COUNCIL OF GOVERNORS MEETING - scas.nhs.uk · Jan Warwick Partner (Local Authority) To 28/02/2018 ... penalties for 2015/16, but that penalties would not apply in 2016/17 (as agreed

COUNCIL OF GOVERNORS MEETING (open to Trust members, members of the public, and the press)

DATE: Wednesday 5 October 2016

TIME: 18.30pm to 21.00pm (refreshments from 18.00pm) VENUE: Dolman Room 1

Shaw House Church Road Newbury Berkshire RG14 2DR

STATUS: Meeting in public CHAIR OF MEETING: Trevor Jones, Chairman GOVERNORS: See Members of the Council of Governors (overleaf) IN ATTENDANCE: Alastair Mitchell-Baker, Deputy Chairman/SID Ilona Blue, Non Executive Director

Mike Hawker, Non Executive Director Keith Nuttall, Non Executive Director Will Hancock, Chief Executive Philip Astle, Chief Operating Officer Deirdre Thompson, Director of Patient Care

James Underhay, Director of Strategy (Deputy CEO) Steve Garside, Company Secretary

APOLOGIES: Andy Bartlett, Public Governor - Hampshire ***** FUTURE MEETING DATES: Wednesday 30 November 2016 (private) – single item only

Thursday 12 January 2017 (public) Wednesday 1 February 2017 (private)

Current Members of the Council of Governors (Vacancies - Elected Public Governors – Oxfordshire x 2; Buckinghamshire x1; Berkshire x2; Elected Staff Governors – PTS/Commercial) Name

Constituency Current term

Andy Bartlett Public – Hampshire To 28/02/2018 James Birdseye Staff – 999 North To 28/02/2018 David Burbage Partner Governor (Local Authority) To 30/09/2017 Paul Carnell Public - Hampshire To 28/02/2018 Sabrina Chetcuti Partner (CCGs – North) To 30/06/2019 David Chilvers Partner (CCGs – South) To 30/06/2019 Richard Coates Public – Hampshire To 28/02/2017 Jonathan Cotterell Public – Hampshire To 28/02/2017 Bob Duggan Public – Buckinghamshire / Lead To 28/02/2018 Michele Foote Staff – Contact Centres To 28/02/2018 Colin Godbold Public Governor – Berkshire To 28/02/2018 Keith House Partner (Local Authority) To 28/02/2018 Barry Lipscomb Public Governor – Hampshire To 28/02/2017 David Palmer Staff – 999 South To 28/02/2018 Tony Peirson Public – Buckinghamshire To 28/02/2017 Ray Rowsell Public – Hampshire To 28/02/2018 Debbie Sengelow Staff – Corporate/support/other To 28/02/2018 Sue Thomas Partner (Air Ambulance Charities) To 30/09/2017 Jan Warwick Partner (Local Authority) To 28/02/2018 Tim Windsor-Shaw Public - Oxfordshire To 28/02/2017

AGENDA – COUNCIL OF GOVERNORS – 5 OCTOBER 2016 18.30pm – 21.00pm, Dolman Room 1, Shaw House, Church Road, Newbury, RG14 2DR

***PLEASE DIRECT QUESTIONS / COMMENTS THROUGH THE CHAIR***

No. Item Time Enclosures 1. OPENING BUSINESS 1.1 Chairman’s Introduction, including apologies for absence

(Trevor Jones )

18.30 (Verbal)

1.2 Declaration of Interests (Trevor Jones)

• to note any interests from governors as part of their obligation to declare any interest relevant to any item on the meeting agenda

18.32 (Verbal)

1.3

Approval of minutes of the meeting held on 19 July 2016 (Trevor Jones)

• to approve the minutes of the meeting held on 19 July 2016

18.33 Enc. A

1.4 Matters arising from the meeting held on 19 July 2016 (Steve Garside)

• to note progress with the actions from the meeting held on 19 July 2016

18.35 Enc. B

2. HOLDING THE NEDS TO ACCOUNT FOR THE PERFORMANCE OF THE BOARD 2.1a

Chief Executive’s Report including Performance and Operations Update (Will Hancock; Philip Astle)

• to receive a report on key current issues, including performance

18.40* Enc. C

2.1b Chief Executive’s Report including Performance Update - Questions (Governors; NEDs)

• questions from the governors to NEDs

18.55* (Verbal)

2.2a Care Quality Commission Inspection – Update (Will Hancock; Deirdre Thompson)

• to receive a report on the CQC Inspection outcomes

19.25* Enc. D

2.2b Care Quality Commission Inspection – Update – Questions (Governors; NEDs)

• questions from the governors to NEDs

19.35* (Verbal)

3. COMMITTEE REPORTS 3.1 Report from the Nominations Committee

(Trevor Jones; Alastair Mitchell-Baker; Steve Garside; Governors on the Nominations Committee)

• to receive an update on the work of the sub-committee, including the Chair and NED recruitment process

20.00 Enc. E

No. Item Time Enclosures 3.2

Report from the Membership and Engagement Committee (Sue Thomas; James Underhay)

• to receive a verbal update on the work of the sub-committee (note: no meeting held since last CoG meeting)

20.10 (Verbal)

4. ITEMS FOR INFORMATION / NOTING ONLY 4.1 External Audit

(Jon Brown and Duncan Laird – KPMG) • to receive an overview from KPMG of their external audit programme

20.10 Enc. F

4.2 External Audit Appointment (Mike Hawker)

• to confirm the process for a new external audit appointment following the conclusion of the 2016/17 accounts audit

20.25 Enc. G

4.3 Non Executive Directors Activities (Mike Hawker)

• an overview from Mike Hawker of activities undertaken over the past three months

20.30 Enc. H

4.4 Governor Activities (Governors)

• to receive feedback on recent activities undertaken by governors

20.35 (Verbal)

4.5 Public Governor Elections 2016 – Update (Steve Garside)

• to receive an update on the process

20.45 Enc. I

5. CLOSING BUSINESS 5.1 Any Other Business including review of meeting

(Trevor Jones) • to note any items of additional business, including those notified by the

governors to the Company Secretary no less than two working days prior to the meeting

20.50 (Verbal)

5.2 Date and Time of Next Meeting (Trevor Jones)

• to note that the next formal meeting will be held on Wednesday 30 November 2016 at Shaw House, Newbury, commencing at 18.30pm (single item – Chair appointment)

21.00 (Verbal)

*suggested priority items

South Central Ambulance Service NHS Foundation Trust

Enclosure A

COUNCIL OF GOVERNORS

Meeting: Council of Governors

Date of Meeting: 5 October 2016

Title of Paper: Minutes of the previous Council of Governors meeting held on 19 July 2016

Presented by: Trevor Jones, Chairman

Paper for Debate, Decision or Information:

Approval

Main Aim: To ensure good governance practice in confirming that the minutes of the 19 July 2016 meeting represent an accurate record of business undertaken

Summary of key points for consideration:

These minutes, in draft form, were initially circulated to governors on 22 July 2016

Recommendations or Outcome Required :

Approval

Previous Forum: N/A

Statutory Requirements Met:

N/A

Contact in case of query concerning this paper:

Steve Garside, Company Secretary, 01869 365032

Unapproved Minutes CoG – 19/07/16 Page 1 of 7 Author: SG

ENCLOSURE A Unapproved minutes of the twenty first meeting of the South Central Ambulance Service NHS Foundation Trust Council of Governors (CoG) held on Tuesday 19 July 2016 at Shaw House, Newbury Present: Andy Bartlett (Public Governor – Hampshire); Councillor David Burbage (Partner Governor (LA); Paul Carnell (Public Governor – Hampshire); Sabrina Chetcuti (Partner Governor – CCGs); Richard Coates (Public Governor - Hampshire); Jon Cotterell (Public Governor - Hampshire); Bob Duggan (Public Governor - Buckinghamshire and Lead Governor); Michele Foote (Staff Governor); Colin Godbold (Public Governor – Berkshire); Keith House (Partner Governor – LA); Barry Lipscomb (Public Governor - Hampshire); David Palmer (Staff Governor); Ray Rowsell (Public Governor – Hampshire); Debbie Scott (Staff Governor) In attendance – Directors/Executives: Alastair Mitchell-Baker (Deputy Chairman/SID); Professor David Williams (NED); Nigel Chapman (NED); Mike Hawker (NED); Will Hancock (Chief Executive); Deirdre Thompson (Director of Patient Care); James Underhay (Director of Strategy); Steve Garside (Company Secretary); Isobel Wroe (Assistant Director, Strategy); Rachel Coney (SCAS Charity CEO) Apologies received: Trevor Jones (Chairman); Jan Warwick (Partner Governor - LA); Sue Thomas (Partner Governor - Air Ambulance); James Birdseye (Staff Governor) Not present: David Chilvers (Partner Governor – CCGs); Tim Windsor-Shaw (Public Governor - Oxfordshire); Tony Peirson (Public Governor – Buckinghamshire) Opening Business

