FSAI Board Meeting Minutes 12th September 2023

Present

• Ms. Ann Horan (AH) (Chair) 
• Mr Patrick Knight (PK)
• Ms Mary Cullen (MC) 
• Prof Martin Cormican (P. MC)
• Prof Francis Butler (FB)****
• Dr Cliodhna Foley-Nolan (CFN) (joining via MSTeams)
• Ms Eilis O’Brien (EOB)
• Ms Lisa Manselli (LM)**

In attendance

• Dr Pamela Byrne (PB), Chief Executive
• Mr Kevin Roantree (KR), Board Secretary
• Dr Wayne Anderson,(WA) Director of Food Science and Standards, FSAI* 
• Mr Joe McQuaid, Finance and Planning Manager, FSAI (JMcQ)***
• Ms Fiona Dwyer (Corporate Affairs Administration)

Apologies

• Mr Gerard McCurdy (GMcC)

The Chair opened the meeting and gave a brief overview of the agenda.   She welcomed Fiona Dwyer and advised Board members that FD will attend in future to record the minutes.

The Chair advised that GMcC had sent his apologies for this meeting and LM would join the meeting later due to a prior engagement.

The Chair thanked the Board members for engaging with her in the 1-1 meetings in recent weeks and said that time permitting she would present a summary of these meetings.

1. Disclosure of Interests

There were no disclosures of interest.

2. Minutes of the last meeting: 27th June 2023

The Board reviewed and approved the minutes for signing by the Chair subject to:

• Adding an action for the report on blended working to be provided to the Board when available.

An amendment to Item 7.2 regarding the approval of the 2022 Audited Financial Statements.It was noted that the C&AG’s report highlighted the non compliance with procurement policy. While it was acknowledged that the Board was aware of this issue, it was not aware that it was included in the C&AG’s report. This report is presented to the Houses of the Oireachtas and is a matter of public record.

It was accepted that the C&AG’s report should have been brought to the attention of the Board when it was received in early July.

The CEO apologised for this oversight. It was agreed that, in future, the C&AG’s report would be circulated to the Board as soon as it is received.

3. Matters Arising

KR provided an update on open actions from the minutes of the 27th June.

Actions update:

1.    The HR Manager is continuing to work on the FSAI recruitment and retirement process.
2.    A presentation on open legal cases will be provided at the October Board meeting.
3.    Action 3 remains open.
4.    Staff survey action plan will be provided at the October Board meeting.
5.    Action 5 is completed. 
6.    Presentation on innovation will be given at December Board meeting. 
7.    Work on the FSAI values framework is ongoing.
8.    Action 8 is completed.
9.    A representative of the Comptroller and Auditor General (C&AG) will attend the next meeting of the Audit and Risk Committee (ARC).
10.    Action 10 is completed.
11.    A presentation on the FSAI’s approach to environment, climate and sustainability will be provided at the December meeting of the Board 
12.    Action 12 completed.

4. CEO Report

It was agreed that the CEO Report should be taken as read and Board members were invited to raise queries, seek clarifications and make observations.

There was a discussion on the recently issued draft report on food safety systems in Ireland from the European Commission DG Sante F.  Board members requested access to the draft Sante F report.   It was agreed that as the report is currently in draft form, it would be more appropriate for the CEO to give a summary of the issues highlighted in the report at the next meeting.

The Board discussed the volume of protected disclosures received versus the staff resources available to manage this work.  The CEO explained that a risk based approach is taken, dealing with those that pose the most risk to public health as a priority and requesting the Official Agencies to assist, where appropriate.  

Action: CEO to provide an update on the Sante F report in her Report for the next meeting.

Action: The Board discussed the FSAI communications statistics in relation to reactive media and agreed that further information will be included in the CEO report for the October Board meeting.

5. Enforcement Orders

The schedule of recent Enforcement Orders was noted by Board members.  The Board acknowledged the inclusion of a summary of the various types of enforcement orders in the paper, which had been  requested at the previous meeting. 

