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SRS Public Board

AGENDA ITEM NO. 6 SRS PUBLIC BOARD 17 November 2016 SRS Future Governance Report Submitted by: Alison Ward (Chair SRS Public / Chief Exec Torfaen) Report Written by: Alison Ward (Chair SRS Public / Chief Exec Torfaen) 1. Area Affected 1.1 County borough wide for Blaenau Gwent CBC, Gwent OPCC,

Monmouthshire CC and Torfaen CBC. 2. Purpose of Report 2.1 To recommend changes to the governance of SRS Public. 3. Current SRS Position 3.1 3.2 3.3 3.4 3.5 3.6 3.7

The SRS is a successful, growing organisation delivering value for money to its partners which is uniquely placed to take advantage of the opportunities that exist across the Public Sector in Wales. The SRS has four partners made up of the three founding partners (Gwent Police, Monmouthshire CC and Torfaen CBC) and Blaenau Gwent as a new Local Authority partner from mid-2016. The SRS have received a paper from Newport City Council to formally join and has approved the paper based on an action plan to be resolved. The transfer date is expected to be April 1st 2017. The SRS has started preparing a business case with Caerphilly CBC. The SRS has a number of other relationships and also has a number of requests for other organisations to work with them. The recent actual partnership growth and the expected partnership growth demonstrate that the model is one that has and could scale across the wider Public Sector. The SRS is uniquely placed in the Public Sector to deliver technology and digital services across the sectors with shared teams. The recent set of

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SRS Public Board 3.8 3.9

announcements from Minister Mark Drakeford describe shared back office services whilst retaining local organisation autonomy. The recently signed off SRS strategy supports the local, regional and national direction for technology / back office services and the SRS Board are fully aligned to delivering that strategy. The SRS has grown beyond the governance within which it currently operates. To continue to be successful and deliver services the governance of the SRS needs to be reviewed and altered.

4. Current SRS Governance Structure (Formal and Informal) 4.1

The SRS is currently governed through the application of a Memorandum of Understanding (MOU) that remains unchanged since the commencement of the MOU in 2011. The setup of the SRS and governance of the SRS are shown in appendix one and appendix two and are extracts from the schedules of the MOU.

4.2 In the approved governance of the SRS there is currently a single formal SRS meeting that occurs on a monthly basis. The SRS Public Board

The Board consists of an elected member from each Local Authority partner organisation, the PCC from Gwent Police, a number of representative Officers from each partner organisation, the Chief Executive of Torfaen as non-voting chair, the COO of the SRS, the Deputy Section 151 from Monmouthshire and finance support from the SRS. The decision making powers rest with the three Elected Members and the PCC.

4.3 To supplement the formal Public Board there are two further Boards that have been put in place. The SRS Informal Board meets on a monthly basis and was setup to provide the COO with regular, planned access to the SRS Public Board Officers. The meeting covers the papers required for the following Public Board meeting and monitors actions out of the Public Board meeting. The SRS Performance Board also meets on a monthly basis directly after the Informal Board and has the same membership. The purpose of the Performance Board is to present the KPI’s and audit activity to the Board.

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SRS Public Board 5. Issues with the current implementation of the SRS Governance 5.1 5.1.1 5.1.2 5.1.3 5.2 5.2.1 5.2.2 5.2.3

