Corporate report

Accountability report

Published 16 July 2020

Corporate governance report

Directors’ report

This section sets out the membership of our key directing boards and committees and explains their responsibilities.

Our governance structure

HM Land Registry has a two layered system of governance:

  • HM Land Registry Board
  • HM Land Registry Executive Board

This framework enables the non-executives to provide appropriate challenge to the Executive Board while allowing them to make effective decisions on the day-to-day running of HM Land Registry.

HM Land Registry Board

The remit of the HM Land Registry Board (LRB) is to support, advise, challenge and provide guidance. The LRB ensures good governance and public accountability, endorses the HM Land Registry Business Strategy and assists the Chief Executive and Chief Land Registrar in their responsibility as Accounting Officer for the governance of HM Land Registry.

In line with Cabinet Office Guidance the LRB is tasked with advising on, challenging and supervising five main areas. They are:

  • strategic clarity
  • commercial sense
  • talented people
  • results focus
  • management information

The LRB, supported by its Audit Committee, also ensures HM Land Registry is working within a framework of prudent and effective governance arrangements and controls that enable risk to be appropriately assessed and managed. As part of that function, the LRB agrees the key activities that HM Land Registry will need to undertake to meet its strategic objectives as set out in its published Business Strategy. The LRB supports the Chief Executive and Chief Land Registrar in ensuring the necessary financial and human resources are in place for HM Land Registry to meet these objectives. It agrees the organisation’s risk appetite, approves the annual budget and plan and regularly reviews performance in relation to agreed targets.

The LRB contains a mix of executive directors and non-executive board members. The non-executive board members of LRB are highly skilled and have the appropriate experience in the relevant fields to support and challenge the Executive Board. Elliot Jordan joined LRB this year, bringing the total number of non-executives to eight, including the Chair.

The non-executive board members are independent of management. They are required to sign an annual statement recording any potential conflict of interests. A central ‘Register of Interests’ record is then retained. This process was reviewed and revised during 2019/20 to ensure that it is aligned to best practice. See note 19 for related party disclosures.

In July 2019, the LRB carried out a self-assessment and the results were discussed at a Board meeting including suggestions of minor improvements to board packs and board ‘themes’. No significant actions were identified.

LRB membership
Michael Mire Non-executive Chair
Kirsty Cooper Non-executive Board Member and Senior Independent Board Member
Iain Banfield Chief Financial Officer
Diana Breeze Non-executive Board Member
Doug Gurr Non-executive Board Member
Mike Harlow General Counsel Deputy Chief Executive and Deputy Chief Land Registrar (from 11 November 2019)

Acting Chief Executive and Chief Land Registrar (to 10 November 2019)
Simon Hayes Chief Executive and Chief Land Registrar (from 11 November 2019)
Elliot Jordan Non-executive Board Member (from 15 August 2019)
Angela Morrison Non-executive Board Member
Chris Morson Non-executive Board Member
Chris Pope Chief Operations Officer
Ed Westhead Non-executive Board Member, UK Government Investments (UKGI) (from 15 July 2019)
Claire Wren Non-executive Board Member, UKGI (to 14 July 2019)
Attendees
Mike Westcott-Rudd Board Legal Adviser (to 31 July 2019)

A year in focus

During 2019/20 matters covered by the LRB included:

  • setting the strategic direction and pace of change within HM Land Registry
  • strategic oversight and direction of a refresh of HM Land Registry’s Business Strategy
  • monitoring of operational performance and a productivity review
  • providing strategic input into the Local Land Charges Programme
  • agreeing the new financial framework as HM Land Registry ceased to be a trading fund
  • inputting into the development of a new fee order
  • development of a revised risk appetite statement and approach to risk management
  • endorsing the programme of digital registration services for the future
  • considering and providing direction for people-related initiatives and developments
  • supporting and providing advice in relation to HM Land Registry’s response to the coronavirus pandemic

Board visits

The LRB met eight times in 2019/20 and meetings were held in London or at HM Land Registry regional offices.

This year the LRB visited our Swansea and Nottingham offices where members took the opportunity to engage with HM Land Registry staff through a variety of events, including town hall sessions, presentations on subjects such as large-scale projects and listening to customer calls at the Swansea Customer Support Centre.

Board meetings held in London included interactive sessions with start-ups on the Geovation programme as well as offering opportunities for a cross-section of staff to meet informally with LRB members.

LRB visits continue to be a key route for members to engage with colleagues across HM Land Registry.

Chief Operations Officer Chris Pope answers a question at a ‘town hall’ meeting at Nottingham 0ffice during a visit by members of the HM Land Registry Board and the Executive Board.

Engaging with stakeholders

Engaging with stakeholders is a key part of ensuring the LRB are well informed.

  1. The Chair is a Commissioner of the Geospatial Commission and board members met regularly with their Geo6 counterparts.

  2. The Chair and Chief Executive and Chief Land Registrar regularly engage with the Department for Business, Energy and Industrial Strategy (BEIS) Minister and BEIS Permanent Secretary and met with the Chief Executive of the Civil Service.

  3. Quarterly meetings took place between the Chair, Chief Executive and Chief Land Registrar and Chief Financial Officer with UK Government Investments (UKGI), including informal meetings in between.

  4. The board engaged with their counterparts at other government departments such as HM Treasury and the Ministry of Housing, Communities and Local Government as required.

  5. Members of the board regularly met market stakeholders who are members of the Land Registry Advisory Council and drew upon their knowledge and expertise, tested ideas, shared information and discussed land and property-related issues.

  6. Board members met with their counterparts at the land registries of Scotland, Ireland, Northern Ireland and Isle of Man four times throughout the year at the ‘five registries meeting’.

Committees of the HM Land Registry Board

Audit Committee

The Audit Committee supports the LRB and the Accounting Officer by reviewing and seeking assurance on the risk management framework, the control framework, governance, compliance with policies, procedures, external standards and statutory requirements. It reviews the principal risks of the organisation, as well as providing oversight and challenge in the preparation of the annual report and accounts.

At every meeting, the Audit Committee sees the risk register along with other performance-related data as well as a risk management report of at least one directorate. During 2019/20 matters covered by the Audit Committee included:

  • oversight and input into the development of a revised risk and assurance framework, maturity plans, risk taxonomy and the risk appetite statement
  • monitoring and challenge of HM Land Registry’s strategic risks
  • reviewing and providing direction to individual directorates’ risk management
  • oversight of the risk-based programme of internal audit assurance activity and monitoring of the implementation of agreed management actions
  • challenge to business continuity and cyber security-related activity
  • oversight of and challenge to data and register quality
  • oversight and challenge of the indemnity fund provision
  • monitoring and challenge to fraud controls
  • review of the whistleblowing process
  • consideration and provision of direction in relation to the indemnity and other financial judgements
Audit Committee membership
Elliot Jordan Non-executive Board Member and Chair of Audit Committee from 15 August 2019
Angela Morrison Non-executive Board Member
Chris Morson Non-executive Board Member (Interim Chair to 14 August 2019)
Derrick Palmer Independent member of the Audit Committee (to 31 July 2019)
Ed Westhead Non-executive Board Member, UKGI (from 28 January 2020)
Attendees
Iain Banfield Chief Financial Officer
Stuart Brown Senior Internal Audit Manager
Rick Deuttenburg Deputy Director, Risk and Assurance (from 18 November 2019)
Patrick Green Head of Internal Audit
Mike Harlow General Counsel, Deputy Chief Executive and Deputy Chief Land Registrar (from 11 November 2019) and Acting Chief Executive and Chief Land Registrar (to 10 November 2019)
Simon Hayes Chief Executive and Chief Land Registrar (from 11 November 2019)
Robin Malpas Acting General Counsel and Deputy Chief Land Registrar (to 10 November 2019)
Mike Westcott-Rudd Board Legal Adviser and Senior Information Risk Owner (to 7 June 2019)
Representative from UKGI Attendee only to 27 January 2020
Representative of the National Audit Office National Audit Office

