Workforce Committee Terms of Reference

Workforce Committee Committee

Terms of reference

(Approved by the committee on 30 April 2025
Ratified by the Board of Directors on 29 May 2025)

1. Name of committee

The name of this committee is the Workforce Committee.

2. Composition of the committee

The members of the Committee and those who are required to attend are shown below together with their role in the operation of the Committee.

Members: full rights

Title	Role in the committee
Non-executive Director (Chair of the Committee)	Non-executive directors provide constructive challenge and strategic guidance, and lead in holding the executive to account. In particular, non-executive directors should scrutinise the performance of the executive management in meeting agreed goals and objectives, receive adequate information and monitor the reporting of performance. They should satisfy themselves as to the integrity of clinical and other information, and make sure that clinical quality controls, and systems of risk management and governance, are robust and implemented. (Code of Governance for NHS Provider Trusts, NHS England 2022)
Non-executive Director	Non-executive directors provide constructive challenge and strategic guidance, and lead in holding the executive to account. In particular, non-executive directors should scrutinise the performance of the executive management in meeting agreed goals and objectives, receive adequate information and monitor the reporting of performance. They should satisfy themselves as to the integrity of clinical and other information, and make sure that clinical quality controls, and systems of risk management and governance, are robust and implemented. (Code of Governance for NHS Provider Trusts, NHS England 2022)
Director of People and Organisational Development	Assurance on the OD and Workforce aspects of their portfolio in relation to the delivery of the strategic aims, goals and plans relating to staff and legal and statutory HR functions.
Director of Nursing and Professions	Assurance on the professional workforce aspects of the Nursing and Allied Health Professional, Psychology and Psychotherapy staff.
Medical Director	Assurance on the professional workforce aspects of the medical staff.
Chief Operating Officer	Executive Director with responsibility for oversight and delivery and development of Care Services. Assurance and escalation provider to the Workforce Committee.

While specified Board members will be regular members of the Workforce Committee any other Board member can attend the meeting on an ad-hoc basis if they wish and will be recognised as a member for that particular meeting and if necessary, will count towards the quoracy.

Non-executive directors are also welcome to observe Board sub-committee meetings that they are not a member of as part of their development.

In attendance: in an advisory capacity

The Committee may also invite other members of Trust staff and partners to attend to provide advice and support for specific items from its work plan when these are discussed at the Committee’s meetings.

Title	Role in the committee	Attendance guide
Associate Director for Corporate Governance	Trust Board Secretary overseeing the information flows of the committees	Each meeting
Associate Director for People Resourcing and Organisational Development	Provide information and assurance on organisational development, leadership and management development, talent development and strategic resourcing, including widening participation and apprenticeships	Each meeting
Associate Director of Employment	Provide information and assurance on the approach taken to employment practices, policies and processes, partnership working arrangements internally within the Trust and effective change management approaches affecting people	Each meeting
Head of People Analytics and Temporary Staffing	Provision of workforce information and undertaking of analytics as required	As Required
Head of Strategic Resourcing and Talent Development	Provide assurance on vacancies rates, the future direction of workforce skills and skills gaps	As Required
Head of Communications	Provide information and assurance on methods of communication	As Required
Head of Diversity and Inclusion	Provide information and assurance on the equality, diversity and inclusion agenda and plan	As Required
Head of Wellbeing	Provide information and assurance on the health and wellbeing across the Trust	As Required

In addition to anyone listed above as a member, at the discretion of the Chair of the Committee the Workforce Committee may also request individuals to attend on an ad-hoc basis to provide advice and support for specific items from its work plan when these are discussed in the meetings.

2.1 Governor Observers

The role of a governor at Board sub-committee meetings is to observe the work of the Committee, rather than to be part of its work as they are not part of the formal membership of the Committee. The governor observes Board sub-committee meetings in order to get a better understanding of the work of the Trust and to observe non-executive directors appropriately challenging the executive directors for the operational performance of the Trust.

At the meeting the governor observer will be required to declare any interest they may have in respect of any of the items to be discussed (even though they are not formally part of the discussion). Governors will receive an information pack prior to the meeting. This will consist of the agenda, the minutes of the previous meeting and summaries of the business to be discussed. Governor observers will be invited to the meeting by the Corporate Governance Team. The chair of the meeting should ensure that there is an opportunity for governor observers to raise any points of clarification at the end of the meeting.

