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Committees of the board meeting minutes

Terms of Reference: Strategy and Reform Committee

The Terms of Reference define the role, authority, scope, and duties of the Strategy and Reform Committee

Introduction

The Board is empowered under Section 16T of the Health Act 2004 to establish committees, consisting in whole or in part of persons who are members of the Board, to assist and advise it in relation to the performance of any of its functions.

This document sets out the Terms of Reference of the HSE Strategy and Reform Committee, including responsibilities of the Committee as approved by the Board of the Health Service Executive on 23 October 2024.

The Strategy and Reform Committee will have oversight of the HSE Corporate Plan with a 5 year horizon view. The Board’s Performance Committee will support the Strategy and Reform Committee in monitoring the Corporate Plan in-year priorities set out in the National Service Plan (NSP). The Performance Committee will be responsible for oversight of the in-year performance of the HSE with an 18 month horizon view. Its primary focus will be on execution and delivery of the NSP.

The Committee works in concert with and takes assurance from the work of other Board Committees, each of which has a specific remit as documented in their own Terms of Reference. The Board recognises that there is not necessarily a fixed delineation between the work of each individual Committee and that there is a high level of inter-operability required for their functioning. In particular, the relationship between the Strategy and Reform and Performance Committees will be managed by the Committee Chairs who will attend meetings of both Committees. This will ensure that agenda items are aligned and resolve any potential issues of overlap.

Role of the Strategy and Reform Committee

The role of the Committee is to provide assurance to the Board on Strategic priorities set out in the HSE Corporate Plan, particularly whether the outcomes set out in the Plan are sufficiently funded and respond to challenges as they arise. This includes the organisation’s principal transformation priorities that will populate the HSE’s Transformation Portfolio. A Transformation Portfolio reporting format will be developed for reporting to the Committee.

The Committee will be responsible for oversight of the development of multi-year strategies in line with the Ministerial reform priorities as set by the Minister for Health and the Minister for Children, Equality, Disability, Integration and Youth in their respective annual Letters of Determination (LODs), the Sláintecare Reform Programme, the Programme for Government, Department of Health and the Department of Children, Equality, Disability, Integration and Youth’s Strategies.

The Committee will oversee the development and monitoring of:

  1. The HSE’s Corporate Plan – the HSE’s overall Strategy.
  2. Transformation Priorities - Transformation Portfolio which identifies major change initiatives. Some of these may emerge from National Strategies. These will be the agreed priorities of the CEO and Board, as set out in the Corporate Plan.
  3. National Strategies set out in the Corporate Plan – developed to guide plans on specific themes [e.g. Waiting List, Digital, Cancer, trauma etc]. These are a subset of the overall Board Strategy [i.e. the Corporate Plan].

The Strategy and Reform Committee will also ensure that the HSE uses an appropriate Prioritisation Framework tool, to allow the HSE decide where it wants to invest its effort and resources.

In relation to the HSE Corporate Risk Register (CRR), the Board’s Audit & Risk Committee will be responsible for the allocation of oversight of risks to the Strategy and Reform Committee, as it is for other Committees of the Board. The CRR will inform the work of the Strategy and Reform Committee and the Performance Committee and guide decisions taken by both.

The Committee is authorised by the Board of the Health Service Executive to use its oversight role in relation to:

  1. Overseeing the planning and delivery of the HSE’s multi-year service transformation programmes;
  2. Taking a longer term view of progress against the transformation priorities, as against the in-year performance;
  3. Monitoring the development of national strategic, reform and other multi-year plans;
  4. Assuring the Board that these plans are comprehensive, robust and appropriately reflect the priorities of the Minister and of the Board;

The Strategy and Reform Committee may have responsibility for any other roles and responsibilities devolved to the Committee by the HSE Board.

Authority

The Committee is authorised by the Board of the Health Service Executive to use its oversight role in relation to:

  • Seeking any information or explanations that it requires from any employee of the HSE or agency totally or partially funded by the HSE;
  • Obtaining independent legal or professional advice procured in accordance with the HSE’s procurement policy;
  • Seeking the attendance of persons with relevant experience and expertise at the Committee meeting as necessary; and
  • Reporting on and escalating any matter it deems relevant to be brought to the attention of the Board.

Scope

The scope of the Committee’s authority extends to the HSE Transformation priorities as agreed between the CEO and the Board, as set out in the HSE Corporate Plan.

Appendix 1 - Committee Procedures

1. Membership and Operation of the Committee

Membership

The Strategy and Reform Committee will be appointed by the Board and will consist of:

(a) three members of the HSE Board; and

(b) two non-Board members, who in the opinion of the Board, have the relevant skills and experience to perform the functions of the Committee.

Executive attendance at meetings

The Chief Technology Transformation Officer (CTTO), a Regional Executive Officer, the National Director Planning and Performance, and National Director Access and Integration will be the primary HSE attendees at Committee meetings. The Committee however will have the right to request the attendance of any executive required to support its deliberations.

Frequency of meetings

The Strategy and Reform Committee will meet as required, determined at its own discretion, but not less than six times a year.

Task and Finish Groups

In consultation with the Board Chairperson, the Committee may form Task and Finish Groups as required. The membership of these Groups may comprise of both Board members and external members.

