guidance relating to quality and safety, together with any implications for the CCGs. Maintain appropriate liaison with regulatory bodies especially the Care Quality Commission and NHS Improvement and any relevant professional regulatory bodies in order to ensure appropriate information flows on matters within the committee s remit. To support at all times the creation, maintenance and development of a patientfocused culture within the CCGs and the wider health system Advise clinical boards in the formulation of overall clinical commissioning strategy including the scrutiny of QIPP plans to ensure quality is not compromised by financial imperatives. 5. Membership Lay Member for Patient and Public Involvement (AWC) Lay Member for Patient and Public Involvement (BDCCG) Lay Member for Patient and Public Involvement (BCCCG) Registered Nurse (AWCCG, BDCCG,BCCCG) 16 P a g e

17 Secondary Care Consultant (AWCCG) Lay representative (invited from Healthwatch) Clinical Executive Representative (AWC) Clinical Board Representative (BCCCG) Clinical Board Representative (BDCCG) Director of Quality and Nursing (AWCCG, BDCCG,BCCCG) Associate Director of Corporate Affairs Members can send deputies to represent them. Deputies will count towards Quorum but will only have voting rights if they have formal acting up status. Members are normally expected to attend at least 75% of meetings during the year. 6. Chair The Chair of the Joint Quality Committee shall be one of the Lay Members and the Chair shall rotate on an annual basis between the 3 CCGs. The Deputy Chair of the Joint Quality Committee shall be one of the Lay Members. Where both Joint Quality Committee Chair and Deputy Chair cannot attend or is conflicted, committee members present will elect one of their numbers to act as the Chair that occasion. 7. Decision-making & voting Generally, it is expected that meeting decisions will be reached by consensus. Should this not be possible, each voting member of the Joint Quality Committee will have one vote. Decisions will be by majority vote. In the event of a tied vote, the Chair of the Joint Quality Committee will have the second and casting vote. Should a vote be taken, the outcome of the vote and any dissenting views will be recorded in the minutes of the meeting. 8. In attendance Regular attendees will include: Associate Director of Quality and Accountable Care Deputy Director of Quality and Nursing Deputy Director of Accountable Care (Bradford) Other CCG staff may be requested to attend in an advisory capacity. Any member of the Governing Body or Clinical Executive / Board of each CCG is entitled and encouraged to attend this committee with observer status. 9. Quorum 50% of the membership (which equates to 5 individuals), to include the: Chair or Deputy Chair 17 P a g e

18 One of the: Director of Quality and Nursing, Associate Director of Quality and Accountable Care, Deputy Director of Quality and Nursing One GP 10. Frequency of meetings The Joint Quality Committee will normally meet monthly with a minimum of 10 meetings per annum. 11. Sub-committees / groups The Joint Quality Committee is authorised to create sub-groups or working groups as are necessary to fulfil its responsibilities within these terms of reference. The Joint Quality Committee may not delegate executive powers delegated within these Terms of Reference, unless expressly authorised by the Council of Members or Representatives of each CCG and remains accountable for the work of any such groups. 12. Conduct The Joint Quality Committee will have due regard to, and operate within, the constitution, standing orders, the scheme of delegation, the prime financial policies and other policies and procedures of the CCG. The Joint Quality Committee will conduct its business in accordance with relevant national guidance, including codes of practice such as the Nolan Principles, which are included in the CCG constitution. 13. Management of conflicts of interest The Joint Quality Committee will adhere to the CCG s Business Conduct & Conflicts of Interest Policy. If any member of the Joint Quality Committee has an actual or potential conflict of interest in any matter and is present at the meeting at which the matter is under discussion, they will declare that interest at the start of the meeting and again at the relevant agenda item and this shall be recorded in the minutes. The Chair of the meeting will determine how the interest will be managed in accordance with the CCG s Business Conduct & Conflicts of Interest Policy. The minutes must specify how the Chair decided to manage the declared interest, i.e. did the individual(s) concerned: Take part in the discussion but not in the decision-making Did not take part in either the discussion or decision-making Take part in the discussion and left the meeting for the decision or Left the meeting for the whole of the item In making this decision the Chair will need to consider the following points: the nature and materiality of the decision the nature and materiality of the declared interest(s) the availability of relevant expertise 18 P a g e