Remuneration and Nomination Committee

The Remuneration and Nomination Committee ensures that remuneration (and where appropriate nomination arrangements), including senior pay strategy, support HM Land Registry’s aims and oversees the recruitment, retention and performance of the executive team. During 2019/20 the main matters covered by the committee were:

  • performance of both the Acting Chief Executive and Chief Land Registrar and the Chief Executive and Chief Land Registrar
  • Senior Civil Service performance and pay
  • steer and input into the preparation of a pay business case
  • senior leadership development and succession planning
Remuneration and Nomination Committee membership
Diana Breeze Non-executive Board Member and Chair of Remuneration Committee
Mike Harlow Acting Chief Executive and Chief Land Registrar (to 10 November 2019)
Simon Hayes Chief Executive and Chief Land Registrar (from 11 November 2019)
Chris Morson Non-executive Board Member
Ed Westhead Non-executive Board Member, UK Government Investments (UKGI) (from 28 January 2020)
Attendees
Jon Cocking Acting Director of Human Resources and Organisation Development

Attendance schedule for LRB, Audit Committee and Remuneration Committee

Name Title Period* Board Committee
LRB Audit Remuneration
Non-executive board members
Michael Mire Non-executive Chair 8/8
Kirsty Cooper Non-executive Board Member and Senior Independent Board Member 7/8
Diana Breeze Non-executive Board Member 7/8 2/2
Doug Gurr Non-executive Board Member 1/8
Elliot Jordan Non-executive Board Member From 15 August 2019 5/5 3/3
Angela Morrison Non-executive Board Member 7/8 4/4
Chris Morson Non-executive Audit Committee Member 8/8 4/4 2/2
Derrick Palmer Independent member of the Audit Committee To 31 July 2019 1/1
Ed Westhead Non-executive Board Member/ UKGI representative From 15 July 2019 6/6 2/2 0/0
Claire Wren Non-executive Board Member/ UKGI representative To 14 July 2019 2/2
Executive directors
Simon Hayes Chief Executive and Chief Land Registrar From 11 November 2019 4/4 2/2 0/0
Iain Banfield Chief Financial Officer 8/8 4/4
Jon Cocking Acting Director of Human Resources and Organisation Development 2/2
Mike Harlow 1 General Counsel, Deputy Chief Executive and Deputy Chief Land Registrar 7/8 3/4 2/2
Robin Malpas Acting General Counsel and Deputy Chief Land Registrar To 10 November 2019 2/2
Chris Pope Chief Operations Officer 8/8

*appointment relates to the whole of the reporting year unless otherwise specified
1.Mike Harlow was Acting Chief Executive and Chief Land Registrar to 10 November 2019

Executive Board

The Executive Board (EXB) is chaired by the Chief Executive and Chief Land Registrar and its members are HM Land Registry’s executive directors. The EXB is responsible for leading and managing the delivery of HM Land Registry’s approved Business Strategy, annual business plan, objects and targets and for the day to day operational management of the organisation, including compliance with the Framework Document. The EXB met weekly during 2019/20.

Through the mechanism of individual letters of delegation, members of the EXB handle the day-to-day running of HM Land Registry.

In September 2019 the EXB carried out a self-assessment and discussed the results at a meeting. No major concerns were highlighted, but the EXB agreed a variety of minor actions to take forward.

Executive Board membership
Simon Hayes (Chair) Chief Executive and Chief Land Registrar (from 11 November 2019)
John Abbott Director of Digital, Data and Technology (to 11 May 2020)
Iain Banfield Chief Financial Officer
Jon Cocking Acting Director of Human Resources and Organisation Development (to 5 june 2020)
Mike Harlow General Counsel, Deputy Chief Executive and Deputy Chief Land Registrar (from 11 November 2019) and Acting Chief Executive and Chief Land Registrar (to 10 November 2019)
Robin Malpas Acting General Counsel and Deputy Chief Land Registrar (to 10 November 2019)
Simon Morris Director of Human Resources (from 8 June 2020)
Chris Pope Chief Operations Officer
Karina Singh Director of Transformation
Andrew Trigg Acting Director of Digital, Data and Technology (from 12 May 2020)
Mike Westcott-Rudd Board Legal Adviser (to 26 November 2019)
Attendees
Cathy Jenkins Chief of Staff

Other executive committees and panels

A number of committees report to the EXB, focusing on people, information management and register protection matters. Each committee is in turn supported by a number of sub-groups on specific items such as diversity, health and safety, cyber and counter-fraud. All meetings are chaired by senior managers and report regularly to their parent board or committee. Membership is drawn from across the organisation and includes subject matter experts.

The Transformation Board is made up of the EXB directors and other representation from appropriate areas of the organisation. The board oversees the delivery of operational and digital change in the organisation through oversight of delivery programmes and projects, their strategic alignment, benefits, risks and finances. Significant progress has been made across programme areas on digital and data, service improvement, customers, local land charges, IT infrastructure and people and team development.

The Commercial Governance Panel is chaired by the Deputy Chief Financial Officer and includes the Head of Commercial Group, the Head of Strategic Finance and a corporate lawyer. It provides an additional layer of internal governance for expenditure on external goods and services above £100,000. The panel provides assurance to the Chief Financial Officer and the Accounting Officer in relation to significant contract awards and contract extensions. It ensures all expenditure is aligned to HM Land Registry’s Business Strategy, that the proposed procurement route will deliver the best value for money, and, that HM Land Registry complies with public procurement legislation and Cabinet Office controls.

During 2019/20 a governance review was carried out which reviewed the purpose, accountability and transparency arrangements of the EXB sub-committees. A refreshed EXB sub-committee structure will be implemented during 2020/21 to bring the sub-committees in line with best practice, with updated terms of reference, clear accountability lines to better meet the needs of the EXB.

Security incidents

Physical security is overseen by the Security and Resilience Panel. There were 24 incidents during the year and one of those was a significant (Class 1) incident. Class 1 incidents cover matters such as injury to a staff member or third party, major property damage, major theft or breach of system.

There were four personal data-related incidents reported to the Information Commissioner’s Office (ICO) during this reporting period. The ICO determined that no further action was required by them in relation to the incidents reported.

Statement of Accounting Officer’s responsibilities

Under the Section 4(6) of the Government Trading Funds Act 1973 HM Treasury has directed HM Land Registry to prepare for each financial year a statement of accounts in the form and on the basis set out in the Accounts Direction referred to in note 1.1. The accounts are prepared on an accruals basis and must give a true and fair view of the state of affairs of HM Land Registry and of its income and expenditure, changes in reserves 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 in particular to:

  • observe the Accounts Direction issued by HM Treasury, including the relevant accounting and disclosure requirements, and apply suitable accounting policies on a consistent basis
  • make judgements 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 accounts;
  • prepare the accounts on a going concern basis
  • confirm that the Annual Report and Accounts as a whole is 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 Permanent Secretary at HM Treasury has appointed the Chief Executive and Chief Land Registrar as Accounting Officer of HM Land Registry. 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 the HM Land Registry’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 HM Land Registry’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

Scope of responsibility

As the Accounting Officer for HM Land Registry I have responsibility for maintaining corporate governance structures that support the achievement of HM Land Registry’s aims, objectives and targets, while safeguarding public funds and HM Land Registry’s assets.

I was appointed Chief Executive and Chief Land Registrar from 11 November 2019 and replaced Mike Harlow who had been holding the role on an acting basis since 1 January 2019. I have received from him assurance that this annual report and accounts are a fair reflection of performance and risk management during his period as acting Chief Executive.

