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Framework Document


<strong>United</strong> <strong>Kingdom</strong> <strong>Hydrographic</strong> Office<br />

FRAMEWORK DOCUMENT 2007<br />

1


CONTENTS<br />

FOREWORD<br />

By the Parliamentary Under-Secretary of State for Defence<br />

and Minister for Veterans, Derek Twigg MP 5<br />

INTRODUCTION 6<br />

CHAPTER 1<br />

Purpose of the <strong>UKHO</strong> 7<br />

1.1. Status of the <strong>UKHO</strong> 7<br />

1.2. Role 7<br />

1.3. Vision 7<br />

1.4. Mission 7<br />

1.5. Top-Level Objectives 7<br />

CHAPTER 2<br />

Governance Framework 9<br />

2.1. Key Roles 9<br />

2.2. Governance Levers 9<br />

2.3. The Owner 10<br />

2.4. The <strong>UKHO</strong> Owner’s Council 10<br />

2.5. The <strong>UKHO</strong> Board 10<br />

2.6. The Chairman of the <strong>UKHO</strong> Board 10<br />

2.7. The Chief Executive of <strong>UKHO</strong> 10<br />

2.8. Ministry of Defence (MOD) 11<br />

Governance of <strong>UKHO</strong> 12<br />

CHAPTER 3<br />

Policy Framework 13<br />

3.1. Parliamentary Accountability 13<br />

3.1.1. Parliamentary Commissioner for Administration 13<br />

3.2. Dealing with the Public 13<br />

3.3. Delegations 13<br />

3.4. Trades Unions (TUs) 13<br />

3.5. International Representation 14<br />

3.6. Competition Law 14<br />

3.7. Intellectual Property Rights (IPR) (Excluding Crown Copyright) 14<br />

3.8. Quality 14<br />

3.9. Policy in Relation to External Stakeholders 14<br />

3.9.1. HM Treasury 14<br />

3.9.2. Cabinet Office 14<br />

3.9.3.The Stationery Office (TSO) 14<br />

2


3.9.4. Scotland, Wales and Northern Ireland 14<br />

3.9.5. Department for Transport (DfT) and the Maritime and<br />

Coastguard Agency (MCA) 14<br />

3.9.6. Shareholder Executive (ShE) 15<br />

CHAPTER 4<br />

Financial Framework 16<br />

4.1. Business Model 16<br />

4.2. Commercial Products and Services 16<br />

4.3. Accounting Officer’s Responsibilities 16<br />

4.4. Major Decision Making 16<br />

4.5. Annual Report and Accounts 16<br />

4.6. Capital Structure 16<br />

4.6.1. Loan Funding 17<br />

4.6.2. Income and Expenditure 17<br />

4.6.3. Return on Capital Employed (ROCE) 17<br />

4.6.4. Dividend Policy 17<br />

4.6.5. Retained Earnings 17<br />

4.6.6. Assets 17<br />

4.6.7. Liabilities 17<br />

4.6.8. Capital Investment 18<br />

4.7. Internal Audit 18<br />

4.8. Risk Management 18<br />

4.9. Subordinate Companies and Joint Ventures 18<br />

ANNEXES 19<br />

ANNEX A<br />

The <strong>Hydrographic</strong> Office Trading Fund Order 1996 and<br />

HM Treasury Minute 20<br />

ANNEX B<br />

The <strong>United</strong> <strong>Kingdom</strong> <strong>Hydrographic</strong> Office (<strong>UKHO</strong>)<br />

Top-Level Objectives 25<br />

ANNEX C<br />

Terms of Reference for the <strong>UKHO</strong> Audit Committee,<br />

Remuneration Committee and Safety of Navigation<br />

Assurance Committee (SONAC) 27<br />

ANNEX D<br />

The <strong>United</strong> <strong>Kingdom</strong> <strong>Hydrographic</strong> Office Delegations 35<br />

3


ANNEX E<br />

Framework for Major Business Decisions 37<br />

ANNEX F<br />

Provisions of the Chief Executive’s Letter of Appointment<br />

as Accounting Officer 39<br />

ANNEX G<br />

Roles, Responsibilities and Accountabilities 40<br />

ANNEX H<br />

People 44<br />

4


FOREWORD<br />

By The Parliamentary Under-<br />

Secretary of State for<br />

Defence and Minister for<br />

Veterans, Derek Twigg MP<br />

The <strong>UKHO</strong> faces several challenges; not<br />

least the move from paper-based<br />

navigational products to digital products. It<br />

is also uniquely placed to grasp the<br />

opportunities offered by the shift in<br />

customers’ requirements. This document<br />

encapsulates the <strong>UKHO</strong>’s commitment<br />

going forward, and the confidence of the<br />

MOD in its continued and well deserved<br />

success.<br />

I am pleased to introduce this Framework<br />

Document for the <strong>United</strong> <strong>Kingdom</strong><br />

<strong>Hydrographic</strong> Office (<strong>UKHO</strong>). The <strong>UKHO</strong> is<br />

a Next Steps Executive Agency within the<br />

Ministry of Defence and has operated as a<br />

Trading Fund since 1 April 1996.<br />

The <strong>UKHO</strong> is a world renowned<br />

organisation with 212 years experience of<br />

producing navigational and other<br />

hydrographic products in both paper and,<br />

increasingly, digital formats. It has evolved<br />

over the last two centuries from purely<br />

serving its military customer, the Royal<br />

Navy, for which it was formed, into an<br />

organisation that is tasked with discharging<br />

the UK’s obligations under the UN Safety of<br />

Life at Sea Convention by providing<br />

hydrographic services for waters of UK<br />

national responsibility. Its Commercial<br />

business is the third strand to this success<br />

story, servicing primarily the worldwide<br />

merchant shipping market, and increasingly<br />

offering products tailored to the leisure<br />

market, and also offering consultancy<br />

services.<br />

The <strong>UKHO</strong> has developed a position as a<br />

world authority on and provider of data<br />

essential to safe marine navigation. It<br />

provides advice on policy formulation in<br />

hydrographic matters to the UK<br />

Government and represents the UK at<br />

international fora, including the International<br />

<strong>Hydrographic</strong> Organization.<br />

This Framework Document identifies the<br />

<strong>UKHO</strong>’s Purpose, Vision and Role, together<br />

with the Governance, Policy and Financial<br />

parameters that guide its day to day<br />

operations. In one document the Ministry of<br />

Defence’s expectations for the Trading<br />

Fund, including the Top Level Objectives,<br />

have been captured, together with the<br />

arrangements in place to ensure the<br />

effective delivery of those expectations.<br />

5


INTRODUCTION<br />

The purpose of this Framework Document<br />

is to set out, in one authoritative document,<br />

what the <strong>United</strong> <strong>Kingdom</strong> <strong>Hydrographic</strong><br />

