Statement of Board of Governors’ responsibilities in respect of the strategic report, the directors’ report and the financial statements

The Board of Governors is responsible for preparing the strategic report, the directors’ report and the financial statements in accordance with the requirements of the Office for Students’ Terms and conditions of funding for higher education institutions and Research England’s Terms and conditions of Research England grant and applicable law and regulations.

Company law requires the directors to prepare financial statements for each financial year. Under that law they have elected to prepare the University of Winchester’s financial statements in accordance with UK accounting standards and applicable law (UK Generally Accepted Accounting Practice), including FRS 102, the Financial Reporting Standard applicable in the UK and Republic of Ireland. The terms and conditions of funding further require the financial statements to be prepared in accordance with the 2015 Statement of Recommended Practice – Accounting for Further and Higher Education, in accordance with the requirements of the Accounts Direction issued by the Office for Students.

Under company law, the directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the University of Winchester and of their income and expenditure, gains and losses and changes in reserves for that period. In preparing each of the University of Winchester’s financial statements, the directors are required to: • select suitable accounting policies. • and then apply them consistently. • make judgements and estimates that are reasonable and prudent. • state whether applicable UK accounting standards have been followed, subject to any material departures disclosed and explained in the financial statements. • assess Winchester’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern. • use the going concern basis of accounting unless they either intend to liquidate the University of

Winchester or to cease operations, or have no realistic alternative but to do so.

The Board of Governors are responsible for keeping adequate accounting records that are sufficient to show and explain Winchester’s transactions and disclose with reasonable accuracy at any time the financial position of the University of Winchester and enable them to ensure that its financial statements comply with the Companies Act 2006. They are responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. They also have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the University of Winchester and to prevent and detect fraud and other irregularities. The Board of Governors are also responsible for ensuring that:

•funds from whatever source administered by Winchester for specific purposes have been properly applied to those purposes and managed in accordance with relevant legislation. • funds provided by the Office for

Students, Research England, the

Department of Education and all other direct funding bodies have been applied in accordance with the terms and conditions attached to them. • there are appropriate financial and management controls in place to safeguard public funds and funds from other sources; and securing the economical efficient and effective management of

Winchester’s resources and expenditure.

The Board of Governors are responsible for the maintenance and integrity of the corporate and financial information included on the University of Winchester website. Legislation in the UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

STATEMENT BY THE DIRECTORS IN PERFORMANCE OF THEIR STATUTORY DUTIES IN ACCORDANCE WITH S172(1) COMPANIES ACT 2006

The Companies (Miscellaneous Reporting) Regulations 2018 (Reporting Regulations 2018) require that large private institutions include additional corporate governance reporting disclosures in their strategic report and directors’ report, effective for financial years beginning on or after 1 January 2019. Large private institutions are now required to include in their strategic report a separate statement describing how the directors have had regard to the matters set out in section 172(1)(a) to (f) of the Companies Act 2006 when performing their duty under section 172.

The Board of Governors of the University of Winchester consider, both individually and together, that they have acted in the way they consider, in good faith, would be most likely to promote the success of the University of Winchester for the benefit of its members as a whole (having regard to the stakeholders and matters set out in s172(1)(a-f) of the Act) in the decisions taken during the year ended 31 July 2021. In particular, by reference to the approval of our Strategic Vision 2030 and five-year business plan from 2021, supported by the initiatives outlined throughout this integrated report.

DELEGATION OF AUTHORITY

The Board of Governors believes governance of the University of Winchester is best achieved by delegation of its authority for the executive management of the University of Winchester to the Vice-Chancellor (Accountable Officer), subject to defined limits and monitoring by the board. The Board of Governors routinely monitors the delegation of authority, ensuring that it is regularly updated, while retaining ultimate responsibility. The Board has adopted a long- standing corporate governance framework which is outlined in more detail in our Statement of Corporate Governance and Internal Control and our Statement of Internal Controls on pages 66 to 67.

Further information as to how the board has had regard to the s172 factors is embedded in this integrated report as noted in the table opposite.

AUDITOR

A resolution to re-appoint KPMG LLP as auditor for the forthcoming year was proposed and approved, and the audit plan endorsed at a Risk and Audit Committee meeting on 15 June 2021. The auditor has served for five years.

DISCLOSURE OF INFORMATION TO AUDITOR

The Governors who held office at the date of approval of this report confirm that so far as they are each aware there is no relevant audit information of which the University of Winchester’s auditor is unaware, and each Governor has taken all the steps that he or she ought to have taken to be aware of any relevant audit information and to establish that the University of Winchester’s auditor is aware of that information.

SIGNED ON BEHALF OF THE BOARD OF GOVERNORS:

M B Edwards Chair of Board of Governors

Professor Sarah Greer Vice-Chancellor

Date: 26 January 2022

REGISTERED OFFICE:

University of Winchester Sparkford Road Winchester Hampshire SO22 4NR

SECTION 172 FACTOR KEY EXAMPLES

a. The likely consequences of any decision in the long term Winchester is proud to have developed a 10-year strategic plan – Strategic Vision 2030: A beacon of education excellence, sustainability and social justice. This plan is fundamental to our decision making as outlined in our going concern statement.

PAGES

15, 19, 48-54

b. The interests of the company’s employees Winchester is proud to be an institution focused on educational excellence, sustainability and social justice, where everything we do is driven by our values. Our employees are a central theme throughout our Integrated Annual Report and this is exemplified by our governance structure with regular HR committee and nominations committee meetings to oversee staffing strategy. In addition, our Executive Leadership Team hold monthly staffing working group meetings to consider the interest of our employees.

c. The need to foster the company’s business relationships with suppliers, customers and others Our Integrated Annual Report includes several examples of the strong partnerships we have fostered with suppliers and customers, including our growing partnership with Hampshire Hospitals Foundation Trust (HHFT) as we build our Faculty of Health and Wellbeing.

d. The impact of the company’s operations on the community and the environment Winchester’s support for the Climate Emergency and the United Nations Sustainable Development Goals are evident throughout our integrated report. Our commitment is ongoing with our £4.6m Public Sector Decarbonisation Scheme (PSDS), a major capital investment in air source heat pumps, solar photovoltaic panels, LED lighting and energy efficient building management systems as we are set to become one of the lowest carbon emitting universities in the UK. Our community engagement reach has also been extended during the year with the opening of our Winchester Health Clinic which provides high quality physiotherapy assessment and treatment.

e. The desirability of the company maintaining a reputation for high standards of business conduct Our commitment to high quality standards is reflected in all that we do and is exemplified by several prestigious sector awards mentioned throughout this integrated report, our commitment to the student experience and quality education, and our robust project methodology,procedures and policies.

f. The need to act fairly as between members of the company Our governance structure is critical to the equality between our members. Winchester prides itself on inclusivity, including representation the Winchester Student Union on our Board of Governors. Our balanced governance structure is explained in detail under our Statement of corporate governance and internal controls, including the importance of our nominations committee.

12, 27, 32-35

14, 44-45

14, 16-18, 40-43

20-21, 30-33

55-67