I received a ministerial letter of appointment pursuant to Land Registration Act 2002 and a letter from the Permanent Secretary to the Treasury, appointing me as Accounting Officer, plus a letter from the Chief Financial Officer at BEIS providing me with financial delegations.

HM Land Registry is a non-ministerial government department. Up until 31 March 2020 it was also an executive agency and a trading fund. My duties as Accounting Officer are set out in Managing Public Money, which are to ensure public money is safeguarded, properly accounted for and used economically, efficiently and effectively.

The main statutory duties relating to maintaining the registers HM Land Registry holds are found in the Land Registration Act 2002, the Land Charges Act 1972, the Agricultural Credits Act 1928 and the Local Land Charges Act 1975.

HM Land Registry’s trading fund status

In consequence of a reclassification of HM Land Registry by the Office for National Statistics into the central government subsector for national accounts’ statistical purposes, it was decided that HM Land Registry’s trading fund status should come to an end at the end of the 2019/20 financial year.

On 1 April 2020 HM Land Registry’s trading fund status was revoked in law and HM Land Registry joined other central government departments in having its annual expenditure control totals delegated directly by HM Treasury.

As of 1 April 2020 HM Land Registry will be classified administratively as a non-ministerial government department when previously it was classified as both a non-ministerial department and an executive agency. It now receives its expenditure controls via the main supply estimate process. The estimate process is the means of obtaining legal authority to spend Parliament’s approved funding. Further details on the estimate and HM Land Registry’s settlement for 2020/21 can be found on GOV.UK. In 2020/21 HM Land Registry will surrender all income it collects to the consolidated fund and will account for these in a Trust Statement.

Purpose of the governance framework

The governance framework is designed to give assurance that HM Land Registry carries out its duties in a manner that fulfils the appropriate standards of effective internal control and risk management. It is based on processes designed to identify and prioritise the opportunities and risks to the delivery of HM Land Registry’s strategy, the strategic objectives and performance targets. It aligns with our statutory duties and is designed to support the governance and strategic aims of BEIS and our statutory duties. The governance of HM Land Registry and its relationship with other government bodies is set out in a Framework Document dated 2012 and is in the process of being revised to reflect HM Land Registry’s new status.

Central controls

My principal role is to carry out the role of Chief Land Registrar referred to in the Land Registration Act 2002, the Land Charges Act 1972 and the Agricultural Credits Act 1928 and the Local Land Charges Act 1975. The Chief Executive and Chief Land Registrar is responsible for keeping the registers established for the purposes of those Acts and has all the power, responsibilities and duties conferred and imposed on the Registrar by those Acts and by the rules and other secondary legislation made under them. In carrying out those specific functions the Chief Executive and Chief Land Registrar is not subject to any ministerial control or direction. Those functions are subject to supervision by the court.

In managing its business more generally, HM Land Registry operates within the delegations framework as defined by the Cabinet Office for arm’s-length bodies and the specific delegations authorised by officials at BEIS and HM Treasury. There is also a requirement to work with the Government Digital Service to ensure that product releases conform to standards in terms of security, effectiveness and consistency.

Business Strategy 2017-22

HM Land Registry has an ambitious Business Strategy for the period 2017-2022. Its objectives are to realise the Government’s commitment for HM Land Registry to become the world’s leading land registry for speed, simplicity and an open approach to data.

During 2019/20 the HM Land Registry Board and Executive Board have worked on refreshing the Business Strategy as referenced in the Performance report.

Framework for risk management

HM Land Registry takes a three lines of defence approach to risk management. This is coordinated centrally through the Risk and Assurance function, headed by a deputy director and part of the Legal and Assurance Directorate reporting into the General Counsel, Deputy Chief Executive and Deputy Chief Land Registrar. Risk and assurance is positioned as a key central function of the organisation and a key board focus. Appropriate resources have been allocated to reinforcing the capability and capacity of the team to further develop a proportionate and sustainable function.

HM Land Registry has 15 key strategic risks. Many are operational delivery and people-focused, including ensuring the capacity of staff to deliver our core services, the quality of the register and combating and preventing fraud. There is a strong focus on maintaining the cyber security of HM Land Registry to enable us to protect our assets. Business continuity is also a strategic risk, owned by the Chief Executive and Chief Land Registrar.

The LRB, Audit Committee and EXB all consider the strategic risks of the organisation formally on a quarterly basis.

The second line assurance function focuses on the integrity of the registers, and the quality of output from our casework teams. It also provides bespoke, ad hoc assurance engagements for projects and changes when required. The second line assurance function will transition towards more thematic, risk-based assurance.

In 2019 HM Land Registry appointed a Chief Security Advisor (CSO), as approved by the Cabinet Office under the Transforming Government Security programme. The CSO is responsible for all business continuity and security arrangements, physical, personnel and cyber, providing assurance to the Executive Board and Audit Committee that these activities are undertaken to the high standards set by government.

Response to coronavirus

The coronavirus (COVID-19) national emergency has impacted HM Land Registry operationally and the property market generally. HM Land Registry invoked its Business Continuity Plan for coronavirus on 3 March 2020. It set up a command structure to oversee its response, based on clear prioritisation to minimise disruption to land registration services with immediate, medium and longer-term impacts on the property market and customers.

HM Land Registry is following government guidance, putting in place arrangements to enable all staff to remain connected and supported when instructed to adopt social distancing guidance not to attend offices, and to equip staff incrementally to work as near normally as possible from their home locations where possible.

Internal and customer communications were enhanced including to increase reporting to BEIS ministers and the LRB, and to establish an industry forum to enable HM Land Registry to work quickly to address customer and stakeholder needs.

HM Land Registry has continued to adapt and respond to the changing situation, including bringing forward and introducing new technical and procedural changes to assist customers; development of management information to provide assurance and support decisions at board level; and the introduction of a three-month rolling business plan to support revised business priorities. More details of this can be found in the Performance report.

EU Exit

HM Land Registry put a team in place to ensure readiness for EU Exit, including the management of associated risks. Regular updates were provided to BEIS and the LRB.

Quality of management information

HM Land Registry has a dedicated ‘Strategic Planning and Performance’ team, falling under the umbrella of the Finance and Business Services Directorate.

HM Land Registry operates a number of models critical to its core business. A dedicated Modelling and Decision Support Oversight Group provides oversight and relevant challenge to all of our business-critical models.

Financial performance is monitored and reported using monthly reports. There is a procedure for setting annual budgets and reviewing financial performance and full-year forecasts. Quarterly forecast reviews are in operation giving the EXB and LRB appropriate oversight and assurance.

Performance reporting

In addition to the monthly financial reports from the Chief Financial Officer, I receive information on operational performance through a performance hub, which is compiled from wider performance data received and reviewed by a Performance Panel before its submission monthly to the EXB. I also receive update papers and presentations from management teams to me and the EXB.

I have visited all of the operational offices and Head Office groups throughout the year, as have other members of the EXB. The operational visits provide vital feedback on quality, work in progress and speed of service outcomes as well as on other issues of concern to our staff at all levels of the organisation. I, along with other members of the EXB, write regular blogs covering important key messaging, which are the subject of comment and feedback.

I also meet with a range of external stakeholders through planned visits, regular meetings and formal stakeholder engagement groups to understand their concerns and operational context.

Procurement assurance

I am assured by the Chief Financial Officer, regarding specific procurements, that procurement activities are conducted in line with Cabinet Office and HM Treasury guidance and that senior managers have complied with these and HM Land Registry specific procurement guidelines.

Assurance reporting

All directors are required to submit a biannual statement of assurance covering their strategic and key directorate risks and the controls in mitigation of these.

The EXB and the Audit Committee also receive assurance from the Register Integrity Team regarding casework quality and the Counter-Fraud Group on fraud resilience.