1.1 - Chairman’s Introduction, including Apologies for Absence Alastair Mitchell-Baker, Deputy Chairman and Senior Independent Director, welcomed all to the meeting and advised that he was deputising for the Chairman, Trevor Jones. He updated the CoG on a range of issues: • since the last meeting, there had been a range of political developments, including the

‘leave’ outcome of the EU referendum, a new Prime Minister (who again represented a constituency in the SCAS region), and some new cabinet and ministerial appointments

• both neighbouring ambulance services, South West and South East Coast, had received

adverse Care Quality Commission inspection reports, highlighting the challenges being faced by the sector

• the Board had held two meetings in public since the April CoG meeting, with a relatively

disappointing turnout of governors for the May evening meeting • a very well received finance training session for governors had been held in early June,

and plans were being made to make this an annual event • Ian Hammond (Berkshire public governor) had resigned from the CoG as a result of his

relocation to the North West. Alastair Mitchell-Baker paid tribute to his contribution both as a governor and long-standing community first responder


• Sumit Biswas had commenced his first term of office as a SCAS NED, and also been appointed to the Trust’s Audit Committee. Alastair Mitchell-Baker noted that he had some experience and expertise that would be particularly valuable to the Trust, including in relation to transformation.

• Chair and NED appraisals for 2015/16 had now been completed, and had taken into

account feedback from the governors. The CoG confirmed that they were content with the plan for this evening’s meeting, and apologies were noted from Trevor Jones, Jan Warwick, Sue Thomas, and James Birdseye. 1.2 - Declaration of Governors’ Interests No new interests were declared. Alastair Mitchell-Baker advised that he had an interest in terms of item 4.1 (report from the Nominations Committee) and would be prepared to leave the room for those discussions if required. 1.3 - Minutes of the Council of Governors’ meeting held on 11 April 2016 The minutes were APPROVED without amendment, with Steve Garside advising that the reference to the SCAS Charity salary costs were an accurate reflection of the position at that time. 1.4 - Matters arising from the Council of Governors’ meeting held on 11 April 2016 Steve Garside updated on two particular action points from the last meeting. He informed the CoG that the outcomes from the external audit review of the local quality indicator selected by the governors in April (relating to patient transport services) would be presented by KPMG at the October meeting. He also explained that the review of indirect resources by the Chief Operating Officer was progressing, and that a survey of CFRs had generated an excellent response with a range of suggestions and ideas put forward. Barry Lipscomb asked whether the report following the review of indirect resources was likely to be ready in time for the October meeting. Steve Garside responded that he felt this was unlikely, due to the comprehensive nature of the review and extensive engagement process, and that presentation to the Board of Directors meeting in November (and then Council of Governors in January 2017) was a more realistic prospect. In response to a question from Jon Cotterell about performance penalties, the Chief Executive explained that the Trust was still negotiating strongly with commissioners about penalties for 2015/16, but that penalties would not apply in 2016/17 (as agreed in the recent contract negotiation outcomes). Holding the Board of Directors to account for the performance of the Trust, via the Non Executive Directors

2.1 – Chief Executive’s Report including Performance Update The Chief Executive discussed the outcomes of the contract negotiations, including the subsequent impact on the Trust’s budget (extending the deficit plan from £1.9m to £4.9m). He advised that commissioners had committed to working with the Trust on a pricing review, and that the terms of reference for this were due to be developed in September. The Chief Executive noted that financial challenges were widespread throughout the NHS, and that one of the main aims of the sustainability and transformation plans was to bring the NHS back into financial balance. In terms of performance, the CoG was advised that the Trust had achieved the red 19 response time standard in quarter 1, and was performing strongly on NHS111, but that the Chief Executive was not satisfied with the overall level of 999 service.


There was further discussion about the Trust’s financial position (the balance sheet remained strong), and the fact that the Lightfoot management consultancy review (procured in line with due process) had concluded that SCAS was already operating well in efficiency terms. The Chief Executive reported that SCAS had submitted its bid for the new Thames Valley NHS111 and integrated urgent care service contract, in partnership with the Oxford Health, Buckinghamshire Healthcare, and Berkshire Healthcare Trusts, and was likely to hear the outcome in early August. The Chief Executive elaborated on Alastair Mitchell-Baker’s comments regarding the CQC inspections in the South West and South East Coast (SECAMB). In terms of the former, he explained that material concerns had been raised about NHS111 and that SCAS had been asked to help by taking a proportion of calls on a short-term basis. In terms of SECAMB, the Chief Executive noted that a range of more general, serious problems had been identified. In response to a question from Ray Rowsell, the Chief Executive outlined the partnership working currently taking place in South Central between the various blue light services, which included a number of co-responding elements. The Chief Executive, supported by Professor Williams in his capacity as chair of the Quality and Safety Committee, updated on the position in terms of Portsmouth and the associated handover delay and long wait issues. The CoG noted that some recent improvements had been made, but that addressing the problems remained a key priority for SCAS. Finally, the CoG discussed the review of indirect resources, and the role of the NEDs (as independent Directors) in ensuring the process was thorough, fair and impartial. Alastair Mitchell-Baker highlighted that Philip Astle was relatively new, did not ‘own’ the current arrangements, and would therefore be open-minded about exploring potential new and appropriate opportunities. SCAS Strategy

3.1 – Sustainability and Transformation Plans (STPs), Vanguards and Other Pilots Alastair Mitchell-Baker, by way of introduction, explained that the various STPs had been submitted but not published yet, and James Underhay added that SCAS was part of four particular ‘footprints’, with the aim of the process to deliver clinical benefits and financial sustainability at a system-level. Isobel Wroe delivered a presentation covering STPs (the focus had now switched to delivery/implementation, with some significant opportunities in terms of the workforce agenda), vanguards, and local digital roadmaps. She highlighted the various implications for SCAS. Governors raised a number of issues, including the following: • leadership/control – it was noted that the plans for the four footprints were quite different

in terms of overall leadership, with some having commissioners as the driving force, and others being led more by providers; however, overall accountability had been to a variety of bodies (e.g. NHS England, NHS Improvement, Health Education England, Care Quality Commission, Public Health England)

• delivery – it was acknowledged that all four plans were consistent in being driven by the

pursuit of sustainable services of high quality, but varied in terms of the extent to which they had clear priorities and workstreams, as opposed to more general aspirations which needed to be translated into actions. Alastair Mitchell-Baker stated that access to sustainability and transformation funding would be dependent on having a credible plan


• NED involvement – it was noted that a number of NEDs had been involved in the development of the plans.

In respect of the Milton Keynes/Luton/Bedfordshire plan, Nigel Chapman advised that it had been challenging to get SCAS’ views across, and that he remained sceptical about the concept of STPs given the need for organisations to work very differently to before and the political spotlight they would come under. Mike Hawker stated that he felt SCAS could make a significant contribution to the Hampshire plan, but was interested to see how it would be delivered given the significant challenges certain individual organisations were facing. He did, however, acknowledge real opportunities in terms of demand management.

• objectives – David Burbage stated that the complexity of the plans did not bode well, and

questioned whether there was clarity in terms of the objectives being set (e.g. SMART). Alastair Mitchell-Baker responded that he felt the STPs had a mixture of very clear aims and outputs (for example, the new Thames Valley NHS111 and integrated care service contract) and some less well defined ambitions. In terms of complexity, he commented that the plans needed to be a solution to a £22bn national problem and, given that most organisations had been delivering challenging cost improvement programmes for several years, the action now required was, by definition, likely to be fundamentally different to what had gone before.

