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MINUTES PUBLIC BOARD MEETING
Radisson Blu Hotel, Bristol, Broad Quay, Bristol, BS1 5DA
16 May 2012
13.15 – 16.00
Present
Jo Williams
Martin Marshall
John Harwood
Professor Deirdre Kelly
In attendance
Cynthia Bower
Jill Finney
Amanda Sherlock
John Lappin
Philip King
Allison Beal ((deputising for
Director of Governance and
Legal Services
Alastair Cannon
Julian Moffatt
Jerina Brown
Morella Fox
Chair
Commissioner
Commissioner
Commissioner
Chief Executive
Deputy Chief Executive & Director of Strategic Marketing
and Communications.
Director of Operations
Director of Finance and Corporate Services
Director of Regulatory Development
Director of Human Resources
Head of Governance
Head of Legal Services
Corporate Secretary
Speech to Text Writer
Agenda item
Item 1 – Welcome and Apologies
1. The Chair welcomed everyone to the meeting. She informed those present
that although the meeting would be held in public, members of the audience
would not be allowed to participate. However, during the breaks the Board
would be happy to answer any questions. A welcome was also given the
Morella Fox, Speech to Text Writer.
2.
Apologies were received from Louise Guss the Director of Governance and
Legal Services. Kay Sheldon, Commissioner, had indicated that she would
not attend.
Item 2 – Declaration of Commissioner Interests
3. Martin Marshall declared that he had been appointed to undertake some
evaluative work at Barking Havering and Redbridge Trust. He would update
his Register of Interests accordingly.
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ACTION: Martin Marshall to update his Register of Interests with his
recent appointment – Secretariat
Item 3 – Minutes of Meeting held on 15 February (Ref: CM/02/12/01)
4. The minutes of the meeting held on the 15 February were reviewed and
accepted as a true record of the meeting.
Item 4 – Matters Arising and Action Log (Ref CM/02/12/02)
5. Professor Kelly referred to information on the number of stage 1 and stage 2
complaints upheld. The Board previously had asked for the KPIs to be
incorporated into the scorecard and she asked when this would be actioned.
It was confirmed that this would be included in the scorecard for Q1.
6. In the meantime the Board were advised that no complaints had been upheld
or investigated by the Ombudsman.
7. In relation to item 37 on the Action Log, the Board were advised that once,
ready for publication, the Defence Medical Services report would be
circulated.
Item 5 – Chairs & Commissioners’ report
8. The Chair introduced a short report to the Board which took forward the
recommendation for a Unitary Board for CQC arising from the Capability
Review carried out by the Department of Health. The Secretary of State had
approved the proposal; regulations were laid before Parliament on the 30
April to come into effect on the 31 May 2012. The regulations had previously
been amended to extend the number of Board members to between 6 and 12
plus the Chair. It was envisaged that on a unitary board there would be a
majority of non-executive members.
9. The Board welcomed the move to a Unitary Board with the Chief Executive
becoming a member. It would be for the incoming CEO to propose which
executive Director posts should become members of the Board with
recommendations being made by the Chair to Secretary of State for
approval. It was noted that if Executive members left CQC (or their posts)
they would be required to resign from the Board.
Report back from Audit Risk and Assurance Committee (ARAC)
10. Professor Kelly reported back to the Board on the Audit and Risk Assurance
Committee meeting held on 2 May and highlighted the following:

The Committee had considered a follow up audit on the
Governance and Risk Management Framework which provided only
partial assurance.

The Committee had noted progress on an ongoing fraud
investigation which was now a police matter with the member of staff
being dismissed from CQC. A paper on lessons learnt would come
back to the Committee in due course.

As a result of recent fraud activity an e-learning package had
been put in place for all staff.

The Committee had received a report on the regulatory risk
register which focussed upon providing analysis and interpretation of
the current operational data about non-compliance.

The Committee had received the first draft of the Governance
Statement for comment.
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
The Committee had taken a decision to schedule two additional
meetings to focus primarily on risk issues.

