Meeting held at 9:00am on 10 July 2025 via web conference.
Present:
Sue Douthwaite, Chair
Michael Brodie, Chief Executive
Kathy Gillatt, Non-Executive Director
Mathew McKie, Non-Executive Director
Randeep Sidhu, Non-Executive Director
Mel Tomlin, Non-Executive Director
Brendan Brown, Chief Operating Officer (items 25/85 to 25/102 only)
Darren Curry, Chief Digital, Data and Technology Officer (items 25/85 to 25/102 only)
Andy McKinlay, Chief Finance Officer (items 25/85 to 25/102 only)
Allison Newell, Chief Strategy Officer (items 25/85 to 25/102 only)
In attendance:
Nigel Zaman, Senior Programme Manager, Department of Health and Social Care (DHSC) (items 25/85 to 25/102 only)
David Jukes, Head of Governance and Corporate Secretary (Secretary to the Board), NHSBSA
Michael Costello, Head of Strategic Finance, NHSBSA (items 25/91 to 25/95 only)
John Douglas, NHS Pension Scheme Finance Manager, NHSBSA (items 25/91 to 25/95 only)
Ellen Lynch, DDaT Strategy Lead, NHSBSA (Shadow Board representative) (items 25/90 to 25/102 only)
Sean Murphy, Commercial Director, NHSBSA (items 25/97 and 25/98 only)
Jeff Pasternack, SRO - Future NHS Workforce Solution Transformation Programme, NHSBSA (item 25/88 only)
Danielle Sharples, Head of Organisational Design and Development, NHSBSA (Shadow Board representative) (items 25/90 to 25/102 only)
Naomi Simon, Boardroom Apprentice (observer) (items 25/90 to 25/102 only)
David Walton, Head of Financial Accounting and Reporting, NHSBSA (items 25/91 and 25/95 only)
Kevin Watkins, Head of Internal Audit, GIAA (items 25/91 to 25/95 only)
25/85 Apologies for absence and declarations of interest
Apologies were received from David Leather. There were no declarations of interest raised in relation to the Board meeting agenda.
25/86 Minutes of the meeting held on 19 June 2025
The minutes of the previous meeting were AGREED as an accurate record.
25/87 Matters arising and outstanding actions from previous meetings
The Board discussed the actions.
All other actions were complete or not yet due. The Board NOTED completed actions.
25/88 Chair's opening remarks
S Douthwaite reflected on the continued importance and drive internally and across Government on efficiency and productivity, and that a Spotlight item was bing tabled at the September 2025 Board meeting to provide assurance on the progress in this area.
The Board NOTED the update.
(Jeff Pasternack joined the meeting)
25/89 Future NHS Workforce Solution Transformation Programme - Spotlight
J Pasternack provided an overview of the paper.
The Board NOTED the update.
(Jeff Pasternack left the meeting)
(Ellen Lynch, Danielle Sharples and Naomi Simon joined the meeting)
S Douthwaite welcomed E Lynch and D Sharples to the meeting as Shadow Board representatives.
25/90 Update from the Chief Executive
M Brodie provided an oral update to the Board on developments across the business and wider external environment since the last Board meeting in June 2025, including in relation to:
- Publication of the NHSBSA's first Data and Social Impact Annual Report
- NHSBSA Operating Model development work
- Publication of the NHS 10 Year Health Plan for England
- Update on the Government review of all Arm's Length Bodies (ALBs), and wider update on the ongoing changes across the health and care system
- NHS Pensions Service performance, including delivery of the McCloud Remedy and engagement with key stakeholders
The Board NOTED the update.
(Michael Costello, John Douglas, Kevin Watkins and David Walton joined the meeting)
25/91 Confirmed minutes from the Audit and Risk Management Committee meeting held on 4 June 2025
The Board NOTED the minutes.
25/92 Update from the Audit and Risk Management Committee meeting held on 9 July 2025 - Alert, Advise, Assure (AAA) report
K Gillatt gave an update on the work of the Audit and Risk Management Committee - this was summarised in a AAA report issued to the Board.
Key points highlighted for the Board were:
- Reviewed and recommended the final Annual Report and Accounts 2024/25 for adoption by the Board.
- Reviewed and recommended the final NHS Pension Scheme Annual Report and Accounts 2024/25 for adoption by the Board.
- The audits of both sets of Accounts presented with no significant findings to note and were anticipated to be certified with an unqualified opinion.
The Board wished to thank all colleagues involved in the production and audit of the NHSBSA Annual Report and Accounts 2024/25, and the NHS Pension Scheme Annual Report and Accounts 2024/25.
The Board NOTED the update - and the alerts, advice and assurance provided.
25/93 Head of Internal Audit Update - Annual Opinion 2024/25
K Watkins presented the report, highlighting key points and themes. K Watkins stated that his overall opinion was that he could give moderate assurance that the NHSBSA had adequate and effective systems of control, governance and risk management in place for the whole of the reporting year 2024/25.
K Watkins provided an update on the 2025/26 internal audit work. The Audit and Risk Management Committee had also acknowledged the new Global Internal Audit Standards, which came into force on 1 April 2025. The Audit Charter described the Committee's responsibilities to oversee the internal audit function, ensuring the function had sufficient authority to fulfil its duties. The new standards introduced 'essential conditions', which were described as establishing 'a necessary foundation for effective dialogue between the board, senior management, and the chief audit executive, ultimately enabling an effective internal audit function'. K Watkins asked the Board to endorse the application of 'essential conditions'. The Board ENDORSED the application of 'essential conditions'.