Wider Public Sector The Minister for Technology and Skills and the Minister for Public Service are actively seeking the collaborative vehicle to enable the provision of back office services to the wider Public Sector. The Chief Executives and the Chief Constable are uniquely placed to be able to engage in those conversations, with the COO of the SRS, at the highest level and ensure that the SRS are well placed to take advantage of the current position. Recent engagement sessions with Gartner and the SRS Board Officers has shown that the SRS strategy requires a Chief Executive / Chief Constable level mandate to be successful. There are many examples of shared service failures across the Public Sector with one of the key reasons for failure being Chief Executive Officer sign up. It is important that this senior group are engaged with the SRS COO to ensure there is alignment of vision, purpose and implementation. The SRS Public Board Elected Members are critical to the future success of the SRS model. The Elected Members currently receive papers and help to shape the SRS but the SRS is not utilising the Elected Members to their greatest potential. With a shared purpose and a targeted, less frequent Board the Members would be able to focus on external relationship building and growing the SRS whilst still retaining the oversight of the SRS for their partner organisations. SRS Public Board The current SRS Public Board meetings are a mix of strategic and operational. Over time the balance has tipped towards operational with the informal board meetings and the performance board feeding papers directly into the SRS Public Board. The MOU clearly sets out voting and non-voting members of the SRS Public Board and their responsibilities. Over the last few years the meeting attendance has grown to a much larger attendance due to responsibilities changing within the partner organisations in both supporting Officers on the Board and the owners of the technology portfolio within the organisations. As the SRS grows and adds more partners the unanimous voting at a Board level becomes more problematic. When there are three partners this is relatively straight forward, however, when there are five, six or seven this becomes difficult to manage.

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SRS Public Board 5.2.4 5.2.5

The frequency of the formal and informal meetings is such that there is very little time between meetings to prepare the papers for the following meeting. With a ten day submission deadline on the formal SRS Public Board, the informal board often provides only a day to five days of turnaround time for preparing papers. There is a recognition that the business needs to drive collaborative opportunities across the partners that are then enabled by the SRS with a single technology solution. The current governance structure does not drive nor does it demand that behaviour which is critical to the ongoing success of the SRS.

6. Proposed Governance Structure The proposal for the governance structure going forward is below:

7. SRS Strategic Board The SRS Strategic Board will meet on a quarterly basis and will comprise the

Chief Executives and the Elected Members. However, if the SRS were to seek to become a separate entity, then this may only be an interim position as Chief Executives would not be able to be part of the Board of an organisation they commission services from. The Chair should be an Elected Member and the purpose of the Board will be to consider strategic issues for the SRS, to assist the COO to scale the SRS across the Public Sector and to ensure that the organisations are aligned to the SRS strategy.

SRS Strategic Board

SRS Finance and Governance

Board

SRS Business and Collaboration

Board

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SRS Public Board

8. SRS Governance and Finance Board The SRS Governance and Finance Board will meet on a quarterly basis and

will comprise the SRS COO (Chair), SRS Assistant Directors, SRS Business Manager, partner Section 151 Officers and area experts as required. The purpose of the Board will be to provide assurance to the partners that the SRS are delivering value for money, provide assurance that audit actions are managed, to plan and agree the budget, to receive and scrutinise the SRS performance report and to provide a forum to progress the new operating model.

9. SRS Business and Collaboration Board

The SRS Business and Collaboration Board will meet on a quarterly basis and will comprise the SRS COO (Chair), SRS Assistant Directors, partner Project Board Owners, partner Heads of Digital Services and Business Sponsors as required for collaborative projects. The purpose of the Board will be to highlight, inspire, enthuse and motivate the partner organisations to collaborate at a business level. The Board will be used to share project lists, to be the clearing house for organisational projects and be a place to provide healthy challenge to each other around areas of work. The Board will assist the COO in ensuring that the business alignment that the strategy requires is delivered. Whilst there is recognition that not everything can be done together, there is an acceptance that this is the default position that should be challenged at this Board when deviations occur.

10. 10.1 10.2 10.3

Recommendations That the SRS Public Board becomes the SRS Strategic Board to focus on SRS strategic issues, moves to a quarterly meeting and includes a reduced membership of Elected Members and Chief Executives / Chief Constable. That the SRS Strategic Board agrees to sign off a new terms of reference at its next formal meeting and elects a new Chair from the Elected Members. That the SRS Public Board approves the creation of a Finance and Governance Board, chaired by the COO of the SRS, that meets quarterly to receive papers on governance, audit, finance and performance. A terms of reference will be shared at the first Finance and Governance Board meeting

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SRS Public Board 10.4

and submitted to the SRS Strategic Board for approval. That the SRS Public Board approves the creation of a Business Collaboration Board, chaired by the COO of the SRS, that meets quarterly to receive papers from business sponsors on the progress of collaborative projects. A terms of reference will be shared at the first Business Collaboration Board meeting and submitted to the SRS Strategic Board for approval.

