Liverpool Community Health NHS Trust. Remuneration Committee Terms of Reference December 2014

Transcription

1 1. Formation of this committee Liverpool Community Health NHS Trust Terms of Reference December 2014 The Board has established a reporting directly to the Board, as required by the Standing Orders, Reservation and Delegation of Powers and Standing Financial Instructions. The shall have terms of reference and powers and be subject to conditions such as reporting back to the Board, as the Board shall decide and shall act in accordance with any legislation, regulation or direction issued by the regulators. The is a Non-Executive of the Board and has executive powers delegated specifically in these terms of reference. The Terms of Reference can only be amended with the approval of the Board. 2. Role The purpose of the is to make recommendations to the Board on the remuneration of Executive Directors and very senior managers. The will transact business in accordance with the following terms of reference: The will make recommendations to the Trust Development Authority about appropriate remuneration and terms and conditions Liverpool Community Health NHS Trust Executive Directors (including the Chief Executive) and other very senior employees as determined, including: o All aspects of salary (including arrangements and payment of any permance-related elements of the salary package e.g. bonus payments). o Provision of other contractual benefits including pension arrangements and the supply of motor vehicles. o Procedural arrangements termination of employment e.g. redundancy, ill health retirement, early retirement and/or any other contractual terms of employment that have ceased in circumstances requiring final salary to be determined and where the circumstance lays outside of the normal termination of employment contract process/procedure. o The oversight of contractual arrangements including the proper calculation and scrutiny of termination payments taking account of appropriate national guidance The will follow relevant guidance provided by the Department of Health, including seeking approval all areas within its remit as contained within the guidance.

2 The will actively seek advice from Liverpool Community Health NHS Trust officers with the necessary financial, legal and other expertise to provide advice and support regarding compliance with contemporary employment law, adjustments, improvements to benefit packages, annual salary uplifts and/or any other changes in salary/benefits status to ensure full compliance with NHS procedure and civil employment law. The is responsible appointing independent consultants in respect of Executive Director remuneration where it is deemed necessary by the. The will review the outcomes of the annual appraisals the Executive Directors to ensure that objectives are being achieved and that individual permance meets the organisation s needs. In addition, the will accept the following key responsibilities and duties: o The remuneration and terms and conditions of service the above posts will be set to ensure that they are fairly rewarded their individual contribution to the organisation. The consideration of the will take place within the framework of the relevant national arrangements and pay proper regard to organisational risk appetite, strategic long-term goals, permance and financial circumstance. o The monitoring and evaluation of the permance of the Liverpool Community Health NHS Trust Executive Directors. o The approval of pay and terms and conditions of employment Liverpool Community Health NHS Trust staff who are employed on negotiated local contracts. The will approve all severance payments (contractual or non-contractual) to Chief Executives and Directors of the Trust as well as contractual payments over 100,000 to all staff in line with TDA guidance. The will approve the Trust embarking on the use of Mutually Agreed Resignation Schemes as a process to enable service design to take place following approval by the Chief Executive For all other service changes, the delegates the authority to agree severance payments to the Chief Executive under the current scheme of delegation authority and counter signed by the Director of Finance. This will include all payments (contractual and non-contractual) payments up to 100,000. Severance payments will be reported to the Audit as part of the Special Payments Report. Receive reports on any breaches in standards and the principles underpinning the NHS. 3. Membership of the The shall comprise: Three Non-Executive Directors

