SRH board minutes 14 December 2023

SRH Board Minutes 14 December 2023.pdf

Download pdf (166.85 KB)

This document may not be fully accessible.

3. [Redacted]

4. Strategic Rail Board meeting

The Chair provided a summary on the recent Strategic Rail Board (SRB), chaired by Alison Irvine, CEO of TS.

The Board requested that the minutes of the meeting be made available to the Board once they are issued by TS and that the Board is sent the agenda in advance of each SRB meeting. It requested that the SRB terms of reference should be made available to the Board.

The Chair noted that TS has confirmed that the Gateway Review report will be provided to SRH.

The draft SRH Strategic Plan recently submitted to TS had been acknowledged, noting the intention to develop a more comprehensive plan over time.

The General Counsel explained to the Board that as part of TS’s governance review project a steering group has been set up, which she and the Rail Business Director attend alongside TS representatives. It will work through the recommendations from gateway review.

The Board requested a presentation at a future board on the governance review and to provide an update on progress.

The TS Sponsor Representative updated the Board on the recent TS Investment Decision Making (IDM) meeting, where replacement of the suburban fleet was
discussed. He reported that the presentation on the replacement of the fleet was excellent and a positive example of joint working effort by TS, SRH, SRT and Network Rail, and thanked all those involved. The role of the IDM was discussed in detail and the Board noted that any papers going to this meeting which have had input from SRH should go through the SRH Board so that those who attend are authorised to speak on
behalf of SRH. The Board requested the IDM terms of reference.


  • Board to receive SRB minutes and future meeting agendas (ED).
  • SRB terms of reference to be provided to the Board (ED).
  • Presentation on Governance Review project (ED/JM).
  • Terms of reference for TS’s Investment Decision Meeting (IDM) to be circulated (BR).

5. Scottish Rail Holdings Limited Annual Report and Accounts

CD gave an update on the previous day’s Audit & Risk Committee (ARC) meeting, explaining that that Board had been provided with a copy of the final version of the annual report and accounts, as amended, to reflect the changes/outcomes agreed at the ARC meeting.

The ARC chair (BB) confirmed that a thorough and fair audit of the accounts had been conducted by Audit Scotland and explained the process that SRH had gone through with the auditors to finalise the draft report and accounts. He said that he was satisfied that the amendments discussed at the ARC meeting had been resolved and that none of these changed the overall conclusions of the report. He confirmed that the ARC recommended the 2022/23 report and accounts to the Board for approval and filing, noting the requirement for these to first be laid before the Scottish Parliament.

CD took the board through the changes made to the document since circulation of an earlier draft on 8th December.

The Board noted that Audit Scotland’s 2022/23 SRH annual report contained recommendations and actions. It was agreed that the Board would review the report at
its next meeting, with a timeline and committed resources to be agreed to fulfil such actions.

The Board further noted the Executive’s intention to conduct a ‘lessons learned’ exercise with the group companies in the new year to identify and make improvements to the annual reporting process.

The Board noted its thanks to all involved in the annual report and accounts preparation process, and in particular Campbell Davidson, [Redacted] and Audit

The Board authorised the CEO to sign the accounts and accompanying letter, and to arrange for these to be filed with Companies House following their laying before the Scottish Parliament.


  • Note of thanks to all those that worked on the Annual Accounts, including Audit Scotland (RC).
  • Final version of the Auditor’s letter and report to be circulated to the Board (CD).
  • Lessons learned from audit process to be organised at the appropriate point next year (ED/CD).
  • Audit Scotland’s SRH 2022/23 Report to be discussed in greater detail at the January Board meeting (ED).
Back to top