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Corporate Governance

What is Corporate Governance?

Corporate governance is the system by which board-led organisations, including Charities, are directed and controlled at its most senior levels, in order to achieve its objectives and meet the necessary standards of accountability and probity. Effective corporate governance, along with clinical governance, is essential for BPAS to achieve its clinical, quality and financial objectives.

Corporate governance is largely about how the Board conducts its business and is separate from day-to-day operational management carried out by the Chief Officers and Senior Operating Team.

The Charity Governance Code observed by the Charity Commission for England and Wales is the authoritative point of reference regarding charity governance in the UK. It is not mandatory that charities sign up to this code, but there is an accept or explain expectation meaning it is expected that charities accept these standards or explain why they have deviated from them.

BPAS follows the standards of the Charity Governance Code.

BPAS Annual Report

The BPAS Annual Report is a legally required document for charities that provides a summary of our activities, achievements, and financial performance. Its purpose is to inform supporters, regulators and the wider public about how BPAS has fulfilled its mission and managed resources during the financial year.

The annual report includes the Trustee’s Report, the Strategic Report, the s172 statement and the audited accounts for 2024/25.

Board of Trustees and Committees

The trustees are legally responsible for making sure that resources are used prudently and only in support of our objectives and for public benefit.

The trustees meet formally at least 3 times a year. Decisions are made at either a full board of trustees meeting or via discussion and agreement between formal meetings. Where it is more appropriate for a smaller group of trustees to meet and agree on more specialist subjects, then a trustee sub-committee is mandated to make decisions outside of the full board.

In September 2025, a new sub-committee structure and associated terms of reference were approved by the board of trustees.

  • Clinical governance committee (CGC). 
  • Finance, performance, audit and risk committee (FPAR). 
  • People and culture committee (PAC). 
  • Research, innovation, communications and advocacy committee (RICA). 

The purpose of CGC is to oversee BPAS clinical services on behalf of the Board, ensuring that the principles and standards of clinical governance are applied and that appropriate mechanisms are in place for the effective engagement of patients and clinical staff.

CGC is responsible for oversight of:

  • the delivery of the strategic priority 'Our Care',
  • the development and implementation of the clinical strategy and model of care,
  • patient safety and excellence in patient care,
  • the management and mitigation of risk arising from clinical treatment and care, and
  • the effective and efficient use of resources through evidence-based clinical practice.

This committee has delegated authority to gain assurance on compliance with CQC and other key regulators on patient quality and safety.

The purpose of FPAR is to oversee BPAS finances, operational performance and infrastructure including IT and estates, on behalf of the Board. To include Budget scrutiny, long term financial planning, treasury policy, investment strategy and business development proposals and financial performance.

FPAR has oversight of and evaluates the system of internal financial and governance controls, charity compliance, internal and external audit and the system of risk management.

FPAR also assures the resilience of the service and support architecture of the organisation including business continuity planning and disaster recovery planning.

The purpose of PAC is to oversee BPAS leadership and governance capacity and capability.

PAC is responsible for the oversight of:

  • the development of BPAS people and culture, including the workforce and organisational development strategy, BPAS EDI strategy and BPAS values.
  • Delivery of the people strategy,
  • monitoring workforce performance and outcomes
  • identifying and mitigating risks, and
  • ensuring compliance with legal and regulatory requirements.

PAC assists the Board to discharge its authority regarding nominations and remuneration including succession planning, senior pay policy and the employment and performance of the CEO.

The purpose of RICA is to support BPAS in achieving its strategic objectives in research, advocacy, communications and innovation. It provides oversight and advice to ensure that BPAS’s work in these areas is aligned with the organisation’s mission and delivers meaningful impact.

RICA is responsible for:

  • reviewing and advising on stratgey development,
  • monitoring performance and outcomes,
  • identifying and mitigating risks, and
  • ensuring compliance with legal and regulatory requirements.

RICA also provides guidance on external engagement and advocacy to enhance BPAS’s public positioning and influence.