People Committee

Terms of Reference

1. Purpose

1.1 The People Committee is a Committee of the Board and is accountable to the Board for the duties set out below. Subject to any restrictions prescribed by the Act or the Rules of the ARB, the Committee is authorised by the Board to determine any matter within its terms of reference. The People Committee provides advice and recommendations on strategic human resource issues.

2. Duties

The Committee will:

2.1 Approve ARB’s People Strategy including:

• Leadership and management
• Training and development
• Talent management, reward and recognition
• Equality, diversity and inclusion
• Performance and resource measurement

2.2 Approve ARB’s overall approach to reward and benchmarking and approve the appointment of external pay and benchmarking survey data providers

2.3 Approve the appointments, induction, performance approach and removal policy for the Non Executive Associates

2.4 Provide advice and make recommendations to the Board regarding the performance process for the Board and Committee members

2.5 Make recommendations to the Board in relation to:

• the appointment, induction, performance oversight and removal of the Chief Executive
• the Chief Executive’s remuneration, including providing advice and feedback on relevant benchmarking and other data
• the overall approach to executive pay and reward including any proposed increases and any performance related pay provision, taking into account external economic data, any relevant benchmarking data and wider organisational requirements
• remuneration for Board members and Non Executive Associates including appropriate expenses, providing advice and feedback on relevant benchmarking and other data
• the removal of Board members as set out within the General Rules

2.6 Provide assurance to the Board of high standards in the appointment and performance review of all Board and Committee members

2.7 Ensure periodic and appropriate methods of feedback, including surveys, are in place

2.8 Provide advice to the Chief Executive and Registrar regarding performance and the total reward package, for members of the Senior Leadership Group

2.9 Provide advice to the Executive in relation to any significant changes to ARB’s organisational structure including changes to the establishment headcount

2.10 Provide relevant advice to the Executive in relation to best practice, research or reports which may impact ARB’s People Strategy and policies.

2.11 Receive updates regarding key ‘people-related’ risks

2.12 Obtain from the Chief Executive Officer and Registrar, workforce assurance information relating to compliance, operational and strategic measures and key performance indicators.

2.13 Provide regular reports to the Board, including an annual statement of compliance with the Committee’s terms of reference.

3. Membership

3.1 The members of the Committee shall be appointed by the Board and shall consist of:

• Two lay and two architect Board members, one of whom will be appointed as Chair
• One additional external member to supplement the Committee’s skills base and/or provide an additional independent perspective.

3.2 Regular attendees at the Committee from the Executive should include the CEO & Registrar, relevant Directors, the Head of People and relevant members of the Governance Department.

3.3 The Committee may ask any other member of staff, or such others including external advisers, as may be appropriate, to attend to assist it with its discussions on any particular matter.

4. Quorum

4.1 Three members of the People Committee shall constitute the quorum.

5. Meetings and Procedures

5.1 The Committee will normally have at least four scheduled meetings per year.

6. Reporting Requirements

6.1 A draft of the minutes will normally be circulated to the Chair for initial approval within five working days of a meeting taking place. The Chair will normally approve the draft minutes within a further five working days of the meeting taking place. The Chair-approved minutes will then be circulated to members of the Committee (and any attendees as appropriate) as a draft immediately after they have been approved by the Chair. The minutes will then be presented at the next Committee meeting for formal approval. The Committee-approved, Chair-approved, or in exceptional circumstances, the unapproved, minutes will be presented for noting at the next Board meeting. In all cases, the status of the minutes will be made clear to the Board.

6.2 The Committee Chair will provide an annual report on the Committee’s work to the Board.

7. Papers and Agendas

7.1 The Executive shall circulate an agenda and papers no less than five working days before each meeting. Late papers may be circulated with the agreement of the Chair. Where the Chair agrees that late papers can be circulated, these will be provided as soon as possible and the Registrar shall provide reasons in writing to the Committee.

8. Declarations and Conflicts of Interest

8.1 Declarations of Interest must be made in line with ARB’s Declarations and Conflicts of Interest Policy. Any member or attendee of the Committee who becomes aware of a potential conflict of interest, relating to matters being discussed by the Committee, must give immediate notification of that interest to the Governance Team if they become aware of it prior to the meeting or must declare the interest at the meeting if they become aware of it once the meeting has commenced.

Approved by ARB Board: 10 December 2024

Effective Date: 1 January 2025

Committee Members