Corporate report

Homes England Annual Report 2022 to 2023: Accountability Report, accessible version

Updated 25 July 2023

Applies to England

The Accountability report sets out how we meet the key accountability requirements to Parliament. It is broken down into three areas:

• The Corporate Governance report which provides an overview of the Agency’s leadership and our risk management approach.
• Remuneration and staff report which details remuneration and staff expenses and policies.
• Parliamentary Accountability which contains details of losses, special payments, fees and charges in the year, and the audit certificate.

Corporate Governance report

We keep our Board and Committee structures under review to ensure they remain robust and meet the increasing demands of our agile and delivery focused organisation.

Board and committee performance

We are committed to ensuring that our Board and its committees keep their own performance under review and, as necessary, are continually improving. We also support our Board members by offering training and development and annual personal appraisal. These steps help us to ensure our governance is as strong as it can be – supporting the Agency to make the best decisions.

The Board started the 2022/23 financial year with a new committee structure, in response to the significant growth in the complexity of the Agency’s remit and size of its balance sheet in 2021/22. This revised structure has now been in place for a year and a further review is imminent, to ensure that the new structure is working as intended and remains effective and in line with the principles of continuous improvement.

Three new Board members were recruited in 2022, a skills audit in March 2022 verified that our Board members had the skills necessary to ensure our governance was effective. These newer members are now fully integrated into the Board and the independent technical experts add valuable additional experience to our decision making through the Cross Cutting Committee.

As things move on in 2023/24 we are again seeking new Board members, and we will ensure during the recruitment process that our Board will continue to demonstrate a diversity of skills, knowledge and experience in its membership to support the best decision making.

The Agency values its Board Members, and it asks a lot of them. Through our Board and Committee structures, all Board members have the opportunity to fully engage and support the Agency to navigate complexity and lead our decision making.

Additional responsibilities and impact

The Board has invested considerable time in 2022/23 devising a new strategic plan that will enable it to deliver the Government’s aspirations as set out in the Levelling Up White Paper. The Board has also overseen the Agency’s response to the slowdown in the housing market that prevailed throughout the year.

This governance report

This governance report explains the composition and organisation of our governance structures and how they support the achievement of our mission and strategic objectives. It comprises a:

• Board Members’ report;
• Statement of Accounting Officer’s responsibilities; and
• Governance statement.

Board Members’ report

Meet the Board

The role of our Board is to provide strategic leadership and to promote our long-term, sustainable success. Our Board has statutory responsibility for exercising our functions.

In addition to our Non-Executive Board Members, the Secretary of State has appointed the Agency’s Chief Executive and Accounting Officer (Peter Denton) and a shareholder Representative (Melanie Montanari and Emma Fraser, a job-share appointment) to the Board. The Agency works closely with our sponsor department, DLUHC, to ensure the delivery of our strategic objectives on behalf of government:

Peter Freeman CBE, Board Member, Chair

After qualifying as a lawyer, Peter formed the Argent Group of property companies with his brother in 1981. Argent is particularly known for major mixed-use projects like Brindley Place in Birmingham, and King’s Cross and Brent Cross Town in London.

Peter has also been a Non-Executive Director on several other property companies and a trustee of a number of charities connected with education, combating intolerance, and public performance art.

He was shortlisted for the Wolfson Economic Prize on delivering garden cities in 2014 and was, until October 2020, Chair of Mayfield Market Towns Ltd. Peter was the principal author of the 2020 Housing Sprint Report.

Peter Denton, Board Member, Chief Executive Officer

Peter joined Homes England in August 2021. Prior to this, he was Chief Executive Officer of housing association, The Hyde Group.

He has worked in a broad range of strategic leadership roles, amassing 29 years of panEuropean real estate experience. Before joining the housing sector, Peter spent his early career in investment banking and then moved to global real estate investment management firm, Starwood Capital. During his investment career, Peter deployed over €25 billion of capital and had significant exposure to investors and fundraising on a global scale, working as a ‘bridge’ between the public, private and third sectors.

In addition, Peter has held senior EMEA real estate investment banking roles at BNP Pariba, Barclays, Deutsche Bank, Eurohypo and WestImmo. Peter is also a member of the Urban Land Institute UK Executive Committee, a non-executive Real Estate Investment Committee member at global investment company Eurazeo and Council member and Chair of the Finance Committee at Marlborough College.

Councillor Baroness O’Neill of Bexley OBE, Board Member

Councillor Baroness O’Neill OBE has been the Leader of the London Borough of Bexley since 2008 and a Bexley Councillor since 1998. She is also a Vice-Chair (Leader of the Conservative Group) on London Councils and a Conservative Peer for the Local Government Association.

Previously she’s been a member of the London Finance Commission, under the last two London Mayors, the London Health Commission and was Boris Johnson’s advisor for Outer London relations. Her career was previously in the finance sector and she was awarded the Order of the British Empire (Officer) in the Queen’s Birthday Honours 2015 for service to the community and local government in London.

Appointed to the House of Lords on 7 November 2022, Councillor Baroness O’Neill resigned from the Board with effect from 03 March 2023.

Duncan Sutherland, Board Member

A practitioner with over 35 years experience in property, housing, investment, regeneration and development with particular emphasis on public/private delivery partnerships involving government, local government, local communities and private investment.

He was involved in setting up and operating a £1 billion PRS fund investing in the UK and the UK’s first successful PRS housing REIT.

Duncan has worked closely with the Government promoting innovative and long-term investment approaches to achieving sustainable regeneration. He served as a Non-Executive Director of the British Waterways Board and Scottish Canals and has recently completed a six-year term on the board of HS2 Ltd, the new high-speed railway to be built between London and the North. He also served on the Capital Investment Advisory Board in the Government’s Department of International Trade.

Duncan also Chairs Southbank Sinfonia @ St John’s Smith Square.

Pat Ritchie CBE, Board Member

Pat is an experienced senior leader in economic development, housing, and property.

She was Chief Executive of Newcastle City Council for over eight years, where she notably secured the multi-million-pound investment deal to bring Legal & General to Newcastle’s flagship ‘Helix’ development, and led on negotiations to secure a devolution deal for the North of Tyne Mayoral Combined Authority where she was the first head of paid service.

Pat led the city’s response to the pandemic and oversaw the Newcastle COVID-19 Recovery Plan, including an ambitious £50 million plan to transform the city centre.

Pat was appointed to Chair of the Government Property Agency in January 2020. She is a member of the Advisory Board of the National Leadership Centre and a member of Newcastle University Council.

She is a former Chief Executive of the Homes and Communities Agency (Homes England) and former Deputy Chief Executive of the One North East Regional Development Agency.

Pat was awarded her CBE in January 2021 for services to local government and public service reform.

Stephen Bell, Board Member, Chair of Audit, Assurance & Enterprise Risk Committee

Stephen has substantial experience in real estate, financial services, and restructuring. He has been involved in property finance, consumer and commercial lending, and specialist banking. He has held numerous C-Suite and Board roles for a broad range of institutions going through periods of transformation and growth. Stephen is a Certified Director and a Fellow of the Institute of Directors.

Stephen is the Whistleblowing Champion on our Board.

Vanessa Murden, Board Member, Chair of Nominations and Remuneration, Committee Chair of Change Committee

Vanessa has extensive senior executive expertise within the financial service industry, including Travelex, American Express, Lloyds Banking Group and most recently as Group Chief Operating Officer for M&G.

Sadie Morgan OBE, Board Member, Chair of Cross Cutting Committee

Sadie is a founding director of leading architectural practice, dRMM. Over her 25-year career she has advocated exemplary design and architecture. She is a Commissioner and Design Group Chair of the National Infrastructure Commission and is the London Mayor’s Design Advocate.

Sadie is the Design & Sustainability Champion on our Board.

Mark Rennison, Board Member, Senior Independent Director, Chair of Investment Committee, Chair of Home Ownership Committee

Mark is the former Finance Director for Nationwide Building Society. He also chaired the subsidiary company at Nationwide which managed the Oakfield project to build a new housing community in Swindon. Prior to joining Nationwide, he worked for PwC for 25 years including spending time as an audit partner in their banking practice in London.

Lesley-Ann Nash MBA, FCMA, Board Member

Lesley-Ann spent two decades in investment banking, building and leading structured interbank businesses. She was a Managing Director of Morgan Stanley but left to offer her financial skills to government. She spent seven years in the Cabinet Office leading a range of commercial programmes which positively impacted both public and private sectors, as well as citizens nationally.

On leaving government, Lesley-Ann has embarked on a Non-Executive Director career. She has been appointed to the boards of St James’s Place plc (FTSE 100) and Workspace Group plc (FTSE 250). She also sits on the board of the business campaigning group, London First.

Lesley-Ann is a fellow of the Chartered Institute of Management Accountants and holds an MBA from CASS business school.

Lesley-Ann is the Equality and Diversity Champion on our Board and is also nonexecutive Board Champion for compliance by Board members with the Gifts and Hospitality provisions of our Code of Conduct.

Mark Henderson, Board Member

Mark is Chief Executive of Home Group, with 55,000 homes under management across Scotland and England, and one of the largest providers of supported housing, working with 26,000 vulnerable people in nearly 500 services. Home Group is also one of the largest developers of housing in the UK with a turnover of some £430 million per annum. It was voted the UK’s best Landlord and best Housing Association in 2014, 2016 and 2021.

Mark is currently a Non-Executive Director and trustee of Whiteley Village Trust. He previously ran his own business before joining Home Group, before that he worked with the Regional Development Agency as Operations Director and had held a variety of regeneration and economic development jobs across the country, most recently as Chief Executive of one of the largest County Councils in the country. He was also a former Board Member for the National Housing Federation and former Chair of Homes for the North.

Lord Austin of Dudley, Board Member

Lord Ian Austin has spent a large part of his career working to meet housing needs by tackling homelessness, improving the provision of housing and addressing problems of affordability. Ian spent a significant time of his career serving his local area of Dudley where he served on Dudley Council before becoming the MP for Dudley North in 2005. During this time, he served as the Minister for Housing and Planning and Minister for the West Midlands and in 2020, he was appointed to the House of Lords as Lord Austin of Dudley. Lord Austin also serves as a member of the Corporation of Dudley College.

Melanie Montanari, Board Member, Shareholder Representative (appointed on a job-share basis in October 2022)

Melanie Montanari is currently co-director for Housing Markets and Strategy, in a job-share with Emma Fraser. Prior to her current role, she was responsible for Homelessness and Rough Sleeping policy at DLUHC.

Before joining DLUHC, Melanie spent 15 years at HM Treasury in a range of public spending and public policy roles, including as Head of Personal Tax leading major reforms to IR35, the landlord tax system and the ‘non-dom’ regime. She had responsibility for general expenditure policy, leading on Spending Review preparations, and on welfare and labour market policy, including introducing the national living wage and leading for the Chancellor on major reforms to the benefit system. Melanie also worked as Speechwriter and Private Secretary to the Chancellor of the Exchequer, George Osborne.

Emma Fraser, Board Member, Shareholder Representative (appointed on a job-share basis in October 2022)

Emma Fraser is a civil servant with extensive experience of working across a range of housing policy issues, currently co-director for Housing Markets and Strategy in a jobshare with Melanie Montanari. Prior to her current role, she was a finance director leading Spending Review 2019 and business planning for the Home Office, and previously headed the transport spending team in HM Treasury. She has also worked on health and social care policy at the Department for Health and Social Care and on energy efficiency financing and policy for the Department for Energy and Climate Change.

Andy Hobart, Board Member, Shareholder Representative until September 2022

Andy Hobart is Commercial Director at DLUHC. He joined the Department in September 2018.

During his career, Andy has held Divisional Chief Executive level roles in the B2B services, construction and housing sectors with firms such as Wates Group, Balfour Beatty, Rentokil Initial and RAC. Most recently before joining DLUHC, Andy was a Non-Executive Director in the housing sector and advised private equity firms on investments in the business services sector.

Andy holds a M.A. in Engineering Science from Oxford and an MBA from Harvard Business School.

Responsibilities

Our Board is specifically responsible for:

• Overall governance, including preservation of the reputation of the Agency;
• Our relationships with DLUHC and other key stakeholders;
• Recommending to DLUHC the Agency’s overall strategic direction, within the policy and resources framework agreed and set out in the Framework Document;
• Approving the Agency’s draft Corporate Plans, including output targets, for submission to Ministers for approval;
• Agreeing the Agency’s Annual Budget set by the Department, set out in the Business Plan, for approval by DLUHC;
• Agreeing the Annual Report and Accounts for submission to Parliament;
• Approving overall governance arrangements, including setting the Agency’s values and standards to ensure that the Agency’s affairs are conducted with probity, and that high standards of corporate governance are observed at all times;
• Ensuring that the necessary financial and human resources, including key appointments, are in place to enable the Agency to safeguard its assets and meet its objectives;
• Approving overall arrangements for the delivery of Homes England’s strategic objectives;
• Receiving reports from Board Committees and Advisory Groups and considering any key issues that they raise;
• Approving any Compulsory Purchase Orders recommended by the Investment Committee;
• Ensuring that the Agency’s Health and Safety processes are effective and fulfil Homes England’s obligations under Health and Safety legislation;
• Challenging and reviewing monthly performance information in regard to the corporate targets;
• Approving Homes England’s Risk Appetite Statement and Risk Management Framework, assessing the periodic risk evaluations, and overseeing mitigation strategies on the recommendation of the Audit, Assurance and Enterprise Risk Committee;
• Considering property, litigation, legal and other corporate issues; and
• Ensuring that there are appropriate legal, financial and administrative arrangements covering the provision of the Agency’s pension schemes.