Office (<strong>UKHO</strong>) is charged to deliver by its<br />

Owner and the principles and polices with<br />

which he wishes the <strong>UKHO</strong> to operate,<br />

including the governance arrangements.<br />

Where relevant, this document includes<br />

links to sources of further detailed<br />

information.<br />

Although it has no formal legal status, the<br />

aim is to make this document as definitive<br />

as possible. To this end updated versions<br />

will be published from time to time, under<br />

the authority of the Under-Secretary of<br />

State for Defence, on the <strong>UKHO</strong> website:<br />

www.ukho.gov.uk.<br />

The Corporate Plan sets out the strategy<br />

to be pursued by the <strong>UKHO</strong> in order to<br />

deliver the objectives set by the Owner,<br />

and outlined in this Framework Document.<br />

The <strong>UKHO</strong> has a world-class reputation<br />

for providing safe and accurate<br />

navigational information, essential to the<br />

needs of the Royal Navy and merchant<br />

mariner.<br />

The <strong>UKHO</strong> has a proud history, going<br />

back more than 200 years. It has always<br />

had an enviable reputation for the quality<br />

and accuracy of its charts and other<br />

products.<br />

The Defence and commercial shipping<br />

markets are now changing with the<br />

progressive introduction of digital<br />

navigation replacing paper products.<br />

<strong>UKHO</strong> has developed a vision to maintain<br />

its strong position within this market which,<br />

when delivered, should ensure continued<br />

support for the mariner in the 21st century<br />

and well beyond.<br />

6


1. Purpose of the <strong>UKHO</strong><br />

1.1. Status of the <strong>UKHO</strong><br />

The <strong>UKHO</strong> is a government organisation<br />

responsible for providing marine<br />

navigational products and services, and<br />

related safety information. It was founded<br />

in 1795, was established as an Executive<br />

Agency of the MOD in 1990 and has<br />

operated as a Trading Fund since 1 April<br />

1996. The <strong>Hydrographic</strong> Office Trading<br />

Fund Order 1996 and Treasury Minute are<br />

at Annex A.<br />

Based in Taunton in the South West of<br />

England, the <strong>UKHO</strong> employs<br />

approximately 1,000 people and<br />

generated revenues of £75M in the year<br />

ending 31 March 2006.<br />

Admiralty Holdings Limited was<br />

incorporated as a Government Owned<br />

Company in October 2002 for the purpose<br />

of exploiting the commercial activities of<br />

<strong>UKHO</strong>.<br />

1.2. Role<br />

The <strong>UKHO</strong> exists to help preserve life and<br />

safety at sea. The hydrographic<br />

information it provides is crucial not only to<br />

support operations by the Royal Navy<br />

around the world but also to the majority of<br />

commercial shipping. The <strong>UKHO</strong> also<br />

plays a central role in discharging the UK’s<br />

‘Safety of Life at Sea’ Treaty obligations to<br />

provide hydrographic services for waters<br />

of UK national responsibility, as required<br />

under the <strong>United</strong> Nations International<br />

Convention for the Safety of Life at Sea<br />

(SOLAS).<br />

1.3. Vision<br />

To be the world leader in the supply of<br />

hydrographic information and services.<br />

1.4. Mission<br />

To meet national, defence and civil<br />

requirements for navigational and other<br />

hydrographic information in the most<br />

efficient manner.<br />

7<br />

1.5. Top-Level Objectives<br />

The overall objective of the <strong>UKHO</strong> is to<br />

deliver value to the UK taxpayer, by using<br />

its assets and capabilities for the benefit of<br />

Government, the economy, the<br />

environment and society in general. Value<br />

is delivered to the taxpayer by:<br />

• Providing its core services to the<br />

public efficiently and effectively;<br />

• Assisting and supporting other public<br />

sector organisations in meeting their<br />

objectives; and<br />

• Generating profitable revenue from<br />

other customers.<br />

The following paragraphs summarise the<br />

top-level business objectives placed upon<br />

the <strong>UKHO</strong> by the Government for the<br />

period 2005-10. More detailed versions of<br />

each objective can be found in Annex B.<br />

These objectives support the delivery of<br />

MOD’s Public Service Agreement<br />

objectives, both by helping ensure that<br />

current and potential future military tasks<br />

are supported by high-quality hydrographic<br />

information, and by driving down the costs<br />

to MOD of providing this support.<br />

In meeting the objectives below as a<br />

Trading Fund, the <strong>UKHO</strong> is required to<br />

make a financial return at least equivalent<br />

to its cost of capital.<br />

Objective 1 - Operational Support to the<br />

Royal Navy and other Defence<br />

Customers<br />

The <strong>UKHO</strong> provides value to Defence by<br />

delivering the hydrographic services which<br />

enable the Royal Navy and other Defence<br />

Customers to meet current and potential<br />

future operational tasks.<br />

Objective 2 - Support to ‘Safety of Life<br />

at Sea’ Treaty Obligations<br />

The <strong>UKHO</strong> provides wider value to the<br />

government, in support of the Maritime<br />

and Coastguard Agency (MCA), which is<br />

the responsible authority for the UK’s<br />

Treaty obligations; and who’s role is to


discharge efficiently and effectively those<br />

actions required to support the obligations<br />

under SOLAS 1974 (as amended and<br />

including its protocol of 1998), and to<br />

promote hydrographic services.<br />

Objective 3 - Developing Profitable<br />

Business Streams<br />

Subject to maintaining the capability to<br />

deliver against the two objectives above,<br />

the <strong>UKHO</strong> is required to extract maximum<br />

value from its assets and capabilities by<br />

generating profitable revenue from<br />

customers outside Government. In doing<br />

this, the Government expects the <strong>UKHO</strong> to<br />

develop a robust strategy for exploiting the<br />

changing commercial market for<br />

hydrographic and related geo-spatial<br />

products and services, given in particular<br />

the increasing demand for digital products.<br />

Objective 4 - Organisational Excellence<br />

In delivering the above objectives, the<br />

Government requires the <strong>UKHO</strong> to<br />

demonstrate organisational excellence.<br />

8


2. Governance Framework<br />

2.1 Key Roles<br />

The corporate governance and accountability<br />

arrangements for the <strong>UKHO</strong> draw on best<br />

practice in both the public and private sectors,<br />

and reflect its special position as both part of<br />

a Government department, and a<br />

commercial organisation.<br />

The central features of the governance<br />

arrangements are illustrated in the figure on<br />

page 12. The key roles are:<br />

• the <strong>Ministerial</strong> Owner, who sets the<br />

<strong>UKHO</strong>’s top level objectives;<br />

establishes its policy and financial<br />

framework, and approves major<br />

business decisions;<br />

• the <strong>UKHO</strong> Board, under an<br />

independent Non-Executive<br />

Chairman, which acts on behalf of<br />

the Owner in scrutinising the<br />

business plans and performance of<br />

the organisation; and<br />

• the Chief Executive, who leads and<br />

manages the <strong>UKHO</strong>.<br />

In exercising his role, the <strong>Ministerial</strong> Owner<br />

receives advice from:<br />

• CE <strong>UKHO</strong>;<br />

• departmental officials in MOD’s<br />

Directorate of Business Delivery<br />

DBD);<br />

• the <strong>UKHO</strong> Board, via its Chairman;<br />

and<br />

• an Owner’s Council comprising<br />

senior stakeholders from across and<br />

outside government.<br />

2.2 Governance Levers<br />

The principal business decisions<br />

underpinning this Governance Framework<br />

relate to the approval of the following:<br />

• the <strong>UKHO</strong>’s, top-level objectives,<br />

overall business strategy, and fiveyear<br />

Corporate Plan. These are<br />

endorsed by the Board and formally<br />

approved by the Owner;<br />

• a Business Plan, with detailed<br />

objectives and targets for the first 12-<br />

24 months of the Corporate Plan.<br />

This is approved by the Board;<br />

• annual Key Targets derived from the<br />

Business Plan, and supporting the<br />

broader Corporate Plan. These are<br />

endorsed by the Board, approved by<br />

the Owner, and published in<br />

Parliament; and<br />

• specific major business proposals<br />

requiring approval at a level higher<br />

than the Executive (for example for<br />

major investment, rationalisation, or<br />

new business ventures – see Annex<br />

E for more detail). Depending on<br />

their magnitude and wider<br />

significance, these are either<br />

approved by the Board or by the<br />

Owner (following endorsement by<br />

the Board).<br />

The <strong>UKHO</strong> Executive initiates preparation of<br />

proposals in all these areas, apart from the<br />

development and review of top-level<br />

objectives, on which the DBD leads.<br />

The most influential of the above levers is the<br />

Corporate Plan which sets out:<br />

• the strategy for meeting the <strong>UKHO</strong>’s<br />

top-level objectives over the next five<br />

years, including a full market<br />

analysis;<br />

• the main activities, investments and<br />

other decisions which will deliver this<br />

strategy;<br />

• how success will be measured,<br />

including objectives, targets and<br />

milestones;<br />

• the way in which risks to success will<br />

be managed;<br />

• the key underpinning assumptions;<br />

and<br />

• a comprehensive financial analysis<br />

and projections across the five-year<br />

period.<br />

The Corporate Plan is refreshed annually<br />

and is a commercially sensitive document.<br />

When approved by the Owner, it forms the<br />

authoritative basis against which all business<br />

decisions within the <strong>UKHO</strong> are to be taken.<br />

Approval also authorises key assumptions on<br />

which the business is entitled to plan.<br />

Individual business decisions flowing from<br />

these assumptions still require specific<br />

approval under the framework at Annex E.<br />

9


2.3 The Owner<br />

The “Owner” of the <strong>UKHO</strong> is the Under-<br />

Secretary of State for Defence and<br />

Minister for Veterans, who has delegated<br />

day-to-day <strong>Ministerial</strong> responsibility for the<br />

<strong>UKHO</strong> on behalf of the Secretary of State<br />

for Defence, who remains ultimately<br />

responsible and accountable.<br />

The Owner’s main responsibilities are: to<br />

set and review the <strong>UKHO</strong>’s top-level<br />

objectives; to establish a policy and<br />

financial framework; and to approve major<br />

business decisions, including the longterm<br />

business strategy, a five-year<br />

Corporate Plan and annual Key Targets.<br />

More detail on the Owner’s responsibilities<br />

is given at Annex G.<br />

2.4 The <strong>UKHO</strong> Owner’s Council<br />

The <strong>UKHO</strong> Owner’s Council is a group of<br />

senior stakeholders from across and outside<br />

government, which meets as necessary to<br />

discuss and advise on how the Owner should<br />

exercise his responsibilities. More detail on<br />

the Owner’s Council role and composition is<br />

given at Annex G.<br />

2.5 The <strong>UKHO</strong> Board<br />

Led by an independent, Non-Executive<br />

Chairman, the <strong>UKHO</strong> Board acts with<br />

delegated authority from the Owner. Its main<br />

role is to support and constructively<br />

challenge the Executive, and to apply<br />

scrutiny both in the development of business<br />

strategies, plans, business cases and targets;<br />

and in assessing the business performance<br />

of the <strong>UKHO</strong> in delivering the approved<br />

Corporate Plan.<br />

In discharging this role, the Board has<br />

delegated authority to approve certain<br />

categories of business decisions (set out in<br />

Annex E). On issues requiring approval by<br />

the Owner personally, the Board works with<br />

the wider Executive team in the development<br />

of recommendations, which it then<br />

scrutinises and endorses before formal<br />

advice is submitted.<br />

The <strong>UKHO</strong> Board comprises senior<br />

Executives and Non-Executive Directors<br />

(NEDs).<br />

More detail on the role and composition of<br />

the <strong>UKHO</strong> Board is given at Annex G.<br />

The <strong>UKHO</strong> Board has three key subcommittees,<br />

each chaired by a NED: the<br />

Safety of Navigation Assurance Committee,<br />

the Audit Committee and the Remuneration<br />

Committee. The remits of each of these<br />

committees are given at Annex C.<br />

2.6 The Chairman of the <strong>UKHO</strong> Board<br />

The Chairman is responsible to the Owner<br />

for leading the <strong>UKHO</strong> Board and ensuring<br />

that it is effective in discharging its role.<br />

He has delegated authority (to be<br />

exercised via the Board as a whole) to<br />

scrutinise the <strong>UKHO</strong>’s business plans and<br />

performance. He has a personal role, in<br />

advising the Owner about the high-level<br />

business issues affecting the <strong>UKHO</strong>, both<br />

directly and as a member of the Owner’s<br />

Council.<br />

More detail on the Chairman’s<br />

responsibilities is given at Annex G.<br />

2.7 The Chief Executive of <strong>UKHO</strong><br />

The role of the Chief Executive is to lead and<br />

manage the <strong>UKHO</strong> effectively in order to<br />

ensure delivery of the objectives and targets<br />

set for it by the Owner, and in particular the<br />

successful implementation of an approved<br />

Corporate Plan.<br />

Consistent with the Next Steps approach,<br />

the Chief Executive is formally<br />

accountable to the Owner for all aspects of<br />

the operation of the <strong>UKHO</strong>. In view of its<br />

delegated authority, the Chief Executive is<br />

accountable to the Board (acting on the<br />

Owner’s behalf) on issues of business<br />

strategy, plans, targets and performance,<br />

and also on major business proposals. He<br />

seeks the Board’s approval or<br />

endorsement (as appropriate) for all<br />

significant decisions in these areas, within<br />

the framework set out in Annex E.<br />

More detail on the Chief Executive’s<br />

responsibilities is given at Annex G.<br />

The Chief Executive is also appointed by Her<br />

Majesty’s (HM) Treasury as the Accounting<br />

Officer for the <strong>UKHO</strong>, and thus he has<br />

10


personal responsibility and accountability to<br />

Parliament for the propriety and regularity of<br />

the public finances under his control, for<br />

keeping proper accounts, and for the proper,<br />

efficient and effective use of available<br />

resources. As Accounting Officer, the Chief<br />

Executive may be required to appear before<br />

the Public Accounts Committee.<br />