2.2 Associate Non-executive Directors

Associate Non-executive Directors will be invited to attend Board sub-committee meetings as part of their induction. They will be in attendance at the meeting, in the capacity of observer only, unless invited to contribute by the Chair in circumstances that support the Associate NEDs’ development and understanding. This is so the accountability of the substantive members of the Committee is maintained.

Associate NEDs will be invited to meetings by the Corporate Governance Team and will be sent copies of the meeting papers.

3. Quoracy

Number: The minimum number of members for a meeting to be quorate is three and must include at least one non-executive director and one executive director. Attendees do not count towards quoracy. If the Chair is unable to attend the meeting, and if otherwise quorate, the meeting will be chaired by the second non-executive director.

Deputies: Where appropriate members may nominate deputies to represent them at a meeting. Deputies do not count towards the calculation of whether the meeting is quorate except if the deputy is representing the member under formal “acting up” arrangements. In this case the deputy will be deemed a full member of the Committee.

It may also be appropriate for attendees to nominate a deputy to attend in their absence.

A schedule of deputies, attached at appendix 1a, should be reviewed at least annually to ensure adequate cover exists.

Non-quorate meeting: Non-quorate meetings may go ahead unless the Chair decides not to proceed. Any decisions made by the non-quorate meeting must be reviewed at the next quorate meeting.

Alternate chair: In the absence of the Chair the alternate chair of the meeting will be the second non-executive director.

4. Meetings of the committee

Meetings may be held face-to-face or remotely as is considered appropriate. Remote meetings may involve the use of the telephone and / or electronic conference facilities.

Frequency: Bi-monthly

Urgent meeting: Any member of the Committee may request an urgent meeting. The Chair will normally agree to call an urgent meeting to discuss the specific matter unless the opportunity exists to discuss the matter in a more expedient manner.

Administrative support: The Corporate Governance Team will provide secretariat support to the Committee.

Minutes: Draft minutes will be sent to the Chair for review and approval within seven working days of the meeting.

Papers: Papers for the meeting will be distributed electronically by the Corporate Governance Team five working days prior to the meeting. Papers received after this date will only be included if agreed by the chair.

5. Authority

Establishment: The Workforce Committee is a sub-committee of the Board of Directors and has been formally established by the Board of Directors.

Powers: The Workforce Committee is constituted as a standing committee of the Board of Directors. The Committee is authorised by the Board to seek assurance on any activity within its Terms of Reference.

In consultation with the Board of Directors, the Committee is able to access independent professional advice and secure the attendance of persons outside the Trust with relevant experience and expertise if it considers this necessary.

Cessation: The Workforce Committee is a standing committee in that its responsibilities and purpose are not time limited. It will continue to meet in accordance with these Terms of Reference until the Trust Board determines otherwise.

6. Role of the committee

6.1 Purpose of the committee

The purpose of the Committee is to provide the Board with assurance concerning all aspects of strategic workforce matters relating to the provision of care and services in support of getting the best clinical outcomes and experience for patients and staff.

Its purpose is also to ensure there is a positive working environment for staff which promotes an open culture that helps staff do their job to the best of their ability.

Trust Strategic Objective	How the committee will meet this objective
We deliver care that is high quality and improves lives	Assurance on the delivery of the Trust’s strategic workforce plan
We provide a rewarding and supportive place to work	Assurance on the delivery of the Trust’s strategic workforce plan
We use our resources to deliver effective and sustainable services	Assurance on the delivery of the Trust’s strategic workforce plan

6.2 Guiding principles for members (and attendees) when carrying out the duties of the committee

In carrying out their duties members of the Committee and any attendees of the Committee must ensure that they act in accordance with the values of the Trust, which are:

we have integrity
we are caring
we keep it simple.

6.3 Duties of the committee

On behalf of the Board of Directors the Committee will:

Seek assurance on the progress made against the NHS People Plan.
Seek assurance on the development and the delivery of the Trust’s People Plan and have oversight of its key strategic themes which include: health and wellbeing; resourcing; equality and inclusion; engagement and retention; and leading together.
Carry out the role of Wellbeing Guardian Champion and receive a Wellbeing Guardian Report at every meeting.
Carry out the duties of the Designated Board Member when an investigation is undertaken regarding a doctor’s practice in line with the Managing Concerns About Medical Colleagues (Maintaining High Professional Standards) Policy, with the Chair of the Committee being the Designated Board Member.
Seek assurance on the development of the workforce to ensure the Trust has productive staff with the skills, competencies, and knowledge to provide safe and effective care.
Be responsible for signing off any underpinning workforce strategies.
Seek assurance that the Trust is meeting its legal and regulatory duties in relation to its employees.
Have oversight of relevant workforce data and specific initiatives in relation to the Equality and Inclusion Agenda as requested by the Board of Directors, recognising that a significant element of the Trust’s work to ensure equality and inclusion is with regard to the workforce.
Seek assurance that the Trust is actively involved and where relevant influencing work taking place at a national, regional, and local level including the work carried out by the West Yorkshire and Harrogate Integrated Care System relating to workforce.
Seek assurance on progress against the workforce metrics.
Seek assurance around the risks delegated to it via the Board Assurance Framework. The Committee should determine if the appropriate level of risk has been identified, review the effectiveness of the controls in place relevant to the risks, review and challenge the strength of the assurances provided, identify any gaps in control or assurance and ensure that the risk lead identifies appropriate actions to address such gaps.
Where necessary seek assurance into any area of work related to workforce and related matters on behalf of the Board.

The Committee will also review the draft Internal Audit Annual work plan so it can be assured on the sufficiency of the work the Auditors will carry out in respect of matters pertaining to the duties of the Committee. Assurance on the plan’s sufficiency (or comments on any matters that should be included) will be provided to the Audit Committee to allow it to approve the overall plan.

7. Relationship with other groups and committees

The Workforce Committee does not have any sub-committees. It is linked to the People and Organisational Development (POD) Governance Group as an assurance receiver. The Workforce Committee provides a route of escalation for this group to the Board of Directors. Although this does not preclude any other group being asked to provide assurance. The Committee has a duty to work with other Board sub-committees to ensure matters are not duplicated.

Reporting

An assurance and escalation report will be made to the Board of Directors by the Chair of the Committee.

Links with operational processes

The Workforce Committee receives a People and Organisational Development Governance Group Chair’s Report at each meeting. This report summarises the recent activity of the People and Organisational Development (POD) Governance Group as well as highlight reports from each of the three POD Governance Groups (People OD and Resourcing Group, People Employment Group and People Experience Group).

8. Duties of the chairperson

The Chair of the Committee shall be responsible for:

Agreeing the agenda and ensuring it is balanced
Directing the meeting ensuring it operates in accordance with the Trust’s values
Giving direction to the minute taker
Ensuring everyone at the meeting has a reasonable chance to contribute to the discussion
Ensuring discussions are productive, and when they are not productive, they are efficiently brought to a conclusion
Deciding when it is beneficial to vote on a motion or decision
Checking the minutes
Ensuring sufficient information is presented to the Board of Directors in respect of the work of the Committee
Ensuring the Chair’s report is submitted to the ‘parent’ committee as soon as possible
Ensuring that governor observers are offered an opportunity at the end of the meeting to raise any points of clarification

It will be the responsibility of the Chair of the Workforce Committee to ensure that it (or any group / committee that reports to it) carries out an assessment of effectiveness annually, and ensure the outcome is reported to the Board of Directors along with any remedial action to address weaknesses. The Chair will also be responsible for ensuring that the actions to address any areas of weakness are completed.

In the event of there being a dispute between any ‘groups’ in the hierarchy (in the case of this Board sub-committee, this would be between the Board and the Workforce Committee and, in recognition of the nature of matrix working between the work of all Board sub-committees, the Workforce Committee and any other Board sub-committee) it will be for the chairs of those ‘groups’ to ensure there is an agreed process for resolution; that the dispute is reported back to the ‘groups’ concerned; and that when a resolution is proposed regarding the outcome this is also reported back to the ‘groups’ concerned for agreement.

The Chair of the Workforce Committee will also be the Designated Board Member when an investigation is undertaken regarding a doctor’s practice in line with the Managing Concerns About Medical Colleagues (Maintaining High Professional Standards) Policy.

9. Review of the terms of reference and effectiveness

The terms of reference shall be reviewed by the Committee at least annually and be presented to the Board of Directors for ratification where there has been a change.

In addition to this the Chair must ensure the Committee carries out an annual assessment of how effectively it is carrying out its duties and make a report to the Board of Directors including any recommendations for improvement.

Appendix 1a – Schedule of deputies

It may not be necessary or appropriate for all members (or attendees) to have a deputy attend in their absence. If this is the case, please state below “no deputy required”.

Full member (by job title)	Deputy (by job title)
NED Chair	Second NED on the Committee
Director of People and Organisational Development	Associate Director for People and Organisational Development
Director of Nursing and Professions	Deputy Director of Nursing (as required)
Medical Director	Deputy Medical Director
Chief Operating Officer	Deputy Director (as required)