19 as a general rule (and subject to the judgement of the Chair), if an interest involves a financial interest or a significant non-financial interest, the individual should be asked to leave the meeting for the whole item 14. Administration The quality team provide administrative support to the Joint Quality Committee and will ensure that papers are issued at least five working days before a meeting and that draft minutes are circulated within 5 working days after a meeting. The quality team will be responsible for supporting the Chair in the management of the Joint Quality Committee business and for drawing the committee s attention to best practice, national guidance and other relevant documents as appropriate. The quality team, in conjunction with the Chair of the Joint Quality Committee and staff from other teams, will develop and maintain a work programme to inform and guide the work of the committee. 15. Urgent matters arising between meetings The Chair or Deputy Chair of the Joint Quality Committee in consultation with the Director of Quality and Nursing, or the Accountable Officer, or one of the deputies in the quality team may also act on urgent matters arising between meetings of the Committee. Where an urgent decision has been taken a report, along with any background documentation, will be taken to the next meeting of the Joint Quality Committee, where the Chair or Deputy Chair will explain the reason for the action taken. 16. Monitoring of performance and compliance The Joint Quality Committee will review its own effectiveness, its compliance with its terms of reference and the terms of reference document itself at least annually and a report of the outcomes of this review will be produced and reported to the Governing Body (or to the Audit Committee on behalf of the Governing Body). 17. Date TOR agreed AWC Council of Members via , June 2017 Bradford City Council of Members 21 st June 2017 Bradford Districts Council of Representatives 27 th June TOR review date & approving body Annually, or as and when legislation or best practice guidance is updated. Any amended Terms of Reference will be agreed by the Joint Quality Committee for approval by a subsequent meeting of the Council of Members or Representatives of each CCG. Due for review June P a g e

20 Terms of Reference Audit and Governance Committee 1. Accountability Arrangements and Authority The Audit and Governance Committee (the committee) is established in accordance with NHS Bradford Districts CCG s constitution. These terms of reference set out the membership, remit, responsibilities and reporting arrangements of the committee and shall have effect as if incorporated into the CCG s constitution. The Audit and Governance Committee is accountable to the Governing Body. The Audit and Governance Committee is authorised by the Governing Body to investigate any activity within its terms of reference. It is authorised to seek any information it requires within its remit, from any employee or member of the Governing Body or Clinical Board / Executive and they are directed to co-operate with any request made by the Committee within its remit as outlined in these terms of reference. The Audit and Governance Committee is authorised to commission report or surveys it deems necessary to help fulfil its obligations. The Audit and Governance Committee is authorised to obtain legal or other independent professional advice and secure the attendance of advisors with relevant expertise if it considers this is necessary. In doing so the committee must follow any procedures put in place by the Governing Body for obtaining legal or professional advice. 2. Relationships and Reporting The Audit and Governance Committee is accountable to the CCG Governing Body. The minutes of the Audit and Governance Committee shall be formally recorded and submitted to the Governing Body. The Chair of the Audit and Governance Committee shall draw to the attention of the Governing Body any significant issues or risks. Reports on specific issues shall be prepared for consideration by the Governing Body as appropriate. The Audit and Governance Committee will report to the Governing Body at least annually on its work in support of the Annual Governance Statement, specifically commenting on: the performance of the committee and its review of its terms of reference the fitness for purpose of the Governing Body Assurance Framework the completeness and embeddedness of risk management the effectiveness of integrated governance 20 P a g e