The CoG discussed how success would be judged, noting the emphasis on patients and systems rather than individual organisational goals. James Underhay also stressed that non-participation was not an option, with the NHS England Chief Executive making it clear that STPs were key to the future sustainability and success of the NHS. 3.2 – SCAS Accelerated Clinical Transformation (ACT) Programme Deirdre Thompson introduced SCAS officers Phil Williams, Tim Churchill and Simon Holbrook, and outlined how the Trust had been testing the feasibility of the different elements of the ACT programme with partner organisations since its inception in September 2015. Phil Williams, Tim Churchill and Simon Holbrook delivered a presentation covering the Trust’s developments in relation to digital enabling/live-link, non-injury falls response, end of life care, mental health, and high intensity users. Deirdre Thompson highlighted a number of links with the STP process, including the ‘live-link’ (which would enable SCAS to connect with other parts of the system) and end of life support (consistent with the aim of keeping patients out of hospital). The CoG discussed a number of issues, including: • high intensity users – between 8% and 10% of calls come from patients who ring 999 on

at least 10 occasions each year, and a proportion of these have mental health issues (hence the link to the mental health practitioner initiative)

• funding – governors responded positively to the work being showcased, arguing that

much of it appeared to represent an investment to save. The issue of commissioner funding was discussed, and Alastair Mitchell-Baker noted that many of the initiatives were consistent with the aims of the STPs – to deliver both patient and system benefits

• future plans – Deirdre Thompson explained that the current priority was to continue to

properly evaluate and test the work, but that commissioners and other partners were beginning to take note in terms of understanding the potential benefits


3.3 – SCAS Charity – Future Strategy Rachel Coney stated that the presentation represented the key elements of the new SCAS Charity strategy, which had been agreed by the Board and would be formally unveiled at the Annual General Meeting on 28 September. She added that the focus would be on delivery of the strategy in the second half of the year. Rachel Coney moved to address the point raised earlier in the meeting about salary costs, explaining that whilst only her salary was initially envisaged as being funded against the activities of the charity, the need for an investment in administration had subsequently been identified (a part-time charity officer had therefore been recruited). Rachel Coney discussed the logo that had been agreed for the charity, and would be used on SCAS vehicles. Noting that all of the funds raised by the charity would be used to fund services that are additional to the core NHS services provided by SCAS, the CoG (and Board members present) agreed that a Q&A style briefing should be issued to support those raising funds (e.g. CFRs, governors etc) to explain this to potential donors. Action 3.3 Rachel Coney to prepare a briefing for those raising funds for the SCAS Charity explaining how the money will be used and why it will not be applied to benefit core NHS services.

Barry Lipscomb highlighted some of the challenges associated with collection box management. Rachel Coney advised that the charity was seeking to procure some specialist advice in this area. Rachel Coney explained the plan for CFRs to meet a fundraising target of £200k in 2016/17, noting that these funds would be ring fenced accordingly. Finally, Richard Coates expressed concerns about administration costs, noting that CFR groups were able to fundraise without incurring any costs. Rachel Coney responded that the strategy was to maintain costs at 35% or less of funds raised (from 2018/19), which was consistent with industry standards. Alastair Mitchell-Baker stated that an element of ‘invest to generate’ was necessary at this stage, but that the charity would need to demonstrate “value added”. Committee Reports

4.1 – Report from the Nominations Committee Steve Garside led the discussions on this item, with the following outcomes: • the CoG APPROVED an extension to Alastair Mitchell-Baker’s current term of office from

28 February 2017 to 31 March 2018, noting the importance of his input to the development of the relationship between the Chief Executive and new Chair (following the expected appointment in late 2016) and the various strategic initiatives currently in play (including STPs)

• the CoG noted the update on the Chair recruitment process. They discussed the NED

appointment process last year, where it transpired that a recommended candidate would not be able to make the necessary time commitment, and agreed that recruitment was complex with it not always possible to establish key information until the latter stages of the process

• the CoG APPROVED the proposed process and timetable for NED recruitment in late

2016


• the CoG agreed that the public governor vacancy on the Nominations Committee should

be held until the outcomes of the Autumn public governor elections were known. 4.2 – Report from the Membership and Engagement Committee (MEC) Jon Cotterell presented the report, which covered two MEC meetings, on behalf of Sue Thomas. He highlighted the committee vacancies, encouraging any governor who had not previously attended a meeting to do so, as well as the importance of governors accessing the newly launched portal in order to retrieve information on, and materials for, engagement events. Items for Information/Noting only

5.1 - Annual Accounts and Annual Report 2015/16 including Auditors’ Reports In accordance with their statutory duties, the CoG received the 2015/16 Annual Report, Annual Accounts, and Auditors’ Reports. 5.2 – Council of Governors Review 2015/16 The CoG noted the 2015/16 annual review of the SCAS CoG, and the work priorities for 2016/17. 5.3 – Public Governor Elections 2016 – Update The CoG noted the timetable and process for the 2016 public governor elections. It was acknowledged that extensive efforts were being made to raise awareness and attract members to stand in the elections, and governors were encouraged to contact Monica Moro with any further suggestions. Action 5.3 Governors to contact Monica Moro with any further suggestions in relation to raising awareness about the forthcoming public governor elections.

5.4 – Non Executive Director Activities The CoG noted the presentation, and Nigel Chapman discussed his first five months as a SCAS NED. He reflected on the input he was having both at a local (i.e. within SCAS) and system-wide level (for example, sustainability and transformation planning), and stressed his discomfort at seeing the Trust set a deficit budget (linked to funding constraints) whilst also failing to consistently achieve performance targets. In response to a question from Barry Lipscomb, Nigel Chapman confirmed that he was due to spend some time in the southern half of the patch, and agreed to buddy up with Ray Rowsell. Finally, James Underhay stated that Nigel Chapman, particularly with his expertise in media and communications, and supportive yet challenging approach, had been a welcome addition to the Board. 5.5 – Governor Activities Andy Bartlett reported on a successful engagement event organised by the Hayling Island CFR group, which included an excellent display by the PTS team, but noted that the SCAS education vehicle was not kitted out. James Underhay agreed to look into this. Action 5.5a James Underhay to ascertain why the SCAS education/training vehicle was not kitted out for the Hayling Island emergency services day.


Ray Rowsell advised that he had recently attended a small event in the Portsmouth area, and commented on the interest people had expressed in working for SCAS. Governors were reminded of the new SCAS recruitment website. Both Paul Carnell and Richard Coates highlighted feedback from recent events in Gosport and Southampton that PTS staff did not necessarily feel supported. James Underhay agreed to take this feedback away for further consideration. Sabrina Chetcuti informed the CoG about an extremely popular emergency services day in Newbury on 16 July, which had been productive both in terms of engagement and potential recruitment. She highlighted the benefit of having vehicles at events. Michele Foote reported on a recent visit to a private sector call centre, which promoted a reflection about pay levels being the same for 111 call takers as those working in 999. Alastair Mitchell-Baker advised that Melanie Saunders was currently looking at the workforce plan for the clinical co-ordination centres. Barry Lipscomb expressed concern that SCAS was not planning to have a presence at the popular and well-attended New Forest Show, on the grounds of cost. James Underhay responded that he would look into this. Action 5.5b James Underhay to clarify SCAS’ position in terms of attendance at the New Forest Show.

Finally, Bob Duggan fed back on recent interactions with the Lead Governor forum, noting that the SCAS CoG seemed to be very well placed in terms of its engagement work and overall functioning. Closing Business

6.1 – Any other Business No other items of business were discussed. 6.2 – Date and Time of Next Meeting It was noted that the next formal CoG meeting would take place on Wednesday 5 October 2016. Alastair Mitchell-Baker advised that, prior to this, the Trust would be holding its Annual General/Members Meeting on 28 September.


Enclosure B




Title of Paper: Matters arising from meeting held on 19 July 2016

Presented by: Steve Garside, Company Secretary


Information

Main Aim: To ensure good governance practice in confirming that the action points from the 19 July 2016 Council of Governors meeting are in hand / have been delivered.


There were four actions arising from the previous meeting on 19 July 2016. Three of these actions are considered to have been closed, and one is in hand (the SCAS Charity CEO will circulate a briefing to governors explaining in simple terms how the money raised will be used (to help with governor engagement activities).


To note progress with the actions from the previous Council of Governors meeting

Previous Forum: SCAS Charity was discussed at the previous meeting on 19 July.


