PSAA Corporate Governance Framework

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Updated November 2023 – review scheduled for Winter 2024/25

Part 1 – Objects and accountability

Objects

  1. The corporate governance arrangements of Public Sector Audit Appointments Limited (PSAA) (the Company) are critical in helping it to achieve its core objectives as set out in its Articles of Association, which are to:
    • perform and discharge the remaining functions delegated to it by the Secretary of State on a transitional basis, up to completion of audits of the accounts for 2017/18;
    • perform and discharge the functions of an appointing person specified by the Secretary of State, including:
      • to issue an invitation to all relevant principal authorities to become an opted-in authority;
      • to appoint the external auditor to all opted-in principal authorities after consultation;
      • to specify scales of fees for the audit of accounts of opted-in authorities, before the start of the financial year to which the scales relate, and after consultation;
      • to keep, and publish, a record of authorities that become opted-in authorities; to oversee issues of appointed auditor independence, monitor compliance, assist in the resolution of disputes or complaints; and deal with the removal of an appointed auditor;
    • take steps to ensure that public money is properly accounted for and protected;
    • oversee the delivery of consistent, high quality and effective audit services to relevant authorities;
    • ensure effective management of contracts with audit firms for the delivery of audit services to relevant authorities;
    • be financially responsible, having regard to the efficiency of operating costs and transparently safeguarding fees charged to audited bodies; and
    • lead its people as a good employer, ensuring that it continues to be fit-for-purpose; motivating and supporting its staff; and communicating with them in an open, honest and timely way.
  1. The Board of PSAA and its staff will:
    • observe the highest standards of propriety, impartiality, integrity and objectivity in relation to the stewardship of public funds, the management of the Company and the conduct of its business;
    • maximise value for money by ensuring that the Company’s work is performed in the most economical, efficient and effective way, within available resources;
    • be consultative in style, and open and responsive to all stakeholders; and
    • ensure that there is in place an effective system of internal control to enable the Company to meet its corporate objectives.
  1. The Board will review its governance arrangements regularly to ensure that they remain fit for purpose and continue to reflect these values, aims and principles including best practice in corporate governance.

Accountability

  1. PSAA demonstrates its accountability by:
    • publishing its audited annual accounts in accordance with the requirements of the Companies Act 2006;
    • complying with the Memorandum of Understanding with the Department of Levelling up, Housing and Communities (DLUHC) and reporting to the Secretary of State and other ministers;
    • informing the Secretary of State of any changes to the company’s Articles of Association;
    • the Chair and Chief Executive attending the IDeA Board twice a year to ensure that the parent Board is informed about PSAA activities;
    • being as transparent as possible about its business, its finances, its statutory responsibilities and its governance including complying with the Local Government Transparency Code as amended from time to time by DLUHC, the Freedom of Information Act (2000) and the Environmental Information Regulations (2004);
    • consulting on auditor appointment and fee scale proposals;
    • publishing a clear complaints process;
    • engaging with stakeholders to encourage feedback on its activities; and
    • publishing an annual report on its activities.
  1. PSAA has regard to the principles set out in the Code of Conduct for Board Members of Public Bodies (issued by the Cabinet Office) and in the UK Corporate Governance Code, to the extent this can be applied to a small company without shareholders. The principles, where applicable to PSAA, are reflected in the arrangements set out in this corporate governance framework and are summarised at Appendix 1.

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