2.8 Ministry of Defence (MOD)<br />

Within the MOD, the DBD has the day-today<br />

lead in advising the Owner on his<br />

responsibilities in relation to the <strong>UKHO</strong>.<br />

This involves balancing a range of<br />

interests which the department, and<br />

government more broadly, has in the<br />

organisation. This includes its interests as:<br />

• a major customer;<br />

• shareholder: MOD owns the public<br />

dividend capital (equity) in the<br />

<strong>UKHO</strong> and agrees its dividend<br />

policy;<br />

• finance provider: as well as<br />

owning the public dividend capital,<br />

MOD is the only source from<br />

which the <strong>UKHO</strong> can receive<br />

loans; and<br />

• sponsor of policy and standards:<br />

as part of MOD and government,<br />

the <strong>UKHO</strong> is bound by certain<br />

policies and standards. The main<br />

policies and standards are set out<br />

in Section 3.<br />

In discharging its role, DBD works closely<br />

with the <strong>UKHO</strong> Executive team, with the<br />

Board (on which it is represented as a<br />

NED), and with stakeholders in other<br />

departments and elsewhere.<br />

DBD reports to MOD’s Finance Director,<br />

whom it advises on the financial aspects of<br />

the <strong>UKHO</strong>’s relationship with the centre of<br />

the Department, including dividends and<br />

loans.<br />

MOD’s role as Owner of the <strong>UKHO</strong> is<br />

discharged as far as possible separately<br />

from that of key customer.<br />

11


= Advice/Accountability<br />

= Direction/Scrutiny<br />

Governance of <strong>UKHO</strong><br />

Owner’s<br />

Council<br />

<strong>Ministerial</strong> Owner<br />

Responsible for top-level<br />

objectives, policy and financial<br />

framework, and approving major<br />

business decisions<br />

MoD’s Directorate of<br />

Business Delivery<br />

(DBD)<br />

• Senior-level group to discuss, and advise<br />

the Owner on, setting top level objectives,<br />

policy and financial matters, and major<br />

business decisions requiring his approval.<br />

• Includes senior representatives from<br />

MoD and other Departments, and an<br />

independent external advisor, reflecting the<br />

diversity of <strong>UKHO</strong>’s services to both<br />

government and the public.<br />

• The Chief Executive is formally<br />

accountable to the Owner.<br />

• In view of its delegated authority**,the<br />

Chief Executive seeks the approval or<br />

endorsement (as appropriate) of the <strong>UKHO</strong><br />

Board on all issues of business strategy,<br />

plans, targets and performance, and on all<br />

significant business proposals.<br />

• Major business decisions need approval<br />

from the Owner.<br />

• As Accounting Officer, the Chief<br />

Executive is accountable directly to<br />

Parliament for the financial integrity of the<br />

<strong>UKHO</strong>.<br />

12<br />

Delegated<br />

Authority* *<br />

<strong>UKHO</strong> Board<br />

Executives<br />

Non-Executive<br />

Directors & Chairman<br />

Chief Executive<br />

Leads the Executive Team<br />

Responsible for leading, directing and<br />

managing the Trading Fund<br />

• Provides formal advice on all aspects of the<br />

Minister’s ownership responsibilities.<br />

• Seeks to balance all MOD’s/HMG’s<br />

different interests in <strong>UKHO</strong>*.<br />

• Represented as a NED on <strong>UKHO</strong> Board<br />

and liaises closely with senior executives.<br />

** The Board’s role is to support and<br />

constructively challenge the Executive<br />

Team. It has delegated authority from the<br />

Owner to:<br />

• scrutinise the business strategy, plans,<br />

targets and performance of the <strong>UKHO</strong>,<br />

and major business proposals<br />

• approve certain matters, for example<br />

short-term business plans. In cases<br />

where the Owner’s approval is needed,<br />

the Board should endorse the<br />

recommendation before it is made.<br />

* The distinct interests in the <strong>UKHO</strong> which<br />

MoD discharges on behalf of HMG as a whole<br />

are as major customer, shareholder, finance<br />

provider, and setter of policy and standards


3. Policy Framework<br />

3.1.1. Parliamentary Commissioner for<br />

Administration<br />

The <strong>UKHO</strong> is to conduct its affairs within the<br />

approved Corporate Plan, its Trading Fund<br />

Order, and such general instructions and<br />

guidance as the Owner, Treasury and the<br />

Cabinet Office may provide from time to time.<br />

The <strong>UKHO</strong> is also bound by policies and<br />

standards which are general across<br />

government, and by some which are more<br />

specific to MOD Trading Funds. The main<br />

non-financial elements in this framework are<br />

set out below. Policies and standards<br />

bearing on the financial management of the<br />

<strong>UKHO</strong> are set out in Section 4.<br />

3.1. Parliamentary Accountability<br />

The <strong>UKHO</strong> is subject to the jurisdiction of<br />

the Parliamentary Commissioner for<br />

Administration. The Chief Executive is<br />

responsible for the preparation of replies<br />

on any matter concerning the operation of<br />

the <strong>UKHO</strong>, and for replying in the majority<br />

of cases. He is also subject to the<br />

jurisdiction of the Information<br />

Commissioner in relation to Freedom of<br />

Information obligations.<br />

3.2. Dealing with the Public<br />

The <strong>UKHO</strong> aims to respond substantively<br />

to requests for information from the public<br />

within ten working days.<br />

The Owner will normally deal personally with<br />

inquiries from Members of Parliament (MPs);<br />

Members of the European Parliament<br />

(MEPs); Members of the National Assembly<br />

for Wales and Members of the Scottish<br />

Parliament who specifically seek a ministerial<br />

response. MPs and MEPs are, however,<br />

encouraged to communicate directly with the<br />

Chief Executive on day-to-day operational<br />

matters, keeping the Under-Secretary of<br />

State for Defence and Minister for Veterans<br />

informed as appropriate. The Owner may<br />

invite the Chief Executive to respond directly<br />

to enquiries raised with Ministers. Any letters<br />

sent by the Chief Executive in reply to<br />

Parliamentary Questions are published in the<br />

Official Report.<br />

As the Accounting Officer, the Chief<br />

Executive may be required to appear<br />

before the Public Accounts Committee<br />

(PAC).<br />

At Select Committee hearings, the Owner<br />

will normally ask the Chief Executive to<br />

represent or accompany him if the<br />

Committee is concerned with the day to<br />

day operations of the Agency. The Chief<br />

Executive will also be responsible for<br />

implementing the recommendations of the<br />

PAC or other Parliamentary Select<br />

Committees if they are accepted by the<br />

government.<br />

3.3. Delegations<br />

As a matter of policy, the Chief Executive<br />

receives delegated authority in the areas of<br />

finance, contracts, people management, pay,<br />

health, safety and environment management,<br />

and security. These are articulated in a<br />

Letter of Authority issued by MOD’s<br />

Permanent Under-Secretary of State. More<br />

details are at Annexes D to H. All<br />

delegations are vested in the Chief Executive.<br />

He may sub-delegate within the <strong>UKHO</strong>.<br />

Annex F separately details the Chief<br />

Executive’s Appointment by Treasury as<br />

Accounting Officer (see section 4.3)<br />

The personnel delegations give the Chief<br />

Executive full authority for personnel apart<br />

from posts at the Senior Civil Service grade<br />

where the Chief Executive must secure<br />

agreement to any proposals from the MOD<br />

Personnel Director or his staff.<br />

The Chief Executive has delegated authority<br />

for certain pay issues within the overall<br />

framework policy set by HM Treasury and<br />

MOD Personnel Director.<br />

3.4. Trades Unions (TUs)<br />

The Chief Executive is to ensure that staff<br />

are consulted about proposed changes to<br />

conditions of service. The <strong>UKHO</strong> will<br />

recognise the negotiating rights of the TUs<br />

on matters related to pay and conditions of<br />

service. The <strong>UKHO</strong> will engage openly and<br />

constructively with them in discussing<br />

proposals for change affecting <strong>UKHO</strong> staff.<br />

13


3.5. International Representation<br />

The Chief Executive and/or National<br />

Hydrographer represent the interests of the<br />

<strong>UKHO</strong> at national and international fora and<br />

are responsible for interacting with other<br />

national <strong>Hydrographic</strong> offices. They are also<br />

a key source of hydrographic advice to<br />

Government.<br />

3.6. Competition Law<br />

In competing with other organisations in<br />

order to maximise profitable revenue from<br />

commercial activities, the <strong>UKHO</strong> must<br />

ensure that it is – and is seen to be – fully<br />

compliant with competition legislation,<br />

including the need to avoid misusing its<br />

position as a dominant provider in certain<br />

sectors. Transparent processes are to be<br />

put in place to ensure that there is no<br />

cross-subsidy between services delivered<br />

under its different objectives set out in<br />

chapter one..<br />

3.7. Intellectual Property Rights (IPR)<br />

(Excluding Crown Copyright)<br />

The <strong>UKHO</strong>’s intellectual property is vital to<br />

the delivery of its objectives. IPR generated<br />

in the <strong>UKHO</strong> are administered in accordance<br />

with the IPR Concordat agreed between the<br />

MOD and the <strong>UKHO</strong>. The IPR (excluding<br />

Crown Copyright) in all work done by the<br />

<strong>UKHO</strong> shall be held in the name of the<br />

Secretary of Sate for Defence under the<br />

administrative and managerial control of the<br />

<strong>UKHO</strong>.<br />

3.8. Quality<br />

The <strong>UKHO</strong> is committed to providing<br />

products and services that meet customers’<br />

expectations, and that reflect the reputation<br />

of the highest quality and accuracy<br />

associated with the Admiralty brand.<br />

3.9. Policy in Relation to External<br />

Stakeholders<br />

3.9.1. HM Treasury<br />

3.9.2. Cabinet Office<br />

The <strong>UKHO</strong> will follow all relevant Cabinet<br />

Office instructions and guidance.<br />

3.9.3. The Stationery Office (TSO)<br />

Crown Copyright is vested by Royal<br />

Letters Patent in the Controller of Her<br />

Majesty’s Stationery Office (part of the<br />

Office of Public Sector Information). The<br />

Controller has delegated powers, subject<br />

to some constraints, to the Chief Executive<br />

for the day-to-day administration of<br />

copyright in the <strong>UKHO</strong> data and<br />

publications, including the determination of<br />

rules and terms under which permission<br />

for their reproduction and use is given.<br />

The Controller of Her Majesty’s Stationery<br />

Office regulates management of Crown<br />

Copyright by the TSO Information Fair<br />

Trade Scheme. The <strong>UKHO</strong> is committed<br />

to the principles of fair, open and<br />

transparent information trading embodied<br />

in the Scheme.<br />

<strong>UKHO</strong> practices in respect of the Fair Trade<br />

Scheme are subject to regular verification by<br />

TSO.<br />

3.9.4. Scotland, Wales and Northern<br />

Ireland<br />

The <strong>UKHO</strong> has responsibility for providing<br />

hydrographic and oceanographic services<br />

for the whole UK, and waters of national<br />

interest. The <strong>UKHO</strong> will maintain close<br />

links with the devolved administrations<br />

(Scottish Executive, Scottish Parliament<br />

and the Welsh Assembly).<br />

3.9.5. Department for Transport (DfT)<br />

and the Maritime and Coastguard<br />

Agency (MCA)<br />

The <strong>UKHO</strong> acts in support of the DfT<br />

shipping safety policies by contributing to the<br />

MCA Key Targets. It supports the MCA in its<br />

role as the responsible authority for the UK’s<br />

‘Safety of Life at Sea’ Treaty obligations<br />

under SOLAS. (See Objective 2 in Annex B<br />

for further details).<br />

The <strong>UKHO</strong> will comply with current HM<br />

Treasury guidance to Government<br />

departments and Trading Funds.<br />

14


3.9.6. Shareholder Executive (ShE)<br />

The role of the ShE (located in the<br />

Department for Trade and Industry but<br />

reporting to the Cabinet Secretary) is to<br />

provide specialist advice to Ministers and<br />

officials across Government on a wide range<br />

of business ownership issues. The ShE is<br />

represented on the <strong>UKHO</strong> Owner’s Council,<br />

and also provides advice, as requested, to<br />

the organisation itself and to officials in MOD.<br />

15


4. Financial Framework 4.2. Commercial Products and Services<br />

This Section sets out the broad financial<br />

basis on which the <strong>UKHO</strong> operates, and<br />

related policies and standards.<br />

4.1. Business Model<br />

<strong>UKHO</strong> creates value through the production<br />

of navigational charts, hydrographic products<br />

and associated services from a wide range<br />

and sources of information including raw<br />

hydrographic survey data. This contributes<br />

to both the UK’s obligation under SOLAS<br />

legislation as well as providing products and<br />

services valued by governmental and<br />

commercial customers.<br />

The supply of hydrographic survey data for<br />

UK and international waters are secured<br />

through agreements and contracts with a<br />

wide variety of bodies internationally<br />

including the UK Navy and overseas<br />

governmental hydrographic offices.<br />

Given the requirement to charge for all<br />

services provided, it is important that the<br />

<strong>UKHO</strong> can demonstrate compliance with<br />

competition law, and that revenue derived<br />

non-competitively from Government is not<br />

used to cross-subsidise its more<br />

‘commercial’ services and equally revenue<br />

from commercial services is not used to<br />

cross-subsidise the cost of providing<br />

statutory or cross Government services.<br />

To this end, the <strong>UKHO</strong> has adopted a<br />

business model which distinguishes<br />

clearly between these two types of<br />

customer.<br />

In the case of services provided to, or on<br />

behalf of, the Government which are not<br />

generally capable of being competed, prices<br />

are set to recover costs including a return<br />

consistent with HM Treasury guidance on the<br />

cost of capital for inter/intra departmental<br />

services. <strong>UKHO</strong> is to maintain Service Level<br />

Agreements for services provided within<br />

Government which clearly define the outputs<br />

and associated costs, and where possible<br />

provide incentives for cost-reduction and/or<br />

service enhancements.<br />

In contrast, profit margins for business which<br />

is either competed or capable of being<br />

competed are to be dictated by market<br />