21 the appropriateness of the evidence to support compliance with the going concern principle (i.e. continuing existence as a functioning organisation) details of any significant issues in relation to the financial statements and how these were addressed 3. Role and function The role of the Audit and Governance Committee is to review and provide assurance to the Governing Body on the adequate and effective operation of the CCG s overall internal control system, with particular responsibilities related to financial reporting and management. The Audit and Governance Committee will also ensure an appropriate relationship is maintained with both the internal and external auditors. Under Section 5 of the Constitution, the Audit and Governance Committee is charged with providing assurance to the Governing Body on the following functions: Ensuring that expenditure does not exceed the aggregated of tis allotments for the financial year. Ensuring the CCG s use of resources does not exceed the amount specified by NHS England for the financial year. Taking account of any directions specified by NHS England in respect of specified resource use. Publishing an explanation of how the Group spent any payment in respect of quality made to it by NHS England. The work of the committee will be flexible to new and emerging priorities and risks. The Audit and Governance Committee, or a sub-set of it, will also act as the Auditor Panel for the appointment of the External Auditor, as required by the Local Audit & Accountability Act 2014 and the Local Audit (Health Service Bodies Auditor Panel and Independence) Regulations Responsibilities The Audit and Governance Committee is responsible for reviewing the arrangements for integrated governance and risk management activities within the CCG. The Audit and Governance Committee shall critically review the CCG s financial reporting and internal control principles and ensure an appropriate relationship with both internal and external auditors is maintained. The key duties of the Audit and Governance Committee are as follows:- 4.1 Integrated Governance, Risk Management and Internal Control The Audit and Governance Committee shall review the establishment and maintenance of an effective system of integrated governance, risk management and internal control, across the whole of the CCG s activities. In particular, the Audit and Governance Committee will review the adequacy and effectiveness of: All risk and control related disclosure statements (in particular the Annual Governance Statement), together with any appropriate independent assurances. 21 P a g e

22 The underlying assurance processes that indicate the degree of achievement of the CCGs objectives, the effectiveness of the management of principal risks and the appropriateness of the above disclosure statements. The policies for ensuring compliance with relevant regulatory, legal and code of conduct requirements and related reporting and self-certification. The policies and procedures for all work related to anti-bribery, fraud and corruption as set out in Secretary of State Directions and as required by the NHS Protect. In carrying out this work the Audit and Governance Committee will primarily utilise the work of internal audit, external audit and other assurance functions, but will not be limited to these sources. It may seek reports and assurances from directors and managers as appropriate, concentrating on the over-arching systems of integrated governance, risk management and internal control, together with indicators of their effectiveness. This will be evidenced through the Audit and Governance Committee use of an effective assurance framework to guide its work and that of the audit and assurance functions that report to it. 4.2 Financial Reporting The Audit and Governance Committee shall monitor the integrity of the financial statements of the CCG and any formal announcements relating to the CCGs financial performance. The Audit and Governance Committee shall ensure that the systems for financial reporting to the CCG, including those of budgetary control, are subject to review as to completeness and accuracy of the information provided to the CCG. The Audit and Governance Committee shall review and approve the annual report and financial statements before submission to the CCG, focusing particularly on: The wording in the governance statement and other disclosures relevant to the terms of reference of the committee; Changes in, and compliance with, accounting policies, practices and estimation techniques; Unadjusted mis-statements in the financial statements; Significant judgements in preparing of the financial statements; Significant adjustments resulting from the audit; Letter of representation; and Qualitative aspects of financial reporting. 4.3 Internal Audit The Audit and Governance Committee shall ensure that there is an effective internal audit function that meets mandatory NHS Internal Audit Standards and provides appropriate independent assurance to the committee, Accountable Officer and CCG. This will be achieved by: Consideration of the provision of the internal audit service, the cost of the audit and any questions of resignation and dismissal. Review and approval of the internal audit strategy, operational plan and more detailed programme of work, ensuring that this is consistent with the audit needs of the organisation, as identified in the assurance framework. 22 P a g e

