Adnodd Board meeting: 3 April 2025 09:30-13:30

Adnodd:

• Gethin Davies, Chair (GD)
• Mair Gwynant, ARAC Chair (MG)
• Natalie Jones (NJ)
• Huw Jones (HJ)
• Sioned Roberts (SR)
• Emyr George, Chief Executive (EG)
• Kirsty Davies, Director of Corporate Services (KD)
• Lleucu Siencyn, Director of Strategy and Delivery (LlS)
• Branwen Edwards, Secretariat (BE)

Blue Stag (Communications partner):

• Dan Sargent
• Holly Ingram

The Chair welcomed all attendees to the meeting.  

Apologies were noted from Nicola Wood and Lesley Bush.  

Apologies were also noted from Siwan Jones and Pat McCarthy from WG.  

The Chair noted that no conflict of interests had been declared in advance of the meeting.  

One member noted ongoing work with Atebol, previously recorded on the register. Another member noted ongoing work on the Rhyngom and Map Rhyngweithiol projects. It was determined that these interests were not deemed to be conflicting, and both members could proceed with the meeting. 

The Board agreed that the minutes were a true and accurate record of discussions, including minutes of the closed item. 

GD noted the letter from the Cabinet Secretary for Education, received on 3 March thanking Adnodd for the opportunity to meet in the Autumn, acknowledging the progress already made, and thanking Adnodd for sharing the Annual Progress Report. 

GD explained that he recently attended a Qualifications Wales Board meeting as an observer, to gain experience of how other Boards operate. He noted the benefits felt by the members of meeting face to face. QW also held an annual Board development day alongside one of its scheduled Board meetings. 

GD’s annual review with the Deputy Director, Cymraeg 2050 had taken place on 25 March 2025. Board member performance management meetings will take place via Teams. Potential dates will be circulated by email. 

Action: Circulate potential dates for performance management meetings. 

GD explained that Adnodd’s partnership team will be transferred from Cymraeg 2050 to the Curriculum and Assessment Division. An email had been received from Siwan Jones and Bethan Webb (Cymraeg 2050) to thank Board members for their dedication and support during the initial set-up of Adnodd.  

Action: GD to write to Cymraeg 2050 division to formally thank for the support provided as Adnodd’s partnership team, during the establishment and the first year of operation. 

Action: Request a copy of the Curriculum and Assessment Division’s staffing structure on behalf of the Board.

MG noted that ARAC had met twice since the last Board meeting. Once to discuss HR policies and once to discuss standard ARAC matters. 

The key points to note from the full ARAC meeting on 17 March 2025: 

Audit 

ARAC had met with the internal auditors, and an MoU, SLA and Audit Charter have been signed. 

The initial audit in Q1 2025/26 will look at governance and will offer the audit team sufficient insight to provide an audit opinion for the 2024/25 annual report.  

Risk 

Referring to the risk register, MG noted that although the operational costs budget is sufficient to proceed with the second round of recruitment in 25/26, a new risk should be added in relation to continuity and the funding model. 

MG noted that the IT risk is to be kept under review. It was noted that work is ongoing to achieve Cyber Essentials Plus accreditation, and that ARAC will conduct a deep dive into this risk during its next full meeting in June. 

ARAC had agreed to keep the commissioning risk closely under review during the first quarter and noted the importance of scheduling payment and delivery milestones. 

Policies and internal controls 

Work is ongoing, and good progress is being made. 

Finance 

Q3 report and FY2025-26 budget had been scrutinised by ARAC. 

The Committee noted that finance is being well controlled. 

Assurance had been provided that the risk of underspend over the 2% carry over allowance is minimal. 

Assurance had been received that pressures on team members is currently manageable. 

FY25-26 – assurance had been received that there is adequate funding to cover operational costs. 

Committee effectiveness questionnaire 

MG provided an overview of the main findings. 

Action: Invite Board members to declare their interest in attending ARAC meetings as an observer. 

EG noted that at the next meeting of the Education Resources Strategic Board (ERSB), Adnodd will work with WG to review the approach taken this year to setting Adnodd’s budget and objectives, to enable a more efficient and timely process for next year’s funding and priorities.   

This would allow for early planning and drafting of the FY26-27 budget and operational plan to bring to the Board at this point in the next financial year. 

EG will meet with the Education Department’s Deputy Directors on a half-termly basis to discuss and agree on points to be raised at ERSB in advance. 

Referring to the new professional learning body, due to be operational from Autumn 2025, EG noted that discussions are ongoing with WG officers in relation to how Adnodd will collaborate effectively with the organisation.  

Action: Update the Board regarding the composition of the new body, and its impact on Adnodd at the next meeting. 

Action: Approach the political parties with suggested wording of Adnodd’s remit to include in their manifestos. 