S Douthwaite thanked K Watkins and his team for their work during 2024/25 and ongoing delivery moving into 2025/26.
The Board NOTED the report and ACKNOWLEDGED receipt of the Head of Internal Audit Annual Report and Opinion 2024/25.
25/94 NHSBSA Annual Report and Accounts 2024/25
A McKinlay provided an overview of the NHSBSA Annual Report and Accounts 2024/25 and the external audit outcome. A McKinlay thanked the Azets, NAO and NHSBSA teams for their work on completing the accounts preparation and audit. The Board recognised the team's efforts.
The Board ACKNOWLEDGED receipt of the Audit Completion Report, Audit Certificate and Letter of Representation. The Board RECEIVED and discussed the draft report and accounts and, with the recommendation from the Audit and Risk Management Committee, APPROVED and ADOPTED the NHSBSA Annual Report and Accounts 2024/25.
25/95 NHS Pension Scheme Annual Report and Accounts 2024/25
A McKinlay provided an overview of the NHS Pension Scheme Annual Report and Accounts 2024/25 and the external audit outcome. A McKinlay thanked the Deloitte, NAO and NHSBSA teams for their work on completing the accounts preparation and audit. The Board recognised the team's efforts.
The Board ACKNOWLEDGED receipt of the Audit Completion Report, Audit Certificate, and Letter of Representation. The Board RECEIVED and discussed the draft report and accounts and, with the recommendation from the Audit and Risk Management Committee, APPROVED and ADOPTED the NHS Pension Scheme Annual Report and Accounts 2024/25.
(Michael Costello, John Douglas, Kevin Watkins and David Walton left the meeting)
25/96 NHSBSA Risk Review and Risk Appetite Statement
M Dibble introduced the item, stating that the paper included an overview of the NHSBSA's arrangements for enterprise risk management, the current NHSBSA Strategic Risk Register and the risk tracker for the last twelve months, and a draft Risk Appetite Statement for consideration and agreement by the Board for 2025/26. D Jukes provided an overview of the paper and draft Risk Appetite Statement.
The Board NOTED the arrangements in place for risk management, and the ongoing review and oversight provided by the Audit and Risk Management Committee. The Board REVIEWED and NOTED the current Strategic Risk Register. The Board AGREED the NHSBSA Risk Appetite Statement.
(Sean Murphy joined the meeting)
25/97 Microsoft License Partner Contract
A McKinlay introduced the item. S Murphy provided an overview of the paper. Following discussion, the Board APPROVED the proposal for the NHSBSA to enter into a call-off contract for the provision of a Microsoft Licence Partner with Trustmarque Limited under the Crown Commercial Services (CCS) - Technology products and Associated Services 2 Framework following th e completion of a competitive procurement exercise and granted delegated authority to the Chief Executive Officer to execute the contract. The value of the call off contract was estimated to be £25m (ex VAT). The proposed start date was 1 November 2026 for a period of three years with no possible extensions.
25/98 Workforce Transformation Assurance Services (WTAS) Contract
A McKinlay introduced the item and reminded the Board of the background to the contract requirement, linked to the Future NHS Workforce Solution Transformation Programme Full Business Case (FBC) and NISTA review.
S Murphy provided an overview of the paper and highlighted that approval would give the business permission to enter into a call off contract for the provision of WTAS under the Crown Commercial Services (CCS) - Technology Services 3 Framework Agreement (Contract RM6100) Lot 2: Transition and Transformation. A McKinlay assured the Board that the Programme would not spend against the proposed contract until all necessary Full Business Case approvals were granted.
The call off contract was estimated to be up to a value of £2,957,000 with an optional clause to extend the contract by 50% of its awarded value, therefore a potential Total Contract Value of £4.4m. The proposed start date was September 2025 for an initial 18-month period with one optional extension of 6 months.
S Murphy stated that if delegated approval was given to the Future NHS Workforce Solution Contract Readiness Board, the finalised contract award report would be provided to the NHSBSA Main Board to ensure full transparency.
Following discussion, the Board APPROVED the proposal to grant delegated authority to the Future NHS Workforce Solution Contract Readiness Board to award the WTAS contract to the successful supplier upon completion of the procurement exercise in July/August 2025. The Board granted delegated authority to the Chief Executive Officer to sign the WTAS contract. the contract signature would only be requested once the Contract Readiness Board approval was agreed.
(Sean Murphy left the meeting)
25/99 Any Other Business
There were no items of any other business.
25/100 Communications from the meeting
The Board wished to thank all colleagues involved in the production and audit of the NHSBSA Annual Report and Accounts 2024/25, and the NHS Pension Scheme Annual Report and Accounts 2024/25.
25/101 Forward Agenda and Training Plan
The Board NOTED the forward agenda and training plan.
25/102 Date and venue of the next meeting
The next Board meeting was planned for 18 September 2025.
(Brendan Brown, Darren Curry, Ellen Lynch, Andy McKinlay, Allison Newell, Danielle Sharples, Naomi Simon and Nigel Zaman left the meeting)
25/103 Confirmed minutes from the Remuneration and Nominations Committee meeting held on 13 March 2025
The Board NOTED the minutes.
25/104 Update from the Remuneration and Nominations Committee meeting held on 2 July 2025 - Alert, Advise, Assure (AAA) report
M Tomlin gave an update on the work of the Remuneration and Nominations Committee - this was summarised in a AAA report issue to the Board. The Board NOTED the update - and the alerts, advice and assurance provided.