23 Considering the major findings of internal audit work (and management s response) and ensuring co-ordination between the internal and external auditors to optimise audit resources. Ensuring that the internal audit function is adequately resourced and has appropriate standing within the clinical commissioning group. An annual review of the effectiveness of internal audit. The Audit and Governance Committee will meet privately with Internal Audit at least annually. 4.4 External Audit The Audit and Governance Committee shall review the work and findings of the external auditors and consider the implications and management s responses to their work. This will be achieved by: Consideration of the performance of the external auditors, as far as the rules governing the appointment permit. Discussion and agreement with the external auditors, before the audit commences, on the nature and scope of the audit as set out in the annual plan, and ensuring coordination, as appropriate, with other external auditors in the local health economy. Discussion with the external auditors of their local evaluation of audit risks and assessment of the CCG and associated impact on the audit fee. Review of all external audit reports, including the report to those charged with governance, agreement of the annual audit letter before submission to the clinical commissioning groups and any work undertaken outside the annual audit plan, together with the appropriateness of management responses. An annual review of the effectiveness of external audit. The Audit and Governance Committee will meet privately with External Audit at least annually. The Audit and Governance Committee, or a sub-set of it, will also act as the Auditor Panel for the appointment of the External Auditor, as required by the Local Audit & Accountability Act 2014 and the Local Audit (Health Service Bodies Auditor Panel and Independence) Regulations The Auditor Panel will: Advise the CCG s Governing Body on the selection and appointment of the External Auditor. Ensure that a notice is published on their website within 28 days of appointing the External Auditor providing details of the appointment made and the advice given by the Auditor Panel (and the reasons for not following this advice if the CCG s Governing Body so chose). Ensure that if the CCG fails to appoint an External Auditor, that this is notified to NHS England by the 25th March in the preceding financial year. Advise the CCG s Governing Body on the purchase of any non-audit services from the External Auditor. Advise the CCG s Governing Body on the ongoing maintenance of an independent relationship with the External Auditor. 23 P a g e

24 4.5 Counter Fraud and Security Management The Audit and Governance Committee shall satisfy itself that the CCG has adequate arrangements in place for countering fraud, bribery and corruption. This shall be achieved by: Approving the local counter fraud plan and monitoring its implementation. Receiving updates on local counter fraud cases. Receiving briefings/updates on national counter fraud issues as appropriate. The Audit and Governance Committee shall satisfy itself that the CCG has adequate arrangements in place for security management. This shall be achieved by: Approving the local security management plan and monitoring its implementation. Receiving updates on local security management cases. Receiving briefings/updates on national security management issues as appropriate. 4.6 Information Governance The Audit and Governance Committee shall maintain an overview of the adequacy and effectiveness of Information Governance across the whole of the CCG s activities and provide assurance to the Governing Body that risks associated with Information Governance are being managed, highlighting any significant risks and related resource implications where these arise. The Audit and Governance Committee shall achieve this by: Establishing and monitoring an annual information governance work programme. Seeking assurance that effective arrangements are in place for Information Governance, ensuring that any risks and incidents are appropriately managed and reported. Seeking assurance that resources and systems are in place to support the delivery of the Information Governance Toolkit and to receive an exception report on any significant risks or gaps in compliance; Receiving and considering reports into breaches of confidentiality and security, other relevant incidents, audit and data quality reports. Reviewing and recommending relevant policies, guidelines and procedures for approval. Seeking assurance that the CCG is fulfilling statutory duties regarding the Freedom of Information Act. 4.7 Health and Safety The Audit and Governance Committee shall maintain an overview of the adequacy and effectiveness of health and safety across the whole of the CCG s activities and provide assurance to the Governing Body that risks associated with health and safety are being managed, highlighting any significant risks and related resource implications where these arise. The Audit and Governance Committee shall achieve this by: Establishing and monitoring an annual health and safety work programme. Seeking assurance that effective arrangements are in place for health and safety, ensuring that any risks and incidents are appropriately managed and reported. 24 P a g e