conditions. This applies to competed<br />

services to Government departments.<br />

16<br />

A list of current products and services can be<br />

found on the <strong>UKHO</strong> website at<br />

www.ukho.gov.uk<br />

4.3. Accounting Officer’s Responsibilities<br />

The <strong>UKHO</strong> operates as a Trading Fund in<br />

accordance with the Government Trading<br />

Funds Act 1973 as amended, and the<br />

<strong>Hydrographic</strong> Office Trading Fund Order<br />

1996.<br />

As the Accounting Officer for the Trading<br />

Fund, the Chief Executive is bound by the<br />

provisions of his formal Letter of Appointment<br />

from HM Treasury. The provisions are at<br />

Annex F. The Chief Executive cannot subdelegate<br />

the Accounting Officer<br />

responsibilities.<br />

4.4. Major Decision Making<br />

The policy governing key financial decisions<br />

in the <strong>UKHO</strong> is set out in Annex E. This sets<br />

out the circumstances in which the Chief<br />

Executive is required to seek higher approval,<br />

either from the <strong>UKHO</strong> Board or the Owner,<br />

before a decision is taken.<br />

4.5. Annual Report and Accounts<br />

The <strong>UKHO</strong> will prepare an annual report<br />

together with a statement of accounts, in<br />

accordance with relevant guidance from HM<br />

Treasury.<br />

The Annual Report and Accounts reviews the<br />

operations of the <strong>UKHO</strong> over the previous<br />

year, provides details of performance against<br />

the objectives and targets and reviews<br />

planned developments. The Accounts will<br />

meet the accounting and disclosure<br />

requirements set by HM Treasury.<br />

The Annual Report and Accounts will be<br />

submitted to the Comptroller and Auditor<br />

General within an agreed timetable to allow<br />

for their audit and certification. The audited<br />

accounts will be laid before both Houses of<br />

Parliament. They will be published on, but<br />

not limited to, the <strong>UKHO</strong> website.<br />

4.6. Capital Structure<br />

The net assets of the <strong>UKHO</strong> Trading Fund at<br />

vesting day, 1 April 1996, were financed by a


combination of loans and Public Dividend<br />

Capital. With the concurrence of MOD and<br />

the Chief Secretary to HM Treasury, <strong>UKHO</strong><br />

has established and maintained general<br />

capital and other reserves.<br />

The <strong>UKHO</strong> should, with DBD, review its<br />

capital structure and funding requirements as<br />

part of the annual Corporate Planning<br />

process.<br />

4.6.1. Loan Funding<br />

The sole provider of loans to the <strong>UKHO</strong> is<br />

the MOD. The MOD will set loan terms on<br />

advice from HM Treasury. Where a loan is<br />

used to finance commercial services or<br />

activities rather than to provide noncompeted<br />

services to Government, the<br />

expectation is that the loan shall be made on<br />

arm’s-length commercial terms.<br />

All loans must be subject to the presentation<br />

of a timely and compelling business case<br />

built around the high-level business<br />

objectives set out in the Corporate Plan.<br />

Like all requests for funding from the<br />

Defence Budget, business cases will be<br />

subject to scrutiny by MOD Head Office.<br />

4.6.2. Income and Expenditure<br />

<strong>UKHO</strong> revenue will come from payments<br />

made by customers for its services and by<br />

other exploitation of its assets, data and<br />

intellectual property. All sums received by<br />

the <strong>UKHO</strong> will be paid into, and all<br />

expenditure incurred will be paid out of the<br />

Trading Fund.<br />

4.6.3. Return on Capital Employed<br />

(ROCE)<br />

The Owner will, with the concurrence of HM<br />

Treasury, set a ROCE target which reflects<br />

the prevailing cost of capital to Government,<br />

and the level of risk adjusted commercial<br />

return that should be generated under toplevel<br />

objective 3.<br />

4.6.4. Dividend Policy<br />

The dividend policy will be agreed by the<br />

Owner with the <strong>UKHO</strong> on an annual basis,<br />

but unless specifically agreed otherwise, the<br />

<strong>UKHO</strong> will (as a minimum) aim to cover<br />

through interest and a dividend to MOD the<br />

cost of capital charge to the Defence Budget<br />

against its net assets. The Owner retains the<br />

right to seek additional dividend payments if<br />

he/she judges that the cash position and<br />

business circumstances of the <strong>UKHO</strong> so<br />

permit, although he will consider the advice<br />

of the Board.<br />

4.6.5. Retained Earnings<br />

As soon as possible after the end of the<br />

trading year, the <strong>UKHO</strong> will calculate its net<br />

operating surplus/deficit after deduction of<br />

interest charges. This surplus may be<br />

retained in the business or paid as dividends<br />

in proportions to be approved by the Owner.<br />

The <strong>UKHO</strong> may reinvest retained earnings in<br />

the business in line with the Corporate Plan,<br />

subject to the delegations set out in Annex E.<br />

4.6.6. Assets<br />

The <strong>UKHO</strong> will retain, maintain and renew<br />

only the assets it needs for its business and<br />

will dispose of any surplus land, buildings,<br />

plant and equipment to achieve economy in<br />

its operations. Any proposals to alter<br />

significantly the assets held by the <strong>UKHO</strong> will<br />

be considered during the Corporate Planning<br />

process and endorsed by the <strong>UKHO</strong> Board.<br />

Appraisals for all major investments will be<br />

undertaken in accordance with HM Treasury<br />

guidance.<br />

The assets appointed to the Trading Fund<br />

are shown in the <strong>Hydrographic</strong> Office<br />

Trading Fund Order; changes in these assets<br />

or their valuations are indicated in the Annual<br />

Report and Accounts, and in the <strong>UKHO</strong><br />

Corporate Plan. Ownership of the assets<br />

apportioned to the <strong>UKHO</strong> remains vested in<br />

the Defence Secretary.<br />

The <strong>UKHO</strong> follows the maintenance<br />

standards laid down by Defence Estates (DE)<br />

Rules and Procedures. Any disposal of land<br />

and/or buildings should be undertaken only<br />

after consultation with DE to ensure there<br />

can be no alternative use for them.<br />

4.6.7. Liabilities<br />

The <strong>UKHO</strong> is responsible for all site liabilities<br />

occurring after vesting day. The MOD is<br />

responsible for the settlement of third-party<br />

claims in respect of incidents which occurred<br />

prior to vesting.<br />

17


4.6.8. Capital Investment<br />

The <strong>UKHO</strong> five-year capital investment<br />

programme is approved by the <strong>UKHO</strong> Board.<br />

The five-year profile is set out in the<br />

Corporate Plan. Approval of the investment<br />

programme authorises assumptions on<br />

which the <strong>UKHO</strong> is entitled to plan.<br />

Decisions on individual investments in the<br />

programme require specific approval under<br />

the framework at Annex E.<br />

4.7. Internal Audit<br />

The Chief Executive and the Audit<br />

Committee are responsible for<br />

commissioning such internal audit services<br />

and studies as may be required to ensure<br />

proper and efficient management of the<br />

<strong>UKHO</strong>’s affairs. The Chief Executive is<br />

required to discharge his responsibilities as<br />

Accounting Officer, in a manner that best<br />

demonstrates value-for-money and in<br />

accordance with the standards of the<br />

Government Internal Audit Manual.<br />

The Department’s Defence Internal Audit<br />

(DIA) has remit from the Permanent<br />

Under-Secretary of State (PUS) and the<br />

Defence Audit Committee to carry out<br />

audits on all MOD departments. They are<br />

to have continuous unrestricted access to<br />

all records, personnel, property and<br />

operations of the MOD (including Trading<br />

Funds), with strict responsibility for<br />

confidentiality and safekeeping and<br />

compliance with all statutory instruments<br />

relating to the use, retention and<br />

disclosure of data. In order that PUS can<br />

be provided with an assurance that<br />

Trading Fund Agency audit arrangements<br />

are both adequate and compliant with<br />

Government Internal Audit Standards,<br />

PUS requires a DIA representative to<br />

attend Trading Fund Audit Committee<br />

meetings, particularly where they choose<br />

not to employ the services of DIA as their<br />

internal auditor.<br />

4.8. Risk Management<br />

The <strong>UKHO</strong> operates risk management<br />

processes at all levels, from strategic risks<br />

through to project delivery. The Audit<br />

Committee reviews the risk management<br />

strategy and, in particular, assesses the<br />

adequacy of the internal controls operating<br />

within all key processes in relation to risk<br />

identification, assessment, response and<br />

monitoring.<br />

4.9. Subordinate Companies and Joint<br />

Ventures<br />

The <strong>UKHO</strong> Board must satisfy itself as to the<br />

rigour and overall effectiveness of the<br />

governance arrangements for any<br />

companies administered by the <strong>UKHO</strong> on<br />

behalf of the Secretary of State for Defence,<br />

and any Joint Ventures or other enterprises<br />

in which the <strong>UKHO</strong> has a formal financial<br />

interest. To this end, initiation of any new<br />

business enterprise will require approval<br />

from the Owner, following consultation with<br />

DBD.<br />

AHL is a Government-Owned company<br />

operating in parallel to the <strong>UKHO</strong>. It has its<br />

own Board, and is 100% owned by the<br />

Secretary of State for Defence. Its accounts,<br />

however, are consolidated annually within<br />

the <strong>UKHO</strong> accounts.<br />

The Chief Executive may choose to use<br />

the services of the DIA, or employ<br />

qualified auditors so long as they fully<br />

meet required Government and<br />

Departmental Audit standards. To remain<br />

consistent with the requirements of<br />

Government Internal Audit Standards, the<br />

Agency’s internal audit arrangements will<br />

be subject to periodic independent review.<br />

18


ANNEXES<br />

A. The <strong>Hydrographic</strong> Office Trading Fund<br />

Order 1996 and HM Treasury Minute<br />

B. The <strong>United</strong> <strong>Kingdom</strong> <strong>Hydrographic</strong> Office<br />

(<strong>UKHO</strong>) Top Level Objectives<br />

C. Terms of Reference:<br />

• Audit Committee<br />

• Remuneration Committee<br />

• Safety of Navigation Assurance<br />

Committee (SONAC)<br />

D. The <strong>United</strong> <strong>Kingdom</strong> <strong>Hydrographic</strong> Office<br />

Delegations<br />

E. Framework for Major Business Decisions<br />

F. Provisions of the Chief Executive’s Letter<br />

of Appointment as Accounting Officer<br />

G. Roles, Responsibilities and<br />

Accountabilities<br />

H. People<br />

19


Annex A – The <strong>Hydrographic</strong> Office Trading Fund Order 1996<br />

STATUTORY INSTRUMENTS<br />

1996 No. 773<br />

GOVERNMENT TRADING FUNDS<br />

The <strong>Hydrographic</strong> Office Trading Fund Order 1996<br />

Made 8th March 1996<br />

Coming into force 1st April 1996<br />

Whereas:<br />

(1) It appears to the Secretary of State for Defence ("the Secretary<br />

of State") that:—<br />

(a) those operations of the Ministry of Defence which are<br />

referred to in Article 2 of, and Schedule 1 to, this Order are<br />

suitable to be financed by means of a fund established under<br />

the Government Trading Funds Act 1973[1] ("the 1973 Act")<br />

and, in particular, to be so managed that the revenue of the<br />

fund would consist principally of receipts in respect of goods<br />

or services provided in the course of the operations in<br />

question, and<br />

(b) the financing of the operations in question by means of a<br />

trading fund would be in the interests of the improved<br />

efficiency and effectiveness of the management of those<br />

operations;<br />

(2) The Secretary of State has, in accordance with section 2 of the<br />

1973 Act and with the concurrence of the Treasury, determined what<br />

Crown assets and liabilities are properly attributable to the operations<br />

in question and are suitable to be appropriated to the fund;<br />

(3) In accordance with section 6(2) of the 1973 Act, a draft of this<br />

Order has been laid before the House of Commons and has been<br />

approved by a resolution of that House;<br />

Now, therefore, the Secretary of State in exercise of the powers<br />

conferred upon him by sections 1, 2, 2AA(1), 2A(1), 2C(1) and 6(1)<br />

of the 1973 Act, and of all other powers enabling him in that behalf,<br />

with the concurrence of the Treasury, hereby makes the following<br />

Order:—<br />

Citation and commencement<br />

1. This Order may be cited as the <strong>Hydrographic</strong> Office Trading<br />

20


Fund Order 1996 and shall come into force on 1st April 1996.<br />

Establishment of the fund<br />

2. As from 1st April 1996, for all the operations of the Ministry<br />

of Defence known as the <strong>Hydrographic</strong> Office, which operations are<br />

more particularly described in Schedule 1 to this Order, there shall be<br />

established a trading fund to be known as the <strong>Hydrographic</strong> Office<br />

Trading Fund (hereinafter referred to as "the fund").<br />

Source of loans<br />

3. The Secretary of State for Defence is hereby designated as the<br />

source of issues to the fund by way of loan.<br />

Assets, liabilities, reserves and public dividend capital<br />

4.—(1) The Crown assets and liabilities set out in Schedule 2 to<br />

this Order shall be appropriated as assets and liabilities of the fund.<br />

(2) 5.1 per cent of the amount by which the values of the assets<br />

exceed the amounts of the liabilities shall be treated as a revaluation<br />

reserve in the accounts of the fund and the reserve so treated shall be<br />

maintained as a revaluation reserve.<br />

(3) 47.3 per cent of the balance of<br />

(a) the amount by which the values of the assets exceed the<br />

amounts of the liabilities, less<br />

(b) the amount to be treated as a revaluation reserve in<br />

accordance with paragraph (2) above,<br />

shall be treated as public dividend capital of the fund.<br />

Maximum borrowing etc.<br />

5. The aggregate of the following shall not exceed £50,000,000<br />

(a) the total outstanding at any given time in respect of<br />

amounts issued to the fund under section 2B of the<br />

Government Trading Funds Act 1973 (other than as<br />

originating debt), and<br />

(b) the total at that time constituting public dividend capital<br />

issued to the fund under section 2A(2A) of that Act.<br />

Michael Portillo<br />

Secretary of State for Defence 6th March 1996<br />

We concur<br />

Simon Buras<br />

Bowen Wells<br />

Two of the Lords Commissioners of Her Majesty's Treasury 8th March 1996<br />

21


SCHEDULE 1<br />

Article 2<br />

FUNDED OPERATIONS<br />

The operations of the <strong>Hydrographic</strong> Office to be funded by the fund are:—<br />

