Our governance

HM Revenue and Customs (HMRC) is a non-ministerial department.

HMRC was established by the Commissioners for Revenue and Customs Act (CRCA) 2005, which gives the legal powers and responsibilities of the department to Commissioners appointed by the Queen.

HMRC’s status as a non-ministerial department is intended to ensure that the administration of the tax system is fair and impartial.

Jon Thompson is the First Permanent Secretary and Chief Executive, responsible for delivering the departmental strategy and for the organisation’s performance.

Together with the Executive Committee, the Chief Executive is responsible for running HMRC.

We have a Lead Non-Executive, Mervyn Walker, who chairs the HMRC Board.

Together with the Board, the Lead Non-Executive provides challenge and advice to the Chief Executive and the Executive Committee on the design of HMRC’s strategy and on its implementation, including reviewing and challenging performance against the department’s business plan.

HMRC’s organisation chart

HMRC Commissioners

HMRC is a non-ministerial department; this makes it different from most other government departments, which work under the direct day-to-day control of a minister. The Queen appoints Commissioners of HMRC who have responsibility for handling individual taxpayers’ affairs impartially. This means that ministers have no involvement in taxpayers’ cases.

The Commissioners meet formally, and make decisions within the Executive Committee. The Commissioners are responsible for:

  • providing leadership to the department
  • managing its resources efficiently and effectively
  • delivering the objectives and targets set by the Chancellor of the Exchequer

HMRC currently has 7 Commissioners:

Executive Committee

The Executive Committee is the department’s main executive forum and the primary place in which Commissioners make their decisions. Individual committee members have portfolios of responsibility that span each line of HMRC business and corporate service function.

The Executive Committee meets in 2 different forms each month:

  • Executive Committee
  • Executive Committee (Transformation)

Executive Committee

The Executive Committee oversees and assures all of HMRC’s work and is responsible for setting and delivering strategy. It also oversees the department’s performance, both in terms of immediate and future objectives. Within a dedicated performance hub, displaying performance indicators agreed by the committee, it analyses HMRC performance against targets and considers ways to improve performance in all areas, including both customer service and value for money.

You can read minutes of Executive Committee meetings up to March 2014 on The National Archives website.

Executive Committee (Transformation)

Executive Committee (Transformation) provides senior level governance and ensures effective delivery of both the change portfolio and future strategic transformation. It has ultimate accountability for the HMRC portfolio of change and delivery of the stated outcomes and benefits. Within a dedicated hub, it takes decisions on prioritisation across the portfolio and the resolution of issues escalated from supporting boards and committees. The Executive Committee is additionally supported by 2 sub-committees:

  • Investment Committee
  • People Matters Committee

Investment Committee

The Investment Committee makes investment decisions on behalf of the Executive Committee, in line with HMRC’s strategic direction and change initiatives, on initiatives which cost more than £2 million, or are new or contentious.

People Matters Committee

The People Matters Committee plans for 3 to 5 years ahead, in terms of how HMRC will be structured and how it uses its resources. It also oversees the programme of work that will deliver the People Strategy and takes decisions on delegated issues relating to people policies. The committee supports the Chief People Officer in designing and implementing the annual One HR work plan.

HMRC Board

As a non-ministerial department, the role of the Board is critical to the success of HMRC. The Board is in place to advise and challenge on the management of HMRC, particularly focusing its attention on the performance of the department and its future strategic direction.

Board membership

The Board is chaired by HMRC’s Lead Non-Executive. It is comprised of some of the members of the Executive Committee and non-executives:

Members of the HMRC’s Executive Committee Non-Executive members
Jon Thompson - First Permanent Secretary and Chief Executive Mervyn Walker (Lead Non-Executive)
Jim Harra - Second Permanent Secretary and Tax Assurance Commissioner Joanna Baldwin
Justin Holliday - Chief Finance Officer John Whiting
  Simon Ricketts
  Alice Maynard

The Board is assisted by 3 further non-executives who serve on the Board’s committees:

  • Leslie Ferrar
  • Diane Herbert
  • Paul Smith


The Lead Non-Executive leads an annual evaluation of the performance of the Board.

The department reports on how the Board operates in the Corporate Governance Statement within the annual report and accounts. This includes the attendance record at Board meetings.