6. Strategy and Planning 

Reflections on the series of meetings between Chair and individual Board members 

As the meeting was running to time, the Chair used this opportunity to provide the Board members with her reflections on the series of meetings with Board members which took place in August and September.  She thanked each of the Board members for taking the time to meet her and for their very helpful information and advice. 

Action : The Chair will circulate a paper on the topics discussed to Board members. The paper will also be shared with the SLT. 

6.1 Strategy Development Update

The first in a series of Strategy Development papers was circulated with the agenda for the meeting.  The purpose of this paper was to outline the proposed role of the Board in the development of the next Strategic Plan and to present a high-level journey map and project description. 

The Chair updated the group on her meeting with Geoff Dooley who is the external Project Manager for the Strategy Development Project. 

In response to a query, the CEO advised that the Project Team will consist of the following FSAI staff, Gill McNamara, Programme Manager, Jane Ryder, Communications and Information Manager, Ruth Conefrey, Training Manager, Lisa O’Connor, Chief Specialist Food Science and Standards and Joe McQuaid, Finance and Planning Manager.  In addition,   expressions of interest will be invited for two additional staff members to join the Project Team.  The Senior Leadership Team (SLT) will form the Steering Group for the project.

The Board discussed the paper and made several suggestions to the wording to be incorporated into the next draft.  They also made observations and recommendations in relation to areas for consideration by the Project Team, including:

• To consider whether the mission, vision and values should be amended, 
• Consumer protection and the priority of public health to be given top priority.
• To ensure that availability of adequate resources is considered.
• The importance of agreeing and meeting project deadlines.
• How to align the proposed Periodic Critical Review (PCR) with the development of the Strategic Plan.
• To incorporate the points where we need to engage with the Department of Health into the project plan.
• To avoid using jargon in the project papers – plain language is better.
• Papers for discussion at Board papers need to be available on time, so that they can be read in advance and discussed at the meeting.
• Request for further clarity in the project description on what information will be provided to the Board at each stage of the strategy development progress.  
• To provide maximum notice to the Board members on the dates for Project Workshops, to enable Board members to attend.  Attendance is voluntary but it is recommended that members try to attend where they feel that they can assist the Project Team.

Action: CEO to ask for an update on the timeframe for the PCR at the governance meeting with the Department of Health (DoH) next week and to revert to the Board at the next meeting.  

Action: KR to provide feedback to the Project Team and the Steering Group on the Board discussion. 

*Dr. Wayne Anderson (WA) joined the meeting.

6.2 Presentation from Wayne Anderson Director of Food Science and Standards

The Chair informed the attendees that each of the 5 Executive Directors will attend a meeting of the Board and provide an overview of the work of their functional area, highlighting areas of interest or concern for the Board.  In the first of these engagements, Dr Wayne Anderson presented on the work of the Food Science and Standards Functional Area.

Board members were very complimentary about the presentation and asked several questions.

The Chair thanked Dr Anderson for a lively, interesting and informative presentation.

Dr Anderson was asked to stay for agenda item on the 10.1 on the Scientific Committee Governance Framework, which the Chair agreed to take following the break. 

7. Break 

The meeting took a 10 min break.

**Lisa Manselli joined the meeting. 

As the item on Strategy Development had already been covered it was agreed that LM and PB would talk after the meeting to cover LM’s questions and comments which she had submitted by email the previous evening.

Scientific Committee Governance Framework 

The Chair of the Scientific Committee, P.MC, gave an overview of the paper, which had been circulated with the agenda in advance of the meeting.  The paper proposed changes to the rules of procedure for the Scientific Committee which under the FSAI Act requires Board approval.

Action: Amendments to the framework were agreed.  These changes will be made and circulated to the Board by the end of the week and recirculated to the Board.  Should Board members wish to make further suggestions they should be emailed to Wayne Anderson prior to the next Scientific Committee meeting on 25th September 2023. 

*Dr Wayne Anderson left the meeting. 

8.Board Updates 

8.1. Board/SLT Away Day

The Board away day with a facilitated workshop and Board meeting will take place on 23rd and the 24th October. 