N/A



Enclosure B Page 1 of 2 Author: SG

Enclosure B - Matters Arising Schedule – Council of Governors meeting 5th October 2016 ACTIONS AGREED AT 19th July 2016 COUNCIL OF GOVERNORS MEETING

Ref No Agenda Topic Summary of Action Required Lead Due Date

Status

3.3 SCAS Charity – Future Strategy

Rachel Coney to prepare a briefing for those raising funds for the SCAS Charity explaining how the money will be used and why it will not be applied to benefit core NHS services.

RC TBC Action in hand The SCAS Charity CEO has advised that a briefing will be circulated by email ahead of the re-launch of the charity on 12 October.

5.3 Items for Information/Noting only

Governors to contact Monica Moro with any further suggestions in relation to raising awareness about the forthcoming public governor elections.

All ASAP Action closed One governor made a suggestion about the information on the Trust’s website in relation to the elections, and this was acted upon.

5.5a Non Executive Director Activities

James Underhay to ascertain why the SCAS education/training vehicle was not kitted out for the Hayling Island emergency services day.

JU ASAP Action closed On investigation it transpired that the vehicle present at the event was not the SCAS educational vehicle (this was not available) but a normal vehicle. The Operational Support Desk has been asked to ensure that in any future cases where normal ambulance vehicles are present at events these are

Enclosure B Page 2 of 2 Author: SG

fully equipped and kitted out.

5.5b Non Executive Director Activities

James Underhay to clarify SCAS’ position in terms of attendance at the New Forest Show.

JU ASAP Action closed Future attendance at engagement events where the payment of fees is involved will be done so under the auspices of the SCAS Charity (as part of the new strategy that has recently been launched).

KEY SG Steve Garside, Company Secretary RC Rachel Coney, CEO SCAS Charity JU James Underhay, Director of Strategy, Business Development, Communications and Engagement ALL All governors


Enclosure C




Title of Paper: Chief Executive’s Report including Performance Update

Presented by: Will Hancock, Chief Executive


Information

Main Aim: To update the Council of Governors on a range of issues and developments affecting the Trust.


Governors are encouraged to direct questions on any issues raised by the report to the Non Executive Directors present.


Note

Previous Forum: A Chief Executive’s Report is presented at every Council of Governors meeting as a standing agenda item


N/A



Page 1 of 6

COUNCIL OF GOVERNORS MEETING 5 OCTOBER 2016

ENCLOSURE C

CHIEF EXECUTIVE’S REPORT

PURPOSE 1 The purpose of my report is to keep the Council of Governors (CoG) abreast

of key issues affecting the Trust. Governors are also strongly encouraged to read the public Board meeting papers and attend those meetings.

RESPONSE TIMES, PERFORMANCE STANDARDS, RESILIENCE & EFFICIENCY Operational, clinical and financial performance 2 As we have discussed previously, contract negotiations for this year were

extremely challenging and resulted in a shortfall of £3m against our original approved budget. We have agreed to undertake a pricing review with our commissioners, the objective of which is to achieve an affordable and sustainable ambulance service.

3 In spite of the financial context, and other challenges such as unprecedented

demand, and a shortage of paramedics, we continue to produce some very good outcomes and this is testament to the hard work of our staff and volunteers.

4 Our 999 performance in quarter 1 was significantly above the national

average for the ambulance sector (red 1 – 74.3% vs 70.4%; red 2 – 73.7% vs 64.4%) and we successfully achieved the red 19 target with 95.2% (vs national average of 91.9%).

5 In instances where we have not been achieving the targets, this has largely

been in terms of a matter of seconds. We continue to closely monitor patient outcomes and experience (for example, waits and delays), and as reported by the media recently we compare favourably with all other Ambulance Trusts in terms of numbers of serious incidents requiring investigation (SIRIs).

6 In quarter 2 to date, we continue to be performing at a broadly similar level to

quarter 1. We have a clear ambition to achieve the national response time standards, in spite of the financial constraints, but have been impacted by high levels of demand.

7 Our NHS111 performance continues to be very good, particularly in terms of

the call answer targets for our contracts in the Thames Valley, Hampshire, and Luton and Bedfordshire. At the request of NHS Improvement, and as a sign of our strong reputation on NHS111, we have been supporting South West Ambulance Service with some call-taking for their Devon and Cornwall contract.

Page 2 of 6

8 Financially, and following the outcome of the contract negotiations, the Board approved a very challenging deficit budget for 2016/17 of £4.15m, with a cost improvement programme of £8m. NHSI have asked us to try and deliver a control total of a £1.9m deficit, for which we will receive £1.1m of sustainability and transformation funding and avoid the incurrence of 999 performance penalties.

9 The cost improvement programme will be stretching, reflecting several years

of striving to identify areas where we can improve our efficiency. We recently commissioned an external review of our operational efficiency, and this concluded that, based on operational benchmarks, SCAS produces among the best outcomes of any Trust for its commissioners in terms of conveyances to hospital.

10 I would like to draw governors’ attentions to the recently circulated September

public Board papers, where a range of operational, financial and clinical performance reports were included.

http://www.scas.nhs.uk/public-board-meeting-and-agm-amm-28-september-2016/

Collaborative working between SCAS and South East Coast Ambulance Service 11 The Boards of SCAS and South East Coast Ambulance Service (SECAMB)

have agreed that the two Trusts will work together to support improvements and deliver better outcomes for patients.

12 The collaborative work is in line with the Carter Review, published in February

this year, which sets out that procedures should be standardised and neighbouring NHS Trusts should work more closely to save money and improve care.

13 The work has included an initial focus on areas identified as requiring urgent

attention following SECAMBs recent CQC inspection (and drawing on some of SCAS’ strengths). Both Trusts will explore further opportunities to work together to reduce costs, accelerate improvements and maintain high quality services for patients.

CLINICAL OUTCOMES, PATIENT SAFETY AND PATIENT EXPERIENCE Care Quality Commission (CQC) inspection 14 The final report following the CQC inspection of urgent and emergency care,

emergency operations centre, patient transport services, NHS111 and resilience in early May was published on 20 September. I was delighted with, and proud of, the outcome of an overall ‘good’ rating and the many positive aspects reported by the CQC.

15 It is standard practice for the CQC to hold a Quality Summit with key

stakeholders to discuss the outcomes of each inspection, and ours was due to be held on 29 September.

16 Thank you to the governors for their support throughout the inspection

process, and particularly to those who took part in a meeting with the



Page 3 of 6

inspection team on 4 May. We are due to discuss the outcomes of the inspection in greater detail during the CoG meeting.

PORTFOLIO OF COMMERCIALLY VIABLE NON EMERGENCY CONTRACTS Thames Valley NHS111 and Integrated Urgent Care Services contract 17 As discussed at the July meeting, the Trust submitted a bid in response to the

competitive tender being run by Clinical Commissioning Groups (CCGs) in the Thames Valley for integrated NHS111 and Urgent Care Services. This new contract has a commencement date of 1 April 2017.

18 We were informed in early August that SCAS had been selected as “reserve

bidder” rather than “preferred bidder”. The next steps in the process will be for the preferred bidder to develop the service, working with Thames Valley healthcare partners, and to agree a contract by October 2016. If this is not delivered, SCAS would be appointed preferred bidder.

19 This is very disappointing news given that we are the current provider of all

NHS111 service contracts in the Thames Valley, and achieved a ‘good’ rating for 111 from the CQC during their recent inspection. We also regarded this as an important contract in terms of the direction of travel being set by the national Urgent and Emergency Care and Five Year Forward View initiatives.

20 We retain an interest in other new and existing NHS111 opportunities, and

commissioners in Hampshire have begun work on developing the specification for their new integrated NHS111 and Urgent Care Services contract.

Patient Transport Services (PTS) in Surrey 21 We were delighted to be selected as the preferred bidder (subject to contract)

to provide Non-Emergency Patient Transport Service (NEPTS) across Surrey, North East Hampshire and Hounslow from 1 April 2017. This is a new contract for us which covers six CCG areas, and complements our existing PTS business. Mobilisation plans are underway.

LEADERSHIP, STAFF ENGAGEMENT AND WORKFORCE Appointment of Deputy Chief Executive 22 I am pleased to report that James Underhay, our Director of Strategy,

Business Development, Communications and Engagement, has been formally appointed as Deputy Chief Executive.

