Agenda and draft minutes

Sutton Shareholdings Board
Wednesday, 1st May, 2019 6.30 pm

Venue: Civic Offices - St Nicholas Way, Sutton, SM1 1EA. View directions

Contact: Fiona Bywaters, Committee Services Team Leader  Tel: 020 8770 4990 | Email:  committeeservices@sutton.gov.uk

Media

Items
No. Item

28.

Welcome and introductions

Minutes:

The Chair, Councillor Sunita Gordon, welcomed those present.

29.

Apologies for absence

Minutes:

Apologies for absence were received from Councillor Trish Fivey.

30.

Declarations of interest

Minutes:

There were no declarations of interest.

31.

Minutes of the previous meeting pdf icon PDF 73 KB

To approve as a correct record the minutes of the meeting held on 5 February 2019.

Minutes:

RESOLVED: that the minutes of the meeting held on 05 February 2019 be agreed as an accurate record.

32.

Review: Non-Executive Director Appointments in Council Companies pdf icon PDF 235 KB

At its meeting of 12 September 2018, the Sutton Shareholdings Board agreed that “the need for further Independent Non-Executive Director (‘NED’) appointments be reviewed across all Council companies to ensure from the shareholder perspective that all companies have sufficient skills, expertise and experience on their company boards.” This report initiates that review and invites comment from members.

Additional documents:

Minutes:

Jessica Crowe, Assistant Director - Customers, Commissioning and Governance, briefly presented the report. Members queried whether council officers should be appointed to Cognus and agreed that the review encompass all types of directors by examining the broader composition of each board.

 

RESOLVED: that

1.    The current composition of each board of directors of companies in which the council has a shareholding interest attached at Appendix A be noted.

2.    The abbreviated board evaluation questions to be sent to companies in which the council has a shareholding interest attached at Appendix B be agreed.

3.    The terms of reference of the review as outlined under section 4 of the report be agreed.

4.    A summary of responses to the board evaluation will be reported to a future meeting of the Sutton Shareholdings Board alongside the outcome of the review be noted.

33.

Encompass LATC Limited Business Plan 2019/20 pdf icon PDF 138 KB

This report presents the Encompass LATC Business Plan 2019/20.

Additional documents:

Minutes:

Lorraine Thomas, Managing Director of Encompass LATC presented the report, accompanied by Simon Latham, Assistant Director - Housing, Planning and Regeneration (and company director). It was clarified that the company aimed to raise a surplus as a form of cross-subsidisation. Further comment was given as to services offered by the company.

 

RESOLVED: that the Business Plan for 2019/20 attached as Appendix A be approved.

34.

Sutton Living Limited - Performance Update pdf icon PDF 135 KB

This report presents for comment the performance update for Sutton Living Limited (“the Company”), and includes the financial update for Quarter 4.

 

Appendices A & B contained within exempt supplement

Additional documents:

Minutes:

Simon Latham, Assistant Director - Housing, Planning and Regeneration (and company director) presented the report.

 

The Chair motioned that the public and press be excluded, as seconded by Councillor Eric Allen, and agreed by the Board, on the grounds that discussion would involve the likely disclosure of exempt information as defined in paragraph 3 Schedule 12A of the Local Government Act 1972. In closed session, Members examined exempt Appendix B to the report, the operating budget variance.

 

RESOLVED: that

1.    The performance update set out in section 4 and actions proposed to deliver projects by the Company, including mitigating development risk, be noted.

2.    The Quarter 4 financial update be noted.

35.

Sutton Living Limited - Business Plan 2019/20 pdf icon PDF 138 KB

This report presents the interim review of the Sutton Living Business Plan for 2019/20.

 

Annex A contained within exempt supplement

Additional documents:

Minutes:

Simon Latham, Assistant Director - Housing, Planning and Regeneration (and company director) presented the report. Members discussed the relationship between the Council as shareholder and the company in the context of reputational risk.

 

RESOLVED: that the review be noted and the goals set out for 2019/20 in the attached Appendix 1 be approved.

36.

SDEN Ltd Performance Update pdf icon PDF 158 KB

This report is presented for noting the update contained in the Sutton Decentralised Energy Network Performance Report, Budget Variance and the un-amended Risk Register.

 

Appendices B & C contained within exempt supplement

Additional documents:

Minutes:

Amanda Cherrington, Managing Director of SDEN, presented the report.

 

The Chair motioned that the public and press be excluded, as seconded by Councillor Eric Allen, and agreed by the Board, on the grounds that discussion would involve the likely disclosure of exempt information as defined in paragraph 3 Schedule 12A of the Local Government Act 1972. In closed session, Members examined exempt Appendix C to the report, the budget variance.

 

RESOLVED: that

1.    The performance update contained in the Sutton Decentralised Energy Network Performance Report in Appendix A be noted.

2.    The Sutton Decentralised Energy Network Risk Register in exempt Appendix B be noted

3.    The Sutton Decentralised Energy Network Budget Variance for Q4 2018/19 in exempt Appendix C be noted.

37.

SDEN Ltd Business Plan 2019/20 pdf icon PDF 138 KB

This report is presented for approval of the updated 2018-2021 SDEN Business Plan.

Additional documents:

Minutes:

Amanda Cherrington, Managing Director of SDEN, briefly presented the report. Members discussed an expected growth in the number of customers and the financial plan, including cumulative cash flow. Discussion also ensued as to any future plans with St Helier Hospital, in light of recent press releases relating to a ‘CHP unit’ (Combined heat and power boilers). It was confirmed that this did not affect any potential link to SDEN.

 

RESOLVED: that the Sutton Decentralised Energy Network 2018-21 Business Plan be approved.

38.

Cognus Business Plan 2019/20 pdf icon PDF 132 KB

This report and associated Appendix A provide information on the 2019/20 annual corporate business plan.

Additional documents:

Minutes:

Kieran Holliday, Head of Pupil Based Commissioning, briefly introduced the report followed by Tracey Burley, Managing Director of Cognus and Bob Harrison (Director - Cognus).

 

A correction was noted to paragraph 4.2 of the report, that services would no longer be provided in respect of: english as an additional language, ASD (Autism Spectrum Disorder) and speech and language therapy.

 

Members discussed with the representatives: opportunities in the neighbouring boroughs, travel costs for the company and the existence of any ‘competitors’ in the field. The wide range of services was noted by the Board and examination was given to quality assurance aspects. Explanation was also provided by the company representatives as to organisational structure and line management.

 

Members again noted the reputational risk to the Council in its role as ‘A Shareholder’ to the company, particularly when strong public opinion may be expressed. The Managing Director offered to include this risk in their corporate register after speaking to the importance of a communications plan, which Members agreed.

 

RESOLVED: that

1.    The Cognus Annual Business Plan 2019/20 be approved.

2.    The nominated officer be authorised to approve, on behalf of the Sutton Shareholdings Board any further non-material changes to the Annual Business Plan recommended by the B shareholders in consultation with the Chair of the Sutton Shareholdings Board.

39.

Any urgent business

To consider any items which, in the view of the Chair, should be dealt with as a matter of urgency because of special circumstances (in accordance with S100B(4) of the Local Government Act 1972).

Minutes:

There was no urgent business.