11. The impact the changes will have 11.1 11.2 11.3 11.4

In separating out the Strategic Board for strategic issues, altering its frequency and changing the membership the SRS will be able to utilise the Chief Executives and the Chief Constable to move the service forward both within the organisations and externally with the wider Public Sector. In separating out the responsibilities and having a clear terms of reference for each Board the current attendees of the Board will be freed up to focus on other areas as the attendance requirement will be reduced. The clear focus will also allow the partner organisations to select an attendee based on the key area of that Board which should also reduce complexity. The bulk of the current SRS Public Board meetings are focused around finance, governance, audit and information security. The creation of a Board to focus on those items and provide an assurance to the Strategic Board is key to the ongoing success of the partner’s service delivery. The area that is required to grow the quickest and the widest is the business collaboration area. This is currently a weakness for the SRS and the creation of a Board to focus on the business is critical to the SRS success. The Board will drive collaborative opportunities by using Board members from any three of the Boards, to be business level sponsors to make things happen.

12. Monitoring and Evaluation 12.1 The Boards will be monitored by the following and appropriate updates

provided as required: Chair of the SRS Strategic Board Chair of the Finance and Governance Board Chair of the Business and Collaboration Board

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SRS Public Board Appendices None

Background Papers

None

For a copy of the background papers or for further information about this report, please telephone: insert name, job title and phone number of author or responsible officer here

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SRS Public Board APPENDIX 1

SET UP OF THE SRS

Part 1 – Equipment The complete list of Equipment that shall be utilised by the SRS as at the Commencement Date have been identified and audited. Each Founding Member shall provide certain Equipment to the SRS for use in the Premises as soon as reasonably requested by the SRS Board. Each Founding Member shall provide the list of all such Equipment which it shall be providing to the SRS Board within ninety (90) days of the Commencement Date and such list of Equipment shall then be included on the SRS Website.

Part 2 - Identified Employees The Identified Employees and job titles of each Founding Member to be provided to the SRS to work at the Premises is set out in Schedule 10 (Security Vetting Standards) though it is expected that job titles will change throughout the Term. Part 3 - Other Resources Each of the Founding Members shall provide the following resources to the SRS:

The set up costs associated with the individual data rooms of that Founding Member pursuant to the provisions of clause Error! Reference source not found..

Part 4 - Set up of SRS Board Each Founding Member shall appoint a Board Representative within thirty (30) days of the Commencement Date. As at the Commencement Date, the SRS Board comprises the following individuals:

Name Position on the SRS Board

Area of Responsibility

Employing Member

Commissioner Jeff Cuthbert

Board Representative Legal Matters Police and Crime Commissioner for Gwent

Cllr Phil Murphy

Board Representative Finance & Budgets MCC

Cllr Anthony Hunt

Board Representative Secretary to the SRS Board and Human Resources

TCBC

Cllr Hedley McCarthy

Board Representative BGCBC

Alison Ward Non-Voting Chief Executive

Chairman of the SRS Board

TCBC

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SRS Public Board Part 5 – Set Up of the SRS Management Team The Management Team shall comprise the following posts (subject to the provisions of clauses Error! Reference source not found., Error! Reference source not found. and Error! Reference source not found., such Identified Employees of TCBC shall only may be made available as Part Time Identified Employees).

Title of Officer Employing Member Chief Operating Officer TCBC Deputy Chief Operating Officer TCBC Associate Director Development Services TCBC Associate Director Technical Customer Services Manager

TCBC

Associate Director Customer Services TCBC Part 6 – Licence Agreements Each Founding Member shall enter into the Licence Agreements within thirty (30) days of the Commencement Date.