Whistleblowing

HM Land Registry has a whistleblowing policy and we have conducted a review of its application and practice this year. The Audit Committee was satisfied that a robust policy is in place and that staff are able to raise concerns under the policy.

Internal Audit and opinion

For the 12 months ended 31 March 2020, the Head of Internal Audit’s opinion for HM Land Registry is as follows: ‘HM Land Registry has an adequate and effective framework for risk management, governance and internal control to support the satisfactory achievement of its business objectives and enable key risks to be effectively managed. However, our work has identified further enhancements to the framework are required to ensure that it remains adequate and effective’.

Simon Hayes
Chief Executive and Chief Land Registrar
8 July 2020

Remuneration and staff report

Policy for senior civil servants

The remuneration of senior civil servants (SCS) is set by the Prime Minister following independent advice from the Senior Salaries Review Body.

In reaching its recommendations, the Review Body has regard to:

  • the need to recruit, retain and motivate suitably able and qualified people to exercise their different responsibilities
  • regional/local variations in labour markets and their effects on the recruitment and retention of staff
  • Government policies for improving the public services including the requirement on departments to meet the output targets for the delivery of departmental services
  • the funds available to departments as set out in the Government’s departmental expenditure limits
  • the Government’s inflation target

The Review Body takes account of the evidence it receives about wider economic considerations and the affordability of its recommendations.

The salary of the Chief Land Registrar and Chief Executive is set by BEIS. The HM Land Registry Remuneration and Nomination Committee, acting on the authority of the HM Land Registry Board, considers pay recommendations provided by line managers and decides the distribution of performance pay in the annual pay review for HM Land Registry senior civil servants, in accordance with Cabinet Office guidance.

Both base pay and non-consolidated performance-related awards are dependent on performance, which is assessed through an annual appraisal system for senior civil servants, see Senior Civil Service: performance management for more details.

During the year the members of the Remuneration Committee were Non-executive Board Members Diana Breeze (Chair) and Chris Morson, Mike Harlow as Acting Chief Executive and Chief Land Registrar (until 10 November 2019) and Chief Executive and Chief Land Registrar Simon Hayes from the start of his appointment on 11 November 2019. This committee was also attended by Acting Director of Human Resources and Organisation Development Jon Cocking.

Policy for other civil servants

Pay for HM Land Registry employees who are not in SCS grades is determined each year following negotiation and consultation between HM Land Registry and trade unions, and is subject to approval by the Secretary of State, taking into account guidance issued by HM Treasury. A pay flexibility business case for the 2019/20 pay award was formally approved by the Cabinet Office and HM Treasury in June 2020. The subsequent pay offer was accepted by trade unions following a members’ ballot, and the award will be implemented with July 2020 salaries backdated to June 2019.

Service contracts

The Constitutional Reform and Governance Act 2010 requires Civil Service appointments to be made on merit on the basis of fair and open competition.

The Recruitment Principles published by the Civil Service Commission specify the circumstances when appointments may be made otherwise.

Unless otherwise specified, all the directors covered by this report hold appointments that are open-ended and are subject to a notice period of three months. Early termination for the directors on open-ended service contracts, other than for misconduct, would result in the individual receiving compensation as set out in the Civil Service Compensation Scheme.

Get further information about the work of the Civil Service Commission.

Off-payroll disclosure

Off-payroll engagements as at 31 March 2020, for more than £245 per day and that last for longer than six months:

2019/20 2018/19
Existing engagements as of 31 March 2020 25 17
Of which existing:
— for less than one year at time of reporting 16 15
— for between one and two years at time of reporting 9 2
— for between two and three years at time of reporting
— for between three and four years at time of reporting
— for four or more years at time of reporting
New off-payroll engagements, or those that reached six months in duration, between 1 April 2019 and 31 March 2020, for more than £245 per day and that last for longer than six months:
New engagements, or those that reached six months in duration, between 1 April 2019 and 31 March 2020 42 25
Of which:
— have been assessed as caught by IR35 40 21
— have been assessed as not caught by IR35 2 4
— have been terminated as a result of assurance not being received
Number engaged directly (via PSC contracted to department) and are on the departmental payroll
Number of engagements reassessed for consistency/assurance purposes during the year 42 25
Number of engagements that saw a change to IR35 status following the consistency review
Off-payroll engagements of board members and/or senior officials with significant financial responsibility between 1 April 2019 and 31 March 2020
Number of off-payroll engagements of board members, and/or senior officials with significant financial responsibility during the financial year
Total number of individuals on-payroll and off-payroll that have been deemed “board members, and/or senior officials with significant financial responsibility”, during the financial year. This figure should include both on-payroll and off-payroll engagements 9 11

Expenditure on consultancy

2019/20 2018/19
£’000 £’000
Cost of consultancy 1,719 714
Total 1,719 714

Salary and performance pay – executive directors (1) 2019/20

Salary
£’000
Performance pay
£’000
Compensation for loss of office
£’000
Benefits in kind
To nearest £100
Pension benefits (2)
£
Total
£’000
Simon Hayes (3)
Chief Executive and Chief Land Registrar
50 – 55 73,000 125 – 130
Annual equivalent (135 – 140) (135 – 140)
Mike Harlow (4)
General Counsel, Deputy Chief Executive and Deputy Chief Land Registrar
125 – 130 10 – 15 44,000 185 –190
John Abbott (5)
Director of Digital, Data and Technology
120 – 125 10 – 15 28,000 160 – 165
Jon Cocking (6)
Acting Director of Human Resources and Organisation Development
85 – 90 10 – 15 70,000 165 – 170
Iain Banfield
Chief Financial Officer
110 – 115 125,000 235 – 240
Chris Pope
Chief Operations Officer
130 – 135 52,000 180 – 185
Karina Singh
Director of Transformation
110 – 115 48,000 155 – 160
Robin Malpas (7)
Deputy Director for Central Legal Services
65 – 70 5 – 10 95,000 170 – 175
Annual equivalent (85 – 90) (85 – 90)
Mike Westcott-Rudd (8)
Board Legal Adviser
80 – 85 0 – 5 40 – 45 24,000 150 – 155
  1. Audited.

  2. The value of pension benefits accrued during the year is calculated as (the real increase in pension multiplied by 20) plus (the real increase in any lump sum) less (the contributions made by the individual). The real increases exclude increases due to inflation or any increases or decreases due to a transfer of pension rights.

  3. Simon Hayes’ appointment as Chief Executive and Chief Land Registrar commenced on 11 November 2019.

  4. Mike Harlow’s temporary promotion to Acting Chief Executive and Chief Land Registrar ended on 10 November 2019. The salary total includes a period from 11 November 2019 to 31 March 2020 when he returned to his role as General Counsel and Deputy Chief Land Registrar.

  5. John Abbott’s appointment ended on 11 May 2020.

  6. Jon Cocking’s performance pay for 2019/20 comprised performance-related and Corporate Performance Award elements in his substantive capacity as Deputy Director. Jon’s temporary promotion to Acting Director of Human Resources and Organisation Development ended on 5 June 2020, and he subsequently returned to his role as Deputy Director.

  7. Robin Malpas’ temporary promotion ended on 10 November 2019. The amounts disclosed above relate to his appointment as Acting General Counsel and Deputy Chief Land Registrar.

