Agenda and minutes

Sutton Shareholdings Board
Tuesday, 4th August, 2015 6.30 pm

Venue: Civic Offices, St Nicholas Way, Sutton SM1 1EA

Contact: Alexa Coates, Committee and Management Services Support Manager  Tel: 020 8770 5094 | Email:  alexa.coates@sutton.gov.uk

Items
No. Item

1.

Apologies for absence

Minutes:

There were no apologies for absence.

2.

Declarations of Interest

Minutes:

There were no declarations of interest.

3.

Any Items the Chair deems urgent

Minutes:

There were no items the chair deemed urgent. The chair asked members to note that item 6. Sutton Decentralised Energy Network (SDEN) company update had been withdrawn and that a supplemental agenda had been distributed with the correct appendices for item 5b.

4.

Opportunity Sutton Ltd Governance update pdf icon PDF 102 KB

This report presents for approval the key legal documents and appointments needed for Opportunity Sutton Limited (OSL) to establish Sutton Living, including the appointment of company directors.

 

Additional documents:

Minutes:

Paul Evans, Head of the South London Legal Partnership, introduced the report. Some minor corrections and amendments to the report were highlighted. Namely, that the paragraph reference in recommendation 2.2 was corrected to 8.2, that reference to schedule 3 in Appendix A, paragraph 4 was corrected to schedule 2 and that any reference to Executive Director Resources and Commercial Development was amended to the Strategic Director of Resources in Appendix A.

 

The chair highlighted that the terms of reference would also be amended to reflect that Council had appointed members from beyond a pool of Strategy and Resources Committee.

 

Resolved

 

1.    That the Shareholders Agreement between the Council and OSL as set out in Appendix A be approved.

 

2.    That the appointment of OSL company directors Mary Morrissey (Managing Director) Phil Butlin (Director) and Eleanor Purser (Director) be approved

 

 

 

5.

Sutton Living Governance

5a

Company registration documents pdf icon PDF 91 KB

This report presents for approval the key legal documents needed to establish Sutton Living (formerly known as ‘DevCo’), including the appointment of company directors.

 

Additional documents:

Minutes:

Simon Latham, Executive Head of Housing and Regeneration introduced the report highlighting that reference to the Executive Director Resources and Commercial Development would be amended to the Strategic Director of Resources in Appendix B.

 

Resolved

 

1.    That the company name, ‘Sutton Living Ltd’ be approved.

 

2.    That the Memorandum and Articles of Association and the Shareholders Agreement as attached in Appendices A and B, be approved so that Sutton Living can be established and commence trading.

 

3.    That the appointment of Sutton Living company directors, Mark Baigant (Managing Director), Simon Latham (Director) and Sue Hogg (Director) be approved.

 

5b

Business Plan pdf icon PDF 110 KB

This report presents for approval the business plan and loan agreement for Sutton Living (formerly known as the ‘DevCo’, highlighting key commercial drivers and sensitivities to be considered.

 

Additional documents:

Minutes:

Simon Latham, Executive Head of Housing and Regeneration introduced the report.

 

An amendment to recommendation 2.2 was proposed as members expressed concerns relating to the appropriate delegation of decisions to change the core assumptions and thresholds within the financial model. It was proposed that any decisions taken by the Strategic Director of Resources were reported to the sub committee on a quarterly basis and that the assumptions and thresholds were subject to an annual review by the sub committee.

 

Resolved

 

1.    That the Sutton Living business plan as set out in Appendix A to the report be approved, so that, once established, the Company can commence operations in line with this plan.

 

2.    That the principle of the terms of the proposed loan facility be approved as set out in the report, and that final negotiation and sign-off of the detailed loan agreement between the London Borough of Sutton and Sutton Living be delegated to the Strategic Director of Resources.

 

3.    That a reserved matter; in year sign off on changes to the core assumptions and thresholds within the Financial Model (shown in Sections 7-12, Appendix A of the report) be delegated to the Strategic Director of Resources and that these decisions be reported to the sub committee on a quarterly basis along with an annual review of the core assumptions and thresholds within the Financial Model by the sub committee.

 

4.    That authority be delegated to the Strategic Director of Resources to agree financing arrangements (and specifically the proportion of council equity to borrowing) for those investments and contracts that are below the reserved matters threshold and therefore not subject to agreement by the sub committee (i.e. below £5m in investment and below £3m in contract).

 

(Note Cllr Garratt abstained on the vote in relation to resolution 1 and voted against resolution 3.)

5c

Operational Policies pdf icon PDF 90 KB

This report presents for approval the initial operational policies for Sutton Living, specifically lettings, rent setting and debt recovery policies, so that, once established the Company can commence operations in line with these policies.

 

Additional documents:

Minutes:

Simon Latham, Executive Head of Housing and Regeneration introduced the report.

 

Resolved

 

1.    That the Sutton Living Rent setting policy be approved as set out at Appendix A of the report.

 

2.    That Sutton Living Lettings policy be approved as set out at Appendix B of the report.

 

3.    That the Sutton Living Rent Arrears and Debt Recovery policy, be approved as set out at Appendix C of the report.

 

6.

Sutton Decentralised Energy Network (SDEN) company update - item withdrawn

Since the summons of this meeting was published this item has been withdrawn.

Minutes:

This item was withdrawn.

7.

Future Meeting Dates

Minutes:

The sub committee agreed the following meeting dates, starting at 6.30pm:

 

Monday 16 November 2015

Monday 22 February 2016

Monday 9 May 2016.

 

8.

Workplan pdf icon PDF 36 KB

To note and comment on the attached workplan for the sub-committee.

Minutes:

The workplan was noted.