Governance handbook

Governance is concerned with the systems and frameworks for managing organisations. It supports the board and directors to run the organisation in a way which meets legal expectations and is ethical, sustainable and effective. This is the governance handbook for NHS Cornwall and the Isles of Scilly. It is a central source of information on governance subjects.

Page contents

Our Constitution

Our Constitution sets out the governing arrangements for the ICB.

Committees

We have a governance structure in place which details:

  • committees of the ICB Board
  • sub-committees (groups which formally report to committees)
  • key external boards or committees

We have agreed an overarching framework to support committee functioning. This sets out ways of working and principles for all ICB committees.

Each ICB committee has set terms of reference. These hold information about the committee including:

  • administration
  • attendance
  • membership
  • remit and responsibilities
  • reporting arrangements
  • voting arrangements
  • who needs to be there for the committee to make a decision (we call this being quorate)

Committee dates are set well in advance. Papers are normally due 7 calendar days before the meeting. The administrator will circulate (or publish) the papers at least 5 calendar days before the meeting. Meeting dates may occasionally be subject to change.

ICB Board

The board of the ICB is made up of executive, non-executive and partner members. They meet regularly to make decisions and receive information about the work of the ICB and the ICS.

The terms of reference for the ICB board should be read together with the standing orders which are part of the ICB’s Constitution.

Board meeting dates and papers.

Audit committee

This committee is accountable to the board. It provides an independent and objective view on how the ICB is meeting its statutory responsibilities. The committee is responsible for arranging appropriate internal and external audit.

The terms of reference for the audit committee set out in more detail the responsibilities of the committee, its membership and how it works.

The committee chair is Martin Sykes. The lead ICB executive director is Simon Gittoes-Davies, our chief finance officer

The committee will usually meet on the 1st Tuesday of each month.

Remuneration committee

This committee is accountable to the board. It makes decisions about payment and rewards, fees and other allowances (including pension schemes) for employees and other individuals who provide services to the ICB. It seeks assurance that we are managing these matters properly.

The terms of reference for the remuneration committee set out in more detail the responsibilities of the committee, its membership and how it works.

The committee chair is Tarn Lamb. The lead ICB director is Patrick Weir, our director of workforce and organisational development.

The committee will meet at least twice a year and when required.

Finance, performance and commissioning committee

This committee is accountable to the board. It makes decisions on our financial plans and on the performance of the services we commission. It seeks assurance that we are managing these things effectively.

The terms of reference for the finance and performance committee set out in more detail the responsibilities of the committee, its membership and how it works.

The committee chair is Sanj Srikanthan. The lead ICB executive directors are Simon Gittoes-Davies and Rachel O’Connor, our chief finance officer and our director of inclusion.

The committee will usually meet each month, usually on the last Thursday of each month.

Quality and pathways of care committee

This committee is accountable to the board. It makes decisions about the safety of the services we commission and the experience of care. It seeks assurance that we are managing these things appropriately.

The terms of reference for the quality and patient pathways committee set out in more detail the responsibilities of the committee, its membership and how it works.

The committee chair is Carole Theobold. The lead ICB executive directors are Helen Skinner and Susan Bracefield, our chief medical officer and our chief nursing officer.

The committee will meet every other month. It will usually meet on the 3rd Tuesday of the month.

In the months when the committee does not meet there will be a meeting of the system quality group. This group is closely linked to the work of the committee and is the strategic forum for engagement, intelligence sharing and learning on quality.

Citizen engagement and equalities committee

This committee is accountable to the board. It considers how we engage and involve the people who live in Cornwall and the Isles of Scilly in decisions about them and the healthcare services we commission.

The terms of reference for the citizen engagement and equalities committee set out in more detail the responsibilities of the committee, its membership and how it works.

The committee chair is Carole Theobold. The lead ICB executive director is Carolyn Andrews, our director of transformation and partnerships.

The committee will usually meet on the 3rd Tuesday of each month.

Workforce committee

This committee is accountable to the board. It makes decisions about the ICB’s responsibilities as an employee. It seeks assurance that we are managing this properly.

