Transport for Wales Board Meeting Minutes - 18 October 2018

10:30 — 16:00; 18 October 2018

Transport for Wales Head Office, Southgate House

Minutes

Present:
Nick Gregg (NED & Chair) (NG)                                                   James Price (CEO) (JP)
Sarah Howells (NED) (SH)                                                             Alison Noon-Jones (NED) (ANJ)
Nikki Kemmery (NED) (NK)                                                           Heather Clash (TfW) (HC)
Tracey Chapman (Secretariat) (TC)

The following observer(s) from the Welsh Government were present for Part A and Part C of the meeting:

Simon Jones (WG Observer) (SJ) ; Jenny Lewis (WG Observer) (A)

The following observer(s) from the Welsh Government were present for Part A of the meeting:
Laura Harrison   ;   Micaela Woodhead

The following attendees from Transport for Wales were present for specific agenda items:

Geoff Ogden (Exec) (GO),  Alexia Course (Exec) (AC),  Karl Gilmore (Exec) (KG), Lewis Brencher (LB)

Apologies:

Gareth Morgan (Secretariat) (GM)

Notice of Quorum

1. A quorum being present the Chair declared the meeting open. The Chair confirmed that notice of the meeting had been given to each Director who was entitled to receive such notice.

Apologies

2. Apologies for absence were noted.

Conflicts of Interest 

3. The Chair asked if there were any new conflicts of interest to declare particularly as we have gone live as operator of the train services.  HC confirmed she had updated the conflicts of interest register to reflect a change of circumstance and this was noted.

4. JP informed the Board that LB would be joining the meeting in his new acting lead role for Communications across both TfW Corporate and TfW Rail Services. It was noted that he would be conflicted on contractual matters. It was agreed to produce a protocol to protect LB and the two organisations.

5. The Board agreed that when the Committees are meeting and involve people from the ODP any conflicts need to be managed carefully.

6. NG and the Board congratulated JP, the management team and the rest of the wider team including WG that had aided in the successful uninterrupted transfer of the rail service.

Minutes of the Previous Meeting

7. The Board agreed the minutes of the meeting held on 20 September 2018. Updates were received from Board members and it was agreed that a number of actions could be closed.

Minutes of the 2nd July 2018 Meeting

8. The Board delegated to JP to sign off the final Minutes.

9.  HC / JP to go through future minutes before they go out to Board for comment [Action]

Item 2: Health & Safety

Item 2a: Safety Moment

NK gave an example of a court action with an operator of a freight yard in Tyneside where youths had trespassed and consequently came into contact with live electrical equipment. NG asked if anyone keeps a view across the network as to where the hot spots are for public interaction with the network other than stations and crossings, it was agreed to ask Network Rail if they keep a record / and what mitigations there are around them [Action]. 

Item 2b: Safety Performance

The Board was asked to note the Board paper outlining the high-level Health & Safety metrics agreed as part of the Rail Services performance monitoring, confirming that these will be refined and developed over time.

NG asked if anyone holds or keeps a list of all the assets that we are now operating services on. JP confirmed that there will be a route map on how many miles of track, level crossings, stations, sidings depots etc.

[Action: GM to put together an information pack for Board containing Wales Route Map and TfW Rail Services Keys stats, pack to contain a summary of performance].

Item 3: Strategic/Development Update

Item 3a: CEO's Report

JP thanked the Board for their support and the team for the hard work in help deliver the successful transfer of the service. NG asked if there was anyone in particular the Board should be particularly thanking or recognising.           

[Action: JP to draft a note for NG to send thanks on behalf of the Board].  

JP summarised the contents of the CEO's Report and the matter of waivers for ODP was highlighted along with a timeline for completion. He confirmed that we have been preparing for month one contract management, with a
seamless transition from one operator to the next.

Formal Launch proceeded according to plan and media activity was good.

[Action: Ensure that the Twitter account for KeolisAmey is taken down].

Item 3b: Agreement & Approval of Sub-committees' ToR

Audit & Risk — NG confirmed that MD drafted ToR that went to the July Board

[Action — TC to send ToR to HC] In the interim NG will chair the ARC until a replacement for MD is found.

Customer & Comms — SH confirmed that the ToR are drafted and SH would meet with JP week commencing 22 Oct to finalise them. First meeting of the Sub-committee had been arranged in November. NG stated that getting feedback from representative groups into the Sub-committees is important. The Level of attendance is critical and senior management should attend — the Board wished to make clear that they consider these are senior level engagement pieces.

[Action: JP to send a note to TfW Corporate and TfW Rail Services].

Health, Safety and Wellbeing Sub-Committee - The first meeting was held on 26th September 2018 and was Chaired by Nikki Kemmery, NED. At this meeting the Committee Terms of Reference were agreed along with the Health, Safety and Wellbeing Policy statement. A discussion was held on suitable health and safety metrics for future Board reporting and Committee review. Quarterly meeting dates are being arranged for 2019.

HR Subcommittee — ANJ has draft ToR and will join up with NK on the format of them. On attendees the proposal is to have a union representative along with the HR Director, GO and a H&S representative on an ad-hoc basis.

It was agreed that all final sub-committee Terms of Reference be presented for formal adoption at the Next Board meeting.

Item 3c: Finance

NG thanked HC for the detailed financial information the Board is being presented with.

HC presented TfW's financial position to the Board, talking through the key headlines.

item 3d: Governance Adherence/Performance  

HC gave a quick overview of the recent presentation she had received on potential computerised Board Apps under the procurement framework, she is currently look at various other software packages and will update the Board at
a later date.

Item 4: Any Other Business

JP gave an overview on the current structure for TfW, outlining the roles that still need to be filled, confirming that all areas are making progress. Board agreed the proposed number of Senior Management posts.

[Action: NG & JP to meet with GWR]

Part A of the meeting was closed at 1330.

AC, LB and KG joined the meeting. The Chair declared the Open Session open and welcomed the attendees to the meeting. NG thanked the Executive Team on behalf of the Board for all work to date on getting us up and running as a
live operational business.

Item 1a — Transport System & Integration Presentation

S.1 provided an overview of the challenges facing the transport network over the corning years and decades and the policy and operational response that may be required of TfW.

GO joined the meeting at 3:10pm

Item 1e — Communications Grid

LB talked through the Communications Grid which is essentially a 30 day plan, a combination of communication opportunities ready to go now along with medium term opportunities.

LB confirmed that the Launch went well with a huge amount of media coverage with a reach of around 6 million.

LB outlined the marketing activity currently underway and will shortly see the deployment of a customer campaign.

LB left the meeting after his agenda item.

Item 1b: Update on Mobilisation

AC confirmed that there is information in the pack which the Board can read at their leisure, she confirmed that the weekend went very well with no staff accidents, injuries or safety incidents.

With the storm a number of units were damaged and had to go out of service but despite this performance was recovering.

NG would like to see a structured performance report looking at right time, ppm, safety etc., across the whole network and line by line.

[Action AC: to bring report to Board] 

Item 1c: Staff Engagement into TfW Rail Services

AC outlined the contents of a slide pack which talks through the engagement plan that has been developed with the Rail Services team and what was delivered for day 1 in terms of getting people ready for the transition.

In the AOB section there is a presentation pack that is an introduction to the ODP Grant Agreement [Action TC to forward electronically to Board Members]

[Action KG — at next Board provide a 20 min overview of CVL upgrade works & plans

Item 1g: Key Risks and Mitigations

The Risk Matrix was reviewed and discussed, it was agreed that we would double check for any other potential risks which would prevent us running a service eg., network, ticketing systems etc. [Action: GO]