Board and Committee composition

The Board is led by the Chair, Peter Freeman. It is comprised of Non-Executive members and the Chief Executive, Peter Denton. There is also a Shareholder Representative Board Member, a role filled by Emma Fraser and Melanie Montanari.

Membership of the Board and its Committees has changed throughout the year as set out in the Board and Committee Attendance section later in the report. A full list of current Board Members, and members who served throughout the year is detailed in our Board Members’ report.

How the Board spent its time

The Board oversees the performance of the full range of the Agency’s activities, driving delivery in a fast-changing market. Economic factors, principally inflationary pressure, have had considerable impact on our delivery partners and key stakeholders. It is important that our Board gets the information necessary to support effective decision-making on the critical activities the Agency can progress, within its budget, to make progress towards achieving its strategic goals.

The Board receives and reviews monthly performance information, scored against corporate targets and relating to the management and performance of the Agency. This data is published on a bi-annual basis in accordance with the Office for National Statistics (ONS) Code of Practice for Official Statistics.

The Board and Audit, Assurance and Enterprise Risk Committee receive, monitor, and assess emerging risks from the Agency – both internally and externally.

Board forward look

The Levelling Up White Paper^{[footnote 1]} places levelling up and social justice at the heart of government’s housing and regeneration policy and, while supply remains important, there will be a renewed focus on placemaking. These policy directions mean a renewed focus on the Agency’s regeneration objectives and, having worked in 2022/23 to develop a strategic plan that moves the Agency in this direction; in 2023/24 the Board will be focused on overseeing and directing the changes needed to deliver them, both through internal operational changes and by re-focusing its broad suite of different programmes.

Homes England committees

Our Board, in accordance with good practices of governance, has established a number of committees to which it delegates appropriate responsibilities.

In 2022 the Board agreed the establishment of a new Committee for oversight of Home Ownership programmes (primarily Help to Buy), and two time-limited committees to oversee the embedding of its Cross Cutting objectives and delivery of the Agency’s Change programme. A review of the effectiveness of these arrangements is planned for the new financial year.

Board and Committees at 31 March 2023

Board:

• Investments
• Nominations and Remuneration
• Audit Assurance and Enterprise Risk
• Cross Cutting
• Change
• Home Ownership

Investment Committee

The Investment Committee considers new development and investment proposals, and reviews business cases, in support of new development projects, equity investment, or programmes for inclusion within the Agency’s remit. It also monitors portfolio performance and progress on major schemes and approves certain aspects of the Agency’s procurement arrangements.

The Committee submitted key project approvals outside Homes England’s delegation to DLUHC and HMT and agreed a new process for Progress Against Plan Reporting for these key projects going forward, and for those projects for which there are periodic reporting requirements as part of the approval conditions from HMT or DLUHC.

During the year, in addition, the committee reset the parameters of business cases and investment periods for the Housing Infrastructure Fund, Home Building Fund – Infrastructure Loans and the Levelling Up Home Building Fund, to ensure the continued delivery of affordable homes in a challenging market. The business case for the Brownfield, Infrastructure and Land Fund programme also came to the committee for review as it was under development.

The Committee also recommended changes to the 2021-26 Affordable Homes Programme, changing tenure profiles, and extending longstop and funding deployment dates to protect the delivery of affordable housing starts and completions.

The committee’s portfolio monitoring activities included regular reviews of the equity portfolio, including fund deep dives and overviews of the Government guarantees portfolio on behalf of the Secretary of State. The committee also reviewed the actions taken in response to the economic downturn, including waivers and flexibilities afforded to construction partners and developers due to delays in both completions and sales, and overseeing the Agency’s response to projects in distressed positions.

The members of the Investment Committee as of 31 March 2023 were Mark Rennison (Chair); Peter Freeman; Duncan Sutherland; Sadie Morgan; Pat Ritchie; Diarmid Swainson (Shareholder Representative); Peter Denton, Chief Executive Officer; Harry Swales, Chief Investments Officer; Barry Cummins, Interim Chief Land and Development Officer; Mike Palin, Executive Director MPP and Lynda McMullan, Chief Finance Officer.

Nominations and Remuneration Committee

This Committee is responsible for advising on overall pay and rewards; the remuneration, contractual and pension arrangements of staff at Director level and above; senior succession planning; key HR policies; and setting and agreeing the annual performance objectives, remuneration terms and other terms and conditions of employment of the Chief Executive.

Notable business this year included:

• Overseeing the development of a new People & Culture Strategy; and
• Overseeing reform of the Homes England Pension Scheme.

The members of the Nominations and Remuneration Committee as of 31 March 2023 were Vanessa Murden (Chair); Stephen Bell; Duncan Sutherland; Lesley-Ann Nash; Melanie Montanari (Shareholder Representative); and Peter Freeman.

Audit, Assurance and Enterprise Risk Committee (AAERC)

This Committee supports the Accounting Officer and Board in their responsibilities for risk control, governance, audit, financial stewardship and financial and statutory reporting. It reviews the comprehensiveness of assurance and reporting processes, consistent with the Accounting Officer’s assurance needs.

A significant part of the Committee’s work this year has been on continuing improvement to the overarching Control Environment Improvement Programme. The three themes identified for 2022/23 were Project Management, Contract Management and Organisational Compliance.

AAERC has also been overseeing the continuing activity led by Risk to move forward organisational thinking and application of the three lines of defence.

The members of Audit, Assurance and Enterprise Risk Committee as of 31 March 2023 were Stephen Bell (Chair); Mark Rennison; Mark Henderson; Lesley-Ann Nash; and Vanessa Murden. Baroness O’Neill left the Board on 03 March 2023 but attended AAERC throughout the year prior to her departure.

Cross Cutting Committee

The Cross Cutting Committee supports the Board in fulfilling its responsibility for a greater focus on the cross-cutting objectives detailed in its strategic plan: Safe, Sustainable, Well-designed and built including modular construction, design, sustainability. The Cross Cutting Committee held its first meeting on 14 April 2022, and has been working to find ways to assess these outcomes, promote them across the sector, and embed them into the Agency’s programmes.

The members of Cross Cutting Committee as of 31 March 2023 were Sadie Morgan (Chair); Mark Henderson; and Ian Austin. The committee is also supported by a number of independent experts, who provide a broad range of specialist expertise and experience from across the sector.

Change Committee

The Change Committee supports the Board in fulfilling its responsibility for reviewing the assurance from the Executive and making decisions in respect of change programmes and projects. This includes monitoring delivery of the Evolve programme and oversight of corporate change and culture initiatives. The members of Change Committee as of 31 March 2023 were Vanessa Murden (Chair); Duncan Sutherland; Mark Rennison; Melanie Montanari (Shareholder Representative); and Pat Ritchie.

Home Ownership Committee

The Home Ownership Committee supports the Board in fulfilling its responsibility for reviewing the delivery and operational performance assurance from the Executive of the various home ownership programmes/funds and housing cladding remediation programmes.

Much of the committee’s time in 2022/23 has been taken up with overseeing the development of the Cladding Safety scheme for mid-rise buildings, and the new First Homes scheme. The Committee has also overseen the closure of the Help to Buy scheme to new business, and management of the Help to Buy portfolio, which will continue until all loans are repaid.

The members of Home Ownership Committee as of 31 March 2023 were Mark Rennison (Chair), Mark Henderson, Ian Austin, and Emma Fraser/ Melanie Montanari (Shareholder representative).

Board and Committee attendance 2022/23

Name	Board	Audit, Assurance and Enterprise Risk Committee	Change Committee	Cross Cutting Committee	Nominations and Remuneration Committee	Home Ownership Committee	Investment Committee
Ian Austin	8/10			4/5		3/5
Stephen Bell	9/10	(Chair) 6/6			4/4
Peter Denton (CEO and AO)	10/10						9/11
Emma Fraser/ Melanie Montanari[footnote 2]	6/6		2/3		1/2	3/3
Peter Freeman (Chair)	9/10			4/5	3/4		11/11
Mark Henderson	9/10	5/6		4/5		5/5
Andy Hobart[footnote 3]	5/5	1/2	1/2		2/2		5/6
Sadie Morgan	8/10			(Chair) 4/5			6/11
Vanessa Murden	10/10	6/6	(Chair) 5/5		(Chair) 4/4
Lesley-Ann Nash	8/10	4/6			4/4
Teresa O’Neill	8/9	4/6				4/5
Mark Rennison (Senior Independent Director)	10/10	4/6	5/5			(Chair) 5/5	(Chair) 11/11
Pat Ritchie	10/10		3/4				6/11
Duncan Sutherland	9/10		4/5		2/4		10/11
Meetings	10	6	5	5	4	5	11

Declarations of interest

The Agency has reviewed its detailed policy and guidance on declarations of interest for all staff, which complies with the requirements of the Civil Service Management Code and includes the requirement to make an annual declaration of interests as well as record any changes. We review all recorded interest returns to ensure that they are permitted, and they are managed as part of our assurance to Board. Any sensitive interests are managed through an Ethics group, which is accountable to the Audit Assurance and Enterprise Risk Committee.

We also have a policy in place for Board Members, which is contained in their Code of Conduct, and based on Cabinet Office guidelines. Members must declare interests at any meeting and withdraw from a meeting before discussion of any matter in which they have an interest.

As part of our additional assurance, we now hold a Register of all Board and officer interests centrally to allow Secretariat and project officers to review member and officer interests more readily when they are bringing reports to committees.

Register of Board Members’ interests

The Register of Members’ interests is a public record published on the website in which members list all direct or indirect financial interests and non-financial interests where they have a direct bearing on the business of the Agency. Our Executive Directors’ Register of Interests is published alongside the Board Member declarations.

Personal data related incidents

Since 25 May 2018, under the UK General Data Protection Regulation and the Data Protection Act 2018, there has been a mandatory requirement to report any personal data breach if there is a risk to the rights and freedoms of the data subjects whose data has been breached.

In the financial year 2022/23, there were no personal data breaches that met the threshold for mandatory reporting. Neither has Homes England voluntarily reported any breach to the Information Commissioner’s Office.

The Executive leadership team (ELT)

The Executive is our principal operational decision-making group for implementing the corporate strategy, operational policies and procedures. The Executive directors work with the Chief Executive to ensure that the deployment of resources is sufficient to maintain delivery and that our corporate services provide effective service support.

As at 31 March 2023 the Executive comprised of:

• Peter Denton, Chief Executive and Accounting Officer
• Lynda McMullan, Chief Finance Officer
• Mike Palin, Executive Director of Markets, Partners & Places
• Harry Swales, Chief Investments Officer
• Barry Cummins, Interim Chief Land and Development Officer
• Adrian Tucker, Chief Digital and Data Officer (from 1 July 2022)
• Kirsty Shaw, Chief Operating Officer (from 5 September 2022)
• Ian Workman, Chief Customer Officer (from 14 November 2022)

Peter Denton, Chief Executive Officer

Peter joined Homes England in August 2021. Prior to this, he was Chief Executive Officer of housing association The Hyde Group. Peter is a Board Member of Homes England and his full biography appears in the Board section above.

Lynda McMullan, Chief Finance Officer and Executive Director, Corporate Resources

Lynda has been with Homes England since July 2019. As well as being the Chief Finance Officer, she manages the Corporate Resources Directorate which currently consists of: Finance, General Counsel’s Office, Commercial and Internal Audit. Prior to this, Lynda worked for 5 years on the Metropolitan Police Service Executive Board, leading a wide range of support functions, responsible for successfully delivering significant transformational change and financial savings. Lynda’s experience includes a year overseeing the service from within the Greater London Authority and two years working as an Executive lead at the National Audit Office, responsible for the Education, Health and the (then) Communities and Local Government departments. Lynda also served 20 years in local government, latterly in Chief Finance Officer roles

Mike Palin, Executive Director of Markets, Partners and Places (MPP)

Mike Palin is the Executive Director of MPP. He joined Homes England in February 2021 as Interim Director of the Cities and Major Conurbations Team.

He is a successful deliverer of economic growth strategies as well as being a leading thinker on how economic growth implementation can fit with broader policy initiatives. His focus is on implementation of strategies to deliver results.

He is a former LA Chief Executive and LEP Executive Director. As Chief Executive of St Helens Council he delivered a new economic approach that saw the Borough have the second highest per capita jobs growth in the entire North of England (resulting in an unemployment rate as low as 3.2% in 2019, from being at 10.3% in 2015), the attraction of over £0.5bn of private sector inward investment (with an increase in business rate income of over £10m per annum), as well as securing government industrial strategy investment and a major Town Centre investment partner.

Harry Swales, Chief Investment Officer

Harry has been with Homes England since 2015 and is the Chief Investment Officer. Harry has over 20 years experience in housing and the built environment as a developer, investor and funder. He is a chartered surveyor with a background delivering strategic investment programmes across both the public and private sector.