25 an exception report on any significant risks or gaps in compliance; Receiving and considering reports into any health and safety risk assessments, incidents, etc. Reviewing and recommending relevant policies, guidelines and procedures for approval. 4.8 Other Assurance Functions The Audit and Governance Committee shall review the findings of other significant assurance functions, both internal and external and consider the implications for the governance of the clinical commissioning group. These will include, but will not be limited to, any reviews by Department of Health arm s length bodies or regulators/inspectors (for example, the Care Quality Commission and NHS Litigation Authority) and professional bodies with responsibility for the performance of staff or functions (for example, Royal Colleges and accreditation bodies). 4.9 Management The Audit and Governance Committee shall request and review reports and positive assurances from directors and managers on the overall arrangements for governance, risk management and internal control. The Audit and Governance Committee may also request specific reports from individual functions within the CCG as they may be appropriate to the overall arrangements Whistle Blowing To review the effectiveness of the arrangements in place for allowing staff or Clinical Board / Executive or Governing Body members to raise (in confidence) concerns about possible improprieties in financial, clinical or safety matters and ensure that any such concerns are investigated proportionately and independently. Any issues raised under the formal stage of the policy will be reported to the Audit and Governance Committee Other Duties To approve policies in respect of all areas of the committee s responsibilities. To consider and make recommendations to the Clinical Board / Executive or Governing Body in respect of strategies on all areas of the committee s responsibilities. To receive and review reports on waivers of Standing Orders and Standing Financial Instructions that have taken place or on any issues relating to compliance with these documents. To receive and review the Register of Application of the Seal To receive and review the Register of Interests and Register of Procurement Decisions. To receive and review reports on standards of business conduct/receipts of gifts, hospitality and sponsorship. To undertake a periodic review of Standing Orders, SFIs and the Scheme of Delegation. To undertake an annual review of the Committee s own effectiveness. To undertake an annual review of effectiveness of other CCG Committees on behalf of the Governing Body. 25 P a g e

26 5. Membership The Audit and Governance Committee shall be appointed by the CCG as set out in the CCGs constitution and may include individuals who are not on the Governing Body. The Chair of the Governing Body will not be a member of the committee. Membership: Lay Member for Finance Lay Member for Governance Registered Nurse 6. Chair The Audit and Governance Committee will be chaired by the Lay Member for Finance. The Deputy Chair will be the Lay Member for Governance. 7. Decision-making and Voting Generally, it is expected that meeting decisions will be reached by consensus. Should this not be possible, each voting member of the Audit and Governance Committee will have one vote. Decisions will be by majority vote. In the event of a tied vote, the Chair of the committee meeting will have a second and casting vote. Should a vote be taken, the outcome of the vote and any dissenting views will be recorded in the minutes of the meeting. 8. Quorum Quorum shall be two members of the Audit and Governance Committee. If the committee is not quorate the meeting may be postponed at the discretion of the chair. If the meeting does take place and is not quorate, no decisions shall be made at that meeting and such matters must be deferred until the next quorate meeting. 9. In Attendance The Chief Finance Officer, a representative from Internal Audit, a representative from External Audit, the Associate Director of Corporate Affairs and the Head of Governance shall normally attend meetings. In addition: At least once a year the committee may wish to meet privately with the external and internal auditors. Regardless of attendance, external audit, internal audit, local counter fraud and security management (NHS Protect) providers will have full and unrestricted rights of access to the Audit and Governance Committee. The Accountable Officer should be invited to attend and discuss, at least annually with the committee, the process for assurance that supports the statement on internal control. He or she should also normally attend when the committee considers the draft internal audit plan and the annual accounts. 26 P a g e

27 Any other member of the CCGs leadership team may be invited to attend, particularly when the committee is discussing areas of risk or operation. The Chair of the Governing Body may also be invited to attend one meeting each year in order to form a view on, and understanding of, the committee s operations. 10. Meetings Meetings shall be held not less than four times a year and will normally meet as a committee in common with NHS Bradford City CCG and NHS Airedale Wharfedale and Craven CCG. A minimum of ten days notice should be given when calling a meeting. The meeting will be called by the Chair of the Committee. The External Auditor of Head of Internal Audit may request a meeting if they consider that one is necessary and this may be called at shorter notice than stated above 11. Sub-Committees / Groups The Audit and Governance Committee may establish sub-committees or groups to support it in its role. However, they may only delegate responsibility and authority to a sub-committee or group, if expressly authorised to do so by the Governing Body. 12. Conduct The Audit and Governance Committee will conduct its business in accordance with relevant national guidance, including the NHS Audit Committee Handbook and relevant codes of practice such as the Nolan Principles, which are included in the CCGs constitution. 13. Management of Conflicts of Interest The Audit and Governance Committee will adhere to the CCG s Business Conduct & Conflicts of Interest Policy. If any member of the committee has an actual or potential conflict of interest in any matter and is present at the meeting at which the matter is under discussion, they will declare that interest at the start of the meeting and again at the relevant agenda item and this shall be recorded in the minutes. The Chair of the meeting will determine how the interest will be managed in accordance with the CCG s Business Conduct & Conflicts of Interest Policy. The minutes must specify how the Chair decided to manage the declared interest, i.e. did the individual(s) concerned: Take part in the discussion but not in the decision-making? Did not take part in either the discussion or decision-making? Take part in the discussion and left the meeting for the decision? or Left the meeting for the whole of the item? In making this decision the Chair will need to consider the following points: The nature and materiality of the decision. The nature and materiality of the declared interest(s). 27 P a g e