Adnodd Strategy 

EG noted that Adnodd will engage with the Cabinet Secretary in relation to the launch of the strategy between the official launch date and the summer. 

Commissioning 

The Commissioning team have identified and commissioned a total of seven, focused and short-term literacy projects that will complete by the end of this financial year to take full advantage of the additional in-year funding made available by WG.  

Communications and Engagement 

The Executive Team and managers continue to meet regularly with a range of stakeholders and potential suppliers and to attend conferences, events and seminars.  

Through training and professional development opportunities, the team have established contacts within other public sector organisations, which supports Adnodd’s ambition to collaborate in partnership across the public sector in Wales. 

Declaring pronouns 

No queries were raised by members regarding the proposal in the paper to add a subsection to the current Equality, Diversity and Inclusion policy 

Decision: The Board agreed to include a Pronouns subsection within the Equality Diversity and Inclusion policy. 

Action: Update EDI Policy and circulate guidance and email signature to Board members. 

LlS noted the revised format of the Commissioning spreadsheet, following feedback at the previous Board meeting. The spreadsheet now includes: 

• Brief project descriptions 

• Areas of learning 

• Progression step(s) 

• Monetary value 

Referring to the paper, LlS provided an update on the commissioning work: 

Requests for Proposal (RFP) 

Applications were received from 5 suppliers, with one supplier submitting 2 proposals. No applications were received for resources to support the Expressive Arts AoLE.  

Contracts were awarded to 4 suppliers, with 1 supplier receiving 2 contracts.  

Additional grants for literacy projects  

LlS noted the successful collaboration between the Commissioning Team and suppliers to ensure that the projects commissioned with in-year funding will complete by the end of the financial year. 

Adnodd Online Roadshow 

The team has scheduled a series of online roadshows for practitioners and publishers, with 80 participants having registered.  

Welsh History Timeline 

LlS noted that the planning work is ongoing and suggested updating the Board at its next meeting in July. 

Action: Provide an update in relation to Welsh History Timeline at the next Board meeting. 

Commissioning plans for 25-26 

LlS noted the lessons learned during the current financial year, and how this will influence the plans for FY25-26. The team will consider keeping ideas aside, based on strategic priorities, to be able to react quickly and effectively to additional in-year funding. 

Matters raised 

Referring to the tight tolerance of 2% underspend allowance, EG noted that this will be raised with WG whilst reviewing the framework document. As a commissioning organisation it would be advantageous to be granted the highest possible tolerance to provide some flexibility in managing a complex and broad portfolio of projects. 

Action: Include links to digital resources from commissioning spreadsheet. 

Action: Provide a selection of resources commissioned by Adnodd at in person Board meetings. 

Action: Circulate a calendar of events that Adnodd is attending to Board members. 

Human Resources 

KD explained that ARAC had agreed at its last meeting in March to include a HR dashboard as part of the corporate update at each Board meeting to include information such as new starters, leavers and training undertaken. 

It was noted that the Staffology HR portal had been rolled out to all staff members and is available in Welsh and English. 

HR policies 

ARAC met on 3 March to review and approve the latest tranche of HR policies.  

These policies had been circulated to Board members for information.  

ARAC had recommended the Health and Safety Policy for Board approval. 

Decision: The Board approved the Health and Safety Policy. 

A further ARAC meeting will be held in June to review the final tranche of HR policies listed within the paper. 

Staff forum 

Further to the paper presented at the December Board meeting, staff views on representation via a nominated union or through a staff forum had been sought. A meeting will take place on 11 April for Darwin Gray to present the considerations of both options to the team. The majority decision will be taken forward.   

It is expected that the consultation mechanism will be implemented before the end of May and will be reported to the Board in July.  KD suggested that a Board member may be invited to attend some staff forum meetings for matters relevant to the Board. 

Recruitment plan 

The proposed operational costs funding is sufficient for Adnodd to begin the second phase of recruitment to increase Adnodd’s headcount to 15 during 2025/26.

It was proposed that the recruitment takes place over 2 waves, with the following roles in the first wave:    

• Communications and Strategic Engagement 

• Corporate  

• Commissioning – 1 additional Manager (grade 4) and 1 additional officer (grade 2)  

Decision: The Board agreed to the minor changes to the staffing structure for recruitment during wave 1. 

Risk 

At the ARAC meeting on 17 March, the Committee agreed that the Risk Management Policy is recommended to Board for approval. 

Decision: The Board approved the Risk Management Policy. 

It was noted that the policy be kept under active review and will be updated as Adnodd’s activity expands, and the programme of internal audit develops. 

It was noted that Adnodd’s Executive Team had reviewed the risk register and actions from previous ARAC and Board meetings and had: 

• Archived the old risk register 

• Updated risk categories to align with those set out in the Risk management policy 

• Added a risk management column 

Action: Schedule a detailed review of the risk register at the next Board meeting and repeat on an annual basis. 