Health and Well-Being 23 For many years SCAS has adopted a range of initiatives designed to improve

the health and well-being (HWB) of its workforce. Over the coming months the Trust will embark on a programme to refresh, improve and rebrand its approach to HWB, with the launch of our HWB and Engagement Forum, a strategy, and associated action plans.

Page 4 of 6

24 One of the key objectives of the forum will be to review and refresh all current programmes, services and policies in existence that contribute to the health and wellbeing of staff in relation to the underpinning themes of health and well-being; occupational health services; health improvement; workforce policies and practices; and risk, health and safety.

Restructuring of Urgent and Emergency (U&E) Operations Department 25 The proposed changes to the senior structure of the Urgent and Emergency

(U&E) Operations Directorate have now been completed following an extensive period of staff consultation.

26 The directorate will be led by Mark Ainsworth as Director of Operations U&E.

This new structure will support the key objectives that underpin the effective delivery of patient services, with the ability to adapt more dynamically to the changing needs of patients and the development of more effective services with health partners, CCGs and other key stakeholders. It also recognises the changes required to meet operational demand.

GOVERNANCE, VALUE FOR MONEY AND FINANCIAL STANDING Sustainability and Transformation Planning (STP) 27 As discussed at the previous CoG meeting, health, social care and local

authority partners have been working together to develop the strategic priorities for specific geographical areas. These plans aim to articulate a way forward in terms of how available funding will be used to address the health needs of the population, recognising that an integrated approach to the provision of healthcare is required.

28 SCAS is actively involved in the planning process for four particular areas:

• Hampshire and Isle of Wight • Thames Valley (excluding East Berkshire) • Frimley including East Berkshire and North East Hampshire • Milton Keynes and Bedford

29 Initial plans were submitted at the end of June for review by NHS England.

Final plans following this feedback stage are required to be produced by 21 October, and it is expected that plans will be published by the end of the year.

NHS Improvement ratings 30 Our 2016/17 Q1 ratings were confirmed as “green” for governance, and “2”

for financial sustainability. NHS Improvement ‘Single Oversight Framework’ 31 NHS Improvement has now confirmed details of its new regulatory approach,

the ‘Single Oversight Framework’. This replaces the Risk Assessment Framework from 1 October, and will apply to all providers (i.e. FT and non FT).

Page 5 of 6

32 The aim of the new approach is to identify the support providers will need to deliver high quality, sustainable healthcare services. Trusts will be assessed in terms of their performance against five key themes:

• quality of care • finance and use of resources • operational performance • strategic change • leadership and improvement capability

33 The assessment against the five themes will lead to a process of

‘segmentation’, determining the level of support required by the individual Trust. The four elements of segmentation are:

• 1 – maximum autonomy – no support needs across the five themes;

lowest level of oversight and expectation that will support others

• 2 – targeted support – support needed in one or more of the five themes, but not in breach of licence and no formal action needed

• 3 – mandated support – in actual/suspected breach of licence and

requires formal action

• 4 – special measures – in actual/suspected breach of licence with very serious/complex issues

Board meetings in public 34 The remaining Board meeting dates for 2016/17 are: 30 November (3pm), 27

January 2017, and 29 March 2017. 35 We have now set dates for 2017/18 and these are as follows: 25 May 2017,

13 July 2017, 28 September 2017, 30 November 2017, 25 January 2018, and 29 March 2018.

PARTNERSHIPS, STAKEHOLDER RELATIONSHIPS AND MEDIA Review of volunteers / indirect resources 36 The in-depth review of our volunteer/indirect resourcing arrangements, led by

the Chief Operating Officer, is in progress, and the outcomes are expected to be reported at the November meeting. This is a review that is carried out periodically, aimed at ensuring we optimise the contribution volunteers make, and has involved a surveying of the volunteers to establish their comments and suggestions.

Stakeholder engagement 37 The Trust continues to actively engage with key stakeholders. The Chairman

has met/held discussions with a number of MPs and Trust/CCG chairs. I continue to actively engage both nationally and regionally. My recent engagement activity has included the following meetings and events:

• NHS Providers and NHS Improvement

Page 6 of 6

• Association of Ambulance Chief Executives • Sustainability and Transformation Planning meetings and workshops • other various health economy/local authority system meetings

Lead Director: Will Hancock, Chief Executive Author: Steve Garside, Company Secretary Date: September 2016


Enclosure D




Title of Paper: Care Quality Commission Inspection - Update

Presented by: Deirdre Thompson, Director of Patient Care


Information

Main Aim: To update the Council of Governors on the outcomes of the Care Quality Commission inspection of SCAS, and future plans for addressing the recommendations


• The CQC carried out a full, rated inspection of SCAS in May 2016 • The final inspection report was published on 20 September:

http://www.cqc.org.uk/provider/RYE • SCAS has been rated as “good” overall, with four out of the five domains

(safety, responsiveness, caring and well-led) rated as “good” and one (effectiveness) rated as “requires improvement”

• We are the first ambulance service in the country to be rated as “good” • However, there are some issues for us to address, and these are being

taken forward promptly and robustly


Note

Previous Forum: April 2016 – the CoG discussed planning for the inspection


N/A



http://www.cqc.org.uk/provider/RYE

Care Quality Commission (CQC) Inspection Report Update Deirdre Thompson - Director of Patient Care Council of Governors Meeting - 5 October 2016

2

Outline

• Our Vision and Values

• Recap on CQC activity

• Findings from May 2016 rated inspection

• National picture

• The future

• Any questions?

3

We Have a Clear Vision

4

We Have Strong Values

5

• To get to the heart of patients’ experiences of care, the CQC always ask the following five questions of every service and provider: are we

Recap on CQC Assessment - How Does the CQC Assess Providers?

C • CARING?

R • RESPONSIVE?

E • EFFECTIVE?

W • WELL LED?

S • SAFE?

• These five key questions are tested against the core services provided, the 4 core services tested in this inspection (5th May 2016) were:

• Emergency operations centres (EOC) • Emergency and urgent care (E&UC) • Patient transport services (PTS) • NHS 111 service

• Each question and service is judged against the characteristics for Outstanding, Good, Requires Improvement and Inadequate

• Each service is then rated following the judgements • The Trust is then awarded an overall rating

6

2014 2015 2016

M J J A S O N D J F M A M J J A S O N D J F M A M J J A S O

Pilot Inspection Action Plan

NHS 111 Focused Action Plan

Info. Sec.

Review

Rated Inspection

Key CQC activities: 1) CQC KIT 2) CQC ad hoc information requests 3) CQC NHS external Coproduction group

Recent CQC Activity

• In the past thirty months; three CQC inspections and one review preparation

• The average duration for an inspection is nine months at times, three or more formal CQC activities on going at any one time

7

Recent CQC Activity- Focused Inspection of NHS 111, November 2015 • (Not rated as focused inspection)

“The Care Quality Commission (CQC) carried out this focused inspection as a result of an undercover reporter’s media article on 1 July 2015 which raised concerns about the way the NHS 111 service

was operated” • X5 inspected the SCAS NHS111 service • X26 staff debriefs recorded • X94 log entries made • X4 items of further evidence sent to CQC • The report was published 21st January • One Should action - complete

8

Recent CQC Activity- Rated Inspection, May 2016

• A rated inspection in May 2016: • Formally initiated December 2015 • Parallel inspection (first for the inspection teams as well) • Planned inspection-

• X1 week, in and out of hours • + period of unannounced visits (in and out of hours)

• X57 inspectors from the CQC Hospital Directorate and the • X6 inspectors from the CQC Primary Medical Services Directorate • Equates to over X2100 items of data presented to the CQC relating to

interviews, data requests etc.

9

Rated Inspection As part of the internal inspection, the CQC inspection teams visited: • 20 resource centres and associated areas • numerous stand points • Headquarters • Northern Clinical Coordination Centre • Northern Contact Centre • South Clinical Coordination Centre • Southern Contact Centre • 10 acute hospitals

The CQC inspection teams also: • Rode and observed on thirteen emergency ambulances • Rode and observed on seven patient transport vehicles • Visited air ambulance sites • Spoke with in the region of 380 members of staff

10

SCAS is the first ambulance Trust to be rated by the CQC

as ‘Good’ overall

11

Overall Rating by Domain for SCAS

Overall rating for the Trust

Good

Are services at this trust safe?