Barry Cummins, Chief Land and Development Officer

Barry joined Homes England in 2017. He is the Interim Chief Land and Development Officer, having previously held the role of National Development Director. Barry has over 30 years of experience in the private sector having worked in senior director roles for a number of housebuilders including Bryant, Countryside Properties and Bovis Homes. He has detailed knowledge of land assembly and acquisition and has wide experience if all aspects of the sector having successfully created several new regional operating companies.

Adrian Tucker, Chief Digital and Data Officer

Adrian Tucker joined Homes England in July 2021 and joined ELT in July 2022 as the Chief Digital and Data Officer. As part of this, he also has Executive responsibility for the Agency’s Evolve programme, which seeks to evolve the Homes England digital services landscape. Adrian has 25 years of technology experience in both the private and public sectors, having held senior technology roles at the Department for Education and the Ministry of Defence, as well as Arcadia and Boots in the retail market and T-Mobile (now EE) and Vodafone in the Telco market.

During his time at the Department for Education, Adrian led an ambitious transformation programme over an 18-month period, ensuring the Department and its agencies were a modern leadingedge technology and predominately cloud based.

Kirsty Shaw, Chief Operations Officer

Kirsty joined Homes England in September 2022. She is Homes England’s first Chief Operating Officer. She previously held the role of Chief Operating Officer at the Care Quality Commission, where she was responsible for a complex portfolio of policy, digital and organisational change, transforming the Commission into a flexible and insight-driven regulator. Kirsty has worked across a number of government departments leading complex operations and delivering organisational wide transformation programmes.

At Homes England Kirsty’s focus is on unlocking operational effectiveness and supporting ELT with the continued commercialisation of corporate functions. This will all ensure that the Agency is appropriately organised and structured to deliver our objectives.

Ian Workman, Chief Customer Officer

Ian joined Homes England as Interim Chief Customer Officer in November 2022, having worked for over 30 years in the banking industry. He spent much of his career at Barclays in both Retail and Commercial Banking and was most recently the Managing Director for SME/Business Banking Relationships for the UK.

Since leaving Barclays, Ian has worked with Recognise Bank – a challenger Bank. He joins Homes England from the Yorkshire Building Society, where he was the Interim Strategy Lead for YBS Commercial Mortgages.

In addition to the above, the following served on the leadership team throughout the year:

• Mike Wiltshire as Director for Strategy, Research, Analysis and Sponsorship
• Dominic Gorton was Interim Chief Risk Officer to 31 December 2022
• Richard Collins as Interim Chief Risk Officer since 31 January 2023

Mike Wiltshire, Director Strategy, Research, Analysis and Sponsorship

Mike joined Homes England in 2018 and leads the Strategy, Research, Analysis and Sponsorship Unit which focuses on: cross-agency strategy development; the Agency’s research, economics and analysis portfolio – headed up by Homes England’s Chief Economist; market engagement; and Homes England’s Government Sponsorship function.

Prior to joining Homes England Mike was a civil servant in Cabinet Office, DLUHC and the Department for Business, Energy and Industrial Strategy. Where he led work to devolve power to city-regions and drive local growth. This included: the establishment of elected city-region mayors; the negotiation and implementation of devolution/growth/ city deals across England, Scotland and Wales; and leading work to drive housingled growth in the Oxford-Milton Keynes-Cambridge corridor.

Before joining the civil service Mike worked in local government for over ten years across London, South East England and South West England.

Richard Collins, Interim Chief Risk Officer

Richard has over 25 years experience in the Risk and Control sector, working both in the UK and across the world. He’s spent the majority of his career working in the financial sectors for Barclays, Royal Bank of Scotland and UBS, with more recent years spent closer to infrastructure and development finance investments with CDC (now British International Investment) and Macquarie Group. Richard has a strong track record in leading readiness and remediation change and upskilling risk performance, as well as driving the right risk culture within organisations.

Dominic Gorton, Interim Chief Risk Officer until 31 December 2022

Dominic enjoyed a long career with HSBC, including a period of being seconded as Chief Risk Officer with the Homes & Communities Agency, predecessor to Homes England, from 2014-2017. He retired from HSBC in 2019, and in 2022 he kindly agreed to fill in at Homes England as Interim Chief Risk Officer until the end of the year.

ELT structure

The ELT is supported by three executive groups:

• People Executive;
• Change Executive; and
• Delivery Oversight.

People Executive overseas all human resource policy issues.

Change Executive monitors the Agency’s programme of change projects.

Delivery Oversight considers the most significant projects at concept stage and, if outside the Agency’s delegation, will consider the full business case before it is submitted to the Investment Committee and, if approved, to DLUHC and HM Treasury for consent to make the investment.

These three Executive groups are mapped to the Board Committees:

• People Executive to Nominations and Remuneration Committee;
• Change Executive to Change Committee; and
• Delivery Oversight provides assurance on programmes and portfolio delivery to the Investment Committee and assurance on policy matters to the Cross Cutting Committee.

The Executive Leadership team meeting retains responsibility for delivery and assurance to Board of the strategic plan objectives, risk, budget and performance reporting.

As with all of the Agency’s governance structures, these arrangements are reviewed regularly to ensure they continue to meet the needs of the Agency.

Delivery Board structure

There are six Delivery Boards that support the policy delivery partnership model agreed with DLUHC, covering Market Diversification, Affordable Housing, Home Ownership, Infrastructure and Regeneration, Land and Building Safety. The Boards provide oversight and assurance to the Stakeholders (DLUHC and the Agency) on delivery of the programmes/funds and inform strategic/ policy decision making for the Agency and relevant DLUHC Programme Boards. The Delivery Boards also include representatives from the Infrastructure and Projects Authority and Treasury, to give them the opportunity to oversee performance and input into key decisions. Management Information and performance reporting and forecasts form part of the Agency performance reporting to the Executive Leadership Team and Board.

Board and ELT:

• Land Delivery Board
• Market Diversification Delivery Board
• Affordable Housing Delivery Board
• Home Ownership Delivery Board
• Infrastructure and Regeneration Delivery Board
• Building Safety Delivery Board

DLUHC Policy Programme Board

External auditors

The Comptroller and Auditor General is the statutorily appointed auditor under the provisions of the Housing and Regeneration Act 2008.

The cost of work performed by the auditors for 2022/23 was £575,000 (2021/22: £435,000).

As part of the annual audit of Homes England, the National Audit Office (NAO) may issue recommendations to strengthen governance and accountability. Such recommendations are considered by senior management, reviewed by the Audit, Assurance and Enterprise Risk Committee and solutions are implemented where appropriate. In addition to the annual audit, Homes England’s work was the subject of an NAO report during the year as summarised below.

Public Accounts Committee (PAC)

The Public Accounts Committee examines the value for money of government projects, programmes and service delivery. Drawing on the work of the National Audit Office, the Committee holds government officials to account for the economy, efficiency and effectiveness of public spending.

Homes England has continued to write to the Public Accounts Committee on a six-monthly basis setting out the number of affordable units created, and the type and tenure, following the 2020 PAC session on Starter Homes.

In 2022/23 Homes England participated in the Committee’s inquiry on the Affordable Homes Programme since 2015, appearing at an evidence session in Parliament in September 2022. The Committee’s inquiry followed a value for money study carried out by the National Audit Office into the Affordable Homes Programme, in which Homes England provided evidence alongside DLUHC and the Greater London Authority.

Statement of Accounting Officer’s responsibilities

Under the Housing and Regeneration Act 2008, the Secretary of State (with the consent of HM Treasury) has directed Homes England to prepare for each financial year, a statement of accounts in the form and on the basis set out in the Accounts Direction. The accounts are prepared on an accruals basis and must give a true and fair view of the state of affairs of Homes England and of its income and expenditure, Statement of Financial Position and cash flows for the financial year.

In preparing the accounts, the Accounting Officer is required to comply with the requirements of the Government Financial Reporting Manual and to:

• observe the Accounts Direction issued by the Secretary of State including the relevant accounting and disclosure requirements, and apply suitable accounting policies on a consistent basis;
• make judgments and estimates on a reasonable basis;
• state whether applicable accounting standards as set out in the Government Financial Reporting Manual have been followed, and disclose and explain any material departures in the Financial Statements;
• prepare the Financial Statements on a going concern basis; and
• confirm that the Annual Report and Accounts as a whole are fair, balanced and understandable and take personal responsibility for the Annual Report and Accounts and the judgements required for determining that it is fair, balanced and understandable.

The Secretary of State has delegated Accounting Officer responsibilities to the Chief Executive as Accounting Officer of Homes England. The responsibilities of an Accounting Officer, including responsibility for the propriety and regularity of the public finances for which the Accounting Officer is answerable, for keeping proper records and for safeguarding Homes England’s assets, are set out in Managing Public Money published by HM Treasury.

As the Accounting Officer, I have taken all the steps that I ought to have taken to make myself aware of any relevant audit information and to establish that Homes England’s auditors are aware of that information. So far as I am aware, there is no relevant audit information of which the auditors are unaware.

Governance statement

We are a non-departmental public body sponsored by DLUHC. Our relationship with DLUHC, including how we interact, the parameters within which we operate and the obligations we comply with are formally governed by a Framework Document which:

• recognises our functional and day-to-day operational independence;
• sets out our governance and decision-making arrangements; and
• sets out the financial and management processes that govern our operation.

The Framework Document is the key document governing the Agency’s relationship with DLUHC. The Framework Document in place during this reporting period was published in November 2018. Work was undertaken during this reporting period to update the Framework Document, including to reflect change in governance structures and the new strategic plan. This revised version was subsequently approved and published but beyond the period covered by this report.

Homes England has complied with the Corporate Governance in central government departments: Code of Good Practice.

Risk culture

Our risk culture aligns to the Homes England Way to reflect our shared values and focus on our collective behaviour. Ongoing development to Homes England’s stated cultural aims through the work of the Shadow Board will continue to inform and be part of the evolution of our Risk Management Framework.

Every employee has a responsibility to manage risk in their respective role. This is supported through performance management. Whilst the nature of the risk will vary depending on the role, the universal principles which underpin this are set out in detail in our Risk Management Framework.

Enhancing risk engagement has been a key part of this year’s risk management approach, through the delivery of an Automated Risk Management System and improvements to risk collateral available to all colleagues via the Control Enhancement Improvement Plan.

Risk management framework

Our approach to risk management is informed by HM Treasury’s Orange Book and sets out a principles-based approach that provides flexibility and judgement in the implementation and operation of risk management, which is informed by relevant policies, processes, and best practice. It is designed so anyone, regardless of their level of knowledge, can understand their role and responsibilities and be signposted to more detailed guidance where needed.

Within the Agency the risk management processes are structured to include:

• risk identification and assessment to determine and prioritise how the risks should be managed;
• the selection, design and implementation of risk treatment options that support achievement of intended outcomes and manage risks to an acceptable level;
• the design and operation of integrated, insightful, and informative risk monitoring; and
• timely, accurate and useful risk reporting to enhance the quality of decision-making and to support management and oversight bodies in meeting their responsibilities.

Updating of our Risk Management Framework and the Risk Taxonomy is currently underway. This is to ensure that they both reflect changes in the Agency’s structure and internal processes that have occurred since the last Risk Management Framework was published in 2021, and revisions in relevant best practice and guidance. It is anticipated that the update will be completed by the end of 2023/24.

Integral to our periodic and continual improvement revisions of the framework, we look to ensure alignment of the right skills and activities for risk management across the three lines of defence. By doing so, we can achieve greater effectiveness and quality of risk management execution in the first line, as well as identifying quality and efficiency gains in risk and control assurance in the second line. See the Risk and control assurance activity section later in the report for further details.

Three Lines of Defence Model

The Three Lines of Defence Model provides a mechanism for the governance of risk management.

With a Three Lines of Defence model:

• The First Line refers to all staff responsible for identifying, assessing, managing, and owning the risks in their respective business areas and support functions.
• The Second Line refers primarily to the Risk team but includes other functions and activities that monitor the implementation of effective risk management practices and facilitate the reporting of risk related information up and down the organisation.
• The Third Line refers to Internal Audit, who provide assurance to the Accounting Officer and Board on the whole organisation via an independent objective evaluation of the adequacy and effectiveness of the framework of governance, risk management and control.

The systems and processes as described have been in place for the full financial year and remain in place at the date of the accounts, unless otherwise indicated.

Risk taxonomy and risk appetite

Our Risk Taxonomy is a categorisation structure to support the analysis and assessment of risk exposure across the organisation. The seven primary risk categories detailed in the following table are further segmented into secondary risk categories for detailed business management purposes.

Our Risk Appetite identifies our overall willingness to assume, or be exposed to, a level of risk for each of our seven primary risk categories. For this year these have been:

Taxonomy: Policy Risk

Category Definition: Homes England is open to the requirement to deliver on our strategic objectives while accepting that we operate in an environment where changes in political priorities could lead to a fundamental change in our required role and deliverables. We operate in an agile way with structures and resources adapted to evolving needs.

To the extent possible, we will escalate to the Government when the level of these risks exceeds the Agency’s comfort or ability to respond to them without government direction or intervention.

Risk Appetite: Open

Taxonomy: Economic Risk

Category Definition: Homes England operates through economic cycles to support the housing market. Our programmes are designed to function and adapt during times of uncertainty, delivering throughout. We operate in multiple sectors including those that may be impacted during economic downturns but seek to have controls and mitigants to limit downside.