The terms of reference for the workforce committee set out in more detail the responsibilities of the committee, its membership and how it works.

The committee chair is Tarn Lamb. The lead ICB director is Patrick Weir, our director of workforce and organisational development.

The committee will usually meet monthly, usually on the last Thursday of each month.

Primary care commissioning committee

This committee is accountable to the board. It makes decisions about the primary care services we commission. It seeks assurance that we are commissioning these effectively.

The terms of reference for the primary care committee set out in more detail the responsibilities of the committee, its membership and how it works.

The committee chair is Neil Walden. The lead ICB executive director is Helen Skinner, our chief medical officer.

The committee will meet every other month. The usual day for the meeting is under discussion.

Integrated care area committees

These committees are accountable to the board. They are a key part of our commitment to commissioning services at a local level. They can make decisions or guide decision-making about services in the local areas they cover.

We have 3 integrated care areas (ICAs): west, north and east and central.

The terms of reference for the ICA committees set out in more detail the responsibilities of each committee, the membership and how they work.

The main ICA committee will meet every other month. In the intervening months, the ICA committee will host the individual ICA’s separately. These meetings will focus on the individual ICA priorities.

The committee chair is Neil Walden. The lead ICB executive director is Rachel O’Connor, our director of inclusion (commissioning).

Scheme of reservation and delegation

The scheme of reservation and delegation is a detailed document which sets out who can make decisions about various functions of the ICB. This might be the ICB board, a board committee, sub-committee, particular board member or other employee.

The ICB is still accountable for all its functions, even if it has delegated the decisions about that function to a group or an individual.

Functions and decision map

The functions and decisions map shows where key decisions are taken and where responsibilities lie in the ICB and in other parts of the integrated care system.

It includes decision-making responsibilities that other organisations have delegated to the ICB.

Standing financial instructions

Our standing financial instructions set out the financial responsibilities, prime financial policies and procedures adopted by the ICB.

They aim to ensure our financial transactions are:

  • are always legal
  • meet Government expectations
  • are honest, correct, efficient and effective

Delegation arrangements

Background

In accordance with section 4.7 of its Constitution, and the delegations made under section 65Z5 of the 2006 Act, NHS Cornwall and Isles of Scilly (ICB) has put in place joint commissioning arrangements for the areas identified below.

The ICB board have approved these arrangements in accordance with the ICB Constitution and scheme of reservation and delegation.

Ambulance joint commissioning committee

The ICB participates with other south west ICBs in an ambulance joint commissioning committee. The ICB has delegated the exercise of the functions specified with a delegation agreement.

The agreement supports:

  • all commissioning functions associated with the commissioning of emergency ambulance services as an integral part of the urgent and emergency care system according to national requirements and standards
  • developing and agreeing a shared vision
  • negotiating and agreeing a contract that delivers national performance, clinical and quality standards, incorporating any known challenges and improvement plans into the contract
  • performance managing the contract against agreed standards and agreeing financial adjustments or sanctions resulting from a breach of the contract
  • being assured of the ambulance service’s level of emergency preparedness
  • such other related commissioning functions as need to be exercised

Better care fund

The better care fund is a national programme, launched in 2015. It aims to reduce the barriers often created by separate funding streams. It established pooled budgets between the NHS and local authorities. The better care fund supports local systems to deliver the integration of health and social care in a way that supports person-centred care, sustainability and better outcomes for people and carers.

The ICB has 2 section 75 agreements in place as part of this programme.

Terms of reference of any joint committee

Integrated care partnership

The integrated care partnership (ICP) is a joint committee. It brings together stakeholders from health, the local authority and third-party health and social care partners for joint working. It has a role to facilitate integration, partnership and collaborative working to drive the delivery of better health and care outcomes across Cornwall and the Isles of Scilly.

Ambulance joint commissioning committee

The ICB participates with other south west ICBs in an ambulance joint commissioning committee as described in the delegation arrangements section above.