(a) the provision of hydrographic, oceanographic, geophysical and<br />

associated goods and services to the Ministry of Defence and to other<br />

Crown bodies;<br />

(b) the provision of such goods and services to other customers;<br />

(c) operations incidental, conducive or otherwise ancillary to the<br />

foregoing.<br />

SCHEDULE 2<br />

Article 4<br />

ASSETS AND LIABILITIES APPROPRIATED TO THE FUND<br />

ASSETS<br />

Land and buildings, as at 1st April 1996, used or allocated for use in the<br />

funded operations.<br />

Plant, facilities, machinery, fixtures, fittings, vehicles, equipment and<br />

computer hardware and software, as at that date, used or allocated for use in<br />

the funded operations.<br />

Intangible assets arising from the funded operations as carried on up to that<br />

date.<br />

Current assets as at that date used or allocated for use in, or arising from, the<br />

funded operations.<br />

LIABILITIES<br />

Creditors and accruals as at 1st April 1996 in relation to the funded operations.<br />

Provision for sales credits, as at that date, referable to the return by Admiralty<br />

Chart Agents of superseded charts and publications pertaining to the funded<br />

operations.<br />

EXPLANATORY NOTE<br />

(This note is not part of the Order)<br />

This Order provides for the setting up as from 1st April 1996 of a fund with<br />

public money under the Government Trading Funds Act 1973 for the<br />

operations of the Ministry of Defence known as the <strong>Hydrographic</strong> Office.<br />

22


The Order designates the Secretary of State for Defence as the authorised<br />

lender to the fund. The Order also specifies the assets (estimated at<br />

£27,350,000) and liabilities (estimated at £800,000) which are to be<br />

appropriated to the fund; provides for a proportion of the difference in value<br />

between those assets and liabilities to be treated as a revaluation reserve and<br />

for a further proportion of that difference to be treated as public dividend<br />

capital of the fund; and specifies the maximum aggregate amount that may at<br />

any time constitute outstanding loan issued to the fund (other than as<br />

originating debt) and public dividend capital.<br />

23


UK HYDROGRAPHIC OFFICE<br />

TRADING FUND TREASURY<br />

MINUTE DATED 17 JULY<br />

2003<br />

UK HYDROGRAPHIC OFFICE<br />

TRADING FUND TREASURY<br />

MINUTE DATED 31 MARCH<br />

2004<br />

1. Section 4(1) of the Government Trading<br />

Funds Act 1973 provides that a trading fund<br />

established under that Act shall be under<br />

the control and management of the<br />

responsible Minister and in discharge of his<br />

function in relation to the fund it shall be his<br />

duty:<br />

(a) to manage the funded operations so that<br />

the revenue of the fund:<br />

(i) consists principally of receipts in<br />

respect of goods or services<br />

provided in the course of the funded<br />

operations, and<br />

(ii) is not less than sufficient, taking<br />

one year with another, to meet<br />

outgoings which are properly<br />

chargeable to revenue account; and<br />

(b) to achieve such further financial<br />

objectives as the Treasury may from time to<br />

time, by minute laid before the House of<br />

Commons, indicate as having been<br />

determined by the responsible Minister (with<br />

Treasury concurrence) to be desirable of<br />

achievement.<br />

2. A Trading Fund for the UK <strong>Hydrographic</strong><br />

Office was established on 1 April 1996<br />

under UK <strong>Hydrographic</strong> Office Trading Fund<br />

Order (SI 1996 No. 773).<br />

3. The Secretary of State for Defence, being<br />

the responsible Minister, has determined<br />

(with Treasury concurrence) that a further<br />

financial objective desirable of achievement<br />

by the UK <strong>Hydrographic</strong> Office Trading<br />

Fund for the period from 1 April 2001- to 31<br />

March 2004 shall be to at least break even<br />

year on year and achieve a return,<br />

averaged over the period as a whole, of at<br />

least 7.5 per cent in the form of a surplus on<br />

ordinary activities before interest (payable<br />

and receivable) and dividends expressed as<br />

a percentage of average capital employed.<br />

Capital employed shall equate to the total<br />

assets from which shall be deducted the<br />

total of the current liabilities.<br />

1. Section 4(1) of the Government Trading<br />

Funds Act 1973 provides that a trading fund<br />

established under that Act shall be under<br />

the control and management of the<br />

responsible Minister and in discharge of his<br />

function in relation to the fund it shall be his<br />

duty:<br />

(a) to manage the funded operations so that<br />

the revenue of the fund:<br />

(i) consists principally of receipts in<br />

respect of goods or services<br />

provided in the course of the funded<br />

operations, and<br />

(ii) is not less than sufficient, taking<br />

one year with another, to meet<br />

outgoings which are properly<br />

chargeable to revenue account; and<br />

(b) to achieve such further financial<br />

objectives as the Treasury may from time to<br />

time, by minute laid before the House of<br />

Commons, indicate as having been<br />

determined by the responsible Minister (with<br />

Treasury concurrence) to be desirable of<br />

achievement.<br />

2. A Trading Fund for the UK <strong>Hydrographic</strong><br />

Office was established on 1 April 1996<br />

under UK <strong>Hydrographic</strong> Office Trading Fund<br />

Order (SI 1996 No. 773).<br />

3. The Secretary of State for Defence, being<br />

the responsible Minister, has determined<br />

(with Treasury concurrence) that a further<br />

financial objective desirable of achievement<br />

by the UK <strong>Hydrographic</strong> Office Trading<br />

Fund for the 5-year period from 1 April 2004<br />

to 31 March 2009 shall be to achieve a<br />

return, averaged over the period as a whole,<br />

of 9.0 per cent in the form of a surplus on<br />

ordinary activities before interest (payable<br />

and receivable) and dividends, expressed<br />

as a percentage of average capital<br />

employed. Capital employed shall equate to<br />

the capital and reserves, ie Public Dividend<br />

Capital, long-term element of Exchequer<br />

loans, and reserves.<br />

24


Annex B – The <strong>United</strong> <strong>Kingdom</strong> <strong>Hydrographic</strong> Office (<strong>UKHO</strong>)<br />

Top-Level Objectives<br />

Objective 1 - Operational Support to the Royal Navy and other Defence Customers<br />

The <strong>UKHO</strong> provides value to Defence by delivering the hydrographic services which enable<br />

the Royal Navy and other Defence Customers to meet current and potential future operational<br />

tasks. To achieve this, the <strong>UKHO</strong> will:<br />

• Provide the navigational, oceanographic and hydrographic products, the services and the<br />

advice that the UK armed forces require for the success of operations and tasks; and<br />

• Work with the MOD to define and develop the digital products and services that will be<br />

required to replace paper charts and publications.<br />

Objective 2 - Support to ‘Safety of Life at Sea’ Treaty Obligations<br />

The <strong>UKHO</strong> provides wider value to the government, in support of the Maritime and<br />

Coastguard Agency, which is the responsible authority for the UK’s Treaty obligations; its role<br />

is to discharge efficiently and effectively those actions required in order to support these<br />

obligations under the <strong>United</strong> Nations International Convention for the Safety of Life at Sea<br />

1974 (as amended and including its protocol of 1998), and to promote hydrographic services.<br />

To achieve this, the <strong>UKHO</strong> will:<br />

• act as co-ordinator for North-West Europe (NAVAREA One), co-ordinating, collating and<br />

issuing long-range navigational warnings and NAVAREA warning bulletins to cover the<br />

whole of NAVAREA One;<br />

• act as the national co-ordinator for the UK, collating and issuing coastal warnings;<br />

• arrange for the collection and compilation of hydrographic data and the publication,<br />

dissemination and keeping up-to-date of all nautical information necessary for safe<br />

navigation;<br />

• prepare and issue nautical charts and nautical publications, where applicable, satisfying<br />

the needs of safe navigations;<br />

• promulgate notices to mariners in order that nautical charts and publications are kept, as<br />

far as possible, up-to-date; and<br />

• providing advice on areas requiring surveying.<br />

Objective 3 - Developing Profitable Business Streams<br />

Subject to maintaining the capability to deliver against the two objectives above, the <strong>UKHO</strong> is<br />

required to extract maximum value from its assets and capabilities by generating profitable<br />

revenue from customers outside Government. In doing this, the Government expects the<br />

<strong>UKHO</strong> to develop a robust strategy for exploiting the changing commercial market for<br />

hydrographic products and services, given in particular the increasing demand for digital<br />

products.<br />

25


Objective 4 - Organisational Excellence<br />

In delivering the above objectives, the Government requires the <strong>UKHO</strong> to demonstrate<br />

organisational excellence by:<br />

• ensuring all obligations, contractual or otherwise, to its customers and suppliers are met<br />

in line with Government policy;<br />

• operating its business to the recognised Industry standards required by customers;<br />

• providing a working environment that fosters diversity, leadership, personal development,<br />

innovation and team working; and<br />

• delivering its outputs as efficiently and effectively as possible, and ensuring that all<br />

expenditure and investment represents good value-for-money.<br />

26


Annex C – Terms of Reference for the <strong>UKHO</strong> Audit Committee,<br />

Remuneration Committee and Safety of Navigation Assurance<br />

Committee (SONAC)<br />

<strong>UKHO</strong> AUDIT COMMITTEE<br />

TERMS OF REFERENCE<br />

Purpose<br />

1. The responsibility for the System of Internal Control rests with the Accounting Officer.<br />

The Audit Committee is a sub-committee of the UHKO Board. It supports the Board and<br />

Accounting Officer by: reviewing and assessing the adequacy and integrity of risk<br />

management and internal controls within all key processes in relation to risk identification<br />

assessment, response and monitoring, and promoting their improvement; and providing<br />

an opinion on how well the Board and Accounting Officer are supported in decision taking<br />

and in discharging their accountability obligations (particularly in respect of financial<br />

reporting).<br />

Membership<br />

2. The Chairman and members of the Audit Committee shall be appointed from nonexecutive<br />

members of the <strong>UKHO</strong> Board including an Owner’s Representative, with a<br />

quorum of two members.<br />

3. The Secretary shall be appointed by the Audit Committee and provided by the <strong>UKHO</strong>.<br />

Meetings<br />

4. The Audit Committee shall meet at least four times yearly and at such times as requested<br />

by external or internal auditors.<br />

5. The Head of Finance, Strategy & Technology will normally attend meetings of the Audit<br />

Committee. Other members of the <strong>UKHO</strong> Board have the right to attend meetings.<br />

6. The Audit Committee may, if it so decides, meet with external and internal auditors<br />

without <strong>UKHO</strong> staff present.<br />

Authority and Responsibility<br />

7. The Audit Committee is authorised to investigate and report on any activity within these<br />

Terms of Reference and has the right to access the information it requires from civilian or<br />

service personnel employed by the <strong>UKHO</strong>. It can require their attendance when<br />

necessary.<br />

8. While the Audit Committee has the responsibilities set out in these terms of reference, it<br />

is not the duty of the Audit Committee to plan or conduct audits or to determine that the<br />

<strong>UKHO</strong>’s financial statements are complete, accurate and in accordance with GAAP or the<br />

Accounts Direction issued by HM Treasury. The NAO and internal auditors are<br />

responsible for planning and conducting audits. The Accounting Officer and <strong>UKHO</strong><br />

management are responsible for preparing complete, accurate financial statements in<br />

accordance with GAAP and Treasury Guidance.<br />

9. Since MOD’s Defence Internal Audit (DIA) has remit from the Permanent Under-<br />

Secretary of State (PUS) and the Defence Audit Committee to carry out audits on all<br />

MOD departments, they are to have continuous unrestricted access to all records,<br />

personnel, property and operations of the <strong>UKHO</strong> and in order to provide assurance to the<br />