Risk Appetite: Open

Taxonomy: Strategic Delivery Risk

Category Definition: To achieve its objectives, Homes England needs to undertake a diverse and innovative set of interventions as well as change related activities; it also needs to prioritise speed of execution. The resulting increase in the risk of interventions containing inappropriate features leading to a failure to perform as originally expected or sub-optimal delivery is acceptable as long as these are due to well understood external drivers.

To the extent possible, strategic delivery interventions and change initiatives will be delivered via BAU processes and resources.

Risk Appetite: Open

Taxonomy: Reputation Risk

Category Definition: Homes England will only accept direct reputational risks (i.e. risks of adverse public perception of activities that are fully aligned to Homes England’s strategic objectives and policy requirements) to the extent that these are strictly necessary in the pursuit of its strategic objectives. The Agency will not shy away from making the right decision from a housing delivery perspective, even if that decision is possibly an unpopular one with some counterparties.

Appropriate steps are taken to mitigate this risk, based on due consideration of the trade-off between costs and achieved mitigation impact.

Risk Appetite: Neutral

Taxonomy: Financial Risk

Category Definition: Homes England is willing to take credit and investment decisions which have higher inherent risk and/or are complex and which would not be taken by the private sector because they do not attract sufficient financial returns but are aligned to Homes England’s strategic objectives.

Homes England is only willing to accept deviations from its programmes’ planned recoveries in exceptional circumstances if these are due to well understood external drivers e.g. countercyclical measures.

Homes England’s approach to manage credit and investment risks is to limit these risks as much as possible, especially through risk mitigation. To this end it relies on sufficient credit and investment risk management resources/ capabilities to effectively and efficiently limit these risks.

Risk Appetite: Neutral

Taxonomy: Operational Risk

Category Definition: Homes England will only tolerate a minimum level of operational failures.

Homes England’s approach to manage and especially mitigate these risks is to rely on the implementation of a high degree of controls, accepting the associated costs/delays.

If any weaknesses are discovered in Homes England’s current operating model which increase the Operational risk, these will be mitigated in a time bound manner.

Risk Appetite: Averse

Taxonomy: Fiduciary Risk

Category Definition: Homes England will comply with all regulatory requirements.

Homes England’s approach to manage and especially mitigate these risks is to rely on the implementation of a high degree of controls, accepting the associated costs/delays.

If any weaknesses are discovered in Homes England’s current operating model which increase the Fiduciary risk, these will be mitigated in a time bound manner.

Risk Appetite: Averse

Appetite Descriptor: Averse

Acceptability and level of risks: Unacceptable: Taking this type of risk is not required to deliver Homes England strategic objectives.

Risks are unacceptable and must be avoided/fully mitigated or minimised.

Risk management implications: Cautious: Risk management aims to avoid or fully mitigate these risks: any risks are fully identified, assessed, controlled, monitored and reported.

Risks are unacceptable and must be avoided / fully mitigated or minimised.

Risk response implications: Quick escalation: Quick escalation to management/oversight bodies.

Managed through time-bound mitigating action plan.

Appetite Descriptor: Neutral

Acceptability and level of risks: Acceptable, if within programme parameters: Taking this type of risk is not required to deliver Homes England’s strategic objectives.

Risks are acceptable but should only be taken if necessary and outcome is within programme parameters.

Risk management implications: Conservative: Risk management aims to limit risks, especially through risk mitigation.

Risk management optimises the scope for reducing risks vs. the resources required to achieve this.

Risk response implications: Management priority: Escalation, especially to ensure focus of management and oversight.

Tracking of mitigation actions and/or changes in delivery plans.

Appetite Descriptor: Open

Acceptability and level of risks: Acceptable to pursue upside: Taking this type of risk is acceptable if balanced against their rewards, i.e. delivery of strategic objectives, or if the risk is outside the ability of the Agency to meaningfully control.

Risk management implications: Confident: Risk management aims to optimise the risks against their rewards.

Resources/skills are aligned to manage significant levels of risks and to optimise risks vs. rewards.

Risk response implications: Adjustment to delivery plan: Limited escalation and mitigation.

Managed mainly through adjustment to delivery plans.

Risk escalation

A risk escalation process supports the operationalisation of the Homes England’s Risk Appetite Statement, ensuring that all stakeholders engage, understand and are part of managing risks at Homes England. It ensures that where risks are outside appetite, proportionate and timely risk responses are agreed and implemented with the aim to bring the risk back within appetite.

Where there is a requirement to tolerate higher levels of risk, especially those outside of appetite, it ensures that appropriate governance, challenge, reporting, and approvals are in place. It also identifies where mitigating the risk is outside of Homes England’s control e.g., government, policy, economic related risks and controls.

It identifies risks that cut across, or might have an impact on, multiple strategic objectives or business areas and ensures that all dependencies are understood and considered when controls and mitigations are agreed. This helps to increase ownership and empowerment, enabling the Agency’s leadership to take appropriate risks in line with our approved Risk Appetite. It also ensures that there is a consistent approach to risk management across different business lines.

Risk escalation pathway diagram

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Automated Risk Management System

Since last year, the way we record, analyse and report Principal and corporate risks has changed. A collaborative project led by the Operational Risk and Digital Teams delivered an Automated Risk Management System. This links directly to our ethos of continuous improvement, making for better engagement and transparency, with further improvements anticipated in the gathering, analysis, assurance, and reporting of risk data.

The system comprises three interconnecting modules:

• The risk module has been in operation since November 2022 and enables us to assess, analyse and report risk data across our Principal and corporate risk environment in a consistent way, whilst eliminating our previous spreadsheet-led dependency.
• The control module went live in February 2023. This module has been designed to support our assurance activities and will enable us to assess the design and performance of our control environment in a consistent way.
• The risk incident module went live in March 2023 and replaces our form-driven manual operational risk event reporting procedure. The new module focuses on the reporting, escalation, and resolution-tracking of operational incidents, such as process or system-led mistakes and errors, which are not captured by existing legal or regulatory reporting routes.

To support embedding risk principles and good practice across the Agency a central Risk Hub has been used as our risk awareness, guidance, and training portal. Over the last year, Hub improvements have been introduced to enhance the quality and relevance of content and better user experience through improved navigation.

Principal Risks

The ELT owns and is collectively responsible for the identification and management of Principal Risks, which is the key “top down” risk identification process across the Agency. The Agency has a quarterly Performance ELT (PELT) challenge sessions which provides a regular forum where the Principal Risks are discussed in depth at a senior level across the Agency.

The Agency uses Risk Registers as a “bottom up” risk identification process through business lines, directorates, and Principal risks. In December 2022 Risk Registers moved onto the Automated Risk Management System, with guidance and training issued as part of the launch package. This will provide greater consistency in reporting across the different business lines.

The review of Risk Registers continues as a monthly process, further embedding it in the business rhythms of the Agency and enhancing risk culture. The Operational Risk team, and Risk Business Partners continue to engage with the business to provide guidance and challenge on risk outputs. These outputs help to inform the regular PELT challenge sessions.

Principal Risk snapshot

There are currently 8 Principal risks being managed through the Principal Risk Register.

PR Ref	Title	March 2022	March 2023	Change
PR:01	Macro-economic Conditions	12	16	increase
PR:02	Strategy, Mission & Objectives	12	12	no change
PR:03	Delivery Partners	12	12	no change
PR:04	Change Management	10	20	increase
PR:05	Business Continuity	10	6	decrease
PR:06	Capacity & Capability	9	20	increase
PR:07	Funding	9	16	increase
PR:08	Value for Money	8	8	no change

Principal Risk summary

PR:01 Macro-economic Conditions

Primary Risk Alignment: Economic

Risk Appetite: Open

Risk Appetite Position: Within Appetite

Description: Risk that the Agency has not monitored or is insufficiently prepared and empowered to respond to changing macro-economic conditions, which affects our ability to achieve strategic objectives, recovery expectations and to prevent customer detriment.

Inherent risk score: 20 (outside of appetite)

Current risk score: 16 (inside appetite)

Target risk score: 12 (inside appetite)

Narrative: Uncertainty around our ability to respond to macro-economic conditions was stabilising as we neared year end. This risk has seen recent improvement as we sign off further business cases, and with support of strong account monitoring and stress testing, demonstrates that the Agency is still within its current credit risk tolerances. Additionally with robust downturn mitigations, including stress testing plans in place, this allows for further analysis and support of contingency planning.

PR:02 Strategy, Mission & Objectives

Primary Risk Alignment: Policy

Risk Appetite: Open

Risk Appetite Position: Within Appetite

Description: Homes England does not have a clear mission, strategic objectives, and key performance metrics to guide its activity. Homes England programmes do not provide the clarity (i.e., objectives and success metrics) and funding (type and quantum) to deliver on the Agency’s mission and objectives.

Inherent risk score: 20 (outside of appetite)

Current risk score: 12 (inside appetite)

Target risk score: 9 (inside appetite)

Narrative: Joint governance is in place between Homes England and DLUHC, which provides forums to raise and resolve issues to help ensure alignment with Homes England’s mission and objectives. This relationship will be governed by the new Policy Delivery Partnership model, which is currently in development. Further mitigations include bi-lateral meetings between the CEO and Housing Minister; CEO and Permanent Secretary; and CEO and Director General Housing and Planning. Since year end, the current risk score is now aligned to the target risk score. It is anticipated that the risk will be closed in the financial year 2023/24, given that the strategic plan and all expected Agency funding programmes have been agreed.

PR:03 Delivery Partners

Primary Risk Alignment: Strategic Delivery

Risk Appetite: Open

Risk Appetite Position: Within Appetite

Description: Risk that our delivery partners (private sector, Local Authorities, Housing Associations et al.) do not have the capacity, capability or willingness to work with us, delaying or preventing the delivery of housing and regeneration initiatives.

Inherent risk score: 16 (inside appetite)

Current risk score: 12 (inside appetite)

Target risk score: 12 (inside appetite)

Narrative: This risk is ‘within appetite’ exposure. The Agency’s Key Account Manager initiative ensures that the largest, most important partners have a clear route into the full range of products and support that the Agency can offer. Downturn planning work for each existing fund has explored potential flexibilities within our control where additional approvals are required to maintain delivery. A Partner Level Engagement Blueprint is underway looking to align geographies within local delivery teams and simplify business development contact points for customers. In addition to this, work is also progressing on the Economic Playbook which may further enhance our offer in a market downturn.

PR:04 Change Management

Primary Risk Alignment: Strategic Delivery

Risk Appetite: Open

Risk Appetite Position: Outside Appetite

Description: The Agency does not effectively deliver or absorb the change agenda, leading to a reduction in efficiency and effectiveness and impacting our ability to deliver.

Inherent risk score: 20 (outside of appetite)

Current risk score: 20 (outside of appetite)

Target risk score: 12 (inside appetite)

Narrative: In Quarter 4 the Agency’s Change management capability was evaluated, leveraging learnings from existing programmes, and concluded that the risk of the organisation not being able to absorb change efficiently or effectively, was now outside of appetite. Comprehensive actions have been agreed with the business to bring this risk back into appetite including enhanced programme governance, prioritisation, interdependency capability, communication and resource management.

PR:05 Business Continuity

Primary Risk Alignment: Operational

Risk Appetite: Averse

Risk Appetite Position: Within Appetite

Description: The capability of the Agency to continue delivery of services at acceptable predefined levels following a disruptive incident, e.g., cyber security incident, data breach, single point of failure, loss of physical workspace etc. There cannot be an assumption that business systems can be restored quickly as this may not be possible.

Inherent risk score: 6 (inside appetite)

Current risk score: 6 (inside appetite)

Target risk score: 6 (inside appetite)

Narrative: Over the course of the last 12 months, there was an increase in the residual/current score of this risk while awaiting the completion of planned improvement actions. This risk is now back within appetite as a significant number of control improvements were introduced over the last six months, including enhanced levels of cyber resilience. The recent independent ISO Information Security Audit also found no material or major non-conformity in security control design or application leaving us with sufficient confidence to accept that our current level of exposure for this risk is now within appetite.

PR:06 Capacity & Capability

Primary Risk Alignment: Operational

Risk Appetite: Averse

Risk Appetite Position: Outside Appetite

Description: As the ambition for the Agency continues to grow and evolve, there is a risk that we will not be able to deploy, grow our own or recruit people with the right skills to meet this challenge quickly enough. This challenge is exacerbated by the systemic constraints we operate within, the markets in which we compete for staff, the funding we have available and emerging retention/engagement issues.

Inherent risk score: 25 (outside of appetite)

Current risk score: 20 (outside of appetite)

Target risk score: 8 (inside appetite)

Narrative: This risk is now outside appetite. The deterioration of the change risk also negatively impacts the capacity and capability of the Agency. There continues to be a heightened risk of skills shortages in certain roles within the Agency. The external market also continues to be extremely competitive impacting our ability to recruit and retain talent. A range of action items have been proposed including strategic workforce planning and a revised senior manager challenge process, however these measures will take time to have an effect.

PR:07 Funding

Primary Risk Alignment: Strategic Delivery

Risk Appetite: Open

Risk Appetite Position: Within Appetite

Description: Risk that there is a misalignment between the Agency’s Capital, Resource and Admin budgets, and the Government’s policy objectives.