Board responsibilities

The Board’s role is to help HMRC deliver its agenda and maximise its performance. The Board provides challenge and assurance to the Executive Chair, Chief Executive and executive team on the design of HMRC’s strategy and on its implementation including reviewing and challenging performance against the department’s business plan. Non-Executive Board members provide an external perspective and use their skills and experience to advise the department.

The Board does not have a role in day-to-day operational decision-making, nor in tax policy or individual taxpayer matters.

The Board provides:

  • challenge: reviewing and challenging the department’s business plan and performance against that plan, with particular reference to agreed strategic priorities
  • expertise: providing wider public and private sector expertise to inform the delivery of strategy and to improve HMRC’s performance; It also advises the Chief Executive on senior appointments
  • strategy: assuring that HMRC’s strategic direction is clear and deliverable, taking into account risk and focusing on the long-term success of the Department and value for the taxpayer
  • assurance: providing the Chief Executive, as Principal Accounting Officer, with assurance that the financial statements are factually accurate, that risk management processes are robust, and that control processes across HMRC are strong and appropriate
  • stakeholder views: reflecting the views of HMRC’s external stakeholders; supporting HMRC to develop stakeholder communications plans; and using the cross-government network of Non-Executive directors to bring insight and intelligence to support the Executive Committee in identifying challenges and opportunities


The Board meets 7 times a year, including a special strategy session in the summer.

You can read minutes of Board meetings up to March 2014 on The National Archives website.

Non-Executive Board members

The non-executives on the Board bring with them a wealth of experience from a range of backgrounds, including data analytics, human resources, IT, accountancy and the tax profession. Their skills and professional background bring an external perspective to the advice the Board gives to help shape strategy and challenge performance.

The Non-Executive Board members were appointed following recruitment exercises held in accordance with Cabinet Office guidance.

Board sub-committees

The Board’s committee structure consists of the Board and 3 supporting committees:

  • Audit and Risk
  • Charter
  • People, Nominations and Governance

Work is delegated to Board committees, where smaller groups of non-executives and Executive Committee members can examine issues in more detail and present their findings to the Board for discussion and conclusion.

Audit and Risk Committee

The Audit and Risk Committee Provides assurance to the Board and the Principal Accounting Officer on the accuracy and precision of financial statements and the strength of risk management and control processes across HMRC.

Its scope covers all aspects of HMRC business and aspects relating to the Valuation Office Agency (VOA), as escalated. The chair of the Audit and Risk Committee will attend at least one meeting annually of the VOA Audit and Risk Committee.

The committee advises the Board and the Principal Accounting Officer on:

  • assurance processes and actions in relation to management of risks in an HMRC context
  • strategic processes for risk, control and governance of the accounting policies, the accounts, the Tax Assurance Commissioner’s annual report and the annual report of the organisation, including the Resource Accounts, Trust Statement and the National Insurance Fund Accounts
  • recommending follow-up action in response to reviews of processes in settled tax cases
  • the planned activity and results of both internal and external audit
  • the adequacy of management response to issues identified by audit activity
  • when necessary, proposals for tendering audit services from contractors who provide audit services to the department
  • anti-fraud policies, whistleblowing
  • processes and arrangements for special investigations

Charter Committee

The Charter Committee is chaired by Joanna Baldwin and reviews the extent to which HMRC has demonstrated the standards of behaviour and values included in Your Charter, and prepares an annual report.

It considers a range of performance and management information, representative of the views of all customer groups, and advises the Board on whether HMRC’s strategies, policies, practices and measurement of performance in these areas are effective, and how they might best be improved.

People, Nominations and Governance Committee

The People, Nominations and Governance Committee provides advice and scrutiny for the Board and Chief Executive on:

  • nominations arrangements within HMRC
  • succession planning for appointments to the Executive Committee and the Board, so it can maintain an appropriate balance of skills and experience
  • the identification and development of leadership capability and high potential across the department
  • the incentive and reward strategy for the department
  • HR support for the department’s strategic direction and key HR performance indicators
  • HMRC’s ability to meet its legislative responsibilities in relation to its people, including health and safety, the Equality Act and equal opportunities