Consumer Scotland

Audit and Risk Committee Meeting

16 March 2026

 

Minute of Meeting

Present:           

Marion McDonald – Chair

James Walker – Member

Jane Clark Hutchison – Member

In attendance:

David Wilson – Chair, Consumer Scotland Board

Sam Ghibaldan – Chief Executive 

Sue Bomphray – Director of Operations and Partnerships

Douglas White – Director of Policy and Advocacy

David Eiser – Director of Analysis, Research and Investigations

Louise Carmichael – Senior Internal Audit Manager, Scottish Government

Noel Simba Jana – Director, Deloitte LLP

Phil Mason – Audit Manager, Deloitte LLP

Ifthakhar Eresh – Finance, Governance and Corporate Services Officer (minutes)

Apologies:

Angela Morgan – Member

Agenda Item 1 – Welcome and Declarations of Interest.

1. The meeting commenced with the Director of Operations and Partnerships welcoming attendees and initiating introductions. Marion McDonald, the new Chair of the Audit and Risk Committee, was introduced, along with Jane Clark Hutchison, a new board member. The new Chair expressed her gratitude for the warm welcome and advised that she would be following the existing ARC format for the first cycle of meetings. 

2. There were no declarations of interest noted.

Agenda Item 2.1 – Minutes of Previous Meeting

3. The minutes of the previous meeting on 09 December 2025 were approved by the Committee.

Agenda Item 2.2 – Action Tracker 

4. The Action Tracker had three actions in progress, and three marked as completed. The Director of Operations and Partnerships provided updates on specific actions, highlighting ongoing enhancements to Oracle and the unresolved costs for 2027-28, which remain commercially sensitive and are causing budgeting issues for public bodies. 

5. The Chair emphasised the importance of avoiding delays in audit progress and external audit timelines, urging members to ensure clear visibility on these matters.

Agenda Item 3 – Annual Review of Terms of Reference

6. The Chair introduced the annual review of the committee's Terms of Reference, proposing that the current format be maintained for the immediate future, with potential changes to be considered later in the year. She suggested that the committee might review membership, timing, and other elements in due course. 

7. The committee approved the current Terms of Reference, with potential changes to be considered later in the year.

Agenda Item 4 – Director of Operations and Partnerships Update

8. The Director of Operations and Partnerships provided an update on key activities and developments, focusing on budget matters. She confirmed that the Scottish Government's core budget for Consumer Scotland was approved at £4.55 million, with confirmation of additional levy budgets expected. 

9. The Director of Operations and Partnerships detailed budget reallocations made under delegated authority and discussed the fee structure for external audit, noting ongoing consultations and the aim for more consistency. 

Agenda Item 5 – Management Accounts 2025-26

10. The Director of Operations and Partnerships reported on the management accounts for the financial year 2025-26, noting a forecasted underspend of £68,000. She explained the factors contributing to the underspend, including savings in legal, procurement, and communications, offset by higher expenditures in IT, travel, and external audit fees. 

11. Highlights were also made regarding the final claims for levy grant funding and the repositioning of some work into the next year. 

12. The committee commended the team for managing the budget effectively despite challenges. 

13. The Director of Operations and Partnerships also mentioned the ongoing work on statutory accounts, which would be presented in draft form at the June meeting. The discussion concluded with no further questions from the members.

Agenda Item 6 – Budget 2026-27

14. The Director of Operations and Partnerships presented the proposed budget for the 2026-27 financial year, totalling £8.46 million. She clarified that nearly half of this amount was allocated for grants to other organisations, with core funding set at £2.7 million.

15. The Director of Operations and Partnerships discussed the implications of absorbing new grant management responsibilities without additional management fees and outlined the challenges anticipated for 2027-28. She also mentioned plans to move offices in Glasgow and efforts to reduce accommodation costs in Edinburgh. 