Inherent risk score: 25 (outside of appetite)

Current risk score: 16 (inside appetite)

Target risk score: 9 (inside appetite)

Narrative: The residual risk score remains high as we face current uncertainties around Resource and Admin budgets which are under pressure across government. To mitigate this budget risk, ELT is actively engaged in prioritising budget allocation to align to the new strategic plan. The realisation of cost efficiency opportunities identified through previous cost reviews should result in budget efficiencies. However, plans for this have not advanced as far as envisaged at this time and significant work is needed by Evolve together with the operating model initiatives to deliver the required efficiencies intelligently.

PR:08 Value for Money (VfM)

Primary Risk Alignment: Operational

Risk Appetite: Averse

Risk Appetite Position: Within Appetite

Description: Risk that we are unable to demonstrate value for money on public resources invested by the Agency.

Inherent risk score: 16 (outside of appetite)

Current risk score: 8 (inside appetite)

Target risk score: 6 (inside appetite)

Narrative: Significant improvements were made across 2022/23 and are reflected in the current score. The additional mitigation measures agreed by ELT in December are now in progress to embed a robust VfM culture.

Assessment of the VfM environment indicates that low-level controls operate appropriately. The proposed VfM statement and supporting improvements will ensure that a robust joined up and holistic view is made available to provide assurance to the Accounting Officer.

Risks outside the Agency’s risk appetite

Principal Risk – change management

In quarter four of 2022/23, we evaluated the Agency’s change management capacity, leveraging learnings from existing programmes to conclude that the risk of the organisation not being able to absorb change efficiently or effectively, was now outside of appetite. The overall programme outcomes will support the operating model flexibility to meet objectives and value for money, however, the current change management approach requires improvement.

All three key areas (see below) requiring redress have mitigation plans in place due to complete by June 2024.

• Change governance, visibility and prioritisation – Aligning resources to a congruent design for target operating model and strategic outcomes, informed with consistent project inputs.
• Building on firm foundations – Embedding good practice for understanding interdependencies between and weaknesses in current state processes and systems, and an eyes-wide open approach to change management.
• Supportive change culture – Supporting communication strategies and business ownership to encourage active engagement and buy-in.

Principal Risk – capacity and capability

The Agency continues to face the risk that we are unable to deploy, grow our own or recruit people with the right skills to meet the challenges and objectives of the organisation. Systemic constraints exist due to the market within which we operate and our funding limitations, leading to emerging retention and engagement issues. The overall level of exposure remains outside of appetite as at year end.

There are plans in place and in progress, to address change demand, better define skills and thus identify resource opportunities across the organisation, enhance internal talent, recruitment and onboarding enhancements. We are targeting to have the risk back within appetite by March 2024.

Given the nature of the actions inherently requiring time to take effect and the inherent systemic drivers of the risk, we recognise that this risk will remain outside of appetite for the medium term.

Manual processes and expertise driven processes carry greater inherent risk, and this was exacerbated during the last quarter with greater demands on transactional volumes and reporting requirements, as well as periods of higher distress potential for our portfolio. Over the next few months further work will be taken to better understand specific risk exposures and related actions when aggregating capacity and capability risks at the Agency level. This will allow us to determine if we have both the bottom-up actions and the systemic top-down mitigations to effectively control both the Principal Risk and the directorates owned risks.

Fiduciary Risk – financial crime

Financial crime risk is a component of our ‘Primary Risk’ category for Fiduciary Risk and is part of the overall Risk Taxonomy.

The Agency manages fiduciary risk at an operational level and takes a holistic approach to prevent, report and/or mitigate events. Such risk management, specifically for scheme abuse or fraud, is managed with the anticipation that there will be events during a financial year, be they internal or external.

Further to the risk appetite position, reported in the 2021/22 Annual Report and Accounts, the Agency remains outside of Fiduciary Risk appetite for this financial year, specifically due the Help to Buy programme’s potential scheme abuse and its progress, during 2023/24, in assessing/reporting such scheme abuse/fraud; ensuring the legacy Help to Buy customers population, c.2,000, are appropriately sanction screened; and the Help to Buy programme conducts effective risk-based ongoing customer due diligence on its mortgage book.

It should be noted that, for the Agency, sanctions exposure is deemed to be low, as its customers (or related party) are predominately UK based and to date no customer has been identified as a UK sanction target match, requiring reporting to the Office of Sanction Implementation (OFSI).

Where an Agency’s customer has a non-UK relationship, further scrutiny, during due diligence processes, considers both money laundering and financial sanctions risk; as reflected in the exercise to ensure the Agency has no relationship with a customer on the UK’s Russian / Ukrainian sanctions regime.

The Agency, therefore, takes its economic crime obligations seriously and is investigating appropriate remediation avenues, throughout the next financial year, including improving fraud intelligence and assessment through external source partnerships, thus moving the Agency to closer to its risk appetite.

During the latter part of 2022/23, an immaterial internal fraud relating to procured services, was identified through a detective control. An investigation commenced, which identified the fraudulent activity, with management working quickly to prevent further losses. The Agency commenced a two-pronged approach: a) continued the formal fraud investigation to build a case for external reporting, and b) to conduct an initial functional process review to identify ‘what happened’ and ‘control weaknesses’.

The fraud investigation is now complete, and the process review has reported its findings to Executive Management. On the basis of these findings, appropriate improvements to the control environment will be implemented.

Risk events and near misses

The Agency continues to ensure that all risk events and near misses are promptly reported, recorded, and reviewed through the application of its’ risk event and near miss policy. This is to ensure outcomes, control and process improvements and learning opportunities are cascaded accordingly.

The process helps create greater awareness of risk and risk ownership across the Agency, as well as informing the top-down and bottom-up risk identification processes described above.

The risk team focusses on operational incidents other than health and safety, major data breaches, fraud, or whistleblowing. Separate reporting routes are maintained for these other types of incidents to ensure the correct regulatory reporting and governance procedure are followed, and to make sure any resultant investigation is handled sympathetically and sensitively by trusted subject matter experts.

This reporting procedure seeks to capture operational risk events falling into one or more of the following incident categories:

• Business Practices
• Execution and Process Management
• Business Disruption and system application anomalies
• Damage to Physical Assets
• Employment and Workplace Practices

Incidents are assessed immediately when they are reported and those identified as having a potential material consequence are escalated to an appropriate senior management level for sighting and resolution. All risk events are reviewed regularly and most internal incidents are rapidly resolved and closed; however, if a complex issue involves an external party there may be a delay in closure and these are escalated to the Executive Team for noting.

As previously mentioned, an automated risk incident module went live in March 2023, replacing our form-driven manual operational risk event reporting procedure. Over the coming year the new system will simplify the way we capture and record risk incidents.

A snapshot of operational risk incidents reported to the risk team for the year is provided below along with the year end 31 March position. The spike in reporting at year end reflects improved reporting and recording transparency following the launch of our new risk incident module.

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Risk and control assurance activity

Second line risk activity during the year has predominately focused on putting in place a risk assurance and compliance operating model and the supporting infrastructure. This will enable the Agency to better plan, deliver and report on risk assurance, and compliance activities, in future years.

A new Legal and Regulatory Compliance function delivered an assurance plan of work on key legal and regulatory requirements for the Agency, as well as co-ordinating and assessing performance against Government Functional Standard requirements during Quarter 4.

A second line controls testing framework has been agreed and implemented in this year. Work on improving alignment of resource to the Three Lines of Defence model is progressing under a two-phase approach, aiming to be fully delivered along with comprehensive reporting of second line risk assurance and compliance outputs under the Agency’s assurance framework before the end of 2023/24.

Internal audit

Internal Audit is required to provide an annual opinion on the overall framework of governance, risk management and control to inform the Governance Statement. It delivers a plan of work agreed with myself, as Accounting Officer, and the Board, through the Audit, Assurance and Enterprise Risk Committee, to provide this overall assurance opinion.

The overall assurance provided for 2022/23 is a “Moderate” opinion. This means that ‘some improvements are required to enhance the adequacy and effectiveness of the framework of governance, risk management and control’.

The assurance level provided in 2021/22 has therefore been maintained. The Opinion is informed through Internal Audit’s formal programme of 33 reviews as well as ongoing observations, the validation of sustained control environment improvements introduced during the year and the impact of changes in the environment within which the organisation operates.

Whistleblowing

Homes England’s ‘Whistleblowing Policy’ includes contact details for our colleagues to raise concerns of wrongdoing matters in the public interest. This is supported by process flows and frequently asked questions. The Nominated Board Champion and external bodies (e.g. Prescribed persons such as the NAO and the independent whistleblowing charity, Protect – the UK’s whistleblowing charity) can be contacted by a colleague who wishes to make a disclosure under our Policy. Colleagues are encouraged to raise concerns informally to their line managers first.

A benchmarking review of the process and policy was carried out in collaboration with the “Protect” whistleblowing charity in 2022/23. This highlighted several improvement opportunities across the themes of governance, engagement, and effective operations. These improvements bring the Homes England policy and process up to date with industry best practice, improving our control environment.

There were no cases reported in relation to whistleblowing this year.

Conclusion

I have received appropriate assurance from senior management, our governance structures and from reporting and assurance provided to me through the three lines of defence. I am satisfied that the Agency has complied appropriately with all governance requirements. Corporately, we recognise the need for continuous improvement, and I remain personally committed to continuing the Agency’s improvement journey. We have strengthened and enhanced our governance and risk management capacity in recent months. I, supported by Executive Leadership Team colleagues, continue to champion improvements in the effectiveness of the Agency’s framework of governance, risk management and control environment. We must ensure they remain fit for purpose in a changing policy and operational environment to deliver the best outcomes for the Agency, government, and the public - whom we serve.

The Corporate Governance Report is signed on 13 July 2023

Peter Denton

Chief Executive and Accounting Officer

Remuneration and staff report

Nominations and Remuneration Committee

The Nominations and Remuneration Committee has the following responsibilities:

• Advise the Board on the remuneration of the Executive Directors and the Chief Executive, and any related matters.
• Recommend the appointment or dismissal of the Chief Executive to the Board.
• Set and agree annual performance objectives of the Chief Executive, subject to DLUHC approval.
• Consider and approve the incentive structure, including any bonus payment, for the Chief Executive and other Senior Officers on an annual basis, subject to DLUHC approval.
• Keep under review the leadership needs of the organisation, both executive and non-executive skills and knowledge. To recommend systems of succession planning, supporting the continued ability of the organisation to deliver the outcomes in the corporate strategy and monitor their implementation.
• To monitor the Agency’s overall staffing situation against the organisational structure approved by the Board and to approve any changes having regard to the resource budget agreed by DLUHC and any headcount directions laid down by DLUHC.
• Consider and advise the Board on broader staffing issues, such as recruitment and retention, overall pay levels, grading structure, pension and performance awards, and any other staffing matters that are referred to the Committee by the Executive.
• Advise the Board in relation to the Equality, Diversity and Inclusion Strategy and oversee the implementation plan.
• Review and make recommendations to Board in respect of the People and Culture Strategy.
• Review the management information on the people pillar of the Management Information Dashboard and advise the Board of any concerns alongside management’s reports.

Remuneration policy

We determine remuneration levels in order to attract and retain the talent and skills with appropriate experience to meet our objectives. The performance of Homes England’s key management team is measured through both financial and non-financial indicators. In line with our performance policy, employees agree annual performance objectives which are reviewed regularly throughout the year and provide the basis for a formal annual appraisal, which is linked to the payment of performance bonuses.

Key managers and employees are entitled to a contribution by Homes England to a defined benefit pension scheme.

Homes England implements an annual pay remit which is approved by the Secretary of State as part of the civil service pay remit and Senior Civil Service guidance processes.

Service contracts

Our Accounting Officer and key managers have open-ended service contracts with either three or six-month notice periods (dependent on the job role) that do not contain any pre-determined compensation on termination of office. The exception to this is Barry Cummins who is a permanent Homes England employee, seconded into the post of interim Chief Development Officer.

Appointment of Board Members

Board Members are appointed by the Secretary of State, normally for fixed terms of three years.

Terms may be extended at the discretion of the Secretary of State. Board members’ time commitment was 3 days per month in 2021/22 and 2022/23.

Audited remuneration information

The following information provides details of the remuneration and pension interests of Board Members and Key Managers in their capacity as employees of Homes England for the year to 31 March 2023. Sections that are subject to audit are listed as such.