28 The availability of relevant expertise. As a general rule (and subject to the judgement of the Chair), if an interest involves a pecuniary interest or a significant non-pecuniary interest, the individual should be asked to leave the meeting for the whole item. 14. Administration The Corporate Affairs function will provide administrative support to the committee and will ensure that papers are issued at least five working days before a meeting and that draft minutes are circulated within ten working days after a meeting. The Corporate Affairs function will be responsible for supporting the chair in the management of the committee s business and for drawing the committee s attention to best practice, national guidance and other relevant documents as appropriate. The Corporate Affairs function in conjunction with the Chair of the Audit and Governance Committee will develop and maintain a work programme to inform and guide the work of the committee. 15. Urgent Matters Arising Between Meetings The Chair of the Audit and Governance Committee in consultation with either the Chief Finance Officer or the Accountable Officer may also act on urgent matters arising between meetings. In the absence of the Chair, the one of the other Audit and Governance Committee members and either the Chief Finance Officer or Accountable Officer may act together. These matters will be ratified at the next meeting of the committee. 16. Monitoring of Performance and Compliance The Audit and Governance Committee will review its own effectiveness, its compliance with its terms of reference and the terms of reference document itself at least annually and a report of the outcomes of this review will be produced and reported to the Governing Body. The Governing Body is responsible for monitoring the performance of the committee through receipt of its minutes and Annual Report. 17. Date TOR agreed Approved by the Governing Body 11 th July TOR Review Date and Approving Body Annually, or as and when legislation or best practice guidance is updated. Any amended Terms of Reference will be agreed by the Audit and Governance Committee for recommendation to a subsequent meeting of the Governing Body. Due for review July P a g e

29 Terms of Reference Remuneration Committee 1. Accountability Arrangements and Authority The Remuneration Committee (the committee) is established in accordance with NHS Bradford City CCG s constitution. These terms of reference set out the membership, remit, responsibilities and reporting arrangements of the committee and shall have effect as if incorporated into the CCG s constitution. The Remuneration Committee is accountable to the Governing Body. The Remuneration Committee is authorised by the Governing Body to investigate any activity within its terms of reference. It is authorised to seek any information it requires within its remit, from any employee or member of the Governing Body or Clinical Board and they are directed to co-operate with any request made by the committee within its remit as outlined in these terms of reference. The Remuneration Committee is authorised to commission report or surveys it deems necessary to help fulfil its obligations. The Remuneration Committee is authorised to obtain legal or other independent professional advice and secure the attendance of advisors with relevant expertise if it considers this is necessary. In doing so the committee must follow any procedures put in place by the Governing Body for obtaining legal or professional advice. 2. Relationships and Reporting The Remuneration Committee is accountable to the CCG Governing Body. The minutes of the Remuneration Committee shall be formally recorded and submitted to the members within ten days of a meeting for ratification by . The Chair of the Remuneration Committee shall report its decisions to the Governing Body in private session via draft minutes (due the time between each Remuneration Committee) and will draw to the attention of the Governing Body any significant issues or risks and seek endorsement for its decisions. The Remuneration Committee will report to the Governing Body at least annually on its work in support of the Annual Governance Statement, specifically commenting on: a summary of the key issues discussed and decisions taken by the committee whether the committee has met and performed its functions, within recognised national guidelines and in compliance with its terms of reference 29 P a g e