PUS on matters of Internal Audit a DIA representative shall attend Audit Committee<br />

meetings.<br />

27


Duties<br />

10. The primary duties of the Audit Committee (among others) are to :-<br />

a. review the <strong>UKHO</strong>’s external financial statements, policies and reports to ensure they<br />

reflect best practice;<br />

b. discuss with the external auditor the nature and scope of each forthcoming audit and<br />

ensure that the external auditor has the full cooperation of staff;<br />

c. consider all relevant reports by the NAO or the appointed external auditor, including<br />

reports on the <strong>UKHO</strong>’s accounts, achievement of value for money and the response<br />

to any management letters;<br />

d. review the effectiveness of the <strong>UKHO</strong>’s internal risk management and control system<br />

established to ensure that the aims, objectives and relevant targets are achieved in<br />

the most economic and effective manner;<br />

e. review the annual and long term programme of the <strong>UKHO</strong>’s internal audit function for<br />

comprehensiveness and appropriateness;<br />

f. ensure the <strong>UKHO</strong> internal audit function meets acceptable standards of work and<br />

levels of service;<br />

g. consider and comment upon internal audit reports, including value for money reports,<br />

and their implementation;<br />

h. receive reports from the Safety of Navigation Assurance Committee on assurance<br />

matters relating to their terms of reference;<br />

i. review with senior <strong>UKHO</strong> management their response to the identification and<br />

management of risk within their area of responsibility;<br />

j. consider and comment upon any other matters relating to the financial and<br />

commercial affairs of the <strong>UKHO</strong> that it deems appropriate;<br />

k. review <strong>UKHO</strong> business continuity arrangements annually to ensure they meet MOD<br />

guidelines;<br />

l. review <strong>UKHO</strong> annual Security Report to ensure physical security of the <strong>UKHO</strong><br />

premises, assets (including IP) and data meet appropriate commercial and MOD<br />

guidelines;<br />

m. review these terms of reference annually.<br />

11. The references to the <strong>UKHO</strong> in paragraph 9 above shall refer, as required, to Admiralty<br />

Holdings Limited and its subsidiaries.<br />

Reporting<br />

12. The chairman of the Audit Committee will report to the <strong>UKHO</strong> board on the discharge of<br />

its duties following each meeting and also to the Accounting Officer when control issues<br />

arise between meetings. Additionally the chairman of he Audit Committee is required to<br />

make a written annual report to the Accounting Officer in support of his/her<br />

representations in the <strong>UKHO</strong> Annual Report.<br />

13. The Secretary shall circulate minutes of the Audit Committee meetings to the members of<br />

the <strong>UKHO</strong> Board.<br />

Approval<br />

14. These Terms of Reference were approved by the <strong>UKHO</strong> Board on 27 June 2007<br />

28


<strong>UKHO</strong> REMUNERATION COMMITTEE<br />

TERMS OF REFERENCE<br />

1. Overall purpose<br />

1.1. The Remuneration Committee of the <strong>UKHO</strong> Board. It exists to advise the<br />

<strong>UKHO</strong> Chairman, Chief Executive and Board on matters relating to remuneration as set<br />

out in this document.<br />

1.2. These Terms of Reference have been written to reflect the various<br />

remuneration structures in place within <strong>UKHO</strong> at the time of writing, but it is envisaged<br />

that these will be updated as appropriate.<br />

1.3. The Remuneration Committee will work within MOD and other HMG guidelines<br />

as appropriate.<br />

2. Membership<br />

2.1. Members of the Committee shall be appointed by the Board. The Committee<br />

shall be made up of at least three members and one shall be appointed to act as<br />

Chairman.<br />

2.2. One member shall be the Shareholder’s representative, and all other members<br />

shall be independent non-executive members of <strong>UKHO</strong>’s Board.<br />

2.3. Only members of the Committee have the right to attend Committee meetings<br />

but other individuals (e.g. Chairman, Chief Executive and Head Change, Development<br />

and HR) may be invited to attend all or part of any meeting as appropriate.<br />

3. Secretary<br />

3.1. The Secretary shall be appointed by the Remuneration Committee and provided<br />

by the <strong>UKHO</strong>. The Secretary of the Committee will keep full minutes of all Committee<br />

meetings and circulate draft and final versions to all Members for their comment and<br />

records respectively, in both cases within a reasonable time after the meeting<br />

4. Quorum<br />

4.1. The quorum necessary for the transaction of business shall be two members.<br />

5. Frequency of Meetings<br />

5.1. The Committee shall meet at least twice a year with additional meetings to be<br />

held should the committee so request.<br />

6. Reporting<br />

5.2. It is envisaged that meetings will be timed around <strong>UKHO</strong> Board meetings where<br />

possible.<br />

6.1. For the Chief Executive, the Remuneration Committee will report, alongside the<br />

<strong>UKHO</strong> Chairman, directly to his 1 st Reporting Officer.<br />

6.2. For the Board members, the Remuneration Committee will report, alongside the<br />

<strong>UKHO</strong> Chairman, to the Chief Executive.<br />

6.3. For all other staff detailed in Annex A the Remuneration Committee will report to<br />

the <strong>UKHO</strong> Board.<br />

(N.B. Consistent with Civil Service principles there must be a formal TU<br />

agreement for each of the posts outside the SCS or <strong>UKHO</strong> Pay<br />

Agreement to be covered by these arrangements).<br />

7. Duties<br />

7.1. Determine and agree the framework and broad policy for the remuneration<br />

packages of positions referred to in Annex A and the establishment of a formal and<br />

transparent procedure for developing policy on such remuneration.<br />

29


Note: FTA Senior Civil Service members will have their targets and performance reviewed by<br />

the Committee and recommendations made to their respective Reporting Officers.<br />

7.2. Consider and recommend an appropriate performance based remuneration<br />

scheme for the posts listed in Annex A with reference to corporate goals and objectives.<br />

7.3. Keep any agreed performance schemes for the Heads of Divisions under<br />

regular review, including the review of targets and setting of hurdle rates. The degree of<br />

challenge within the hurdle rates to be transparently communicated to those staff<br />

holding posts agreed in Annex A.<br />

7.4. Review and endorse objectives for staff in posts in Annex A as proposed by the<br />

Chief Executive.<br />

7.5. Based on recommendations from the Chief Executive, consider individual<br />

performance and recommend related bonus payments for the staff in posts listed in<br />

Annex A.<br />

7.6. The Committee shall advise on and recommend all new sales reward plans for<br />

posts in Annex A and sales related incentives as a part of their remuneration structure.<br />

7.7. To agree in advance, based on Chief Executives recommendations, the reward<br />

parameters applicable to or any significant revision to existing posts listed in Annex A.<br />

7.8. Consider and advise on any other remuneration and conditions of employment<br />

issues as directed by or requested by the <strong>UKHO</strong> Chairman or the <strong>UKHO</strong> Chief<br />

Executive.<br />

7.9. The Committee shall ensure it remains aware of relevant MOD and HMG<br />

guidance on terms and conditions of employment and remuneration matters.<br />

8. Other<br />

8.1. No Head of Division shall be involved in the determination of his/her own<br />

remuneration package<br />

8.2. The Committee has responsibility for the selection, appointment, terms of<br />

reference and dealings with any remuneration consultants who advise the Committee.<br />

8.3. The Chairman of the Committee shall report to the Board on its proceedings<br />

following each meeting.<br />

8.4. The Committee itself and the Board shall at least once a year review the<br />

performance of the Committee and its Terms of Reference to ensure that it is operating<br />

at maximum effectiveness and recommend any changes it considers necessary to the<br />

Board for approval.<br />

9. Authorities<br />

The Committee is authorised:<br />

9.1. to seek any relevant information it requires from any employee of <strong>UKHO</strong> or its<br />

subsidiaries in order to perform its duties<br />

10. Approval<br />

9.2. to obtain, at the <strong>UKHO</strong>’s expense, outside legal or other professional advice on<br />

any matter within its terms of reference<br />

9.3. to call any employee to provide information or evidence at a meeting of the<br />

Committee as and when required.<br />

These terms of reference were approved by the <strong>UKHO</strong> Board on 27 June 2007.<br />

30


ANNEX A<br />

Post<br />

Chief Executive<br />

Head of Change,<br />

Development and Human Resources<br />

Head of Finance, Strategy & Technology &<br />

DCE (Corporate)<br />

Head of Sales, Marketing and Customer<br />

Services<br />

Head of<br />

Operations and Production<br />

Post<br />

Sales Manager<br />

International Sales Manager<br />

Major Account Manager<br />

RemCo<br />

Responsibility<br />

Bonus<br />

Bonus<br />

Bonus<br />

Bonus<br />

(Incentivised Bonus<br />

Scheme agreed )<br />

Bonus<br />

RemCo<br />

Responsibility<br />

RRA and Bonus<br />

(Incentivised Bonus<br />

Scheme agreed)<br />

RRA and Bonus<br />

(Incentivised Bonus<br />

Scheme agreed)<br />

RRA and Bonus<br />

(Incentivised Bonus<br />

Scheme agreed)<br />

C1 Post<br />

CDH<br />

Development Manager<br />

HR and Learning Manager<br />

Site Strategy Manager<br />

FST<br />

Safety and Quality Manager<br />

Chief Financial Officer<br />

Joint Venture Company Secretary<br />

Head of Profession<br />

OCE<br />

International Partnering Programme Mgr<br />

OPD<br />

Defence Account Manager<br />

Process & Structure Development Manager<br />

Production and Delivery Manager<br />

Defence Business Manager<br />

Head of SOLAS Paper Products<br />

Data Operations Manager<br />

SMCS<br />

Marketing Manager<br />

Business Development Manager<br />

Services Manager<br />

RemCo Responsibility<br />

Salary and Bonus<br />

Salary and Bonus<br />

Salary and Bonus<br />

Salary and Bonus<br />

Salary and Bonus<br />

Salary and Bonus<br />

Salary and Bonus<br />

Salary and Bonus<br />

Salary and Bonus<br />

Salary and Bonus<br />

Salary and Bonus<br />

Salary and Bonus<br />

Salary and Bonus<br />

Salary and Bonus<br />

Salary+ RRA and Bonus<br />

Salary and Bonus<br />

Salary and Bonus<br />

31


Exit Compensation<br />

Compensation for <strong>UKHO</strong> Civil Servants is in accordance with the Civil Service Compensation<br />

Scheme.<br />

The Civil Service Compensation Scheme 1994 was laid before Parliament on 9 January 1995<br />

under section 1 of the Superannuation Act 1972. The latest amendment to the scheme were<br />

laid before Parliament in July 2006 but further amendments are thought likely following Age<br />

Diversity Legislation and the expected new Pension schemes.<br />

The payments depend on which scheme the individual is a member of. The current booklets are<br />

embedded below but links to both schemes have been added as the schemes are currently<br />

being reviewed by Cabinet Office.<br />

Classic Scheme members ( must have been employed prior to new pension scheme in 2002 )<br />

http://www.civilservicepensions.gov.uk/upload/assets/www.civilservice_pensions.gov.uk/errc_06.pdf<br />

Errc_06.pdf<br />

errcpp_06.pdf<br />

Nuvos Scheme (Post 30June 2007)<br />

Premium Scheme (2002-June 30 2007)<br />

http://www.civilservicepensions.gov.uk/upload/assets/www.civilservice_pensions.gov.uk/errcpp_06.pdf<br />

http://www.civilservicepensions.gov.uk/upload/assets/www.civilservice_pensions.gov.uk/publications/NS_PCO_07.pdf<br />

32


<strong>UKHO</strong> SAFETY OF NAVIGATION ASSURANCE COMMITTEE (SONAC)<br />

TERMS OF REFERENCE<br />

Role<br />

1. The SONAC, chaired by a Non-executive Director with experience of navigation and<br />

hydrographic survey, is an advisory sub-committee of the <strong>UKHO</strong> Board. It sits alongside the<br />

Audit Committee (AC) in reviewing the work and procedures of the <strong>UKHO</strong> and advising the<br />

Chief Executive (CE). Its focus is on key <strong>UKHO</strong> activities related to the provision of<br />

information for safety of navigation. It has no executive responsibilities.<br />

Constitution<br />

2. The Committee will be formed as follows:<br />

Chair:<br />

Secretary:<br />

Members:<br />

Non-executive Director (Captain (HM)/Hydrographer of the<br />

Navy)<br />

Provided by the Safety and Quality Branch<br />

Maritime and Coastguard Agency (MCA) Representative<br />

Nautical Institute (NI) Representative<br />

Royal Navy Representative from the Navigation Specialisation<br />

(NAAB approved)<br />

Royal Yachting Association (RYA) Representative<br />

Royal National Lifeboat Institution (RNLI) Representative<br />

In attendance: Safety & Quality Manager<br />

Also members of the following branches as required:<br />

Safety & Quality Branch<br />

Operations Support (Standards) Branch<br />

Frequency of Meeting<br />

3. The Committee will meet quarterly.<br />

Authority<br />

4. The Committee is a non-executive body which reports to the CE and the <strong>UKHO</strong><br />

Board. It has delegated authority from CE to make recommendations on any matters which<br />

improve the support of the <strong>UKHO</strong> for navigational safety.<br />

5. The Committee has the authority to call for any information it requires from civilian or<br />

service personnel employed by the <strong>UKHO</strong> and can require attendance when necessary.<br />