Good

Are services at this trust effective?

Requires improvement

Are services at this trust caring?

Good

Are service at this trust responsive?

Good

Are services at this trust well-led? Good

12

The National Picture for the Ambulance Sector KLOE Rating Service Rating

Name Region Overall Rating SAFE EFFECTIVE CARING RESPONSIVE WELL-LED E&UC PTS EOC RESILIENCE NHS111

South Central Ambulance Service NHS Foundation

Trust

South Central G G RI G G G RI G G

G

South Western Ambulance Service

NHS Foundation Trust

South West

I

Derbyshire Health United (Mallard

House) Derby

G

East of England Ambulance Service NHS Trust

East RI RI RI O RI RI RI RI G

East Midlands Ambulance Service NHS Trust

Midlands RI I RI G G RI RI RI G

London Ambulance Service NHS Trust London I I RI G RI I I RI RI I

Yorkshire Ambulance Service NHS Trust Yorkshire RI RI RI G RI RI RI RI RI RI

13

Where Improvements ‘Must’ be Made by SCAS

• Staff in urgent and emergency care are supported with their development through supervision

• Response times for emergency and urgent care services are met

• Governance arrangements in emergency and urgent care services must ensure that staff are aware of risks and safe practices are consistently applied.

14

We will continue to: • Strive to meet national targets

• Support our staff through appraisal and supervision

• Ensure our staff meet our targets for statutory and mandatory

training

• Recruit across all services

• Consistently apply and continue to evolve governance across our services

For SCAS This Means…

15

Overall findings we are most proud of; CARING

16

Overall findings we are most proud of; RESPONSIVE

The CQC said: • New services introduced to

manage demand, avoid admissions and refer patients to alternative non-urgent care

• Lessons learnt from concerns and complaints and action taken to improve the quality of care

• The provider responded to feedback from other services and there was evidence of change as a result

17

Overall findings we are most proud of; EFFECTIVE

The CQC said: • The trust was supporting staff

to enhance their roles, for example, specialist paramedics

• Staff were checking patient’s pain as a priority, and administered pain relief quickly. Staff checked the effectiveness of pain relief

• Staff were diligent in checking patients’ welfare and emotional needs were met, not just their clinical needs

18

The CQC said: • The leadership team showed commitment and enthusiasm to develop and

continuously improve services. There had been good pace and progress to modernise the service and to identify and take action on further service developments

• The trust had a highly innovative culture and staff were encouraged to suggest

new ‘bright ideas’ to improve service delivery • All staff we spoke with said they loved their job and working in their own

teams • Staff referred to a culture that was supportive, encouraging and patient

centred

Overall findings we are most proud of; WELL-LED

19

The CQC said:

Overall findings we are most proud of; SAFE

• Learning was shared and changes made as a result of this to improve the safety of services • Risk management was

comprehensive, well embedded and recognised as the responsibility of all staff

• Staff told us how they were able to report concerns freely without the fear of reprisals

20

The Future- SCAS Response

• An action plan implemented and monitored by EMC

• Future ‘state of readiness’: • Compliance dashboard developed with top compliance

‘show stoppers’ • Quarterly presentations made by CG and Service leads to

an Internal Compliance Board (ICB) • Peer review • Compliance to be considered at meetings across the trust • CG and service leads routinely using the characteristics of

good and outstanding in day to day business • What SCAS does well (v7)

21

Response to our ‘Good’ rating

‘That’s because the staff across the

board are outstanding and

care’

‘Nothing but the best but we didn’t expect

anything less with the people they have

working for them. God bless them all and we are all very

proud of them’

‘They are superb partners, great at community

involvement and have loads of humility’

‘Well done – its great to see

recognition of an excellent service’


Enclosure E




Title of Paper: Report from the Nominations Committee

Presented by: Trevor Jones, Alastair Mitchell-Baker, Steve Garside, and governor members of the Nominations Committee


Information

Main Aim: To present an update report from one of the two formal sub-committees of the Council of Governors.


A report is presented from the Nominations Committee, and covers: • update on Chair appointment process (Alastair Mitchell-Baker) • update on NED recruitment process (Trevor Jones) • Nominations Committee vacancy - public governor representation

(Steve Garside) With input from the governor members of the Nominations Committee.


To note the report from the Nominations Committee, and consider the specific recommendations

Previous Forum: July 2016


Yes – all Council of Governors are required to have a Nominations Committee



Page 1 of 4

COUNCIL OF GOVERNORS 5 OCTOBER 2016

ENCLOSURE E

REPORT FROM THE NOMINATIONS COMMITTEE PURPOSE

1. The purpose of the report is to provide an update on the work of the Nominations Committee,

which acts with delegated authority from the Council of Governors (CoG) to review issues and make recommendations in relation to Non-Executive Director matters (e.g. appointments, appraisal, remuneration etc).

2. The paper reports on activity since the July meeting when the CoG approved the process and

timetable for recruiting new Non Executive Directors, and an extension to Alastair Mitchell-Baker’s term of office.

CHAIR APPOINTMENT PROCESS

3. Arrangements for the appointment of a new Chair (to take effect from 1 April 2017) are

progressing in accordance with the process and timetable agreed by the CoG in April. 4. The role was advertised in the print edition of The Sunday Times on 4 September, and the

appointment process is being supported by recruitment and selection consultants Gatenby Sanderson.

5. By the time of the CoG meeting, the process should have reached the longlisting/shortlisting

stages, and we have arranged an extraordinary CoG meeting for 30 November for the Nominations Committee to make a recommendation regarding the preferred candidate.

NED RECRUITMENT PROCESS

6. Arrangements for the recruitment of an additional NED(s) are progressing in accordance with the

process and timetable agreed by the CoG in July. Advertising is due to start at the end of October/early November, with the incoming Chair able to participate in the selection process.

NOMINATIONS COMMITTEE VACANCY

7. We agreed at the last meeting to defer the process of filling the public governor vacancy on the

Nominations Committee until the outcomes of the forthcoming public governor elections are known, and to present a paper on process at this meeting.

8. The Trust will be notified of the outcomes of the public governor elections on 7/8 December. All

public governors in place following this process, excluding any governors elected for the first time, will be eligible to nominate themselves to become a member of the Nominations Committee, and Appendix A provides guidance that may help governors in the nomination and selection processes.

Page 2 of 4

9. The process for appointing a public governor to fill the vacancy on the Nominations Committee is as follows:

• Friday 9 December – Steve Garside to write out to all governors confirming the process

• Friday 9 December to Monday 19 December (5pm) – eligible public governors to notify Steve

Garside, Company Secretary, via email, if they wish to nominate themselves for the vacancy on the committee, submitting a 150 word maximum supporting statement on their skills and attributes to deliver the role (template shown at Appendix B)

• Tuesday 20 December – in the event that only one nomination is received by the deadline of

Monday 19 December (5pm), that governor will be confirmed as a member of the Nominations Committee. In the event that nominations are received from two or more eligible governors, a secret ballot will be held

If required: • Tuesday 20 December – official ballot papers for the election of a public governor to the

Nominations Committee will be issued by the Company Secretary to all governors, including candidate supporting statements. All governors will be able to make one vote in support of a candidate

• Tuesday 3 January (5pm) – deadline for return of completed ballot papers by email

• Wednesday 4 January – votes counted, announcement made via email, appointment

commences with immediate effect.

RECOMMENDATION 10. The CoG is asked to note the report. Steve Garside Company Secretary September 2016

Page 3 of 4

APPENDIX A – - APPOINTING GOVERNORS TO THE NOMINATIONS COMMITTEE – NOTES FOR GUIDANCE ONLY

Background As can be seen from the terms of reference for the Nominations Committee (available from the Company Secretary), this is an important committee which deals with potentially sensitive matters in developing recommendations for the full Council of Governors to consider. The following information represents guidance notes that can be considered by governors both in terms of nominating and selecting the various governors to serve on this committee. Guidance notes There are areas of experience/expertise and specific attributes which could be seen as important for governors who serve on the Nominations Committee, and these are detailed below: Experience/expertise

• experience of participating in recruitment processes, including interviewing and assessing the capabilities of candidates against pre-determined criteria

• an understanding of the functioning of Boards and the role of Non Executive Directors, including

an appreciation of the need for Boards to have a balance of complementary skills and expertise • experience of working on small committees dealing with potentially complex and

sensitive/confidential matters Attributes

• a good team player - able to make an effective personal contribution but respectful of the views and contributions of others

• integrity – able to operate with appropriate discretion in treating / dealing with potentially

confidential/sensitive information

• flexibility – able to attend meetings and participate in teleconferences at relatively short notice, both during and outside of normal office working hours.