The Committee had received assurance on the management
processes for oversight of internal audits management actions.
11. The Director of HR commented that, in response to the internal audit of
governance, a project group would be set up in order to ensure delivery
against recommendations contained in the internal audit and governance
recommendations contained in the DH Performance & Capability review.
The project board would meet on the 29 May to sign off the project plan
before going to ARAC on the 6 June.
12. The Board noted the report.
Report back from the Stakeholder Committee
13. John Harwood reported back on the special meeting of the Stakeholder
Committee held on the 25 April. The meeting had been held in order to
review the CQC strategic plan with stakeholders. Stakeholders had
welcomed the opportunity to shape the plans and contributions from
Stakeholders had been constructive.
Item 6 – Chief Executive’s Report to the Board (Ref: CM/02/12/05)
14. The Chief Executive presented her report to the Board and highlighted the
following:

CEO Recruitment – the process for recruiting the new CEO was
underway

National Customer Service Centre (NCSC) – The Strategic
Review would provide an opportunity to rethink the Customer Services
philosophy and for the Board to indicate what they required from the
customer services function in the future.

Fraud investigation – the case was now in the public domain. A
review had been undertaken and there would be a relaunch of counter
fraud policies across the organisation.

Secure Training Centres – CQC now participates in these
inspections which are led by Ofsted which would provide better
oversight of health services in all areas of youth justice.
15. The Board acknowledged that huge progress had been made in the NCSC.
and that the improved performance of the centre had achieved an
increasingly positive effect on relationships with the public and those
providing services.
16. The Board discussed the registration rejection rate and queried whether 1 in
3 was too high a figure. The Director of Operations replied the rate was due
in part to absent CRB documentation that is required to accompany
applications. Some providers also submitted applications when their facilities
had not yet been completed
17. Considerable work had been completed to provide better guidance on the
CQC website on the completion of application forms. Further substantial
improvement in rejection rates would be achieved with the move to an on-line
registration process which would prevent the submission of applications
where they did not fully meet the necessary criteria.
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Item 7 - End of Year Performance Report and Forward Look (Ref:
CM/02/12/06
18. The CEO introduced this report which provides an overview of the
organisation’s end of year performance against agreed measures and targets
and a forward look.
19. The CEO highlighted a summary of performance which had included 13,500
reviews across the various sectors, 1,500 mental health visits during which
almost 4,500 individual detained patients had been seen. There had also
been 30,000 applications processed in under the 8 week target for
registration.
20. It was noted that some measures did not achieve their target due to various
factors however, most showed significant improvement.
21. The challenge for next year would be to increase the percentage of site visits
involving Experts by Experience. The Strategic Review would consider how
best to make best use of input from experts, users and carers. It was noted
that second opinion requests (SOADs) although below target performance,
were within reasonable timeframes: the time-based targets for SOADs were
currently being reviewed as they had originally been set by the Mental Health
Act Commission and did not reflect CQC’s statutory obligations.
22. The Chair acknowledged this was a fair summary: there have been
enormous changes over the last 12 months, and good progress was being
made, as reflected in progress in implementing the findings of the external
reviews.
23. John Harwood raised a point about levels of enforcement action. There had
been 638 warning notices in 2011/12 with 460 being in the second half of the
year. However it appeared that the number of inspections had risen quicker
than the number of warning notices or other enforcement action. He
suggested it would have been helpful to have received an analysis of this.
24. The CEO agreed that some analysis and reflection would be valuable and
that the intention was to publish this later in the summer
25. Professor Kelly commented that it would be interesting to have more details
of the effect of the whistle blowing information received by CQC following
Winterbourne View. The CEO stated that this was available.
26. Professor Kelly was concerned about the consistent red rating for SOADs
and whether this meant that people were not receiving the service they
required.
27. Martin Marshall was concerned about the number of red risks around mental
health.
28. The Director of Operations agreed that these were important points and
currently work was being undertaken with the clinical community and service
users to develop more clinically relevant measures. Nonetheless there were
ongoing challenges. Late referrals from providers affected the timeliness of
some referrals to Doctors. The level of demand for opinions is variable and
the supply of doctors prepared to undertake the work is limited. Currently
there is a particular supply problem in London and the South East. However,
recruitment had been undertaken which had resulted in a 100 additional new
appointees.
Finance
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29. The Director of Finance and Corporate Services provided the Board with a
summary of financial performance. He explained both the revenue grant-inaid and net expenditure positions are well below budget for the year 2011/12
which was due in large part to the continuing effects of the earlier
Government recruitment freeze, particularly on front line inspectors. There
was a reduction in total new expenditure from £83.4 in 2012/11 to £58.4m
and the reasons for this were outlined in the report. The accounts as
presented were subject to Audit which was due to be completed in the next
few weeks.
30. The Director of Finance and Corporate Services advised the Board that
Annex F of the report provided a summary of the new format and shape of
the scorecard from April. It incorporated outcome based measures which
would be populated in Q1 of 2012/13.
31. The Board had previously approved in February the Business Plan for this
year. It now incorporated the work to address the findings of external
scrutiny, including the evaluation of the regulatory model.
32. The Chair thanked all the staff who had helped prepare the end of year
performance and financial report as the Board had requested and although,
not yet complete, the Board would welcome in due course further
understanding of the impact of the regulatory model.
APPROVED: The Board approved the Business Plan for 2012/13
Item 8 – Scrutiny Review Action Plan – Status Report (Ref: CM/02/12/07)
33. The Deputy CEO presented a status report of progress on the scrutiny review
action plan. She explained that good progress was being made with the
majority of milestones on track. Annex 1 of the report provided an illustration
of the main programme and deliverables. Three areas had been identified
where there could be potential slippage. These were in relation to:

Publication of the monthly performance scorecard which had
slipped from April to May

Implementation of an enhanced bank of clinical and professional
associates and consistent guidelines for their use. This was a major
and important piece of work. There was a risk that the rollout and use
of guidelines would not be completed by the end of May.

Interim results for work with external experts. In the light of
advice provided by the Evaluation Expert Group a more staged
approach is to be taken to evaluating the work with external experts.
34. There also remained issues to be address in respect of the integration of the
Mental Health Act functions with other CQC functions and prioritising the flow
of work through the limited IT/IS pipeline.
35. The Chair commented that CQC’s response to DH was now in the public
domain and available on the CQC website. The Board noted the report and
commented it was important not to underestimate the challenge. The Board
sought and received assurance that the information and progress required by
the forthcoming Health Select Committee hearing would be available.
36. The Board would receive an update at the June Board meeting.
ACTION: further progress update to the June Board – Deputy CEO
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Item 9 – Strategic Risk Register Ref: CM/02/12/08)
37. The Chair reported that the Board had not been able, as planned, to review
the Strategic Risk Register. A previously postponed workshop would be held
on the 20 June to commence this work. In the meantime the Board had
undertaken some prelimarily reviewing and revision of the risks.
38. Professor Kelly stated that Strategic Risk Register was owned by the Board
and needed to be related to the strategic objectives. The effect of the delay
would be that there would be greater clarity about the revised strategy and
this would be helpful in revising the strategic risks.
Item 10 - Corporate Governance Framework (CM/02/12/09).
39. The Head of Governance introduced this report for Board approval and
advised the Board that the document brought together in single place a
description of different elements of the governance framework - structures,
processes, roles etc – and explained how they were intended to function and
the benefits they would deliver
40. The document would require updating once the organisation moved to having
a Unitary Board and thereafter would be regularly reviewed. The Framework
would provide a reference document and would be published on the CQC
website.
41. It would be the Board’s responsibility to keep the Governance Framework
under periodic review particularly as and when CQC’s role changed, and to
give consideration to whether the governance in place remained fit for
purpose or required updating in line with best practice.
42. Board member’s attention was drawn to a number of points:
 the description of the Board role in relation to setting
CQC’s strategy which had been subject to discussion with
the DH.
 the provision of a Deputy Chair.
 The proposed expansion of the remit of the Remuneration
Committee to encompass succession planning
 The recent changes to the Executive Team committees
and their new remits
 The proposals for the review of the Board’s effectiveness
43. Once approved the intention was to prepare further governance
documentation to supplement the Framework, including a Board operating
model describing the detail of the how the Board works in practice. There
were other documents being revised, in particular the Framework Agreement
with the DH, which might require amendment to the Corporate Governance
Framework.
44. The Board welcomed a Board operating model and thought it was prudent
and good practice to carry out an annual review of the Governance
Framework document.
45. In discussion detailed points were made as follows:

The roles of the Chair of ARAC should be included;

It would be helpful to highlight changes made in response to
external scrutiny of CQC governance arrangements;
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
It should be made clear that whilst individually the
Commissioners do not have executive powers, collectively they do but
that these are delegated to the executive;

it should be updated to reflect the agreed change to a unitary
board and the revised Board membership

Page 9 first bullet under Main Responsibilities - replace 'sign off'
with 'approve'

There should be consistent nomenclature with the Board and
Executive Team having committees and those committees having
subcommittees.