30 3. Role and responsibilities The Committee shall have delegated authority from the governing body on determinations about pay, remuneration and conditions of service for employees of the CCG and people who provide services to the CCG (such as clinical leaders) and allowances under any pension scheme it might establish as an alternative to the NHS pension scheme. Specifically that the Committee will: Approve the terms and conditions, remuneration and travelling or other allowances, including pensions and gratuities for Governing Body members (excluding the Lay Members), Clinical Board members and the Chair of the Council of Representatives. Approve arrangements for the determination of terms and conditions of employment for all employees of the group including, pensions, remuneration, fees and travelling or other allowances payable to employees and to other persons providing services to the group. Approve the disciplinary policy and procedure for the CCG. Approve any annual salary increases outside of Agenda for Change. Receive assurance from the Chair of Council of Representatives with regard to the annual performance and objective setting of the Clinical Chair. Receive assurance from Clinical Chair with regard to the annual performance and objective setting of the Clinical Board. Receive assurance from Clinical Chair with regard to the annual performance and objective setting of the Chief Officer. Receive assurance from the Chief Officer with regard to the annual performance and objective setting of the Chief Finance Officer and other senior managers under senior management pay arrangements. Approve any severance payments made to any employee seeking HM Treasury approval as appropriate 5. Membership The Remuneration Committee is a non-executive committee and shall be appointed by the CCG from amongst its governing body members. As required by legislation, the chair of the committee shall be one of the lay members: Lay Member for Governance Lay Member for Patient and Public Involvement Lay Member for Finance Registered Nurse or Secondary Care Consultant 6. Chair The Remuneration Committee will be chaired by a Lay Member. The Deputy Chair will be one of the other Lay Members. 30 P a g e

31 Where the Remuneration Committee meets in common with the NHS Airedale, Wharfedale and Craven CCG and NHS Bradford Districts CCG, one of the committee chairs will act as meeting chair for the purposes of meeting administration. 7. Decision-making and Voting Generally, it is expected that meeting decisions will be reached by consensus. Should this not be possible, each voting member of the Remuneration Committee will have one vote. Decisions will be by majority vote. In the event of a tied vote, the Chair of the committee meeting will have a second and casting vote. Should a vote be taken, the outcome of the vote and any dissenting views will be recorded in the minutes of the meeting. In the event of a Committee in Common, each Committee will be required to make its own decision and the Chair of the meeting will not have any additional voting rights as a result of also chairing the meeting. 8. Quorum Quorum shall be two members of the Remuneration Committee, including the Chair or Deputy Chair. If the committee is not quorate the meeting may be postponed at the discretion of the Chair. If the meeting does take place and is not quorate, no decisions shall be made at that meeting and such matters must be deferred until the next quorate meeting. 9. In Attendance Only committee members have the right to attend committee meetings. Other individuals such as the Chair, Chief Officer, Chief Financial Officer and external advisers such as HR may be invited to attend for all or part of any meeting, as and when appropriate, however, they should not be in attendance for discussions about their own remuneration and terms of service. 10. Meetings Meetings shall be held at least annually. Part of each meeting will normally meet as committees in common with NHS Airedale, Wharfedale and Craven CCG and NHS Bradford Districts CCG to consider the performance and remuneration of relevant posts shared across the three CCGs and any other matters relevant to all CCGs. Part of each meeting and / or separate meetings will be held as an individual CCG to consider the performance and remuneration of relevant posts particular to the individual CCG. 11. Sub-Committees / Groups The Remuneration Committee may establish sub-committees or groups to support it in its role. However, they may only delegate responsibility and authority to a sub-committee or group, if expressly authorised to do so by the Governing Body. 31 P a g e