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SRS Public Board APPENDIX 2

GOVERNANCE

Part 1 – SRS Board 1.1 The SRS Board shall provide overall management of all matters relating to the

provisions of this Agreement and provide strategic direction to the SCR Senior Management Team. Notwithstanding the generality of the foregoing, the SRS Board shall:

1.1.1 monitor and agree the Estimated Costs and Actual Costs for each Year, 1.1.2 agree the staffing structure and the appointment of any Identified Employees

of TCBC and/or MCC as Part Time Identified Employees,

1.1.3 approve the spending decisions on any Surplus;

1.1.4 monitoring performance of the Services;

1.1.5 maintain a forward work programme and report half Yearly to the Members;

1.1.6 seek to establish joint HR policies, financial regulations and contract procedure rules for the SRS, which shall adopt as a minimum the requirements in any such existing Policies and Procedures; and

1.1.7 at the end of each Year, report to the Members on the achievements of the

SRS during that Year against the SRS Board’s defined objectives and targets for such Year, together with the SRS Board’s strategic recommendations for the following Year and the medium term.

1.2 The SRS Board shall comprise:

1.2.1 a Board Representative from each Member (which shall have voting rights); and

1.2.2 a non-voting chief executive from one of the Members who shall be chairman

of the SRS Board, to be agreed by the Members. 1.3 Changes to the area of responsibility of any Board Member (as set out in part 4 of

Schedule 1 (Set Up of the SRS) as at the Commencement Date) shall be agreed by the SRS Board.

1.4 Each Member’s Board Representative shall have the right to attend and exercise one

vote on each resolution at meetings of the SRS Board. 1.5 The SRS Board shall only be quorate if all Board Representatives are present.

Urgent decisions may be taken by way of written vote by the Board Representatives.

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SRS Public Board 1.6 Save in respect of any request by a Member to replace its Board Representative, all

resolutions made by the SRS Board shall be unanimous. If the SRS Board fails to achieve a unanimous decision on any matter, if applicable, the SRS Management Team shall provide an alternative solution for decision by the SRS Board and otherwise the provisions of clause Error! Reference source not found. (Disputes) shall apply.

1.7 Unless otherwise agreed, the SRS Board shall meet no less than Monthly during the

Term, with additional meetings as required. 1.8 Agendas for each meeting of the SRS Board shall be circulated in advance by the

secretary of the SRS Board who shall also be responsible for recording the actions and decisions of the SRS Board.

1.9 The Board Representative of each Member shall be responsible for reporting

decisions of the SRS Board to such Member. 1.10 A Board Representative may be replaced at any time solely at the discretion of the

Member appointing them. Any replacement must be notified to the secretary of the SRS Board within five (5) Business Days of such replacement.

1.11 The SRS Board has the power to require such other employees of any Member as

may be required from time to time to attend SRS Board meetings. 1.12 No Board Representative shall be an Officer of the SRS Management Team. Part 2 – SRS Management Team 2.1 The remit of the SRS Management Team is to manage the SRS operations and

report to the SRS Board on items including operations, management information, the budget, performance and staffing issues. Notwithstanding the generality of the foregoing, the SRS Management Team shall be responsible for:

2.1.1 replacing the Account Holder; 2.1.2 the planning of the Services to be provided pursuant to this Agreement;

2.1.3 allocating and prioritising Service requests received from Members;

2.1.4 preparing the Estimated Costs and Planned Surplus for each Year;

2.1.5 monitoring the provision of the Services in accordance with the Service

Levels; and

2.1.6 investigating any failures in the Services and overseeing any work-arounds necessary pursuant to the provisions of Part 3 of Schedule 3 (Service Failures).

2.2 An Officer may be replaced only with the agreement of the SRS Board.

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SRS Public Board 2.3 Unless otherwise agreed, the SRS Management Team shall meet no less than

Monthly during the Term. 2.4 Each Member’s DTLT shall report to the SRS Board on a Monthly basis during the

Term. 2.5 The SRS Management Team will agree specific area projects (subject to SRS Board

approval) and allocate responsibility for delivery to a nominated service manager of each Member (“Service Manager”). The Service Manager (or a lead officer nominated by the Service Manager and approved by the SRS Board) shall be the lead officer to deliver a project.

2.6 The SRS Management Team shall establish common technical, hardware

specifications and manufacturers, development and project management standards. The SRS Management Team shall be responsible for carrying out regular market testing for the best technical solution, quality of service and value for money.

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SRS Public Board