Confirm that the Remuneration Committee takes on responsibly
for oversight of Board succession planning

Page 12 re Stakeholder Committee membership – revise to
describe its membership as ‘…a section of CQC’s most important
stakeholders’

page 19 Board Members terms of appointment revised

include on page 38 the 2012 Membership Regulations in the
Appendix on Enabling Legislation
46. It was acknowledged that whilst CQC would be responsible for HealthWatch
England functions there would need to be flexibility exercised to ensure a
strong Board relationship with that Committee.
APPROVED: The Board approved Governance Framework document
subject to the comments above.
AGREED: Governance Framework document to be reviewed annually
by the Board to ensure it is fit for purpose
ACTION: Add to the Board forward plan an item to review the framework
annually. – Secretariat
Item 11 – Regulatory Risk and Quality Framework (Ref: CM/02/12/10)
47. The Director of Operations presented this report to the Board to provide an
update on the recent changes to risk and quality arrangements and how
these will support future regulation of the NHS.
48. The report provided detail on the operational changes made to strengthen
risk and quality processes with a commitment to measure success through
the effectiveness of regulatory action in addressing poor performance as well
as the performance of internal systems as the levers for change.
49. Robust reporting systems would be put in place to provide management
assurance with the Regulatory Risk Committee reporting into the Audit Risk
and Assurance Committee. The move to four regions would also provide
greater consistency on regulatory activity.
50. There would be a need to monitor the consistent application of the regulatory
model and to develop a sector specific approach to risk. For example over
the next two years there will need to be a more specific focus on the
remaining NHS Trusts in the Foundation Trust ‘pipeline’ and a dedicated
assurance team would be taking this work forward working closely with
National Trust Development Agency/Monitor and DH.
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51. Martin Marshall stated that he considered there to be three key issues that
needed to be put to the Board to consider:
 Processes to generate the necessary assurances;
 The operation of a generic field force
 The role of the Essential Standards
and that these had not been sufficiently brought out in the paper.
52. The Director of Operations replied that the generic workforce deployment
was part of the corporate review. This paper had not intended to provide
answers but to reassure the Board that the questions are being addressed
further work would be undertaken on the overall framework for regulatory
risk.
53. The CEO stated the intention had been to illustrate the work undertaken to
improve the quality and management of regulatory risk, and the governance
changes for example having the Chair of the Regulatory Risk Committee
moving from the Director of Operations to the Director of Regulatory
Development to enable the Board to be sighted on the Quality Assurance
processes.
54. John Harwood commented that he supported the metrics as outlined in para
2.10 on page 7. However it was important that regulatory risk reports did not
simply report transactions but explained impacts and consequences. For
example a key issue was tackling potential inconsistencies in different
professional judgements and if and when this occurred taking the necessary
steps to reduce inconsistency.
55. He observed that the model the Board were being asked to approve on page
six on the role of the Executive was incorrect. He pointed out that nonExecutives were also part of the process. It was also important to
understand what was meant by regulatory risk.
56. The Chair proposed that this issue be taken away and a discussion should
take place with the Head of Regulatory Risk and others to reflect on
challenges made by the Board in order to formulate a response to strengthen
operational structures.
ACTION: A revised paper to be brought to the Board in July taking into
the Board comments, in particular making clear the strategic
implications that the Board should consider Director of Operations
Item 12 – Evaluation Programme – update (Ref: CM/02/12/11)
57. The Director of Regulatory Development presented this report to the Board to
provide an update on progress against CQC’s evaluation programme.
58. He reported that good progress has been made against each of the key
workstreams within Phase 1 of the Evaluation. An online DANI1 survey of
Directors of Nursing of NHS Acute Trusts has been completed with analysis
of responses scheduled for early May.
59. There would be investment in a programme of evaluation on shared
experiences of regulation. Potential areas including impact of enforcement
activity and dealing with non compliance and how to ensure that judgements
made by Inspectors were consistent.
60. Consideration was being given to some pilot work with Operations on how to
flex the generic model and incorporate it as part of the strategy work,
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61. It was reported that the first meeting of the Expert Advisory Group had taken
place. They had agreed the need for independent expertise, but felt that a
large impact study was too ambitious at the present time and therefore
recommended a more staged approach. This would enable a more detailed
logic model to be developed which mapped out inputs, processes, outputs
and impact which could feature in next year’s scorecard.
62. Martin Marshall commented that this was a good example of the value of
external input which had recommended CQC slow down to ensure that a
decision is based on sound evidence around data and testing.
63. Board members welcomed the progress made to date.
APPROVED: The Board approved and supported a staged approach to
evaluation.
APPROVED: The Board approved that the specification for
independent advice/research is signed off by the Executive Team.
Item 13 – Communications Strategies (Ref: CM/02/12/12)
64. The Deputy CEO presented this report to the Board to provide a composite
overview of the strategies for the Strategic Marketing and Communications
Directorate for 2012.
65. The Deputy CEO highlighted key areas of the communications strategy. She
explained that the role of Strategic Marketing and Communications was to
build and enhance CQC’s reputation and visibility to the external world to
demonstrate the change regulation can make across both health and social
care sectors.
66. It was the role of the Directorate to provide a continuous source of
information and to ensure that judgements and reports are published which
support decisions made on services. This plays a valuable role in supporting
the people's choice of service which is not the same as being the provider of
choice. There are many other sources of information when choosing a health
care or social care provider and CQC supports that decision by publishing
information.
67. Information available to the public will continue to be improved to include
transparency of the regulatory model, clear accessible reports, and
improvements to the website with downloadable lists of up-to- date
information and the development of a new website and public content for
HealthWatch England.
68. It was reported that success measures on pubic interaction would be
demonstrated by an evaluation of user voice pilot due to report in the autumn.
69. Martin Marshall asked whether this signalled a strategic shift away from
localism in CQC’s communication strategy.
70. The Deputy CEO responded that CQC has been ‘pushed’ into a national
profile and this was the response to that. In part this was because of the
strategic review; it was decided to apprise the board of the approach being
taking to each of the segments during the next 12 months. CQC’s
communication strategy would be revised as part of our wider strategic
review following consultation.
71. There were also a number of key observations:
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72.
73.
74.
75.

