Minutes of the Meeting of the Court of Directors held on 15 July 2021

1. Minutes and Matters Arising

The minutes of the meeting held on 26 May 2021 were approved.

There were no conflicts declared in relation to the present agenda.

2. ARCO Update

(Dorothy Thompson)

Dorothy Thompson said that KPMG and the NAO had shared with ARCo their reflections on the recent Audit: these were broadly positive, though with some areas identified for improvement. On Risk, the Committee had received an update on current recruitment challenges in Technology. It had also heard updates on data privacy and on Central Services benchmarking.

3. RemCo Update

(Dido Harding)

Dido Harding said that the Committee had received updates on the Performance Review process and the current recruitment challenges in Technology and had discussed policy on Executive Director remuneration.

Andrew Bailey updated Court on progress to fill current and impending vacancies.

4. RTGS Update

(Ron Kalifa and Victoria Cleland)

Court noted a report on the RTGS Renewal Committee meeting. Victoria Cleland said that good progress was being made with the final state infrastructure and attention was turning to ensuring that participants would be ready and able to cutover to the new system. Jon Cunliffe said that it would be important to work with the new ISO standard, consistent with the Bank’s expectations of the external entities that it regulated.

The challenges in recruiting and retaining technology staff were again noted. Rob Elsey (CIO) said that Technology Recruitment and HR were looking at a range of issues beyond pay, including on-boarding delays.

5. Diversity Review

(a) Review of Ethnic Diversity and Inclusion: final publication and communication strategy

(Amar Radia, Jennifer Pye, Jerusalem Gebremeskel, William Abel, Nishat Anjum, Sagar Shah, Ragveer Brar, Jacqueline Koay, Jamie Bell, Sebastian Walsh, Hannah Schraer and Sian Jones)

Diana Noble noted that the Review was concluded and would, with Court’s agreement, now be published internally and, on 21 July, externally. The tone of the communications was balanced, honest, built on deep analysis, and recognised the amount of work to be done. Court voiced its support and gratitude to the Review team and its external advisers, and to the BEEM co-chairs and working group for their outstanding contributions on this issue.

Court approved the final Review, the internal communications approach, and the external communications strategy.

(b) Diversity Targets

(Jane Cathrall, Paul Wright, Cat Hines, Amar Radia, William Abel, Ragveer Brar, Jacqueline Koay and Vicky White)

Court approved the proposed gender and ethnicity targets. These would be published externally, in conjunction with the Review.

6. Update on Regional Strategy

(Tani Hussain, Andrew Hebden, Jo Muir, Chloe Kennedy and Simon Heywood)

Jo Place provided an update on activities since the discussion in April, including a meeting with external stakeholders in Leeds and completion of a staff survey. The latter had confirmed support for a “non-vertical” approach and, by extension, no forced moves. There remained a question as to what the Bank’s level of ambition should be. Court agreed the importance of value for money; and members suggested that the project team include an adviser from a company that had gone through a similar experience.

7. IEO

(Melissa Davey, Asja Karanusic and Randip Bains)

(a) 2021 Stocktake on previous IEO Evaluations

Melissa Davey updated on the implementation of past IEO recommendations. She noted that not all of the actions from the previous IEO evaluations had been completed, due to work reprioritisation, but a plan was in place to but would ensure these actions were closed.

(b) IEO follow-up on the 2018 SMF Evaluation

Melissa Davey advised that this report had been completed very quickly, but that sign-off had been paused due to the pandemic. She believed that all actions had been completed effectively and that cross-bank working seemed to have improved. Dave Ramsden commented that the pandemic had resulted in a live testing of the Bank’s liquidity facilities, which had performed very well.

8. Quarterly Financials

(Nat Benjamin, Kevin Moosa and Afua Kyei)

Kevin Moossa advised Court that spending had been running below budget in the first quarter (March-May), mainly reflecting delayed investment spend and recruitment shortfalls, updated the full-year 2021/22 forecast.

The Chair noted that the £2.8m underspend was primarily driven by backlogs in recruitment, and asked whether this situation would be improved. Nat Benjamin replied that a number of new hires were held-up in the vetting process, and that it was realistic to expect this to be resolved in due course.

9. Committee Appointments and Conflicts

(John Footman)

John Footman said that there were no conflict issues to report. Catherine Mann was meeting the Treasury Committee during the following week, ahead of taking up her appointment to the MPC. It was hoped shortly to launch a competition to replace Norval Bryson on the PRC.

10. Appointment of Director for CCFF Ltd

(John Footman)

John Footman explained that the Covid Corporate Financing Facility (CCFF) was winding down, but still required a director to replace Alex Brazier. It was proposed to appoint Sarah John, with a view to her becoming Chair of the CCFF Board. Court approved the appointment.

11. Update on Travel and Expense Policy

Court approved the amended Travel and Expenses policy.

12. Papers for Information

Court noted:

• MPC Report
• Bank/FRC MoU

The meeting of Court was closed