Board Members’ emoluments (subject to audit)

	2022/23 £’000	2021/22 £’000
Chair
Peter Freeman CBE	95	95
Board Members
Stephen Bell[footnote 4]	42	42
Simon Dudley (from 23 October 2020 to 22 October 2021)[footnote 5]	n/a	15
Baroness Teresa O’Neill OBE (to 3 March 2023)[footnote 6]	23	25
Duncan Sutherland	25	25
Olivia Scanlon (to 31 March 2022)	n/a	25
Vanessa Murden[footnote 7]	32	25
Sadie Morgan OBE[footnote 8]	28	25
Mark Rennison[footnote 9]	41	33
Andy Hobart (to 29 September 2022)[footnote 10]	-	-
Pat Ritchie CBE (from 24 February 2022)[footnote 11]	25	3
Lesley-Ann Nash (from 28 February 2022)[footnote 11]	25	3
Mark Henderson (from 24 February 2022)[footnote 11]	25	3
Lord Austin of Dudley (from 24 February 2022)[footnote 11]	25	3
Emma Fraser (from 3 October 2022)[footnote 12]	-	n/a
Melanie Montanari (from 3 October 2022)[footnote 12]	-	n/a

Chief Executive’s emoluments (subject to audit)

Single total figure of remuneration

	Salary received in year (£’000)		Bonus payments (£’000)		Benefits in kind (to nearest £100)		Pension benefits (£’000)*		Total (£’000)
	2022/23	2021/22	2022/23	2021/22	2022/23	2021/22	2022/23	2021/22	2022/23	2021/22
Gordon More, Interim Chief Executive Officer (to 31 August 2021)[footnote 13]	n/a	95-100	n/a	5-10	n/a	nil	n/a	nil	n/a	100-105
Peter Denton, Chief Executive Officer (from 1 August 2021)[footnote 14]	280-285	185-190	nil	nil	nil	nil	nil	nil	280-285	185-190

Key Managers’ emoluments (subject to audit)

Single total figure of remuneration

	Salary received in year (£’000)		Bonus payments (£’000)		Benefits in kind (to nearest £100)		Pension benefits (£’000)*		Total (£’000)
	2022/23	2021/22	2022/23	2021/22	2022/23	2021/22	2022/23	2021/22	2022/23	2021/22
Harry Swales, Chief Investments Officer (Interim from 8 March 2021; permanent from 26 May 2021)[footnote 15]	180-185	175-180	nil	nil	2,100	5,200	39	59	220-225	240-245
Stephen Kinsella, Chief Land and Development Officer (to 31 December 2021)[footnote 16]	n/a	155-160	n/a	nil	n/a	3,800	n/a	34	n/a	195-200
Barry Cummins, Interim Chief Development Officer (from 8 November 2021)[footnote 17]	155-160	60-65	nil	nil	nil	5,500	30	12	185-190	80-85
Amy Casterton, Chief of Staff (to 31 August 2021)[footnote 18]	n/a	45-50	n/a	nil	n/a	nil	n/a	10	n/a	55-60
Lynda McMullan, Chief Finance Officer[footnote 19]	185-190	190-195	nil	nil	nil	nil	40	49	225-230	240-245
Paul Kitson, Interim Director of Markets, Partners & Places (from 8 March 2021 to 31 December 2021)[footnote 20]	n/a	95-100	n/a	nil	n/a	5,700	n/a	18	n/a	120-125
Mike Palin, Executive Director of Markets, Partners & Places (from 1 January 2022)[footnote 21]	150-155	35-40	nil	nil	nil	nil	29	7	180-185	40-45
Adrian Tucker, Chief Digital and Data Officer (from 1 July 2022)[footnote 22]	145-150	n/a	nil	n/a	nil	n/a	28	n/a	175-180	n/a
Kirsty Shaw, Chief Operating Officer (from 5 September 2022)[footnote 23]	105-110	n/a	nil	n/a	nil	n/a	21	n/a	130-135	n/a
Ian Workman, Interim Chief Customer Officer (from 14 November 2022)[footnote 24]	70-75	n/a	nil	n/a	nil	n/a	14	n/a	85-90	n/a

(*) The pension benefits figure is an actuarially assessed calculation. It attempts to reflect the benefits earned by the employee during the year from the scheme and is impacted by salary fluctuations and length of service.

Salary

Basic salaries are determined by considering the responsibilities of the role, each individual’s experience and market trends. Salary includes base remuneration and, in exceptional circumstances, overtime. It may also include a London weighting allowance, additional responsibility allowance or a market pay supplement if applicable.

The Secretary of State determines the Board Members’ emoluments.

Performance related pay

The Agency complies with the direction from the Secretary of State on eligibility of a performance related bonus. The Chief Executive and Key Managers benefit from a performance related pay scheme. Any bonuses are determined with reference to performance against objectives agreed by the Nominations and Remuneration Committee. The Committee reviews performance against targets and recommends a performance related bonus for approval by the Secretary of State. The performance year runs from April to March. The bonus cannot exceed 10% of salary and is the only element of pay that is performance related.

The Chairman is not eligible for performance related payments or other taxable benefits as a result of his appointment.

Benefits in kind

The monetary value of benefits in kind covers any benefits provided by the employer and treated by HM Revenue and Customs as a taxable emolument. The benefits in kind are in respect of lease cars. However, all Executive Directors gave up their lease cars during 2022/23; no benefit was received in respect of lease cars from 3 September 2022.

Pension benefits (subject to audit)

Chief Executive and Accounting Officer

Gordon More was appointed as the Interim Chief Executive on 1 March 2021 until 31 August 2021. He was not a member of any of the Agency’s pension schemes. Peter Denton was appointed as the permanent Chief Executive on 1 August 2021. He is not a member of any of the Agency’s pension schemes.

Key managers

Pension details are disclosed for those individuals who were key managers during the year and who were a member of one the Agency’s pension schemes.

The Chief Executive and Key Managers are eligible to participate in the Homes & Communities Agency Pension Scheme, which is a multi-employer defined benefit scheme. The Chairman is not entitled to be a member of any of the Agency’s pension schemes. With the exception of Peter Denton, who is not an active member of a pension scheme, all Key Managers in post at 31 March 2023 are active members of the Homes & Communities Agency Pension Scheme.

CETV figures are calculated using the guidance on discount rates for calculating unfunded public service pension contribution rates that was extant at 31 March 2023. HM Treasury published updated guidance on 27 April 2023; this guidance will be used in the calculation of 2023/24 CETV figures.

	Accrued annual pension at 31 March 2023 (£’000)	Real increase in accrued annual pension (£’000)	Accrued lump sum at 31 March 2023 (£’000)	Real increase/ (decrease) in accrued lump sum (£’000)	CETV* 31 March 2023 (£’000)	CETV* 31 March 2022 (£’000)	Real increase/ (decrease) in CETV* (£’000)
Harry Swales	15-20	0-2.5	50-55	5-7.5	304	467	(210)**
Barry Cummins	5-10	0-2.5	20-25	5-7.5	196	200	(24)**
Lynda McMullan	5-10	0-2.5	25-30	5-7.5	197	193	(15)**
Mike Palin	0-5	0-2.5	0	0	20	9	10
Adrian Tucker[footnote 25]	0-5	0-2.5	0	0	25	0	25
Kirsty Shaw[footnote 26]	0-5	0-2.5	0	0	15	0	15
Ian Workman[footnote 27]	0-5	0-2.5	0	0	11	0	11

(*) Cash Equivalent Transfer Value (CETV).

(**) The decrease in CETV figures is due to the change in market conditions, principally the increase in gilt yields.

Accrued pension at 31 March 2023

The accrued pension entitlement is the pension which would be paid annually on retirement, based upon pensionable service to 31 March 2023.

Cash Equivalent Transfer Value 31 March 2023

The transfer values are the actuarially assessed capitalised value of pension scheme benefits. It is an amount payable by a pension scheme or arrangement to secure pension benefits in another pension scheme or arrangement when the member leaves a scheme and chooses to transfer the benefits accrued in their former scheme. The figures shown relate to benefits that the individual has accrued as a consequence of their total membership of the pension scheme and not just the service in a senior capacity to which disclosure applies.

The real increase in CETV reflects the increase in CETV that is funded by the employer. It does not include the increase in accrued pension due to inflation, contributions paid by the employee (including the value of any benefits transferred from another pension scheme or arrangement) and uses common market valuation factors for the start and end of the period.

Termination payments (subject to audit)

Termination payments to Key Managers in 2022/23 were £nil (2021/22: £nil).

Staff costs (subject to audit)

Staff costs	2022/23 (£’000)	2021/22 (£’000)
Permanent staff employed directly by the Agency
Salaries and wages	70,559	72,041
Social security costs	8,644	9,463
Employer pension contributions	19,182	20,080
Other pension costs	12,681	14,642
Sub total	111,066	116,226
Temporary staff	15,562	11,823
Seconded staff	88	448
Less staff costs capitalised: Land and Property	(10,709)	(11,416)
Less staff costs transferred to programme costs	(13,472)	(10,104)
Total net costs	102,535	106,977

There were £nil redundancy costs during 2022/23 (2021/22: £nil). An analysis of exit packages is shown below.

Staff composition (subject to audit)

The average number of staff employed by the Agency (full time equivalents) over the course of the year is as follows:

	2022/23 Number	2021/22 Number
Permanent UK staff	1,167	1,203
Fixed term UK staff	95	102
Temporary staff	142	118
Board members	9	9
Seconded staff	2	4
	1,415	1,436

The number of staff (full time equivalents) by salary pay band, using an average for the year, is as follows:

	2022/23 Number	2021/22 Number
£0 - £25,000	31	50
£25,001- £50,000	523	553
£50,001- £75,000	582	588
£75,001- £100,000	180	162
£100,001- £125,000	64	49
£125,001- £150,000	21	23
£150,001- £175,000	8	4
£175,001- £200,000	5	5
£200,001- £225,000	0	1
£225,001- £250,000	0	0
£250,001- £275,000	0	0
£275,001- £300,000	1	1
	1,415	1,436

Gender analysis

The gender of current Key Managers and employees can be analysed as follows:

	2022/23 Number	2021/22 Number
Board Members – Male	5	5
Board Members – Female	4	4
Board Members	9	9
Key Managers – Male	5	4
Key Managers – Female	2	1
Key Managers	7	5
Other employees – Male	708	734
Other employees – Female	691	688
Other employees	1,399	1,422
	1,415	1,436

The HMRC definition of gender has been used for this analysis so that it is aligned with our Gender Pay Gap report. This requires us to categorise our colleagues as male and female. At Homes England, we recognise that gender identity is broader than simply male and female, and we know that some of our colleagues do not identify with either category.

Whilst we must report in this way, we value, welcome and celebrate colleagues of all gender identities at Homes England, and are looking at ways in which the way we report on gender in the future can be improved.

The last published Gender Pay Gap was shared in April 2023 based on March 2022 data, our mean gender pay gap was 11.6% and our median gap was 7.7%. This is a positive improvement from March 2021, where our mean pay gap was 13.2% and our median gap was 7.9%.

The Gender Pay Gap report based on March 2023 data is estimated to be reported by September 2023. Our full gender pay gap report contains a more detailed analysis on the reasons that contribute to for our gap, and why we have seen an improvement. We also set out our commitments on closing the gap further.

Fair pay disclosures (subject to audit)

The table below shows the percentage change in salary and allowances and performance pay and bonuses payable of the highest paid director and the workforce of Homes England.

2022/23	Salary and allowances % change	Performance pay and bonus % change
Highest paid director	1.8%	0%
Average pay of workforce	6.6%	6.5%

Homes England is required to disclose the relationship between the remuneration of its highest-paid director and the lower quartile, median and upper quartile remuneration of its workforce.

The table below compares the total pay and benefits for the highest paid director with that of the workforce who are paid at the 25th percentile (lower quartile), 50th percentile (median) and 75th percentile (upper quartile).

	25th percentile pay ratio	Median pay ratio	75th percentile pay ratio
2022/23	7.1:1	4.9:1	4.0:1
2021/22	7.5:1	5.2:1	4.1:1

The table below sets out the salary and total pay and benefits (excluding pensions) of the workforce for the three identified percentile points. This excludes the highest paid director.

	25th percentile	Median	75th percentile
Salary	£40,032	£56,708	£70,545
Total pay and benefits	£40,032	£57,158	£70,995

The full year equivalent banded remuneration of the highest paid director in Homes England in the financial year 2022/23, was Peter Denton, £280,000-£285,000 (2021/22: Peter Denton, £275,000-£280,000). This was 4.9 times (2021/22: 5.2 times) the median remuneration of the workforce, which was £57,158, (2021/22: £53,670).

In 2022/23, no (2021/22: no) employees received remuneration in excess of the highest paid director.

Remuneration ranged from £10,000- £15,000 to £280,000- £285,000 (2021/22: £15,000- £20,000 to £275,000- £280,000).

Total remuneration includes salary, additional responsibility allowances, market pay supplements and non-consolidated performance-related pay and benefits-in-kind. It does not include severance payments, employer pension contributions and the cash equivalent transfer value of pensions.

The movement in the pay ratios is consistent with the application of our pay policies and approach. The appointment of the highest paid director was made in line with our framework agreement approved by the Board. In addition, the 2022/23 Pay Award targeted colleagues at the lower end of their pay bands. This is reflected in the increase in the 25th percentile ratio compared to the smaller increase in the 75th percentile.

Exit packages (subject to audit)

Redundancy and other departure costs have been determined in accordance with a voluntary redundancy scheme approved by DLUHC. Exit costs are accounted for in full when the departure has been approved and terms agreed. There have been no exit packages agreed in 2022/23.

Loans to employees

The Agency has provided travel season ticket loans, cycle scheme loans and home charge point loans to employees during the year. The total amount outstanding in respect of these at 31 March 2023 was £19,102. There were no other loans to employees.

Staff turnover percentage

Staff turnover for 2022/23 was 19.19% (2021/22: 14.77%). This can be split between voluntary staff turnover (where staff have left the Agency for a role elsewhere or have retired) and involuntary staff turnover (where staff have left the Agency due to the end of a contractual period or dismissal. Voluntary staff turnover was 17.16% (2021/22: 12.51%). Involuntary staff turnover was 2.03% (2021/22: 2.26%). Homes England’s staff turnover is above the average UK industry norm of c15%.