Responsibilities<br />

6. The primary responsibility of the SONAC is to advise the CE and the <strong>UKHO</strong> Board on<br />

the effectiveness of arrangements to ensure that existing and proposed safety of navigation<br />

products, services and delivery mechanisms meet all standards for validation, assessment,<br />

data selections for promulgation, quality assurance, publication and transmission to the point<br />

of sale or distribution. In particular the Committee is tasked as follows:<br />

a. to satisfy itself that:<br />

(1) investigation of incidents and complaints, and improvement actions<br />

following incidence of Non-Conforming Products (NCPs) relating to safety are<br />

being handled correctly and in a timely fashion;<br />

33


Reporting<br />

(2) systematic follow-up procedures for such incidents or complaints are in<br />

place.<br />

b. to review and quality assure the activities of the Products Safety<br />

Management Board; and<br />

c. to review the maintenance of the bearing, qualifications, recruitment and<br />

training of specialist mapping and charting staff by the Head of Profession (Mapping<br />

and Charting).<br />

7. The Chairman of the Committee will report to the CE at the <strong>UKHO</strong> Board on the<br />

discharge of its duties following each meeting, and also when issues of safety arise between<br />

meetings.<br />

8. The CE will ensure that any issue involving a possible shortfall in the safety of<br />

navigation products, services and/or delivery mechanisms is immediately reported to the<br />

chairman of the SONAC.<br />

9. A standing item on the AC agenda requires the Chairman of SONAC to provide<br />

feedback on pertinent assurance matters.<br />

Approval<br />

10. These Terms of Reference were approved by the <strong>UKHO</strong> Board on 27 June 2007<br />

34


Annex D – The <strong>United</strong> <strong>Kingdom</strong> <strong>Hydrographic</strong> Office Delegations<br />

Financial<br />

The Chief Executive (CE) is authorised to exercise full financial authority delegated to the MOD<br />

by Her Majesty’s (HM) Treasury.<br />

Financial authority is delegated to the CE as Accounting Officer by HM Treasury (see Annex F).<br />

This authority, which may be sub-delegated to suitably qualified members of staff, must be<br />

exercised in accordance with HM Treasury guidance, reinforced and amplified by <strong>UKHO</strong><br />

internal guidance on the efficient conduct of business. All novel or contentious items, or<br />

issues raising questions of financial principle, must be referred to HM Treasury for approval<br />

regardless of the sums involved. The CE should consult with MOD finance staff before<br />

approaching HM Treasury on matters of financial principle, as distinct from individual<br />

casework. The Owner should also be consulted if a proposed course of action could have<br />

wider implications for the government, or could generate interest in Parliament.<br />

Audit<br />

The CE is to ensure that <strong>UKHO</strong> systems and procedures are subject to regular audit to the<br />

standards required in the Government Internal Audit Manual. Whilst normally these audits<br />

are to be conducted by the Department’s Directorate of Internal Audit, the CE may, however,<br />

choose to employ qualified auditors, so long as they fully meet required Government and<br />

Departmental Audit standards. In exceptional circumstances an independent review of the<br />

Agency’s internal audit arrangements may be required.<br />

Contractual<br />

The CE is authorised to enter contractual commitments on behalf of the Owner, provided<br />

financial approval has been obtained where necessary. Contracts will conform to HM Treasury<br />

and MOD guidance and HM Governmental purchasing policy and will follow best contracting<br />

practice.<br />

The CE should ensure that, when delegating authority to members of his/her staff, financial and<br />

contracting authority is not vested in the same individual.<br />

Management of People<br />

Within the terms of the Framework Document the CE is responsible for the management of staff<br />

and for developing and implementing personnel policies to meet the needs of the Agency and<br />

for ensuring the quality and consistency of Agency personnel standards and practices. The CE<br />

may exercise the authority in personnel matters in accordance with the principles and standards<br />

laid down in the Civil Service Management Code for the management of the Civil Service as a<br />

whole and in accordance with the principles governing the management of staff throughout the<br />

Department. Attention is drawn to the Department’s Personnel Policy Statement directed at all<br />

staff and their line managers. In any cases where changes are envisaged to <strong>UKHO</strong> personnel<br />

policy or practice that might have wider implications for the rest of the Department, the CE<br />

should discuss these with MOD’s personnel staff. A detailed list of personnel delegations is at<br />

Annex H.<br />

35


Health, Safety and Environmental Management<br />

The Secretary of Sate for Defence has a Policy Statement on Safety, Health and Environmental<br />

Protection, which is kept under constant review.<br />

This Policy Statement makes the CE responsible for ensuring that its strategic principles are<br />

achieved and for putting in place an organisation and arrangements to ensure this is in<br />

accordance with the General Duties set out in the Policy Statement. The CE should<br />

continually strive for excellence in safety and environmental performance to provide a safe<br />

and healthy workplace, and to protect defence assets, the environment, and members of the<br />

public.<br />

In order to ensure that the <strong>UKHO</strong> remains a healthy, secure and safe working environment, the<br />

CE will require that appropriate procedures be put in place. These procedures are to be<br />

enshrined in systems that are made available to all staff and other interested parties, are fully<br />

utilised in the planning and conduct of activities, and are routinely and regularly audited.<br />

Regular risk assessment of all <strong>UKHO</strong> activities [and those of any associated joint ventures and<br />

partnerships] will take place to ensure continued improvement in all areas of workplace safety<br />

and security.<br />

Security<br />

The CE is responsible to the Secretary of State for Defence for meeting the security<br />

requirements specified by the MOD Security Officer. The <strong>UKHO</strong> will be subject to periodic<br />

security audit and report by the MOD.<br />

The CE is required to nominate a senior business manager (if practicable a member of the<br />

Management Board) as Trading Fund Security Risk Manager (SRM). The SRM is<br />

responsible for ensuring that the <strong>UKHO</strong> implements security risk management in line with<br />

MOD security policy and corporate governance, and for advising the Management Board on<br />

security risks that require Board level attention. The CE is also to appoint a Trading Fund<br />

Principal Security Adviser to manage corporate security staff and to provide security advice to<br />

the Management Board, the Security Risk Manager and delegated Risk Managers.<br />

36


Annex E – Framework for Major Business Decisions<br />

This Annex sets out the basis on which major business decisions within the <strong>United</strong> <strong>Kingdom</strong><br />

<strong>Hydrographic</strong> Office (<strong>UKHO</strong>) are to be approved.<br />

Strategy and Five-Year Corporate Plan<br />

Drafts of these are to be developed by the Executive team, scrutinised and endorsed by the<br />

<strong>UKHO</strong> Board, and submitted to the Owner for approval. Approval authorises the key<br />

assumptions on which the business is entitled to plan. Individual business decisions flowing<br />

from these assumptions still require approval under the framework as set out below.<br />

At his discretion, the Owner may seek advice from the <strong>UKHO</strong> Owner’s Council. The<br />

Corporate Plan is to be refreshed annually under the same approvals process.<br />

Business Plan<br />

This should cover the first 12-24 months of the Corporate Plan period. It is developed by the<br />

Executive Team, and is to be scrutinised and approved by the <strong>UKHO</strong> Board.<br />

Annual Key Targets<br />

Drafts of these are to be developed by the Executive team, scrutinised and endorsed by the<br />

<strong>UKHO</strong> Board, and submitted to the Owner for approval, together with a rationale paper<br />

demonstrating that they flow from the Business Plan, are stretching but achievable, and will<br />

drive delivery of the Corporate Plan.<br />

Specific Major Business Proposals<br />

All novel or contentious items, or those with wider implications for the Department or likely to<br />

generate public or Parliamentary interest, are to be submitted to the Owner for approval with<br />

reference to the financial value involved. Before this is done <strong>UKHO</strong> staff should, in first<br />

instance, consult with the MOD’s Directorate of Business Delivery. Her Majesty’s Treasury<br />

approval will be needed on all issues raising matters of financial principle.<br />

The financial approval thresholds in relation to other decisions are set out in the table<br />

following. Where projects, programmes or other relevant items comprise discrete subelements,<br />

it is the overall cost to which the limits apply.<br />

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Table 1 – Approval Thresholds<br />

The following thresholds will be reviewed from time to time by the Owner in conjunction with<br />

the Chairman and Chief Executive.<br />

1<br />

Type of Expenditure or other<br />

item<br />

Capital Expenditure (excluding<br />

property) included in the Corporate<br />

Plan.<br />

Capital Expenditure (excluding<br />

property) not included in, or going<br />

beyond, the Corporate Plan.<br />

Non-Capital Investment and<br />

Expenditure (excluding property)<br />

included in the Corporate Plan<br />

Non-Capital Investment and<br />

Expenditure (excluding property)<br />

not included in, or going beyond,<br />

the Corporate Plan.<br />

Expenditure on Land and<br />

Buildings<br />

Limit above which the Chief<br />

Executive must seek the<br />

Board’s approval, or<br />

endorsement prior to<br />

submission to the Owner<br />

Limit above which the Owner’s<br />

approval must be sought<br />

£1,000,000 £3,000,000<br />

£250,000 £1,000,000<br />

£1,500,000 £3,000,000<br />

£500,000 £1,000,000<br />

£250,000 £1,000,000<br />

Table 2 – Other Financial Commitments<br />

Type of financial commitment<br />

Actions leading to Write-Offs/Write<br />

Downs<br />

Limit above which the Chief<br />

Executive must consult the<br />

Board<br />

Limit above which the Chief<br />

Executive must consult the Owner<br />

£500,000 £1,000,000<br />

Loan applications £500,000 £2,000,000<br />

*<br />

Special Payments £250,000 N/A<br />

External Assistance (annual limit<br />

per contract)<br />

£250,000 N/A<br />

*<br />

Table 3 – Bids & Sales Contracts<br />

Type of financial commitment<br />

Binding bids and sales contracts<br />

included in the Corporate Plan<br />

Binding bids and sales contracts<br />

not included, or going beyond the<br />

scope of the Corporate Plan<br />

Limit above which the Chief<br />

Executive must consult the<br />

Board<br />

Limit above which the Chief<br />

Executive must consult the Owner<br />

£2,500,000 £5,000,000<br />

£1,500,000 £3,000,000<br />

1 All expenditure should be subject to the <strong>UKHO</strong>’s own internal approvals processes – e.g.,<br />

the Project Approvals Board.<br />

* The Board should determine for individual cases whether consultation with the Owner is<br />

required.<br />

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Annex F – Provisions of the Chief Executive’s Letter of Appointment<br />

as Accounting Officer<br />

The appointment as Accounting Officer is in accordance with section 4 (6) of the Government<br />

Trading Fund Act 1973.<br />

In essence, as an Accounting Officer the Chief Executive must ensure that there is a high<br />

standard of financial management, including a sound system of internal control; that financial<br />

systems and procedures promote the efficient and economical conduct of business and<br />

safeguard financial propriety and regularity; that financial considerations are fully taken into<br />

account in decisions on policy proposals; and risk is considered in relation to assessing value<br />

for money.<br />

The Memorandum setting out the responsibilities of an Accounting Officer (Annex 4.1 of<br />

Government Accounting) is available online at<br />

http://www.government-accounting.gov.uk/current/frames.htm.<br />

Section 4(6)(a) of the Government Trading Funds Act also applies, requiring that the Accounting<br />

Officer shall be responsible for the preparation of the <strong>United</strong> <strong>Kingdom</strong> <strong>Hydrographic</strong> Office<br />

Trading Fund Accounts, in accordance with the accounting direction issued by Her Majesty’s<br />

Treasury, and for their transmission to the Comptroller and Auditor General.<br />

39


Annex G – Roles, Responsibilities and Accountabilities<br />

1 – OWNER’S RESPONSIBILITIES AND ACCOUNTABILITIES<br />

Responsibilities:<br />

On advice from the Chief Executive (CE), departmental advisers and the <strong>United</strong> <strong>Kingdom</strong><br />

<strong>Hydrographic</strong> Office (<strong>UKHO</strong>) Board, and in consultation as necessary with the <strong>UKHO</strong> Owner’s<br />

Council, and other relevant customers and stakeholders across government, to:<br />

• set and review, coherent and prioritised top-level objectives which balance the<br />

government’s customer, shareholder, finance provider, and policy interests in the <strong>UKHO</strong>;<br />

• approve the long-term business strategy for achieving the top-level objectives;<br />

• approve the five-year Corporate Plan for delivering the strategy;<br />

• approve annual Key Targets for the <strong>UKHO</strong>, which are stretching but achievable, and will<br />

drive delivery of the Corporate Plan;<br />

• define the policy and finance framework within which the CE is to operate;<br />