Quarter 3 finance report 

Referring to the Quarter 3 finance report included in the papers for information, KD noted the key points for consideration. 

Internal audit 

An inception meeting was held with WG internal auditors in February. It was agreed that two audits will be carried out each financial year (in Q1 and Q3) with follow-up and planning work taking place in Q4. 

The initial audit in Q1 25/26 will look at governance and will offer the audit team sufficient insight to provide an audit opinion for the 24/25 annual report 

External audit 

Audit Wales had noted that it is unlikely that the ISA260 report will be ready to report to ARAC in October. It is therefore likely that an additional Board meeting will be scheduled in late November/early December to hear the report. 

Action: Schedule an additional Board meeting to hear ISA260 report. 

LlS noted that developing Adnodd’s Strategy 2025-2028 had included virtual and in-person sessions with the Board and staff during the period September 2024 to February 2025.  

The document also reflects the findings and recommendations of Miller Research’s first research for Adnodd, and early findings of the user experience research currently taking place.  

Critical friends, including Professor Charlotte Williams, the office of the Future Generations Commissioner, the office of the Welsh Language Commissioner, officials from Estyn and y Ganolfan Dysgu Cymraeg had been invited to provide feedback on early drafts. 

The Strategy term is set at 3 years. Adnodd is a new organisation within a sector that is constantly evolving.  This will provide opportunity to evaluate our values and ways of working, whilst continuing to listen to the evidence and feedback provided by the sector. 

Next steps: 

• Engage with the Cabinet Secretary for Education 

• Design – interactive, visual, easy to read and understand  

• Official launch at the Urdd Eisteddfod 

Action: Revise the Strategy to reflect the feedback received at the meeting. and share the final draft with members. 

Referring to the draft funding letter included in the papers, KD explained that it is currently awaiting approval by the Cabinet Secretary for Education. 

Since ARAC met on 17 March, a revised budget had been included in the papers, which notes additional funding made available from the ALN division. 

Operational costs

Funding is sufficient to cover the planned activity in 2025/26 including: 

• Recruitment 

• Communications and marketing 

• Financial services 

• Audit 

• Procurement 

• Events 

Commissioning and project spend  

The grant funding allocated to project spend totals £2,976,500. WG officials have identified requirements within the draft funding letter issued to Adnodd on 20 March. 

The letter also identifies specific areas of priority that Adnodd will be asked to submit a business case to access additional in-year funding for the projects.  

In addition, Adnodd has budgeted for: 

• Existing commissioning projects already awarded by Adnodd or novated to us during FY24/25.  

• Establishing an innovation fund to enable collaboration between practitioners to develop ideas for new resources.  

• Further research into user experience and the availability of resources. 

• Establishing a pool of associates to support Adnodd’s work, including reviewing, commissioning and quality assuring resources.   

• Enabling the continued availability of existing Welsh-medium resources. 

EG noted that WG officers had provided assurance that additional funding for GCSE resources will be made available to Adnodd on the submission of a business case.  

Blue Stag provided an overview of the website and social media performance and activity between 27 December 2024 and 26 March 2025 and compared figures to those in the previous quarter.  

Website – next steps:

• Minutes function – an area to view all Board and ARAC meetings. 

• Commissioning – An area for suppliers to view upcoming and past opportunities and events. 

Social media – next steps:

• Sharing resources publications to strengthen the social media following amongst practitioners and suppliers. 

• Adnodd Strategy launch – promoting that it has been shaped by the sector, for the sector. 

Community – next steps:

• Utilising audience segments to target campaigns more precisely to increase engagement on key campaigns. 

• Grow mailing list by encouraging the engaged social media audiences. 

Action: Activate the jobs page on the website ready for the wave 1 recruitment cycle. 

Action: To engage with special interest groups on social media e.g. Curriculum for Wales and headteachers groups.

KD noted that the contracts of five Board members will expire in February 2026. To ensure that Adnodd maintains its governance systems and processes, the Board must agree a plan for effective Board succession.   

Two options were presented for the Board’s consideration. The agreed option would be subject to agreement by Adnodd’s partnership team and the Public Bodies Unit (PBU) at WG.  

Decision: The Board agreed on option 1 – all Board members extended on a staggered basis. 

Action: Members to discuss their preferred length of extended contract with GD during the performance management review meetings. 

Action: Contact the PBU and the partnership team to notify them of the Board’s decision. 

Further to a query raised by a member it was agreed to review the Equality, Diversity and Inclusion Policy and to consider including reference to micro-aggression within the Harassment section, or to include a section within the Bullying and Harassment policy. 

Action: Consider where best to include a section regarding micro-aggression – either within the EDI policy or within the Bullying and Harassment policy.