The GP practices in the ICB area

We keep a list of all the GP practices in our area. You can find more information on the on our primary care web page.

Nolan principals

The ICB actively promotes and tries to follow the Nolan principles code of practice. All ICB colleagues have agreed to follow these principles by working within the terms of our Constitution which sets out and promotes these principles.

Selflessness

Holders of public office should act solely in terms of the public interest.

Integrity

Holders of public office must avoid placing themselves under any obligation to people or organisations that might try inappropriately to influence them in their work. They should not act or take decisions to gain financial or other material benefits for themselves, their family, or their friends. They must declare and resolve any interests and relationships.

Objectivity

Holders of public office must act and take decisions impartially, fairly and on merit, using the best evidence and without discrimination or bias.

Accountability

Holders of public office are accountable to the public for their decisions and actions and must submit themselves to the scrutiny necessary to ensure this.

Openness

Holders of public office should act and take decisions in an open and transparent manner. Information should be shared with the public unless there are clear and lawful reasons for not doing so.

Honesty

Holders of public office should be truthful.

Leadership

Holders of public office should exhibit these principles in their own behaviour and treat others with respect. They should actively promote and robustly support the principles and challenge poor behaviour wherever it occurs.

Standards of business conduct policy

The ICB has a standards of business conduct policy (PDF only, 214KB). The policy sets out expectations on how colleagues behave to meet the Nolan principles.

Corporate business standards policy

The ICB has a corporate business standards policy (PDF only, 213KB). The policy sets out in more detail elements of governance referred to in the ICB’s constitution including:

  • role descriptions for board members
  • nomination processes for ICB board partner members
  • ICB expectations when creating new committees or sub-committees

Conflicts of interest policy

The ICB has a policy on conflicts of interest, including gifts, hospitality and sponsorship (PDF only, 356KB). This tells colleagues when and how to inform the ICB of an actual or potential conflict of interest. It also explains how the ICB will manage these.

The declaration of board members interests are published as part of the board papers and minutes . This is in-line with national guidance and our promise to be an open and transparent organisation.

We publish the declarations of decision-makers and the gifts and hospitality offered to or received by our colleagues annually and expect to publish the first annual register for the ICB in March 2023. If a copy is required before then please contact the corporate governance team

If you have any questions about conflicts of interest you can ask the corporate governance team

Public involvement and engagement strategy

The ICB has a strategy on public involvement and engagement. This explains how we will engage and involve the people who live in Cornwall and the Isles of Scilly. We will do this when we make important decisions about them and the healthcare services we commission

Whistleblowing freedom to speak up policy

The ICB has a policy on whistleblowing and freedom to speak up. This tells colleagues how to raise any concerns they may have about the organisation and its services.

ICB pay and reward

The ICB follows national guidance on pay and rewards. This is sometimes called remuneration. For employees on pay bands 1 to 9 we follow national agenda for change. For those in very senior manager roles, we follow national guidance.

Duty of candour

We are committed to being an open and honest organisation.

We expect everyone who works for us to act in this way and to acknowledge, apologise and explain when things go wrong.

We demonstrate this commitment in the following ways:

  • we hold board meetings in public with papers published on the website. Members of the public can ask questions and we respond to these as part of the meeting
  • we ask the members of our board and committees to tell us about any potential or actual conflicts of interest
  • we involve members of the community as part of our decision-making processes through public engagement and publish information on engagement activity on our website
  • when a serious incident occurs, we ensure the relevant organisation investigates thoroughly and acts learn lessons
  • we appreciate the importance of resolving complaints in a timely manner and aim to respond in 25 working days whenever possible

You can raise any concerns about our duty of candour with the complaints team. They will be able to discuss the issues you have. Find out how to make a complaint.

Annual report and governance statement

All NHS organisations must publish an annual report and financial statements at the end of each financial year. As part of this we must submit a governance statement.

The purpose of the governance statement is to supply assurance about the stewardship of the ICB. It is based on evidence on governance, risk management and control. You can find the annual governance statement our annual report.

Page last reviewed: 2 December, 2022

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