• satisfy himself that the <strong>UKHO</strong> Board is working effectively, under delegated authority, on<br />

his behalf to:<br />

o<br />

o<br />

o<br />

o<br />

scrutinise the business strategies, plans, targets and performance, to ensure the<br />

approved Corporate Plan is being effectively implemented;<br />

approve major business decisions which do not need his personal involvement;<br />

develop, scrutinise and endorse advice to him on issues which require his<br />

personal approval (i.e. those with significant financial, operational and/or<br />

presentational consequences, including major investments, rationalisations,<br />

acquisitions and any novel or contentious issues – see Annex E); and<br />

Provide appropriate support and constructive challenge to the CE and the senior<br />

Executive Team in delivering the Corporate Plan;<br />

• account to Parliament for all aspects of policy, the operation, performance, achievements,<br />

and governance of the <strong>UKHO</strong>. (N.B. This is the <strong>Ministerial</strong> accountability function, and is<br />

different from the Accounting Officer role attaching to the CE – see Annex F). This<br />

includes announcing Key Performance Targets to Parliament;<br />

• approve the appointment of the Chairman of the <strong>UKHO</strong> Board, following normal selection<br />

procedures;<br />

• endorse the appointment of the CE, following normal selection procedures; and<br />

• on appropriate advice, determine the CE’s performance pay and that of other senior<br />

executives as appropriate.<br />

Accountability:<br />

• to the Defence Secretary; and<br />

• to Parliament.<br />

2 – ROLE AND COMPOSITION OF THE <strong>UKHO</strong> OWNER’S COUNCIL<br />

Role: As required, to provide advice and assistance to the Owner in:<br />

40


• setting coherent and prioritised top-level objectives which balance the government’s<br />

customer, shareholder, finance provider, and policy interests in the <strong>UKHO</strong>;<br />

• approving the long-term business strategy for achieving the top level objectives;<br />

• approving the five-year Corporate Plan for delivering the strategy;<br />

• approving annual Key Targets for the <strong>UKHO</strong> which are stretching but achievable, and will<br />

drive delivery of the Corporate Plan; and<br />

• defining the policy and finance framework within which the CE is to operate.<br />

Composition:<br />

• Chairman (Under-Secretary of State for Defence and Minister for Veterans);<br />

• Senior Finance and Policy Representative (MOD Finance Director);<br />

• Senior Customer Representatives (Director General of Intelligence Collection, Deputy<br />

Commander in Chief Fleet, and a senior representative from the Maritime and<br />

Coastguard Agency);<br />

• An External Customer Representative<br />

• Director-level representation from the Shareholder Executive;<br />

• Chairman of the <strong>UKHO</strong> Board;<br />

• CE <strong>UKHO</strong>;<br />

• MOD’s Director of Business Delivery (DBD).<br />

DBD will also provide the secretariat function to the <strong>UKHO</strong> Owner’s Council.<br />

3 – ROLE AND COMPOSITION OF THE <strong>UKHO</strong> BOARD<br />

Role: Under the leadership of the Chairman, and with authority delegated (via the Chairman)<br />

from the Owner, the role of the Board is to challenge and support the Executive Team, and<br />

carefully scrutinise its proposals and/or performance in relation to:<br />

• Developing a long-term business strategy, a five-year Corporate Plan and annual Key<br />

Targets. The Board is to endorse these prior to submission to the Owner for approval.<br />

• Developing a Business Plan covering the first 12-24 months of the Corporate Plan, and<br />

from which annual Key Targets are derived. The Board has authority to approve this plan<br />

on the Owner’s behalf.<br />

• Developing other major business strategies, plans or proposals in support of the<br />

approved Corporate Plan. The Board must judge case by case (guided by the principles<br />

at Annex E whether it can approve these itself, or endorse them prior submission to the<br />

Owner for approval.<br />

• Delivering the approved Corporate Plan, including performance against the published Key<br />

Targets.<br />

In exercising this role, the Board is to ensure, as far as possible, that the Owner is given full<br />

and accurate advice on matters requiring his attention.<br />

The presumption is that whereever possible, the Board will seek to operate on the basis of<br />

unanimity. The precise decision making arrangements are a matter for the Chairman, in<br />

consultation with the Chief Executive. However, where there are significant differences of on<br />

major material issues, the Owner would expect the issue to be referred to him for<br />

consideration.<br />

Composition: The size and broad composition of the Board will be agreed with the Owner by<br />

the Chairman. The quorum for the Board is three (note: this must include at least one Non-<br />

Executive Director (NED) and the CE or DCE). The Chairman is to ensure that there is an<br />

41


appropriate balance of the necessary skills and experience, and between executive and nonexecutives;<br />

and that the Trades Unions are invited to nominate a representative if they wish:<br />

• Chairman;<br />

• CE,<br />

• selected members of the Executive and Leadership team;<br />

• external NEDs – chosen to ensure that the Board has an appropriate mix of skills and<br />

experience. The role of the NEDs will be to provide expert advice, guidance and<br />

challenge to the executive team;<br />

• a member of DBD, sitting as a formal NED; and<br />

• a representative from the Trades Unions, should they wish to nominate one, also sitting<br />

as an engaged NED/attendee, attending regularly and making a substantive contribution<br />

to Board meetings.<br />

4 – RESPONSIBILITIES AND ACCOUNTABILITIES OF THE CHAIRMAN<br />

Responsibilities : Working under delegated authority from the Owner, with secretariat support<br />

from within the <strong>UKHO</strong>, and in consultation with key stakeholders both inside and outside the<br />

<strong>UKHO</strong>, to:<br />

• ensure that the Board as a whole is effective in its overall role;<br />

• determine and agree with the Owner the composition of the Board, in consultation with<br />

the CE, including seeking approval for the appointment of new NEDs;<br />

• Organise and chair Board meetings, including:<br />

o determining frequency of meetings and the agenda for each; and<br />

o ensuring all directors receive relevant and timely information in preparation for<br />

meetings.<br />

• facilitate effective support and constructive challenge by the NEDs to the Executive Team;<br />

• provide personal advice to the Owner, where appropriate, on issues affecting the <strong>UKHO</strong>,<br />

including being a member of the Owner’s Council;<br />

• ensure that the SONAC, Remuneration and Audit Committees are properly constituted<br />

and operate effectively; and<br />

• advise on the appointment of a new CE, including sitting on the selection panel.<br />

Accountability:<br />

• To the Owner.<br />

5 – RESPONSIBILITIES AND ACCOUNTABILITIES OF THE CE<br />

Responsibilities: Working with the <strong>UKHO</strong> Board and within the policy and financial framework<br />

set by the Owner, to:<br />

• discharge the role of Accounting Officer, i.e. personal and direct accountability to<br />

Parliament for all the <strong>UKHO</strong>’s expenditure and financial systems;<br />

• lead the <strong>UKHO</strong> Executive Team;<br />

• develop for endorsement by the <strong>UKHO</strong> Board, and approval by the Owner, a business<br />

strategy and Corporate Plan to deliver the top-level objectives set for the <strong>UKHO</strong>, and<br />

annual Key Targets;<br />

42


• develop for approval by the Board, a detailed business plan for the first 12-24 months of<br />

the Corporate Plan period;<br />

• implement the approved business and Corporate Plan, including development of<br />

appropriate internal strategies and policies, developing new products and services,<br />

leading and motivating <strong>UKHO</strong> staff, improving business processes, and maintaining<br />

effective and efficient management systems;<br />

• report regularly to the <strong>UKHO</strong> Board performance against the Corporate Plan and Key<br />

Targets; bring to its timely attention all matters requiring its or the Owner’s approval; and<br />

generally make it aware of broader issues relevant to its role; and<br />

• be a Member of the <strong>UKHO</strong> Board and the Owner’s Council.<br />

Accountabilities:<br />

• to the Owner for the efficient and effective management of the <strong>UKHO</strong>, and for delivering<br />

the aims, objectives and targets set for it;<br />

• to Parliament as Accounting Officer; and<br />

• to the <strong>UKHO</strong> Board in its role of agreeing business strategy and Corporate Plan and<br />

scrutinising performance on behalf of the Owner. In the event that the CE believes that a<br />

decision taken by the <strong>UKHO</strong> Board will cause a conflict with his responsibilities as<br />

Accounting Officer, he/she will seek to remedy this in discussion first with the Board, then<br />

through DBD, and ultimately through the Owner. However, the CE is at all times bound<br />

by his personal responsibilities as Accounting Officer, a fact that the <strong>UKHO</strong> Board should<br />

bear in mind.<br />

43


Annex H – People<br />

Terms and Conditions of Service<br />

<strong>United</strong> <strong>Kingdom</strong> <strong>Hydrographic</strong> Office (<strong>UKHO</strong>) civilian staff are Crown employees working within<br />

the <strong>UKHO</strong> Executive Agency, subject to the Civil Service Management Code and are members<br />

of the Principal Civil Service Pension Scheme. For day-to-day operational matters, including<br />

those to do with the management of staff, the <strong>UKHO</strong> operates as a discrete body within the<br />

MOD, but is subject to all relevant Cabinet Office instructions and guidance, including the Civil<br />

Service Code.<br />

Where the Chief Executive (CE) wishes to make proposals for changes to existing terms and<br />

conditions of employment that would exceed current management flexibilities, these will need to<br />

be agreed with the MOD, Her Majesty’s Treasury and the Office of Public Service as appropriate.<br />

There will be full consultation with staff and their representatives, including the Prospect Trades<br />

Union, on any changes that affect terms and conditions of appointment.<br />

Management of People<br />

The <strong>UKHO</strong>’s management policies for its people aim to achieve a well-motivated, properly<br />

trained and developed workforce with appropriate skills and expertise to meet the aims and<br />

objectives of the business and in which individuals are committed to serving customer needs.<br />

<strong>UKHO</strong> will continue to encourage and facilitate a two-way flow of information and ideas between<br />

management and staff.<br />

The CE will develop and maintain a personnel management strategy which enables the <strong>UKHO</strong><br />

to recruit, develop, retain and motivate staff in the numbers and with the appropriate skills and<br />

expertise; whilst observing the principle of equitable treatment of all.<br />

Pay and Performance<br />

The CE has authority for pay bargaining under delegation from central departments and is<br />

responsible for setting the terms and conditions of service for all <strong>UKHO</strong> staff below Senior Civil<br />

Service (SCS) level. This is carried out under the provisions of the Civil Service (Management<br />

Functions) Act 1992.<br />

Recruitment<br />

The CE will normally be appointed through open competition. The <strong>UKHO</strong> will recruit its other<br />

staff directly, with the recruitment of SCS level staff managed by the MOD’s senior staff<br />

management team. Recruitment will be undertaken on the basis of fair and open competition.<br />

Non-Executive Directors will have an input into the recruitment process of Executive Directors.<br />

Conduct and Discipline<br />

The CE is responsible for ensuring that civilian disciplinary and restoring efficiency cases are<br />

handled in accordance with MOD guidelines. He/she will have full powers in matters relating to<br />

the conduct and discipline of all employees. The full range of disciplinary sanctions will be at the<br />

CE’s disposal; this includes dismissal, demotion, loss of seniority, loss of pay, reprimands and<br />

postings. A three-stage grievance procedure is in place that is available to all staff, which<br />

includes a right to appeal to either 2nd PUS or an independent Grievance Appeal Panel. Any<br />

conduct or disciplinary issues involving military personnel will be taken forward in consultation<br />

with the appropriate Service Secretary.<br />

44


Staff Development and Performance Assessment<br />

The <strong>UKHO</strong> is committed to ensuring that its staff are developed and trained so that they are able<br />

to make the maximum contribution to the success of the <strong>UKHO</strong>. Staff will be given the<br />

opportunity to participate in their personal development and to link their skills and experience<br />

with the needs of the organisation. Staff will be supported, as necessary, by a development<br />

strategy that offers technical, professional and managerial training, and appropriate vocational<br />

qualifications.<br />

All staff will participate in performance assessment procedures, and will be encouraged to<br />

discuss their development needs as part of the performance appraisal process.<br />

Equality and Diversity<br />

The CE will promote best practice in the area of Equal Opportunities. He/she will ensure that<br />

his/her staff are provided with a working environment free from discrimination and harassment.<br />

Investor in People<br />

The <strong>UKHO</strong> is an accredited Investor in People and will aim to retain its accreditation.<br />

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