32 12. Conduct The Remuneration Committee will conduct its business in accordance with relevant national guidance and relevant codes of practice such as the Nolan Principles, which are included in the CCGs constitution. 13. Management of Conflicts of Interest The Remuneration Committee will adhere to the CCG s Business Conduct & Conflicts of Interest Policy. If any member of the committee has an actual or potential conflict of interest in any matter and is present at the meeting at which the matter is under discussion, they will declare that interest at the start of the meeting and again at the relevant agenda item and this shall be recorded in the minutes. The Chair of the meeting will determine how the interest will be managed in accordance with the CCG s Business Conduct & Conflicts of Interest Policy. The minutes must specify how the Chair decided to manage the declared interest, i.e. did the individual(s) concerned: Take part in the discussion but not in the decision-making? Did not take part in either the discussion or decision-making? Take part in the discussion and left the meeting for the decision? or Left the meeting for the whole of the item? In making this decision the Chair will need to consider the following points: The nature and materiality of the decision. The nature and materiality of the declared interest(s). The availability of relevant expertise. As a general rule (and subject to the judgement of the Chair), if an interest involves a pecuniary interest or a significant non-pecuniary interest, the individual should be asked to leave the meeting for the whole item. 14. Administration The Corporate Affairs function will provide administrative support to the committee and will ensure that papers are issued at least five days before a meeting and that draft minutes are circulated within ten working days after a meeting. The Human Resources function, in conjunction with the Corporate Affairs function, will be responsible for supporting the chair in the management of the committee s business and for drawing the committee s attention to best practice, national guidance and other relevant documents as appropriate. The Corporate Affairs function in conjunction with the Human Resources function and Chair of the Remuneration Committee will develop and maintain a work programme to inform and guide the work of the committee. 15. Urgent Matters Arising Between Meetings The Chair of the Remuneration Committee (or Deputy Chair in the Chair s absence) in consultation with one other remuneration committee member may also act on urgent matters arising between meetings. 32 P a g e

33 These matters will be reported by , endorsed at the next meeting of the committee and reported to the Governing Body. 16. Monitoring of Performance and Compliance The Remuneration Committee will review its own effectiveness, its compliance with its terms of reference and the terms of reference document itself at least annually and a report of the outcomes of this review will be produced and reported to the Governing Body. The Governing Body is responsible for monitoring the performance of the committee through receipt of its verbal updates and Annual Report. 17. Date TOR agreed Approved 12 th September TOR Review Date and Approving Body Annually, or as and when legislation or best practice guidance is updated. Any amended Terms of Reference will be agreed by the Remuneration Committee for recommendation to a subsequent meeting of the Governing Body for approval. Due for review September P a g e

34 Terms of Reference Joint Finance and Performance Committee 1. Accountability arrangements and authority The Joint Finance and Performance Committee has been established as a committee of the CCG, in accordance with the CCG s constitution, standing orders and scheme of delegation. The remit, responsibilities, membership and reporting arrangements of the Joint Finance and Performance Committee are set out in these terms of reference and shall have affect as if incorporated into the CCG s constitution. The Joint Finance and Performance Committee has no executive powers, other than those specifically delegated in these terms of reference. The Joint Finance and Performance Committee is accountable to member practices via the Council of Members or Representatives of each CCG. The Joint Finance and Performance Committee is also required to provide assurance on its work to the Governing Body. The Joint Finance and Performance Committee is authorised to investigate any activity within its terms of reference. It is authorised to seek any information it requires within its remit, from any employee of the CCG or member of the Governing Body or Clinical Board / Executive and they are directed to co-operate with any request made by the Committee within its remit as outlined in these terms of reference. The Joint Finance and Performance Committee is authorised to obtain legal or other independent professional advice and secure the attendance of advisors with relevant expertise if it considers this is necessary. In doing so the committee must follow any procedures put in place by the CCG for obtaining legal or professional advice. 2. Relationships and reporting The Joint Finance and Performance Committee is accountable to member practices via the Council of Members or Representatives of each CCG. Draft minutes of the Joint Finance and Performance Committee meetings will be circulated to members within five working days of a meeting and will be subject to ratification by the next Committee meeting. Minutes of the Joint Finance and Performance Committee will be provided to the Governing Body of each CCG. The Chair of the Joint Finance and Performance Committee shall draw to the attention of the Governing Body any significant issues or risks relevant to that CCG. 34 P a g e

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