  8. Mike Westcott-Rudd’s appointment ended on 31 March 2020.

Salary and performance pay – executive directors (1) 2018/19

Salary
£’000
Performance pay
£’000
Benefits in kind
To nearest £100
Pension benefits (2) £ Total
£’000
Graham Farrant (3)
Chief Executive and Chief Land Registrar
145 – 150 145 –150
Annual equivalent (195 – 200) (195 – 200)
Mike Harlow (4)
General Counsel and Deputy Chief Land Registrar
120 – 125 136,000 260 – 265
John Abbott
Director of Digital, Data and Technology
115 – 120 10 – 15 46,000 175 – 180
Caroline Anderson (5)
Director of Human Resources and Organisation Development
90 – 95 37,000 125 – 130
Annual equivalent (95 – 100) (95 – 100)
Jon Cocking (6)
Acting Director of Human Resources and Organisation Development
5 – 10 29,000 35 – 40
Annual equivalent (85 – 90) (85 – 90)
Ruth Curry (7)
Acting Director of Finance and Business Services
75 – 80 24,000 100 – 105
Annual equivalent (90 – 95) (90 – 95)
Iain Banfield (8)
Chief Financial Officer
15 – 20 54,000 70 – 75
Annual equivalent (100 – 110) (100 – 110)
Chris Pope
Chief Operations Officer
130 – 135 51,000 180 – 185
Karina Singh
Director of Transformation
105 – 110 186,000 290 – 295
Robin Malpas (9)
Acting General Counsel and Deputy Chief Land Registrar
20 – 25 53,000 75 – 80
Annual equivalent (80 – 85) (80 – 85)
Mike Westcott-Rudd
Board Legal Adviser
80 – 85 1,000 80 – 85
  1. Audited.

  2. The value of pension benefits accrued during the year is calculated as (the real increase in pension multiplied by 20) plus (the real increase in any lump sum) less (the contributions made by the individual). The real increases exclude increases due to inflation or any increases or decreases due to a transfer of pension rights.

  3. Graham Farrant’s appointment ended on 31 December 2018.

  4. Mike Harlow was placed on temporary promotion to Acting Chief Executive and Chief Land Registrar on 1 January 2019. The salary figure includes a period from 1 April 2018 to 31 December 2018 where Mike was General Counsel and Deputy Chief Land Registrar. The pension benefits amount quoted was recalculated by the pension provider during 2019/20.

  5. Caroline Anderson’s appointment ended on 15 March 2019.

  6. Jon Cocking was placed on temporary promotion on 1 March 2019. The disclosed amounts above relate to his appointment as Acting Director of Human Resources and Organisation Development.

  7. Ruth Curry’s appointment ended as Acting Director of Finance and Business Services on 3 February 2019. The pension benefits amount quoted was recalculated by the pension provider during 2019/20.

  8. Iain Banfield’s appointment started on 1 January 2019 but he acted in his role of Chief Financial Officer from 4 February 2019. The pension benefits amount quoted was recalculated by the pension provider during 2019/20.

  9. Robin Malpas was placed on temporary promotion on 1 January 2019. The disclosed amounts relate to his appointment as Acting General Counsel and Deputy Chief Land Registrar. The pension benefits amount quoted was recalculated by the pension provider during 2019/20.

Salary – non-executive directors (1) 2019/20

2019/20
£’000
2018/19
£’000
Michael Mire
Non-Executive Chair
55 – 60 55 – 60
Claire Wren (2)
Non-Executive Director
Ed Westhead (3)
Non-Executive Director
Diana Breeze
Non-Executive Director
20 – 25 20 – 25
Kirsty Cooper
Non-Executive Director
20 – 25 20 – 25
Chris Morson
Non-Executive Director
20 – 25 20 – 25
Doug Gurr (4)
Non-Executive Director
Angela Morrison
Non-Executive Director
20 – 25 20 – 25
Elliot Jordan (5)
Non-Executive Director
10 – 15
Annual equivalent (20 – 25)
  1. Audited.

  2. Claire Wren represents the interests of UK Government Investments (UKGI) and does not receive any remuneration from HM Land Registry. Claire’s appointment ended on 14 July 2019.

  3. Ed Westhead represents the interests of UK Government Investments (UKGI) and does not receive any remuneration from HM Land Registry. Ed’s appointment commenced on 15 July 2019.

  4. Doug Gurr does not receive any remuneration from HM Land Registry.

  5. Elliot Jordan’s appointment commenced on 15 August 2019.

Salary

‘Salary’ includes gross salary, reserved rights to London weighting or London allowances, recruitment and retention allowances and any other allowance to the extent that it is subject to UK taxation. The salary tables are based on accrued payments made by HM Land Registry and thus recorded in these accounts.

Benefits in kind

The monetary value of benefits in kind covers any benefits provided by HM Land Registry and treated by HM Revenue and Customs as a taxable emolument.

Performance awards

Awards are based on performance levels attained and are made as part of the performance review process. The awards reported relate to the performance in the year in which they were paid to the individual. Therefore, the awards reported in 2019/20 relate to performance in 2018/19 and the comparative awards reported for 2018/19 relate to performance in 2017/18.

Pension benefits (1)

Real increase in pension and lump sum at 60 Total accrued at March 2020 Cash equivalent transfer value (CETV) at 31 March Real increase in CETV after adjustment for inflation and changes in investment factors
Pension Lump sum Pension Lump sum 2020 2019
£’000 £’000 £’000 £’000 £’000 £’000 £’000
Simon Hayes (2)
Chief Executive and Chief Land Registrar
2.5 – 5 5 – 7.5 25 – 30 70 – 75 495 427 52
Mike Harlow (3)
General Counsel, Deputy Chief Executive and Deputy Chief Land Registrar
2.5 – 5 30 – 35 457 409 22
John Abbott (4)
Director of Digital, Data and Technology
0 – 2.5 15 – 20 178 155 12
Jon Cocking
Acting Director of Human Resources and Organisation Development
2.5 – 5 30 – 35 468 401 45
Iain Banfield (3)
Chief Financial Officer
5 – 7.5 10 – 12.5 25 – 30 55 – 60 392 299 73
Chris Pope
Chief Operations Officer
2.5 – 5 15 – 20 232 177 36
Karina Singh
Director of Transformation
2.5 – 5 0 – 2.5 45 – 50 45 – 50 822 754 27
Robin Malpas (3)
Deputy Director for Central Legal Services
2.5 – 5 12.5 – 15 35 – 40 105 – 110 831 702 94
Mike Westcott-Rudd
Board Legal Adviser
0 – 2.5 2.5 – 5 35 – 40 105 – 110 787 763 23

Civil Service pensions

Pension benefits are provided through the Civil Service pension arrangements. From 1 April 2015 a new pension scheme for civil servants was introduced – the Civil Servants and Others Pension Scheme or alpha, which provides benefits on a career average basis with a normal pension age equal to the member’s State Pension Age (or 65 if higher). From that date all newly appointed civil servants and the majority of those already in service joined alpha. Prior to that date, civil servants participated in the Principal Civil Service Pension Scheme (PCSPS). The PCSPS has four sections: three providing benefits on a final salary basis (classic, premium or classic plus) with a normal pension age of 60; and one providing benefits on a whole career basis (nuvos) with a normal pension age of 65.

These statutory arrangements are unfunded with the cost of benefits met by monies voted by Parliament each year. Pensions payable under classic, premium, classic plus, nuvos and alpha are increased annually in line with Pensions Increase legislation. Existing members of the PCSPS who were within 10 years of their normal pension age on 1 April 2012 remained in the PCSPS after 1 April 2015. Those who were between 10 years and 13 years and 5 months from their normal pension age on 1 April 2012 will switch into alpha sometime between 1 June 2015 and 1 February 2022. All members who switch to alpha have their PCSPS benefits ‘banked’, with those with earlier benefits in one of the final salary sections of the PCSPS having those benefits based on their final salary when they leave alpha. (The pension figures quoted for officials show pension earned in PCSPS or alpha – as appropriate. Where the official has benefits in both the PCSPS and alpha the figure quoted is the combined value of their benefits in the two schemes.) Members joining from October 2002 may opt for either the appropriate defined benefit arrangement or a ‘money purchase’ stakeholder pension with an employer contribution (partnership pension account).