16. Work is also underway to address the forecast £350k deficit in core budget allocation for FY2027-28.

17. The committee approved the draft budget for 2026-27, with final confirmation expected at the June meeting. 

Agenda Item 7 – Review Aggregated Audit Action Tracker

18. The Director of Operations and Partnerships provided an update on the aggregated audit actions tracker, noting the progress on external and internal audit actions. She mentioned ongoing discussions with Deloitte regarding lease arrangements and IFRS 16 calculations.

19. The Director of Operations and Partnerships highlighted the cyber resilience audit and the completion of some actions, while others remained in progress.

20. Committee members suggested a need for clearer tracking and rebasing of deadlines. The Director of Operations and Partnerships agreed to review the coding and provide commentary on date changes.

21. The Chief Executive emphasised the importance of aligning audit actions with strategic planning. 

Action: Aggregated audit action tracker to be reviewed to provide clearer status updates.

Agenda Item 8 – Internal Audit – Progress Paper and FY2026-27 Annual Internal Audit Plan

22. The Senior Internal Audit Manager presented the internal audit progress paper and the FY2026-27 annual internal audit plan. She reported the completion of two assurance reviews and the follow-up on the cyber resilience review.  Following delays in the current year, she gave assurances around the timelines for delivery for Internal Audit work in FY2026-27.

23. The Senior Internal Audit Manager shared updates on strategic initiatives, including the external quality assessment by Grant Thornton, which found areas for improvement in technology resources and quality assurance across the public sector landscape. 

24. The Director of Operations and Partnerships expressed interest in AI governance, noting its relevance to Consumer Scotland's operations, and the Senior Internal Audit Manager offered to connect the team with relevant resources from core SG.

25. The Senior Internal Audit Manager summarised the findings from the grants administration and governance arrangements review, which identified areas for improvement in grant conditions and DBT grant claims.

Agenda Item 9 – External Audit – FY2026-27 External Audit Plan

26. The Audit Manager from Deloitte discussed the external audit plan for FY2026-27, reiterating the focus on ensuring timely sign-off in line with Consumer Scotland deadlines. He detailed the audit's structure, including planning work in February and early March, fieldwork in July, and reporting in August. 

27. The audit would cover four themes but did not identify any significant risks to highlight at this stage. 

28. The Chair and other members raised questions about the audit's scope and the consideration of financial sustainability and third-party dependency. The Audit Manager from Deloitte LLP clarified that these aspects would be addressed under financial management themes, but no significant wider scope risks were identified during planning. 

29. The Audit Manager from Deloitte LLP assured that any emerging risks would be included in the final reporting. 

30.The Committee discussed the proposed materiality and individual item thresholds with Deloitte. The Audit Manager confirmed willingness to set the individual item threshold at a lower level, subject to agreement, to reduce the risk of a substantive item impacting the year‑end outturn. It was agreed that management would consider an appropriate threshold, including consultation with the Finance and Accountancy Adviser, and revert to Deloitte.

31. The Chair emphasised the importance of leveraging audit partnerships to navigate challenges and maximise opportunities for Consumer Scotland.

Agenda Item 10 - AOB 

32. The Chair opened the floor for any additional items or questions, and Committee members raised a point about the willingness of third parties to engage effectively with Consumer Scotland and the importance of having robust controls in place.

33.   The Chief Executive responded by highlighting the balance between providing grants and contracts and the need for ongoing dialogue with partners to ensure mutual understanding and cooperation.

34. The Chair suggested that the Director of Operations and Partnerships draft a discussion document to inform the upcoming strategic planning session. The committee agreed on the importance of having clear and actionable insights to guide future strategic decisions.

Action: Discussion document on third party risk to be prepared for the May strategic planning session.

35. The ARC Chair thanked everyone for their participation and expressed her thanks for all the progress that had been made, then closed the meeting.

36. The date of the next meeting is currently scheduled for Tuesday 16 June 2026 at 10:00 hrs online via Teams.

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