CQC had positioned itself as an improvement agency with its
early manifesto but had overestimated what could be delivered.

The start of CQC coincided with the launch of the mid
Staffordshire report.
The view of the media was that CQC was set to fail because its remit is too
large. It was therefore important to effectively communicate what could and
could not be achieved backed up by consistent judgements and robust data.
It would be important for CQC to drive the debate by providing confident
commentary in the market place, with policy people, stakeholders, and
service users. The market reports a are good example of where CQC could
influence the debate.
The Board welcomed the report which they felt was comprehensive and
supported the organisation. They felt that the success measures were
ambitious but were reassured that the organisation had the resources to
undertake this work. They thanked the Deputy CEO for her work and that of
her team.
The Chair stated that everyone had a responsibility to work together to
ensure a consistent message and to continue to build relationships. It would
be essential to use regulatory evidence in order to demonstrate the
organisation’s impact.
Item 14 – Chair’s Action – Amendment to Recommendation 8 of the
Winterbourne View Internal Management Review (Ref: CM/02/12/13)
76. A Chair’s Action was taken on the 21 February 2012 to approve an
amendment to Recommendation 8 of the Winterbourne View Internal
Management Review.
APPROVED: The Board ratified the Chair’s Action taken on 21 February
2012
Item 15 – Chair’s Action – Amendment to Appendices D and F in the
Scheme of Delegation (Ref: CM/02/12/14)
77. A Chair’s Action was taken on 29 March 2012 to approve an amendment to
Appendices D and F in the Scheme of Delegation.
APPROVED: The Board ratified the Chair’s Action taken on the 29
March 2012
Item 16 – Working with people who use services and taking account of their
views – information report on progress (Ref: CM/02/12/15)
78. The Board received this report and noted progress to date. A report would
come back to the Board in order to enable a much fuller debate about the
way in which people who are using services are involved in the CQC’s
activity and work.
Item 17 – Forward Board Plan (Ref CM/02/12/16)
79. The Board noted the forward plan
Item 18 – Review of the meeting
80. The Chair thank everyone for their participation and contribution to the
meeting she also thanked members of the audience who had, with great
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patience, sat through the meeting and hoped they found some of it interesting
and that it had provided them some insight into the way in which CQC carried
out its work.
CLOSED
81. The meeting closed at 16.00
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