The Chair updated the Board on her meeting with Frank Munnelly who will facilitate the workshop with the Board and SLT on 24th October.  It is proposed that FM will facilitate separate preparatory meetings with the Board and the SLT.  The Board session was agreed for 4pm to 6pm on the 23rd October. 

Action: FD will arrange the meetings with Frank Munnelly and circulate details. 

8.2. Board Workplan 23/24 

Draft Board workplans for the remainder of 2023 and for the year 2024 were circulated with the agenda in advance of the meeting.   The plans were discussed and a number of changes agreed.   FD will amend the Workplan, which will then become a standing item at each Board meeting.  A traffic light system will be used to track progress against the plan.  

Action: 

• FD to amend the workplans to take account of changes agreed at the meeting.
• FD to circulate doodle polls on the proposed Board, ARC and PDC dates for 2024. 

8.3 Board Development Plan

A short paper was circulated in advance of the meeting with an update on actions agreed at the June Board meeting. 

***Joe McQuaid joined the meeting

9. Finance Update

9.1. 2022 year-end update & 9.3 Procurement Update

KR gave an overview of the report of the C&AG, noting that the issue of FRS 102 was the only qualification in the report on the Financial Statements.  This is a long-standing issue which the FSAI continues to raise on a regular basis with the Department of Health.   The Board asked the CEO to continue to highlight this at governance meetings with the Department. 

The Board discussed the note in the C&AG report on the issue of procurement non-compliance.  Members of the Board expressed dissatisfaction that the C&AG Report was not circulated to the Board when it was first received in July.  It was agreed that future C&AG Reports would be circulated to the Board.  

A plan to ensure that all procurement contracts would comply with the Procurement Policy was discussed.  Board members were concerned that the timelines to return to full compliance were too long and asked the Executive to look at securing a resource to prioritise finding a solution to this issue.  It was noted that this matter, and the C&AG Management Letter would be discussed at the October meeting of the ARC. 

9.2. 2023 Forecasting 

The Board noted that the FSAI is expected to spend its full allocation for 2023 with the exception of possible savings within the LAVs allocation. 

***Joe McQuaid (JMcQ) left the meeting.

****Francis Butler (FB) gave his apologies and left the meeting.

10. Board Committee Updates

10.2. Food Safety Consultative Council (FSCC)

There was no update on the FSCC at this meeting. 

10.3. ARC Update

The Board agreed with the proposed change to the ARC membership with Ms Ann Horan stepping down following her appointment as Chair of the Board and Ms Mary Cullen appointed.   The Chair thanked MC for agreeing to rejoin the ARC for the remainder of her term on the Board.

10.4 Performance Development Committee 

The PDC had their first meeting with the new Chair on 7th September.  The main item on the agenda was a review of the Terms of Reference of the Committee.  A draft document had been prepared in advance and this led to a good debate on the purpose of the Committee and how it can best support the Board. The Committee will meet again on 23rd October to agree a revised draft of the Terms of Reference and to do an interim review with the CEO.  

11. Corporate Governance 

11.1. Risk and opportunities Register

The Board reviewed the document and recommended that the Executive review the categorisation of Risk 5. 

11.2. Board/Board Committees Terms of Reference

The Chair advised that work is underway on each of the terms of reference documents and that it is planned to bring the documents to the Board for approval before the end of the year.

12. Any Other Business

The Chair informed Board members that the IPA will run a training course on Roles, Responsibilities and Duties of Boards and Board Members - Thursday, 5 October 2023 (9.45 - 16.00). Those wishing to attend should contact FD to arrange bookings.

Weekly Media Brief – the Chair asked FD to ensure that new Board members are added to the circulation list for weekly press cuttings.

The Chair, on behalf of the Board, congratulated Mr Gerry McCurdy on his appointment as Chief Commissioner for the Charity Commission Regulator and wished him every success in this role. 

Action: FD to circulate details of the IPA course on the role and responsibilities of board members. 

13. Board Private Session

The Board held a short private session.

The meeting concluded at 1.00pm.

FSAI Board Actions: September 2023

To Note: Actions raised by the Board will be placed into the Actions table and remain there until completed (or removed by request of the Chair). Once an action is completed it will be marked as such for one meeting prior to being removed.