Employee contributions are salary-related and range between 4.6% and 8.05% for members of classic, premium, classic plus, nuvos and alpha. Benefits in classic accrue at the rate of 1/80th of final pensionable earnings for each year of service. In addition, a lump sum equivalent to three years initial pension is payable on retirement. For premium, benefits accrue at the rate of 1/60th of final pensionable earnings for each year of service. Unlike classic, there is no automatic lump sum, and classic plus is essentially a hybrid with benefits for service before 1 October 2002 calculated broadly as per classic, and benefits for service from October 2002 worked out as in premium. In nuvos a member builds up a pension based on his pensionable earnings during their period of scheme membership. At the end of the scheme year (31 March) the member’s earned pension account is credited with 2.3% of their pensionable earnings in that scheme year and the accrued pension is uprated in line with Pensions Increase legislation. Benefits in alpha build up in a similar way to nuvos, except that the accrual rate in 2.32%. In all cases members may opt to give up (commute) pension for a lump sum up to the limits set by the Finance Act 2004.

The partnership pension account is a stakeholder pension arrangement. The employer makes a basic contribution of between 8% and 14.75% (depending on the age of the member) into a stakeholder pension product chosen by the employee from a panel of providers. The employee does not have to contribute, but where they do make contributions, the employer will match these up to a limit of 3% of pensionable salary (in addition to the employer’s basic contribution). Employers also contribute a further 0.5% of pensionable salary to cover the cost of centrally-provided risk benefit cover (death in service and ill health retirement).

The accrued pension quoted is the pension the member is entitled to receive when they reach pension age, or immediately on ceasing to be an active member of the scheme if they are already at or over pension age. Pension age is 60 for members of classic, premium and classic plus, 65 for members of nuvos, and the higher of 65 or State Pension Age for members of alpha. (The pension figures quoted for officials show pension earned in PCSPS or alpha – as appropriate. Where the official has benefits in both the PCSPS and alpha the figure quoted is the combined value of their benefits in the two schemes but note that part of that pension may be payable from different ages.) Further details about the Civil Service pension arrangements can be found on the Civil Service Pensions website.

Cash equivalent transfer values

A Cash Equivalent Transfer Value (CETV) is the actuarially assessed capitalised value of the pension scheme benefits accrued by a member at a particular point in time. The benefits valued are the member’s accrued benefits and any contingent spouse’s pension payable from the scheme. A CETV is a payment made 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 pension figures shown relate to the benefits that the individual has accrued as a consequence of their total membership of the pension scheme, not just their service in a senior capacity to which disclosure applies.

The figures include the value of any pension benefit in another scheme or arrangement which the member has transferred to the Civil Service pension arrangements. They also include any additional pension benefit accrued to the member as a result of their buying additional pension benefits at their own cost. CETVs are worked out in accordance with the Occupational Pension Schemes (Transfer Values) (Amendment) Regulations 2008 and do not take account of any actual or potential reduction to benefits resulting from Lifetime Allowance Tax which may be due when pension benefits are taken.

Real increase in CETV

This 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.

Reporting of Civil Service and other compensation schemes – exit packages (1)

Exit package cost band Number of compulsory redundancies Number of other departures agreed Total number of exit packages by cost band
2019/20 2018/19 2019/20 2018/19 2019/20 2018/19
£0–£10,000 11 4 11 4
£10,001–£25,000 1 1
£25,001–£50,000 2 2
£50,001–£100,000 2 2
£100,001–£150,000
£150,001–£200,000
>£200,000
Total number of exit packages 13 7 13 7
Total cost £106,945 £166,862 £106,945 £166,862
  1. Audited.

There were no ex-gratia payments in 2019/20 (2018/19: none).

Compensation for loss of office

Redundancy and other departure costs have been paid in accordance with the provisions of the Civil Service Compensation Scheme, a statutory scheme made under the Superannuation Act 1972. Exit costs are accounted for in full in the year of contractual agreement to depart. Where applicable, the additional costs of buy-out of reduced pension benefit are met by HM Land Registry and not by the Civil Service pension scheme. Ill health retirement costs are met by the pension scheme and are not included in the table.

Pay multiples (1)

Reporting bodies are required to disclose the relationship between the remuneration of the highest-paid director in their organisation and the median remuneration of the organisation’s workforce. Total remuneration includes salary, non-consolidated performance-related payments and benefits in kind. It does not include employer pension contributions and the cash equivalent transfer value of pensions.

2019/20 2018/19
Band of highest paid director’s total remuneration (£’000) 135 – 140 195 – 200
Median total (£) 26,295 26,213
Remuneration ratio 5.1 7.5
  1. Audited.

In 2019/20 no employees received remuneration in excess of the highest paid permanent director. Remuneration ranged from £135,000 – £140,000 to £15,000 to £20,000 (2018/19: £195,000 – £200,000 to £15,000 – £20,000).

The key element within the variation in the 2019/20 remuneration ratio is the decrease in the highest paid permanent director’s total remuneration compared to 2018/19.

Staff report as at 31 March 2020

2019/20 2018/19
Number of employees (including fixed-term appointments) 5,787 5,619
Permanent full-time equivalents 5,189 5,074
Number of apprentices 80 62
Number of temporary/contract staff 69 17
Average sickness days per employee 7.8 7.3
Average number of training days per employee 4.8 4.4
Training days per apprentice 44 45
Training spend as percentage of salary bill 0.37% 0.38%
Female employees 60.50% 60.50%
Employees working part-time 33.90% 33.20%
Employees from ethnic minorities 5.50% 5.60%
Employees who report they have a disability 8.30% 8.50%

Staff costs for 2019/20

Permanent staff
Apprentices
Others
Total
£’000 £’000 £’000 £’000
Salaries 167,057 810 1,269 169,136
Social security costs 16,052 36 103 16,191
Other pension costs 40,097 190 255 40,542
Total staff costs 223,206 1,036 1,627 225,869

Gender analysis at 31 March 2020

Male Female Total
Non-executive directors 5 3 8
Executive directors1 8 1 9
Senior Civil Service – band 2 (1) 5 1 6
Senior Civil Service – band 1 (1) 11 6 17
Permanent employees (not including SCS) (2) 2,235 3,462 5,697
Apprentices2 40 40 80
  1. Some Senior Civil Service employees are also directors and are included in both categories.

  2. Some apprentices are also permanent employees and are included in both categories.

Average full-time equivalent in year

Year Average full-time equivalent in year
2013/14 3997
2014/15 3955
2015/16 3992
2016/17 4242
2017/18 4549
2018/19 4872
2019/20 5133

Resourcing

HM Land Registry is governed by the Civil Service Commission Recruitment Principles which requires the selection of people for appointment to be on merit and on the basis of fair and open competition.

In addition, all our job opportunities are advertised supporting the Disability Confident Scheme which ensures disabled people will progress to the next stage of the selection process if their application meets the minimum criteria. It is our policy to ensure that any tests used do not discriminate against disabled candidates and adequate reasonable adjustments are made where required.

Resourcing activity has addressed a number of requirements including:

  • addressing front-line needs to meet and maintain service delivery standards and to address future workforce sustainability
  • enhancing specific capability areas, particularly in digital transformation and agile development skills

We have supplemented our digital transformation and agile development capabilities through the engagement of delivery partners through the Government’s Digital Services Framework. Our apprenticeship schemes were expanded to provide the opportunity for people to gain a qualification in legal, human resources, information technology and finance.

Recruitment

In support of our core service standards, and to supplement our substantive workforce, a number of Registration Officer appointments were made, allowing our more experienced colleagues to focus on more complex core registration activities.

Off-payroll contractors have also been used to meet short-term needs in more specialist areas, see Off-payroll disclosure for information regarding compliance and disclosures is included.

