The Board of Uisce Éireann (“the Board”) present the Report of the Board for the financial year ended 31 December 2025.
Uisce Éireann (“the Company”) was incorporated in July 2013 pursuant to the Water Services Act 2013. Uisce Éireann is a Designated Activity Company limited by shares with a Constitution (Memorandum and Articles of Association) in accordance with the Companies Act 2014. Uisce Éireann is a regulated utility, that is economically regulated by the Commission for Regulation of Utilities and environmentally regulated by the Environmental Protection Agency.
Following the announcement in 2018 by the Government that Uisce Éireann would become a standalone, publicly owned, commercial, regulated utility and would no longer be a subsidiary of the Ervia Group, Uisce Éireann legally separated from Ervia with effect from 01 January 2023.
During 2025, Uisce Éireann complied with the provisions of the Code of Practice for the Governance of State Bodies (“the Code of Practice”), as it applies to a commercial semi-state entity. In accordance with provision 1.9 of the Business and Financial Reporting Requirements outlined in the Code, Uisce Éireann reports to the Minister for Housing, Local Government and Heritage (“the Minister”) on its compliance with the Code of Practice.
Directors’ Compliance Statement
The Board acknowledges that it is responsible for securing the Company’s compliance with its relevant obligations in accordance with Section 225 of the Companies Act 2014.
The Board is of the opinion that the policies and the structures and arrangements which the Company has in place are appropriate to secure material compliance by the Company with its relevant obligations. The Company’s “relevant obligations” are identified in the Compliance Policy Statement and the associated Compliance Matrix which identifies the key actions and checks that must be in place. This Compliance Policy Statement has been communicated to all senior management of the Company to ensure consistent and robust adherence. The Board carried out a mid-financial year and year-end review of the arrangements and structures in place for 2025 to secure the Company’s material compliance with its relevant obligations.
As compliance is a dynamic process, involving multiple policies and procedures, the commitment of the Board and senior management and the support of all employees, contractors and agents is essential to make the policy effective. The Board is committed to fostering an environment at Board level and throughout the Company which raises awareness, respects and promotes the aims of the Compliance Policy Statement.
Role and responsibilities of the Board
The Board’s role is to provide leadership and direction to the Company and ensure good governance across Uisce Éireann within a framework of prudent and effective controls. The Board, with the support of its four Committees, performs this task by constructively challenging performance and supporting the development of proposals on strategy. The Governance Framework outlines the formal schedule of matters reserved for the Uisce Éireann Board (some of which are subject to Ministerial approval).
The day-to-day administration of the company is conducted by the Executive, under the management of the CEO, in accordance with the strategic goals and policies approved by the Board and within a prudent and effective control environment. Operational and financial decisions are made in consideration of achieving the goals that the Board has determined, having regard to Uisce Éireann’s statutory obligations and shareholders’ expectations.
Schedule of matters reserved for Board approval as outlined in the Uisce Éireann Governance Framework includes: |
Matters considered by the |
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Directors’ Responsibilities Statement for the Annual Report and Financial Statements
The Board is responsible for preparing the Directors’ Report and the financial statements in accordance with the Companies Act 2014 and the applicable regulations. The Directors are responsible for the maintenance and integrity of certain corporate and financial information included on the Company’s website www.water.ie. Legislation in Ireland concerning the preparation and dissemination of Financial Statements may differ from legislation in other jurisdictions.
Irish company law requires the Directors to prepare financial statements for each financial year. Under the law, the Directors have elected to prepare the financial statements in accordance with International Financial Reporting Standards as adopted by the European Union (“relevant financial reporting framework”). 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 assets, liabilities and financial position of the Company as at the financial year end date and of the profit or loss of the Company for the financial year and otherwise comply with the Companies Act 2014.
In preparing those financial statements, the Directors are required to:
- Select suitable accounting policies for the Company financial statements and then apply them consistently.
- Make judgements and estimates that are reasonable and prudent.
- State whether the financial statements have been prepared in accordance with the applicable accounting standards, identify those standards, and note the effect and the reasons for any material departure from those standards.
- Prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for ensuring that the Company keeps, or causes to be kept, adequate accounting records which correctly explain and record the transactions of the Company, enable at any time the assets, liabilities, financial position and profit or loss of the Company to be determined with reasonable accuracy, enable them to ensure that the financial statements and Directors’ report comply with the Companies Act 2014, and enable the financial statements to be audited. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Overview of the Board
Board composition, appointment and re-election
The Board’s structure is prescribed by statute, provided for in Section 6A of the Water Services Act 2013. Board vacancies are filled in accordance with Guidelines on Appointments to State Boards. The Chairperson engages with the Minister in advance of the Board appointment process about the specific skills and diversity that are required on the Board.
Section 6A of the Water Services Act 2013 provides that:
- The number of Board Members shall be more than five but not more than ten.
- Board Members are appointed by the Minister for Housing, Local Government and Heritage with the consent of the Minister for Public Expenditure, Infrastructure, Public Service Reform and Digitalisation.
- One Board Member will be nominated by the Irish Congress of Trade Unions.
- The CEO shall be an ex-officio Board Member of the Company.
Full profiles of the current Board membership can be seen within the Uisce Éireann Board section.
Board Member Paul Reid resigned with effect from 8 July 2025 and Board Member Gerard Britchfield’s term of office expired on 31 December 2025. In February 2025 Orlagh Nevin and Rena O’Sullivan were appointed as Board Members.
As Chairperson of the Board, Jerry Grant, is responsible for leading the Board and ensuring the effectiveness and full participation of each Board Member.
The Company Secretary, Richard O’Sullivan, is responsible for ensuring that Board procedures are complied with and for advising the Board, through the Chairperson, on governance matters generally.
The Board has an appropriate balance of skills, experience and knowledge of the Company to allow it to discharge its duties and responsibilities effectively. The Board is of sufficient size to ensure that this balance of skills and experience can be utilised appropriately and changes to the Board’s composition can be managed without undue disruption.
Appointments to the Board are a matter for the Minister and are made through the Public Appointment Service.
Induction and development of new Directors
On appointment, Board Members are provided with detailed briefing documents, governance, financial and operational information, and the opportunity to be briefed by the Executive team on the different aspects of the business of the Company. The Company Secretary liaises with Board Members with regard to their specific requirements, such as attendance at conferences, courses and webinars relevant to the business and arranges briefings by management on specific topics.
Independence
The Board of Uisce Éireann is comprised of nine independent Non-Executive Directors and one Executive Director.
Board Members are required, in accordance with the provisions of the Code of Practice, to disclose any relevant interest and absent themselves from Board discussions where they have a direct or indirect interest.
Board remuneration, expenses and attendance
The Non-Executive Board Members are entitled to fees, on a scale determined by the Minister. The remuneration of the CEO of Uisce Éireann for 2025 is outlined in note 3 of the financial statements. A schedule of the attendance at the Board and Committee meetings for 2025 is outlined below.