Further provisions

  • A person is not eligible for appointment to the Strategy and Reform Committee if that person is an employee of the HSE.
  • A quorum will consist of three members, two of which are to be Board members.
  • In the absence of the Chairperson from a meeting of the Committee, an acting chairperson will be selected from amongst the Board members attending.
  • The Committee will normally operate on the basis of consensus. In the event of a vote being required on any matter a simple majority of all members present, including the Chairperson, will carry the motion with the Chairperson of the meeting having a casting vote in the event of a tie.
  • The Chairperson will provide Committee members as necessary with an appraisal of their performance as Committee members.

2. Relevant Skills and Experience

The Strategy and Reform Committee members should collectively possess an appropriate range of skills to perform its functions to the required standard. Members should have experience in the core areas of the Committee’s role and an understanding of the public sector environment, in particular governance, accountability structures, and current public sector reform initiatives.

On commencement, new members of the Committee should benefit from an induction process.

3. Chairperson of the Strategy and Reform Committee

The Chairperson will be one of the Board members on the Committee. The Chairperson will report to the HSE Board on its work. The Chairperson will also attend meetings of the Performance Committee.

The Chairperson of the Strategy and Reform Committee has particular responsibility for ensuring:

  • that the Committee fulfils its role and responsibilities;
  • that the Committee is appropriately resourced
  • reports to the Committee contain relevant information and are provided at the right time in an appropriate format
  • that he/she ensures that a verbal report is made at Board meetings
  • matters arising are reported on at each subsequent meeting
  • he/she is involved in the appointment of new Committee members

Secretariat to the Strategy and Reform Committee

The secretariat to the Strategy and Reform Committee should:

  • commission papers as necessary and support the Chairperson in preparing reports
  • circulate documents and prepare and circulate minutes of meetings to Committee members as necessary 5 working days in advance of meetings
  • for any agreed actions, document the owner, deadline and any advice given by stakeholders and monitor between meetings
  • keep the Committee abreast of developments in the HSE
  • maintain a record of members’ appointments and termination/renewal dates and ensure that appropriate appointment procedures are initiated when necessary
  • ensure absent Committee members are briefed on meetings and attendance records are maintained and reviewed annually

5. Indemnification

The HSE will arrange for each external member of the Strategy and Reform Committee to receive an indemnification in accordance with the conditions laid out in the appendix to the General Council Report 1357 of the Civil Service, against liabilities which may arise from his or her membership of the Strategy and Reform Committee.

6. Tenure

A Board member of the Strategy and Reform Committee will hold office for the period determined by the Board when appointing that person. An External member may be reappointed by agreement of the Board for one additional year. A member of the Strategy and Reform Committee may resign from the Committee by letter addressed to the Chairperson of the Board or may at any time be removed as a member of the Committee by the Board for stated reasons.

7. Conflicts of Interest

Committee members are required to advise the Chairperson of any potential conflicts of interest on appointment and make annual declarations under the Ethics in Public Office Acts.

Each member of the Committee should take personal responsibility to declare any potential conflict of interest arising in relation to any items on the agenda for Strategy and Reform Committee meetings. A register of Committee members’ interests will be maintained by the Secretary. Where a conflict of interest arises the relevant member should bring this to the attention of the Chairperson and, where necessary, leave the room for the duration of the discussion and not take part in any decisions relating to the discussion. Similar arrangements will apply in relation to meeting documentation, where such documentation will not be made available to the member. This will be noted in the minutes of the meeting.

8. Meetings

The agenda for each meeting will be finalised by the Chairperson of the Strategy and Reform Committee and circulated with all relevant papers by the Secretary to all members of the Strategy and Reform Committee (and other attendees, as appropriate) 5 working days in advance of each meeting. Papers provided to the Committee should clearly communicate all relevant information.

No person other than the Strategy and Reform Committee members will be entitled to attend Strategy and Reform Committee meetings. The Strategy and Reform Committee may invite any person it considers appropriate (whether that person is or is not an employee of the Executive) to attend specific meetings.

All members of the Strategy and Reform Committee will be expected, whenever possible, to attend its meetings whether by physical attendance, by video conference or by telephone connection so long as this will allow live exchange of views by the members of the Strategy and Reform Committee.

The Chairperson or Secretary of the Committee will ensure that members who have missed a meeting are appropriately briefed on the business conducted in their absence.

9. Minutes

The Secretary will circulate draft minutes of meetings of the Strategy and Reform Committee to members as soon as possible after each meeting. The minutes will be presented for formal approval at the next Strategy and Reform Committee meeting. Once approved by the Strategy and Reform Committee, the minutes will be circulated to the Board and uploaded to the HSE website.

10. Reporting

The Strategy and Reform Committee will provide its advice to the Board principally by way of its minutes.

At the end of each year the Committee will also prepare an annual report to the Board on its role and responsibilities, and the actions it has taken to discharge those responsibilities. Such a report should specifically include:

  • a summary of the role of the Strategy and Reform Committee
  • its performance against key performance indicators set for the year
  • the names and qualifications of all members of the Committee during the period
  • the number of Committee meetings and attendance by each member
  • the way the Committee has discharged its responsibilities

The Strategy and Reform Committee will provide the Board an Annual Report, timed to support finalisation of the HSE Annual Report and Financial Statements.

11. Other Matters

The Strategy and Reform Committee will review its Terms of Reference annually and report the results of that review to the Board. Any changes recommended will be presented to the Board for approval.

The Strategy and Reform Committee will undertake an annual self-assessment evaluation of its performance and report the results of that review to the Board.


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