Health and wellbeing

Supporting our People Strategy – HM Land Registry’s Attendance, health and wellbeing delivery plan

HM Land Registry’s Attendance, Health and Wellbeing Framework aims to provide a holistic approach to health and wellbeing, setting clear expectations for all staff, and helping ensure that we continue to make HM Land Registry a great place to work.

Our framework focuses on the four key areas of:

  • culture – we will create the right environment to support attendance, health and wellbeing
  • prevention – we will help ourselves and others to stay healthier and stay in work
  • intervention – we will ensure that the right support is provided at the right time
  • return to work – we will support our people back to work in a timely way

Our supporting attendance, health and wellbeing delivery plan aims to create a culture in HM Land Registry that recognises the importance of health and wellbeing, and to build an environment that supports our wellbeing and helps us to look after our own health. In respect of mental health, we have wanted to make a real difference in the way we view, talk and act on mental health – for HM Land Registry to be an organisation where mental health issues are widely understood and destigmatised; where our people feel confident to talk about their mental ill health; and where our managers are equipped to identify and understand the spectrum of mental health issues they may encounter and support those affected.

This year we have delivered a variety of initiatives to support our colleagues and the organisation, including:

  • cross-HM Land Registry promotion and participation in health campaigns, supported by our network of local health and wellbeing committees and mental health first aiders, and fronted by both our HM Land Registry colleagues using their own personal experiences and stories, as well as our Executive Board. Campaigns have included mental health awareness week, stress awareness day, financial awareness, and a ‘healthy me’ campaign. In addition, health kiosks have been introduced across our estate to provide easily available access to health screening
  • creation of toolkits of resources for mental health and neuro-diverse conditions, designed for all colleagues to raise awareness and signposting to available support and guidance
  • awarded a Silver Award in the MIND Workplace Wellbeing Index which is a benchmark of best policy and practice, and creation and implementation of an associated action plan based on the recommendations made. In line with the recommendations made, human resources policies have been reviewed to ensure they are supportive of the organisation’s commitment to mental health
  • Swansea Office’s proactive approach to health and wellbeing has been awarded a Gold Award from Public Health Wales. The Corporate Health Standard award is a mark of quality for health and wellbeing in the workplace and looks at the work the organisation does to create a positive inclusive working environment
  • work has taken place to improve the disclosure process to encourage openness during HM Land Registry’s recruitment process and recruitment panels have been trained on neurodiversity
  • repromotion of our Employee Assistance Programme range of services through face-to-face talks for all staff
  • delivery of a range of formal and informal training initiatives, collaborating with our occupational health and Employee Assistance Programme providers, providing line managers with guidance and advice to improve confidence and capability on sickness absence procedures and supporting staff dealing with physical and mental health issues

Capability

Developing our skills

The Learning and Development Framework that underpins our People Strategy has directed our efforts on developing skills and capability.

We have introduced a new comprehensive learning management system which has resulted in a significant increase in staff engagement with learning and development.

Priority areas for skills development have been caseworker technical skills and leadership and management. We have created development models and widely used optimum training paths for most of our caseworker roles. We have further developed our senior leaders against our established leadership expectations focusing on leading cultural change, change leadership and creating a coaching leadership style. Workshops designed to upskill new and existing line managers have continued with 1,010 managers attending 74 events.

We have also invested in other key skills areas including Digital, Commercial, Financial and Project Management and Legal and Communications Continuing Professional Development (CPD).

An average of 4.8 days per employee (including apprentices) have been spent on training, with 83% of staff indicating they had the skills needed to do their job in the annual Civil Service People Survey.

Employee involvement

We continue to engage both informally and formally with our colleagues and their representatives.

Chief Executive and director blogs have continued to be issued during the year on a weekly basis and colleagues have been encouraged to respond to these with the aim of creating open and honest dialogue and exchanges of views.

Managers are expected to have regular monthly discussions with individual team members to discuss employee performance, ideas for improvements to working practices, wider organisational issues, changes and any employee concerns.

We meet regularly with our trade unions. The Chief Executive and members of his team formally meet representatives at the Departmental Whitley Council meetings twice a year. There are structures in place for local Whitley meetings, and unions are consulted on specific issues.

Informal regular dialogue between the Chief Executive and trade union leads has continued during the year. Day-to-day operation of employment relations is managed through monthly Engagement and Consultation meetings between senior management and departmental trade union representatives and we have now replaced the fortnightly Model Office consultation meetings to broader Transformation and Change meetings.

As the change agenda has broadened, a review of how we consult was undertaken with departmental union colleagues and the Model Office approach has been reviewed, adapted and approved again by the Transformation Board.

We continue to co-monitor the use of facility time with union colleagues, and are within the 0.1% paybill guide figure set by and reported to Cabinet Office; for greater detail see Appendix E.

The culture work was launched in May 2019 and has been positively received. During the year we have again seen further positive improvements in our engagement scores in the Civil Service People Survey, and regular internal surveys held during the year have shown these improvements have been maintained and people are positively referencing the work on culture.

We continue to be committed to further improvements in engagement and are focusing on building on the foundations and positivity created by the culture work, and are developing a more sophisticated maturity model and measures, underpinned by a combined Culture and Engagement plan that still maintains a strong focus on behaviours in addition to people initiatives that will drive cultural change. This work will involve all staff, union colleagues, managers and leaders and will be supported by local culture and engagements. An executive lead has responsibility for an engagement key performance indicator and combined action plan to create an environment where everyone feels valued and connected and which moves us toward the cultural change we have described through our People Strategy and with our people.

Continued constructive discussion with unions at both departmental and local level, in addition to encouraging staff involvement on other committees (including health and wellbeing, social and sports, diversity and charity), and directors’ visits with question and answer sessions, are all essential in ensuring our colleagues’ views are heard and understood.

Diversity

What is HM Land Registry doing to champion diversity and inclusion?

This year we have continued to build an inclusive culture and a reputation that attracts, develops and fully engages diverse talent, and increases representation from underrepresented groups.

These ambitions were set out in new organisational equality objectives for 2019 and beyond, through which we committed to:

  • advancing equality of opportunity for our female staff, supporting them into management roles
  • increasing the representation of under-represented groups within our workforce; specifically, people with disabilities, and those from a black, Asian or minority ethnic (BAME) background

To drive action and to measure our progress against these objectives, we set two diversity and inclusion key performance indicators (KPIs): aiming to increase the numbers of women in our middle-to-senior management grades and increasing the numbers of BAME people in the first levels of management.

We have continued to support our female staff in their career ambitions, working with our Women’s Network to understand and remove barriers and sponsoring a range of development activities both internally and externally, through Women into Leadership activities.

In the last 12 months, we have successfully created opportunities for a further 45 women to progress their careers into, and within, our management tiers, exceeding our original target by 15.

This activity has, in some part, also contributed to a welcome further reduction in our median gender pay gap, which we reported in January. However, while our actions have contributed to improved representation in managerial roles, they also continue to appeal to women applying for less senior roles, which perpetuates the aggregation of women at entry level which is a significant factor in that pay gap.

We have fared less well in our ambition to improve the representation of BAME colleagues in our entry-level management roles, achieving an increase of eight, against a target of 20, on the previous period.

As with our women’s KPI, we have sought to understand and remove barriers identified through real-life experiences, and supported progression through a range of sponsored development activities. Internally, 17.6% of people undertaking our Pathways development programme declared a BAME background. Externally, we have supported staff through BAME Leadership activities.

The failure to achieve our second diversity and inclusion KPI, can, in part, be attributed to a lack of meaningful data, and thereby clear insight, to inform and focus our activity; achieving the KPI has been a significant challenge, largely due to the geographical locations of our vacancies and the relatively lower levels of BAME representation in the ‘recruitment pool’ in those areas.

