Consumer Scotland

Audit and Risk Committee Meeting

23 September 2025 

Minute of Meeting

 

Present:           

Nick Martin – Chair

James Walker – Member

Angela Morgan – Member

In attendance:

David Wilson – Chair, Consumer Scotland Board

Sam Ghibaldan – Chief Executive

Douglas White – Director of Policy and Advocacy

David Eiser – Director of Research and Analysis

Jill Rosie – Assistant Director of Operations and Partnerships

Ian Forbes – Finance and Accountancy Adviser

Louise Carmichael – Senior Internal Audit Manager, Scottish Government

Rashid Zaman – Audit Manager, Deloitte LLP

Noel Simba Jana – Director, Deloitte LLP

Sally Sandground – Finance, Governance and Corporate Services Manager

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

Apologies:

Sue Bomphray – Director of Operations and Partnerships

Glen Bissett – Internal Audit Manager, Scottish Government

 

Agenda Item 1 – Welcome and Declarations of Interest. 

1. The Chair welcomed everyone to the meeting and introductions were made from both internal and external auditors.

2. There were no declarations of interest noted.

Agenda Item 2.1 – Minutes of Previous Meeting

3. The minutes of the previous meeting on 17th June 2025 were approved by the Committee.

Agenda Item 2.2 – Action Tracker

4. The Action Tracker had two actions in progress and the Chair suggested that when an action is agreed it should be provided with a number and reflected in the minutes and when it is completed it is signed off by the Committee and noted in the minutes with its log number referenced.

Agenda Item 3 – Director of Operations and Partnerships update & Management Accounts

5. The Assistant Director of Operations and Partnerships gave a summary of the key items from the Director of Operations and Partnerships’ update report. She highlighted Oracle Fusion implementation costs, the Medium-Long Term Financial Strategy, the forecast outturn, the reallocation of budget and savings made.

6. The Committee noted ongoing discussion with Scottish Government regarding cost of the Oracle Fusion system beyond April 2026 and how these costs will be calculated

7. The Finance, Governance and Corporate Services Manager gave an update on the management accounts to the end of Period 5.

8. The Finance, Governance and Corporate Services Manager updated the Committee on the grant funding received and paid out to date, and the processes for managing these.

9. The Committee noted the financial information provided for FY 2025-26.

Action 01: Share Oracle Fusion costs calculation with committee particularly underlying costs for the current year and the prospective cost for next year.

Agenda Item 4 – Review Aggregated Audit Action Tracker  

10. The Finance, Governance and Corporate Services Manager updated the Committee on the items in the Aggregated Audit Action tracker and the management response and comments relating to both internal and external audit recommendations.

Agenda Item 5 & 6– Draft Annual Report & Accounts 2024-25 and Draft Management Letter of Representation.

11. The Assistant Director of Operations and Partnerships and the Accountancy Advisor presented the Draft Annual Report and Accounts, and advised that due to capacity issues, CS are still awaiting on the final auditor’s report from Deloitte LLP for inclusion in the final version.

12. The Finance and Accountancy Adviser highlighted the financial statements, and changes made based on the external auditor recommendations.

13. The Committee was asked to recommend that the Board approve the Annual Report and Accounts in principle on the basis that there will be no substantive changes subsequent to this meeting. It will be for the Board Chair, Chair of this Committee and the Director of Operations and Partnerships to determine if any changes are substantive or not. In the event there are substantive amendments identified, the committee noted it may be the board’s preference to convene an extraordinary meeting to formally approve the accounts. 

14. There were minor amendments requested by Angela Morgan via email which were accepted by the committee.

Action 02: CS to ensure requested amendment is made to final draft of the accounts using agreed wording as drafted by CS Director of Policy and Advocacy.

15. Once the Board approve the Draft Annual Report & Accounts 2024-25 then the Accountable Officer will arrange to sign the final version and send with the Letter of representation to Deloitte LLP.

16. The Annual Report and Accounts will then be signed by Deloitte LLP and sent to Audit Scotland.  Consumer Scotland will then lay the Annual Report and Accounts before the Parliament and publish on the CS website.

17. The Chair thanked the Operations Team and everyone involved for their hard work in the preparation of the Annual Report and Accounts. 

18. The Chair then wanted to hear from the external auditor before approving in principle the Annual Report and Accounts and the audit report to the board.

 Agenda Item 7 – External Audit

19. The Director, Deloitte LLP gave brief overview of their report and outlined the main points.

20. The committee noted that the audit is substantially completed and awaiting final confirmation from Deloitte LLP, and Deloitte LLP expect to issue an unmodified, clean report based on the results of audit completed so far.

21. The Director, Deloitte LLP thanked everyone in the organisation for their help and support and up to this point and advised that it had been a smooth process and very satisfactory outcome.

22. In summary Deloitte LLP noted the:

    • Information shared was of a high quality and received timeously
    • Financial management arrangements in place were effective and strong
    • For the wider scope part of the audit, the findings were really positive

23. The Committee discussed a potential additional external audit fee to be charged by Deloitte LLP relating to Oracle Fusion implementation.

24. The Chief Executive reiterated his thanks and noted the positive comments made by the External Auditors.

25. The Committee recommended that the Annual Report and Accounts be approved in principle by the Board subject to any minor changes to the accounts which the board will be notified of electronically.

Agenda Item 8 – Annual ARC Report to Board

26. The Chair gave a brief overview of the Annual ARC Report to Board.

27. The Committee thanked the Chair for the report and after a short positive discussion approved the report.

Agenda Item 9 – Internal Audit – Audit Progress report

 28. The Senior Internal Audit Manager highlighted some of the wider directorate updates.

29. The Senior Internal Audit Manager provided an update on the Internal Audit Progress Report relating to the ongoing fieldwork on Grants and also the Consumer Scotland Structure and Operating Model.  The Committee acknowledged all the work being carried out and was assured there were no significant issues to report.

Agenda Item 10 - AOB

30. No other business was raised.

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

32. The date of the next meeting is Tuesday 9th December 2025 at 10:00 hrs online via Teams.

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