• personal commitment - given the importance of this committee, and the decisions that need to

be made, attendance at meetings and participation in teleconferences is crucial

Page 4 of 4

APPENDIX B – NOMINATION FORM FOR NOMINATIONS COMMITTEE MEMBERSHIP I, _______________________, being a Governor for the ____________________________

Public Constituency wish to nominate myself to become a member of the Nominations

Committee of the Council of Governors of South Central Ambulance Service NHS Foundation

Trust for appointment. I believe that my skills and attributes will be helpful in this role as

explained below:

Signed by Nominee ___________________ Print Name Dated Please return to Steve Garside, Company Secretary, via email ([email protected]) by no later than 5pm 3 January 2017.

Please complete with no more than 150 words:


Enclosure F




Title of Paper: External Audit

Presented by: Jonathan Brown/Duncan Laird, KPMG


Information

Main Aim: To receive an overview from KPMG of their approach to the 2016/17 external audit programme, and details of the findings to date


• The governors statutory duties include overseeing the appointment of the external auditors

• This item is an opportunity for the govenors to understand how KPMG carry out their audit of SCAS, including how the annual audit programme is worked up

• KPMG will also present an overview of the key audit findings to date


Note

Previous Forum: KPMG reports on the 2015/16 Annual Accounts and Annual Quality Accounts were presented to the Council of Governors at the July meeting


Yes



External audit highlights 2015/16 South Central Ambulance Service NHS Foundation Trust

5 October 2016

2

Document Classification: KPMG Confidential

© 2016 KPMG LLP, a UK limited liability partnership and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity. All rights reserved.

Content Headlines from our work

Financial Statements

Use of Resources

Quality Report

Questions

The contacts at KPMG in connection with this report are:

Jonathan Brown Director

Tel: 07799 035341

[email protected]

Duncan Laird Manager

Tel: 07776 476430 [email protected]

3



Headlines from our work Overview - Audit completed in line with agreed plan.

- All timetables and deliverables met in accordance with regulatory requirements.

- Key audit findings discussed with the Audit Committee on 25 May 2016.

- No significant issues identified.

- Financial Statement and Quality Accounts opinions signed on 26 May 2016.

Financial Statements

Unqualified (clean) opinion on the financial statements.

Means we have checked that amounts the Foundation Trust says it has received and spent and money it owes and is owed are correctly recorded. We have also checked where Management has used judgement, that those judgements are well thought through and appropriate.

Use of resources

Unqualified (clean) conclusion on the use of resources.

Means we have looked at how the Board works and what the Trust’s main regulators, NHS Improvement and the Care Quality Commission, have said about it and found no significant concerns.

Quality report Limited assurance (clean) opinion on the content of the quality report.

Limited assurance (clean) opinion given on the “Category A call – emergency response within 8 minutes” indicator.

Limited assurance (clean) opinion given on the “Category A call – ambulance vehicle arrives within 19 minutes” indicator.

Means the Trust has included everything it should have done within the quality report and presented both good performance and areas for development.

4



Financial statements detailed findings

2015/16 financial

statements

Annual report

Long form audit report

All reporting requirements met.

Missing disclosures highlighted to management as part of our review were corrected.

Robust scrutiny and challenge by Audit Committee.

Content carefully focused on the Trust and its risks.

Audit Committee also commented on audit risks in the Annual Report.

Recognition of NHS income

Reviewed key contracts with Commissioners and assessed income received against contracts. Tested NHS and non-NHS income. Tested bad debt provisions.

Mandatory risk Fraud risk from revenue recognition. Fraud risk from management override of controls. We did not find any instances or indicators of either fraudulent revenue recognition or management override of controls.

Accounts Good first draft of accounts available

for audit when due.

Finance team responded positively to questions / queries from the audit team.

One non-material audit difference that was not adjusted, arising from a difference in professional judgement. This did not impact on our overall opinion.

Clean opinion

Remuneration report The financial data was requested early

and completed on time.

Disclosures made in first draft.

5



Our approach is to consider:

We have issued a clean Use of Resources conclusion for 2015-16.

Annual Governance Statement

• Balanced narrative that reflects our understanding of the Trust's operations and risk management arrangements

Work of other regulators

• NHSI’s financial and governance risk ratings are positive. • No regulatory action required. • A formal CQC inspection took place during our audit visit. The report has just been published, with an overall rating of “Good”.

Other work • We considered in our risk assessment the Trust’s progress with CIP savings, operational performance and commissioner relationships, management’s assessment of the ability to continue as a going concern and its partnering arrangements.

• No issues were identified that impacted on our VFM conclusion.

Use of resources

Continually re-assess potential VFM risks

VFM audit risk assessment

Financial statements and other audit work

Identification of significant VFM

risks (if any) Conclude on

arrangements to secure VFM

No further work required

Assessment of work by other review agencies

Specific local risk based work

VFM

conclusion

6



Content and consistency – clean limited assurance opinion issued A good first draft of the Quality Report was received.

Category A call – Emergency response within 8 minutes: clean limited assurance opinion issued The indicator is calculated in line with national guidance.

Category A call – Ambulance vehicle arrives within 19 minutes: clean limited assurance opinion issued The indicator is calculated in line with national guidance. Percentage of clients with a formal assessment of risk and safety recorded – no opinion required The local indicator, as selected by the Governors, was ‘To review the reasons for delays in the Patient Transport Service which lead to service users missing appointments, and then to implement changes required to prevent future occurrences’. Due to the inherent limitations of this as an indicator, such as lack of a performance target or quantifiable performance data, our work concluded that, if required, we would not be in a position to provide a limited assurance opinion.

Content and consistency

National Indicators:

Cat A call – 8 minute

response Cat A call –

vehicle arrives within 19 minutes

Local Indicator: Reasons for delay in PTS which leads to

service users missing appointments

Quality Accounts

7



Questions

Contacts

Duncan Laird Manager KPMG 66 Queen Square Bristol BS1 4BE

Tel: +44 (0)117 905 4253 Mob: +44 (0)7776 476430

Contacts

Jon Brown Director KPMG 66 Queen Square Bristol BS1 4BE

Tel: +44 (0)117 905 4362 Mob: +44 (0)7799 035341


Enclosure G




Title of Paper: External Audit Appointment

Presented by: Mike Hawker, NED and Audit Committee Chair


Decision

Main Aim: To consider an outline process and timetable for the appointment of new external auditors


The statutory duties of governors include appointing the external auditors of the Trust. KPMG were appointed for an initial term of three years (i.e. to October 2015), but with an option to extend for a further two year period. In January 2015, the CoG approved a recommendation from the Audit Committee that the two year extension option be triggered. This extension would cover the audit of the 2015/16 and 2016/17 accounts, culminating in a completion of the contract in the summer of 2017. The two year contract extension was agreed by the CoG on the basis of SCAS then acting in accordance with the NHS Improvement guidance that external audit services be market tested every five years. Consequently, the Council of Governors are asked to agree to an outline process for the appointment of new external auditors.


Agreement of an outline process for the appointment of new external auditors.

Previous Forum: January 2015


Yes



Page 1 of 3


ENCLOSURE G

EXTERNAL AUDIT APPOINTMENT

PURPOSE 1 The purpose of the report is to set out a process for making a new

appointment of external auditors to the Trust, to take effect following the completion of the audit of the 2016/17 accounts.