The Agency collects data to understand staff turnover through exit interviews which are offered to departing staff.

Despite being above the industry average for 2022/23, the Agency has observed a fall in staff turnover for the year to May 2023, aligning more towards the industry average.

Expenditure on consultancy

During the year, the Agency incurred expenditure of £6,073,880 on consultancy (as defined by HMT Financial Reporting Manual) (2021/22: £1,453,503). The increase is attributable to consultancy costs in relation to Property and Construction consultancy and Finance consultancy, as shown in the table below:

Consultancy type	2022/23	2021/22
Property and Construction Consultancy	£3,433,004	£68,050
Finance Consultancy	£2,215,956	£279,128
Organisation and Change Management Consultancy	£416,025	£896,591
IT/IS Consultancy	£8,895	£191,331
Specialist Contractors	-	£18,403
	£6,073,880	£1,453,503

The FReM definition of consultancy can be found in Annex 4 of the Government Financial Reporting Manual: 2022-23.

Apprenticeship Levy

During the year the Agency incurred expenditure of £315,000 on contributions to the apprenticeship levy to support apprenticeship training and assessment for apprentices (2021/22: £354,000). The Agency makes use of this scheme by employing apprentices across teams, creating opportunities for apprentices to forge a career path with Homes England. Apprentices gain real ‘on the job’ experience and are supported through professional qualifications. During the year, the Agency claimed £146,000 (2021/22: £36,000) from the levy to support apprenticeships.

Off-payroll arrangements

In accordance with the requirements of the FReM, the Agency is required to publish details of their highly paid and senior off-payroll engagements.

The Agency uses off-payroll arrangements for specialist or technical contractors and consultants to address urgent scarce skills gaps.

Temporary off-payroll worker engagements at 31 March 2023, that were paid at least £245 per day	2022/23 Number
No. of existing engagements as of 31 March 2023	176
of which:
No. that have existed for less than one year at time of reporting	142
No. that have existed for between one and two years at time of reporting	17
No. that have existed for between two and three years at time of reporting	13
No. that have existed for between three and four years at time of reporting	4
No. that have existed for four years or more at time of reporting	0

All temporary off-payroll workers engaged at any point during the year ended 31 March 2023, that were paid at least £245 per day	2022/23 Number
No. of off-payroll workers engaged during the year ended 31 March 2023	261
of which:
No. not subject to off-payroll legislation	0
No. subject to off-payroll legislation and determined as in scope of IR35	261
No. subject to off-payroll legislation and determined as out-of-scope of IR35	0
No. of engagements reassessed for compliance or assurance purposes during the year	0
No. of engagements that saw a change to IR35 status following review	0

On 6 April 2017, HMRC introduced new IR35 legislation which required public sector bodies, where they engage off-payroll workers, to ensure they correctly assess their employment status and apply the correct tax treatment.

During an internal review of third-party contractor engagements, it became evident there were a small number of cases where a Status Determination Statement was not issued to the contractor, or the contractor had been incorrectly determined as out-of-scope of IR35. This led to a further, extensive internal review of third- party contracts which included (re-)testing the contractors against HMRC’s CEST tool.

In May 2022 Homes England provided a voluntary disclosure to HMRC, including an estimated liability for missing tax, NI and apprenticeship levy plus interest for years 2017/18 to 2021/22 of £1.1m. This amount was recognised in the 2021/22 Financial Statements.

HMRC have not yet commented on the voluntary disclosure to conclude this matter.

New mandatory procedures have been put in place with effect from April 2022 to prevent recurrence, alongside a programme of training and awareness.

Off-payroll engagements of Board members, and/or, senior officials with significant financial responsibility, between 1 April 2022 and 31 March 2023	2022/23 Number
No. of off-payroll engagements of Board members, and/or senior officials with significant financial responsibility during the financial year	0
Total no. of individuals both on and off- payroll that have been deemed ‘Board members and/or senior officials with significant financial responsibility’, during the financial year	21

Employee matters

People & Culture Strategy

In 2022/23 the People and Culture Strategy was launched to provide greater alignment and structure around the aims and purpose of the organisation, with a focus on establishing Homes England as a place for talented people to come to progress their careers. The strategy has been further refined in 2023 to articulate our People and Culture strategy across three areas of strategic focus aligned with our purpose of: Providing people services that facilitate a great place to work. These three areas are:

• Talent Attraction and Growth
• Total Reward and Insight
• Excellence Everyday

Underpinning these is our foundation of everything being built and delivered in the spirit of enhancing Colleague Inclusion, Trust, Pride and Purpose.

These themes have been used to inform the development of a detailed Human Resources strategic plan for the period 2023 to 2026. This ambitious plan has been shared with ELT and NRC to ensure that it delivers against critical demands for the business including strategic workforce planning to support capability and capacity, competency frameworks to enable career and pay progression as well as a focus on performance management, development and Equality, Diversity and Inclusion (ED&I).

Equality and diversity in employment & occupation

In July 2020 we published our ED&I objectives which set out our commitment to create an inclusive organisation and sector that reflects the communities we serve. This outlined a four- year plan to cover the reach of impact with each objective sponsored by an Executive Director to promote, advocate, and shape the work. The five key objectives were purposefully ambitious for the organisation to collectively achieve by 2024, to deliver systematic organisational and cultural change as well as positively impact the industry and our communities.

To support a refresh of the objectives, we benchmarked ourselves against the UK National Equality Standard (NES). The NES is a government backed standard undertaken by Ernst & Young and sets clear ED&I criteria against which companies are independently assessed and benchmarked.

Participation involved a comprehensive review of policies, practices, documents and processes and conversations with stakeholders which provides strategic guidance and recommendations to embed long-term sustainable change. Following the NES review undertaken in 2021/22, we considered the findings and recommendations and reviewed and reset the ED&I objectives.

Eleven recommendations were identified in total. Over the last year we have made slower than hoped progress and note that there is more to do to improve progress further. During 2022/23 we prioritised three of the eleven NES recommendations.

We remain committed to embedding equality and diversity practice into our activities as an employer, investor in place and through our enabling role. We continue to strive to work collaboratively through our colleague networks and enable dialogue and change through monthly meetings. The networks support our continuous review of policies and approaches to ensure they meet best practice and legal obligations and more importantly contribute to a positive colleague experience at Homes England. We will be embedding this further through a formalised ED&I governance structure.

We have developed our ED&I data as part of the Strategic Workforce Planning framework. The data enables us to benchmark, measure and report progress to improve transparency and accountability. A priority for 2023/24 is to increase declaration to support more targeted interventions that contributes to an inclusive culture.

During 2022/23, a range of development courses were delivered to increase awareness of ED&I. A refreshed programme is prioritised to improve and embed the ED&I learning curriculum for 2023/24.

Staff policy regarding disabled persons

We remain committed to ensuring equality of opportunity for all disabled people who work or apply to work for us. We’re proud to ensure that our disability confident scheme provides avenues where individuals with disabilities are able, where they meet the minimum criteria for the role, to secure a guaranteed interview in line with our commitment to this scheme, as it’s an integral part of enabling us to secure a more diverse pool of candidates. On all applications we ask if any adjustments are needed to enable any interview or selection process, and monitor applicants who indicate they have a disability to ensure they are aware of the disability confident scheme and support we can offer.

Where we are made aware of colleagues with disabilities or long-term health conditions, we have a variety of tools and support available. We work with colleagues, line managers, Human Resources and Occupational Health to identify reasonable adjustments to the workplace and working arrangements specific to the individual’s need to support disabled colleagues in the workplace. In addition to this we have a group of colleague-led networks that provide feedback, help monitor the effectiveness of our support and help us with our thinking as we develop policy, process and our strategies.

Sickness absence

During the year 1.80% (2021/22: 1.76%) of working days were lost to sickness absence. According to the Office for National Statistics, in the UK labour market as a whole for calendar year 2022, 2.6% of days were lost due to sickness absence, split 2.3% private sector and 3.6% public sector.

Health and safety

Homes England’s health and safety performance has remained strong through 2022/23 and its key achievements are set out below.

For the fifth year running, our Accident Incident Rate (AIR) for reportable injuries under the Reporting of Injuries, Diseases and Dangerous Occurrences Regulations 2013 (RIDDOR) was zero per 100,000 employees as there were no RIDDOR reportable injuries to employees in 2022/23. The AIR for all types of accidents involving employees was calculated at 500 which is below the latest published national Labour Force Survey AIR rate of 1,790 injuries per 100,000 employees.

Homes England sets annual corporate health and safety targets for completing risk assessments, training, site inspections and audits. The Homes England Board and the Executive Leadership Team are regularly updated on the Agency’s health and safety performance and its progress towards meeting targets. Out of the 19 targets set for 2022/23, 18 have been met or exceeded. The missed target relates to the implementation of a cloud-based health and safety management system which has been delayed to September 2023.

During the year we procured external specialists to support the Agency manage its obligations as a client under the Construction Design and Management Regulations 2015 (CDM) and to carry out site risk assessments on our development portfolio.

Employee engagement

In 2022/23, Homes England continued to develop and embed the #LetsTalk engagement survey first launched in 2020/21. During the year, we ran a baseline survey in April 2022, followed by a pulse survey in November 2022.

The initial Baseline survey asked 48 questions, focussing on seven categories of engagement which are:

• Motivating managers
• Irresistible workplace
• Leadership and inspiration
• Health and wellbeing
• Realising potential
• Meaningful work
• Additional insight

There was an overall response rate of 83%, highlighting that our colleagues are eager to be heard. Our engagement providers also confirmed that response rates above 70% provide a good level of representation.

The survey was different in structure to the survey in 2020, meaning that direct comparisons were not possible across all questions. However, the survey did include an Engagement Index metric which combines advocacy, loyalty and pride and provides us with a rounded view of engagement that we can use to monitor progress. The outcome of 5.7 indicates that colleagues at Homes England are generally engaged although the outcome was a decrease from the Engagement Index in 2020 of 6.9. The Employee Net Promoter Score also reduced from +14 to-33. These scores were broadly replicated in the Autumn pulse survey, albeit on a lower response rate of 73%.

Across both surveys, key issues included a desire from colleagues for greater interaction with senior leaders, greater focus on recognition and a focus on development opportunities to retain talent. In response, ELT commenced regular roadshows held in person across all sites, offering colleagues the opportunity to hear directly about future plans and also to ask questions. At the same time, ELT launched an enhanced instant recognition scheme for colleague recognition scheme to enable greater colleague to colleague and manager to colleague recognition.

Our aim through 2023 is to develop a devolved autonomy across a large number of our potential actions recognising that the Agency is complex in its design. Working with the Senior Leadership Team, Heads of Service and Engagement Lead communities we are developing a set of tailored action plans that aim to meet the needs of departments, teams and groups of colleagues rather than a top-down agency wide action plan in silo.

Pension reform

In September 2022, Homes England commenced a formal consultation process with a view to reforming the final salary tier of the Homes and Communities Pension Scheme (HCAPS), impacting c.630 colleagues. The consultation was supported by a significant communication and engagement programme, providing affected colleagues with detailed proposals, personal impact statements and access to modelling tools, as well as a dedicated website. In addition to explanatory sessions, both on-line and in person, supported by pension experts and Homes England senior leaders, affected colleagues were given access to a helpline operated by Hymans Robertson, one of the UK’s leading pension consultancies.

Questions and issues raised were gathered and discussed in detail with trade union and scheme representatives across a period of more than two months. This enabled both trade union and scheme representatives to attend both ELT and NRC sessions, to submit detailed colleague views and counter-proposals.

These views were considered in detail and as a result two business cases were submitted with both DLUHC and HMT. The first resulted in agreement from the Secretary of State to implement the reform from 1 April 2024 rather than 2023 to enable impacted scheme members greater time to review the impact and adjust any retirement plans. The outcome of the second business case to HMT is still pending.

Grow our Own

At Homes England we are committed to providing opportunities for all and growing our internal talent and capability to help us deliver to our ambitious strategy. As a government agency we are keen to provide development options for all colleagues to grow capability and career opportunities.

The coaching and mentoring programmes are an example of how we have provided highly personalised, practical, and supportive development enabling colleagues to own their career development and progression. With c.75 internal coaches and mentors, the Agency can draw on a body of ‘experts by experience’ who are supported to grow and develop with access to regular Continuing Professional Development and supervision. All colleagues can access a range of self-directed learning solutions available at a time and place which suits them and can take advantage of our corporate membership arrangements with partners such as Whitehall and Industry Group. We are committed to our early career opportunities through our apprenticeship and graduate activity. Apprenticeships offer an alternative form of workforce development and are particularly powerful in contributing to growing our own talent. Over the financial year 2022/23, our apprenticeship strategy focused on upskilling existing colleagues through professional qualification apprenticeships and recruiting apprentices in response to specific business needs.

The number of apprenticeships increased from 21 in March 2022 to 30 in March 2023. Although we are not fully utilising the apprenticeship levy, we are continuing with our revised apprenticeship strategy. This includes the launch of an apprenticeship academy to target data analysis skills shortages, recruitment of apprentices targeted to identified skills shortages, aligned with organisational needs and growth strategies, developing an early careers talent pipeline which will contribute to a decrease in unused levy.