We have continued to develop and refine our data, working with our analytics team within Human Resources to create new reports and dashboards to provide clearer insight, both in setting and progressing our diversity and inclusion ambitions. We will use this new insight to create greater awareness of, and responsibility for, diversity and inclusion throughout the organisation.

At a local office level, it will be used to inform recruitment and development activity to help us make sure our local offices more closely reflect the communities in which they are located, where there is the opportunity to do so.

At a corporate level we will seek to lever the synergies between our ongoing culture and engagement programmes and our diversity and inclusion ambitions to deliver more embedded outcomes, measured through common Civil Service standards and practice expectations which are relevant to HM Land Registry.

In this coming year, we will refresh our strategic approach to diversity and inclusion and develop a new set of diversity targets, supported by clear and meaningful data, and a common understanding of our shared responsibility for the creation of a diverse and inclusive workplace.

Parliamentary accountability and audit report

Fees and charges (1)

The following information on the main activities of HM Land Registry is produced for fees and charges purposes and does not constitute segmental reporting under IFRS 8.

2019/20 2018/19
Income Total costs Surplus/(deficit) Income Total costs Surplus
£’000 £’000 £’000 £’000 £’000 £’000
Registration of title (2) 294,251 275,543 18,708 308,745 288,723 20,022
Land Charges and Agricultural Credits (3) 7,019 213 6,806 7,004 988 6,016
Commercial income (4) 4,467 2,600 1,867 4,504 2,468 2,036
Local Land Charges (5) 126 6,127 -6,001
305,863 284,483 21,380 320,253 292,179 28,074
  1. Audited.

  2. Registration of title – includes HM Land Registry’s statutory duties under the Land Registration Act 2002.

  3. Land Charges and Agricultural Credits – register of short-term loans secured on farming stock and other agricultural assets.

  4. Commercial income – includes commercial release of HM Land Registry data.

  5. Local Land Charges – The Infrastructure Act 2015 passed to HM Land Registry the responsibility for maintaining a register of Local Land Charges (LLC). Approval was given for a phased delivery of LLC and the phase 1 service went live in July 2018.

The financial objective is defined in the Treasury Minute for HM Land Registry as being 3.5% real rate, adjusted for Consumer Price Index (CPI) inflation, which for this financial year is 5.26%. The actual return on operating profit was 2.98% after deducting investment and ongoing transformation costs.

Losses and special payments (6)

There are no losses or special payments to disclose as the total of all losses was below £300,000 and there have been no special payments.

6.Audited

The Certificate and Report of the Comptroller and Auditor General to the Houses of Parliament

Opinion on financial statements

I certify that I have audited the financial statements of HM Land Registry for the year ended 31 March 2020 under the Government Trading Funds Act 1973. The financial statements comprise: the Statements of Comprehensive Income, Financial Position, Changes in Reserves and Cash Flows, and the related notes, including the significant accounting policies. These financial statements have been prepared under the accounting policies set out within them. I have also audited the information in the Accountability Report that is described in that report as having been audited.

In my opinion:

  • the financial statements give a true and fair view of the state of HM Land Registry’s affairs as at 31 March 2020 and of its retained loss for the year then ended
  • the financial statements have been properly prepared in accordance with the Government Trading Funds Act 1973 and HM Treasury directions issued thereunder

Emphasis of Matter – Disclosure in relation to the valuation of Property, Plant and Equipment

I draw attention to the disclosure made in note 8 to the financial statements concerning the material uncertainty in property valuations triggered by the COVID-19 pandemic. My opinion is not modified in respect of this matter.

Opinion on regularity

In my opinion, in all material respects the income and expenditure recorded in the financial statements have been applied to the purposes intended by Parliament and the financial transactions recorded in the financial statements conform to the authorities which govern them.

Basis of opinions

I conducted my audit in accordance with International Standards on Auditing (ISAs) (UK) and Practice Note 10 ‘Audit of Financial Statements of Public Sector Entities in the United Kingdom’. My responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial statements section of my certificate. Those standards require me and my staff to comply with the Financial Reporting Council’s Revised Ethical Standard 2016. I am independent of HM Land Registry in accordance with the ethical requirements that are relevant to my audit and the financial statements in the UK. My staff and I have fulfilled our other ethical responsibilities in accordance with these requirements. I believe that the audit evidence I have obtained is sufficient and appropriate to provide a basis for my opinion.

Conclusions relating to going concern

I have nothing to report in respect of the following matters in relation to which the ISAs (UK) require me to report to you where:

  • HM Land Registry’s use of the going concern basis of accounting in the preparation of the financial statements is not appropriate
  • HM Land Registry have not disclosed in the financial statements any identified material uncertainties that may cast significant doubt about HM Land Registry’s ability to continue to adopt the going concern basis of accounting for a period of at least twelve months from the date when the financial statements are authorised for issue

Responsibilities of the Chief Executive for the financial statements

As explained more fully in the Statement of Accounting Officer’s responsibilities, the Chief Executive as Accounting Officer is responsible for the preparation of the financial statements and for being satisfied that they give a true and fair view.

Auditor’s responsibilities for the audit of the financial statements

My responsibility is to audit, certify and report on the financial statements in accordance with the Government Trading Funds Act 1973.

An audit involves obtaining evidence about the amounts and disclosures in the financial statements sufficient to give reasonable assurance that the financial statements are free from material misstatement, whether caused by fraud or error. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with ISAs (UK), I exercise professional judgment and maintain professional scepticism throughout the audit. I also:

  • identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for my opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control
  • obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the HM Land Registry’s internal control
  • evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management
  • evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation
  • conclude on the appropriateness of HM Land Registry’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on HM Land Registry’s ability to continue as a going concern. If I conclude that a material uncertainty exists, I am required to draw attention in my report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify my opinion. My conclusions are based on the audit evidence obtained up to the date of my report. However, future events or conditions may cause HM Land Registry to cease to continue as a going concern

I communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that I identify during my audit.

In addition, I am required to obtain evidence sufficient to give reasonable assurance that the income and expenditure reported in the financial statements have been applied to the purposes intended by Parliament and the financial transactions conform to the authorities which govern them.

Other Information

The Chief Executive as Accounting Officer is responsible for the other information. The other information comprises information included in the Annual Report, but does not include the parts of the Accountability Report described in that report as having been audited, the financial statements and my auditor’s report thereon. My opinion on the financial statements does not cover the other information and I do not express any form of assurance conclusion thereon. In connection with my audit of the financial statements, my responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or my knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work I have performed, I conclude that there is a material misstatement of this other information, I am required to report that fact. I have nothing to report in this regard.

Opinion on other matters

In my opinion:

  • the parts of the Accountability Report to be audited have been properly prepared in accordance with HM Treasury directions made under the Government Trading Funds Act 1973
  • in the light of the knowledge and understanding of HM Land Registry and its environment obtained in the course of the audit, I have not identified any material misstatements in the Performance Report or the Accountability Report
  • the information given in the Performance Report and Accountability Report for the financial year for which the financial statements are prepared is consistent with the financial statements.

Matters on which I report by exception

I have nothing to report in respect of the following matters which I report to you if, in my opinion:

  • adequate accounting records have not been kept or returns adequate for my audit have not been received from branches not visited by my staff
  • the financial statements and the parts of the Accountability Report to be audited are not in agreement with the accounting records and returns
  • I have not received all of the information and explanations I require for my audit
  • the Governance Statement does not reflect compliance with HM Treasury’s guidance

Report

I have no observations to make on these financial statements.

Gareth Davies

Comptroller and Auditor General
National Audit Office
157-197 Buckingham Palace Road
Victoria London
SW1W 9SP

July 2020