BACKGROUND 2 The statutory duties of governors include appointing the external auditors of

the Trust. 3 This statutory duty is described in detail in the “Your Statutory Duties – A

Reference Guide for NHS Foundation Trust Governors” document, with the key points including:

• governors will be supported in the task of appointing new external

auditors by the Audit Committee (who will run the process), but the actual appointment of the external auditors must be made by the whole Council of Governors

• the procedure for appointing (reappointing or removing) an auditor must

be formal, rigorous and transparent

• the appointed auditor can either be an individual, or from a firm of auditors or other professional firm. However, the auditor must be a member of one of the following professional bodies:

o the Institute of Chartered Accountants in England and Wales o the Institute of Chartered Accountants in Scotland / Ireland o the Association of Chartered Certified Accountants o the Chartered Institute of Public Finance and Accountancy o any other body of accountants established in the UK and for the

time being approved by the Secretary of State for this purpose.

• the appointed auditor must have an established and demonstrable standing within the health sector and show a high level of experience and expertise

CURRENT POSITION WITHIN SCAS 4 The current external auditors, KPMG, were originally appointed in October

2012 by the CoG following a competitive procurement process. To support this work, an Audit Selection Panel (comprising Audit Committee Chair as Panel Chair, additional Audit Committee member, two governors, and the

Page 2 of 3

Director and Assistant Director of Finance) came together to oversee the work and make a recommendation to the full CoG.

5 KPMG were appointed for an initial term of three years (i.e. to October 2015),

but with an option to extend for a further two year period. 6 In January 2015, the CoG approved a recommendation from the Audit

Committee that the two year extension option be triggered, on the grounds largely of the high degree of satisfaction with the service being provided by KPMG. This extension would cover the audit of the 2015/16 and 2016/17 accounts, culminating in a completion of the contract in the summer of 2017.

7 The two year contract extension was agreed by the CoG on the basis of

SCAS then acting in accordance with the NHS Improvement guidance that external audit services be market tested every five years.

PROPOSAL FOR NEXT EXTERNAL AUDIT APPOINTMENT Process 8 The Audit Committee Chair, in noting that there is a trigger for action in terms

of the impending end of the existing auditor’s contract term, proposes to establish an Audit Selection Panel to oversee the process for the appointment of new auditors following completion of the audit of the 2016/17 accounts, and make a recommendation to the full CoG.

9 The Audit Selection Panel will comprise:

• Mike Hawker, Audit Committee Chair (and Chair of Panel) • TBC, Audit Committee member • Governors x 2 • Charles Porter / Nick Dolden, Director / Assistant Director of Finance • Steve Garside, Company Secretary

10 Expressions of interest are sought from governors with an interest in

contributing to this piece of work, and who will be able to make some day-time commitments to attend meetings (including presentations from prospective firms). Some experience and/or expertise in finance/audit is desirable but not essential. Governors should also not have a conflict of interest in terms of the firms likely to submit a tender.

11 The Audit Selection Panel will use the “NHS Framework for External Audit

Services” in inviting suitably qualified firms to tender for the contract. 12 The Audit Selection Panel would ensure compliance with relevant legislation

as well as the guidance issued by NHS Improvement in relation to the appointment of external auditors (e.g. “Your Statutory Duties – A Reference Guide for NHS Foundation Trust Governors).

Page 3 of 3

Timetable 13 The detailed timetable for the appointment process will need to be worked

through by the Audit Selection Panel. However, the key milestones will be:

Date

Stage

5 October 2016 Agree outline appointment process with the CoG X April 2017 Recommendation re appointment to full CoG 1 September 2017 (tbc)

New appointment commences

RECOMMENDATIONS TO THE COUNCIL OF GOVERNORS 14 The Council of Governors are asked to agree to the outline process and

timetable for the appointment of new external auditors. 15 Noting the proposal to have two governors on the Audit Selection Panel,

governors who are interested in contributing to this piece of work, and who will be able to make some day-time commitments to attend meetings (including presentations from prospective firms) are asked to contact the Company Secretary in the first instance.

Steve Garside Company Secretary September 2016


Enclosure H




Title of Paper: NED Activities

Presented by: Mike Hawker, Non Executive Director


Discussion

Main Aim: To help governors develop a greater understanding of the activities undertaken by the Non Executive Directors, and the outcomes that result from this in terms of the NED “holding to account” role


Today’s presentation is from Mike Hawker, NED, who will take any questions from the governors


Note

Previous Forum: July 2016


N/A



Enclosure H Update on NED Activities Mike Hawker, Q2 2016/17 Council of Governors Meeting – 5 October 2016

Purpose of this item:

• To highlight some of the activities undertaken by a particular NED in the last 2-3 months

• To explain the outcomes that have resulted from these NED activities, including assurance / added value

• To help develop governor understanding of the role of the NED

• To take questions from the governors

2

Selection of recent activities undertaken by Mike Hawker:

Board meetings/seminars • Attended 13 July Board meetings in public/private,

and 8 September Board meeting in private • Due to attend 28 September Board meetings in

public/private

3

Selection of recent activities cont’d:

Board sub-committee meetings • Chaired Audit Committee meeting – 13 July • Attended Charitable Funds Committee meeting – 5

September

4

Selection of recent activities cont’d:

Board sub-committee meetings/calls • Have participated in a number of Board related calls

including in relation to NHSI control total and an NHS111 bid

5

Selection of activities undertaken cont’d:

Other • Meetings with Director of Finance regarding the

Trust’s budget / financial position • Started work on process for the appointment of new

External Auditors, with Company Secretary and Assistant Director of Finance

• Visit to Lightfoot (mgt. consultants) in relation to

review of SCAS efficiency

6

Selection of activities undertaken cont’d:

Other • Stakeholder meeting for Hampshire STP • Leadership walkarounds at Basingstoke and Thruxton • Finance training session for governors

• Induction meeting for Sumit Biswas, new Audit

Committee member

7

Questions from governors

8


Enclosure I




Title of Paper: Public Governor Elections 2016 Update

Presented by: Steve Garside, Company Secretary


Information

Main Aim: To ensure the governors are up-to-date on arrangements for the 2016 public governor elections


• governor elections are required in 2016 to fill ten public governor positions (based on current numbers)

• arrangements are progressing, and an Aspiring Governors workshop was held on 7 September

• the nominations period runs from 12 to 27 October, with voting packs dispatched on 16 November, and the election closing and results announced on 6 December

• given the cost of holding elections, it would be helpful in the run-up to the 2016 elections for existing public governors to reflect individually on their position and satisfy themselves that they are able and committed to completing their current term of office.


Note

Previous Forum: July 2016 Council of Governors


Yes



Page 1 of 2


ENCLOSURE I

PUBLIC GOVERNOR ELECTIONS 2016 - UPDATE

PURPOSE 1 The purpose of the report is to provide an update on the arrangements for the

imminent public governor elections. PUBLIC GOVERNOR ELECTIONS 2 Public governor elections are required in 2016 for ten governor positions

(currently) comprising:

• the five public governors who have a term of office that expires on 28 February 2017 (Richard Coates, Jon Cotterell, Barry Lipscomb, Tony Peirson and Tim Windsor-Shaw)

• the five current public governor vacancies, in Oxfordshire (2),

Buckinghamshire and Berkshire (2), that the Trust has been holding with the agreement of the Council of Governors (CoG)

3 The Trust is again using the expert services of Electoral Reform Services

(ERS) to run an independent election process, and we will be allowing members for the second time the option of voting electronically (this reduced costs considerably for the last elections).

4 A comprehensive elections campaign has been run and an aspiring governor

workshop was held on 7 September. The key dates going forward are:

• 12 October – nominations period commences • 27 October – deadline for receipt of nominations from current and aspiring

governors wishing to stand

• 16 November – voting packs dispatched

• 6 December – election closes and results announced

• 1 January – 28 February 2017 – tailored induction period for newly elected designate governors

• 1 March 2017 – new terms of office formally begin.

5 Given the cost of holding elections, and the fact that the CoG has agreed that

generally elections will only be held two years in every three, it would be helpful in the run-up to the 2016 elections for existing public governors to

Page 2 of 2

reflect individually on their position and satisfy themselves that they are able and committed to completing their current term of office.

RECOMMENDATIONS TO THE COUNCIL OF GOVERNORS 6 The Council of Governors are asked to note the update on election

arrangements for 2016, and that the nominations period commences on 12 October.

Steve Garside Company Secretary September 2016

Documents

COUNCIL OF GOVERNORS MEETING - scas.nhs.uk · Jan Warwick Partner (Local Authority) To 28/02/2018 ... penalties for 2015/16, but that penalties would not apply in 2016/17 (as agreed