We are supporting social mobility through the Graduate Programme. There was a 62% increase in applicants from a lower socio-economic background, 48% increase in applications who are female or non-binary, 12% increase in applicants declaring a disability and 43% increase in applicants from an ethnic minority background compared to the 2020 Programme.

Through the Graduate Programme, we are investing in ‘growing our own’ skills and capabilities the sector needs for the future and developing the next generation of future leaders with value driven behaviours and a breadth of experience. The 15 graduates recruited from the 2022 Graduate Programme have commenced a Leadership Development Programme with Coventry University which supports the development of future leaders.

Trade Union relationships

Homes England formally recognises three trade unions – Unite, PCS and Unison – with whom the organisation consult over pay, policies and procedures, working conditions and related issues. Regular meetings take place between management and elected union representatives, called Joint Negotiation and Consultation Committee meetings, on a cycle of approximately six weeks.

As a public sector body with more than 49 FTE employees, Homes England are required to make a number of disclosures regarding Trade Union Facility Time. This information is set out in the following tables:

Relevant union officials	2022/23
Number of employees who were relevant union officials during the relevant period	6

Percentage of time spent on facility time	2022/23 Number
0%	0
1- 50%	6
51%- 99%	0
100%	0

Percentage of pay bill spent on facility time	2022/23
Total cost of facility time (£’000)	39
Total pay bill (£’000)	70,559
Percentage of the total pay bill spent on facility time, calculated as: (total cost of facility time ÷ total pay bill) x 100	0.06%

Paid trade union activities	2022/23
Percentage of paid facility time spent on paid trade union activities: (time spent on paid trade union activities ÷ total paid facility time) x 100	0%

Parliamentary accountability and audit report

Losses and special payments (subject to audit)

In accordance with the provisions of the Accounts Direction, the Agency has summarised all losses and special payments requiring disclosure, recognised during the course of the financial year, as follows:

	2022/23		2021/22
	Cases	£’000	Cases	£’000
Total of all losses and special payments	97	149,592	108	18,729
Cases over £300,000:
Loans written off or impaired and fruitless payments	7	148,727	6	18,184

Under International Financial Reporting Standard 9: Financial Instruments (IFRS 9), the Agency is required to consider whether a financial asset investment meets the definitions of a basic lending arrangement in order to establish whether the investment should be measured at amortised cost or at fair value.

For assets which are measured at amortised cost, a write-off amount is recognised in the Financial Statements when it is considered that there is no realistic prospect of full recovery. There are also a number of loan investments which are managed operationally in line with the Agency’s loan management processes however from an accounting point of view are measured at Fair Value Through Profit or Loss (FVTPL). Where it has been assessed that there is no realistic prospect of full recovery for such loan investments, these have also been disclosed in this note. This is aligned with the FReM requirement to disclose losses in this note for the attention of Parliament at the earliest point at which a loss is expected.

For assets measured at amortised cost, the Agency is required to consider the effect of discounting future cash flows (to reflect the present value of the anticipated recovery) in order to determine the required write-off allowance for accounting purposes. The losses recognised here include an element of this discounting effect, which will subsequently be unwound in future years as interest income on the impaired balance.

During 2022/23 there were six cases of loan losses recognised where the amount written-off or impaired for accounting purposes was in excess of £300k; three write-offs of loans measured at amortised cost, and three impairments of loans measured at FVTPL. The table below details these losses. There was one fruitless payment:

Accounting write-offs or impairments / reversals in 2022/23 (£’000)

Loans measured at amortised cost

1,792	The Agency provided an infrastructure loan under the Long-Term Home Building Fund to support development of 3,000 homes. A series of delays prior to work commencing on site impacted timelines for delivery, and equity investment was insufficient to meet future funding requirements. A review was commissioned by the Agency which suggested the scheme was no longer viable, and the borrower has subsequently gone into liquidation. A loss of £15.5m was recognised in 2019/20, a further £0.7m in 2020/21 and £1.3m in 2021/22. Forecast recovery is based on the value of security held, which is lower than the amount forecast in 2021/22, and recovery is also now expected later than previously forecast, resulting in an additional accounting write-off of £1.8m in 2022/23. As at 31 March 2023, total losses recognised were £19.3m.
959	Funding was provided under the Short-Term Home Building Fund to assist with development of 27 homes. A number of challenges on scheme construction added delays and costs, including site drainage, COVID-19 lockdowns, cladding issues and an increase in interest costs. Sales of properties have also been slower than anticipated and the loan is now in default. The Agency has appointed a Fixed Charge Receiver to complete the site and sell the properties, with net income from future sales expected to partially cover the outstanding amount. An impairment of £959k has been recognised to reflect the potential remaining loss. As at 31 March 2023, total losses recognised were £959k.
534	The Agency provided funding under the Short-Term Home Building Fund to support infrastructure and enabling works for future development of homes on 12 plots, on a site owned by the Agency which is leased to the borrower. Limited interest in the plots, lease restrictions and the lengthy process to move from offer to sale, have led to issues resulting in the loan now being in default. The Agency is pursuing several strategies to recover amounts due but there remains significant risk of non-payment. An impairment of £534k has been recognised to reflect the potential loss on the full outstanding amount. As at 31 March 2023, total losses recognised were £534k.

Loans measured at FVTPL

87,362*	Market Abuse Regulations preclude further commentary. An accounting impairment of £73.5m, together with reversal of previous fair value uplifts of £13.9m, have been recognised in 2022/23 to reflect the potential loss on the full outstanding amount. The equivalent total impairments expected against contractual amount due (principal and interest) were £96m at 31 March 2023. As at 31 March 2023, total cumulative accounting impairments recognised were £73.5m.
56,744*	Market Abuse Regulations preclude further commentary. An accounting impairment of £53.1m, together with reversal of previous fair value uplifts of £3.6m, have been recognised in 2022/23 to reflect the potential loss on the full outstanding amount. The equivalent total impairments against contractual amount due (principal and interest) were £67m at 31 March 2023. As at 31 March 2023, total cumulative accounting impairments recognised were £53.1m.
936	Funding was provided under the Short-Term Home Building Fund to assist with development of 150 apartments and commercial space. As a result of several factors, including slow pace of sales, additional interest costs and a reduction in capital values, the loan interest has not been fully repaid. In prior years, there were accounting impairments recognised of £24k and reversals of fair value uplifts of £376k and £741k respectively. Some recovery is expected on the loan following sale of remaining units, but a further accounting impairment of £936k has been recognised in 2022/23 to reflect the potential remaining loss. The equivalent total impairments against contractual amount due (principal and interest) were £1.5m at 31 March 2023. As at 31 March 2023, total cumulative accounting impairments recognised were £960k.

Fruitless Payments

400	During the year, the Agency agreed to pay £400k to a third-party service provider in line with contractual mechanisms following delays to implementation of the services under the contract. This payment was outstanding at 31 March 2023.
148,727	Total write-offs and impairments recognised on Loans and Receivables and fruitless payments which exceed £300k

(*) Includes reversal of previous fair value uplifts

Included in the 2022/23 accounts are further write-offs of loans measured at amortised cost totalling £353k and further impairments of loans measured at FVTPL of £14k and of receivables measured at FVTPL of £191k, which individually are below the reporting threshold and therefore have not been included in the table above.

In addition to this, the 2022/23 accounts reflect the reversal of previously disclosed impairments totalling £40.0m during the period. The reversals include £33.7m on a loan which has been recovered in full following the scheme being refinanced, and £6.3m partial recovery on a loan following a change in group structure, where the remaining outstanding amount continues to be impaired.

The contractual amount due on loan investments for which amounts have been written off or impaired, and which are still subject to enforcement activity, was £230.0m at 31 March 2023.

Regularity (subject to audit)

During 2022/23, the Agency complied with the requirements of regularity as set out in Managing Public Money. HM Treasury approval was obtained for all novel, contentious or repercussive transactions relating to 2022/23.

Fees and charges (subject to audit)

Regulator of Social Housing

Homes England and the Regulator of Social Housing (RSH) are party to a Service Level Agreement under which Homes England provides services to RSH. Services provided may include, but are not limited to, the provision of accommodation of facilities, the provision of staff time and expertise and the provision of technical resources. Service income charged to RSH during the year was £587,000.

Other fees

Additionally, Homes England may, from time to time, charge a fee for services provided to other entities. Where applicable, services are charged at full cost and therefore result in no attributable surplus or deficit. During the year, Homes England provided legal and professional services to other parties totalling £240,000. This is included in other operating income.

Other fees include £50,000 charged to the Homes and Communities Agency Pension Scheme for the annual provision of accommodation, staff and professional services and £50,000 charged to the Department for Business, Energy and Industrial Strategy (as it was at the time of the transactions) for the provision of professional services in connection with the administration of three science parks.

Remote contingent liabilities (subject to audit)

Homes England is required to disclose each of its material remote contingent liabilities, and where practical, estimate the financial effect. Homes England does not have any material contingent liabilities other than those disclosed in the Financial Statements.

Functional standards

Homes England is an active participant in the Government functional standards that are led from Cabinet Office. Assessments have been carried out against all the standards and action and improvement plans are being actively completed. Grant functions and Internal Audit were amongst the highest scoring functions across the Agency in the most recent review undertaken.

The Accountability report is signed on 13 July 2023

Peter Denton

Chief Executive and Accounting Officer

The certificate and report of the Comptroller and Auditor General to the Houses of Parliament

This section has not been included by request of the National Audit Office. You can view it in the PDF version of this document.

1. Command Paper 604: 2 February 2022. ↩

2. Melanie Montanari and Emma Fraser joined the Board in October 2022. ↩

3. Andy Hobart left the Board in September 2022. ↩

4. In addition to being a Board Member, Stephen Bell is the Chair of the Audit Assurance Risk and Enterprise Committee. He is also the Agency’s representative on DLUHC’s Audit, Risk and Assurance Committee. ↩

5. Full year equivalent emoluments in 2021/22 were £25,000. ↩

6. Full year equivalent emoluments in 2022/23 were £25,000. ↩

7. In addition to being a Board Member, Vanessa Murden was in place as Chair of the Change Committee and Chair of the Nominations and Remuneration Committee on 1 April 2022, approval was received to pay additional remuneration for these duties in June 2022. Full year equivalent emoluments for 2022/23 are £33,300. ↩

8. In addition to being a Board Member, Sadie Morgan was in place as Chair of the Cross Cutting Committee in April 2022, approval was received to pay additional remuneration for these duties in June 2022. Full year equivalent emoluments for 2022/23 were £29,200. ↩

9. In addition to being a Board Member, Mark Rennison is the Chair of the Investment Committee (CIC) and became the Senior Independent Director (SID) and Chair of the Home Ownership Committee (CHOC) in April 2022. Approval was received to pay additional remuneration for duties as SID and CHOC in June 2022. Full year equivalent emoluments for 2022/23 were £42,350. Mark received additional remuneration for his duties as CIC throughout 2022/23. ↩

10. Andy Hobart, a Director at DLUHC was DLUHC’s shareholder representative. He did not receive a salary for his duties with Homes England. ↩

11. Full year equivalent emoluments in 2021/22 were £25,000. ↩ ↩² ↩³ ↩⁴

12. Emma Fraser and Melanie Montanari job share a role as Director at DLUHC and are DLUHC’s shareholder representative. They do not receive a salary for their duties with Homes England. ↩ ↩²

13. Remuneration received during 2021/22 included unused holiday entitlement (£5,000 - £10,000). The bonus received in 2021/22 related to the period 1 March 2021 – 31 August 2021 in recognition of additional responsibilities. Full year equivalent emoluments for 2021/22 were £230,000 - £235,000. ↩

14. Full year equivalent emoluments for 2021/22 were £275,000 - £280,000. ↩

15. Remuneration received during 2021/22 included an arrears payment for the period 1 July 2020 to 7 March 2021 (£0 - £5,000). Full year equivalent emoluments for 2021/22 were £175,000 - £180,000. ↩

16. Remuneration received during 2021/22 included an arrears payment for the period 1 July 2020 to 7 March 2021 (£0 - £5,000). Full year equivalent emoluments for 2021/22 were £205,000 - £210,000. ↩

17. Full year equivalent emoluments for 2021/22 were £155,000 - £160,000. ↩

18. Full year equivalent emoluments for 2021/22 were £115,000 - £120,000. ↩

19. Remuneration received during 2021/22 includes an arrears payment for the period 1 July 2020 to 7 March 2021 (£10,000 - £15,000). Full year equivalent emoluments for 2021/22 were £180,000 - £185,000. ↩

20. Full year equivalent emoluments for 2021/22 were £130,000 - £135,000. ↩

21. Full year equivalent emoluments for 2021/22 were £145,000 - £150,000. ↩

22. Full year equivalent emoluments for 2022/23 were £190,000 - £195,000. ↩

23. Full year equivalent emoluments for 2022/23 were £190,000 - £195,000. ↩

24. Full year equivalent emoluments for 2022/23 were £190,000 - £195,000. ↩

25. Adrian Tucker joined the Agency on 1 July 2022. The figure shown is the value of benefits accrued since that date. ↩

26. Kirsty Shaw joined the Agency on 5 September 2022. The figure shown is the value of benefits accrued since that date. ↩

27. Ian Workman joined the Agency on 14 November 2022. The figure shown is the value of benefits accrued since that date. ↩