3 The shall be appointed by Liverpool Community Health NHS Trust Board. The Chair of Liverpool Community Health NHS Trust Board shall not chair the, however shall be a member. The Trust Board will ensure that the membership is refreshed and that undue reliance is not placed on particular individuals when undertaking the responsibilities of the committee. 4. Chair of the The Chair of the shall be a Non-Executive Director and the Vice Chair shall be a Non-Executive Director. 5. Quorum The quorum shall be a minimum of 2 members. If a Non-Executive Director is unable to attend, another Non-Executive Director from the Board will attend to ensure the meeting is quorate. 6. Meetings A minimum of 1 meeting will be held annually. The Chair of the can call additional meetings if there is sufficient business to transact. Meetings will be held in person generally though may be via teleconference if the circumstances warrant. 7. Attendance at meetings Members of the are required to attend as many in-year meetings as possible and appropriate arrangements will be made to facilitate this whenever necessary. Otherwise, all members of the are expected to attend the annual Meeting except in circumstances that prevents this and where those circumstances are acceptable to the Chair (or Deputy Chair if the Chair cannot attend). The Chief Executive will not be in attendance at meetings where discussions relating to his/her own remuneration package or terms and conditions of employment are an agenda item and/or are likely to take place. He/She will however attend discussion of these matters in relation to other staff that fall within the remit of this.

4 An attendance record will be submitted to the inmation and action at each meeting. Non-voting attendees will attend the by invitation, on a regular basis depending on the items under discussion: The Chief Executive of Liverpool Community Health NHS Trust Director of Human Resources and Organisational Development Other Liverpool Community Health NHS Trust Directors or Senior Managers who can provide the necessary expertise to the 8. Notice of meetings Meetings of the shall be set prior to the start of the calendar year by the. Notice of each meeting, including an agenda and supporting papers, shall be warded to each member of the committee not less than five days bee the date of the meeting. 9. Agenda and action points The agenda will be agreed with the Chair of the committee. The agenda and action points of all meetings of the committee shall be produced in the standard agreed mat of the Trust and kept by the. 10. Reporting arrangements A remuneration report will be included in the Annual Report and Accounts. Any items of specific concern or which require Liverpool Community Health NHS Trust Board approval will be the subject of separate ad-hoc reports to the Board. Any use of consultants will be reported in the annual remuneration report as part of the Trust s Annual Report and Accounts 11. Duties and Responsibilities of the All members have a duty to comply with these terms of reference and commit to participate actively in the work of the. The committee is required to fulfil the following responsibilities: Meet the annual objectives of the committee. Produce an annual agenda cycle in the agreed Trust mat in line with the Terms of Reference. Report to the Trust Board any exceptions to the achievement of the annual plan and resulting risks. Monitor, review and recommend any changes to the terms of reference annually to the Trust Board. The effectiveness of the in fulfilling its Terms of Reference will be regularly monitored. Appendix 1 outlines the monitoring arrangements.

5 12. Authority The is authorised by the Board to investigate any activity within its terms of reference. It is authorised to seek the inmation it requires from any employee, and all employees are directed to co-operate with any request made by the committee. The committee is authorised by the Trust Board to obtain independent professional advice and to secure the attendance of people/organisations from outside the Trust. 13. Relationships with the Board and other committees The is a of the Board. It will escalate any areas of concern to the Board via the standard reporting template as required. The will have specific agenda items should any matters be delegated from the Trust Board. 14. Administration Notice of each of the meetings confirming the venue, time and date, together with the agenda and supporting papers, shall be warded in advance of the meeting to each of the members. The secretary shall circulate the minutes of the promptly to all the members of the committee. The minutes and papers of the /Sub- /Groups etc. are stored within the relevant folder on the L drive. The will be administered by. She will be responsible agreeing the agenda with the Chair and papers will be distributed at least 5 days in advance. The composition of the will be published in the Annual Report together with the salary and benefits details of all members of Liverpool Community Health NHS Trust Board as well as their declared list of interests and affiliations. Monitoring compliance with these terms of reference will be undertaken in accordance with the table in Appendix 1. Date approved: 16 th December 2014 Review date: December 2015

6 Appendix 1 Monitoring Arrangements Minimum Process requirement monitoring to be e.g. monitored Duties Reporting arrangements to the board Membership, including nominated deputy where appropriate Required frequency of attendance by members Reporting arrangements into the high level committee(s) Requirements a quorum Frequency of meetings Review TOR Audit of LHCT Board minutes Review TOR Attendance log Audit minutes Attendance log Audit minutes individual/ group/ committee Governance team Governance team Frequency of monitoring Every 2 years Every 2 years committee review of results individual development of action plan committee monitoring of action plan and Implementation