Agenda and minutes

Having considered the draft Minutes of the formal Shareholder Committee meeting held on 29 September 2020, which had been printed and circulated, members of the Shareholder Committee recommended to the Chief Executive that he confirm them as a correct record.

Resolved –

The Chief Executive considered the views of the Shareholder Committee members provided at the meeting and decided to use his emergency powers to implement their recommendation.

In regards to Agenda Item 5, County Councillor Gareth Dadd as a Director of the Veritau, declared a non-pecuniary interest in matters relating to the Company. In addition, County Councillors Don Mackenzie and Carl Les as Directors of NYNet, both declared a non-pecuniary interest in matters relating to the Company.

Exclusion of the public from the meeting during consideration of Appendix C to agenda item 5 on the grounds that it involved the likely disclosure of exempt information as defined in the paragraphs 1, 3 & 5 of Part 1 of Schedule 12A to the Local Government Act 1972 as amended by the Local Government (Access to information)(Variation) Order 2006.

Resolved –

That the Committee would not need to go into private session to discuss in detail Appendix C to Agenda item 5, as there were no substantive questions or debate required in relation to the content of the report.

Members of the public may ask questions or make statements at this meeting if they have given notice to Melanie Carr of Democratic and Scrutiny Services and supplied the text (contact details below) by midday on Thursday 20 May 2021, three working days before the day of the meeting.  Each speaker should limit themselves to 3 minutes on any item.  Members of the public who have given notice will be invited to speak:-

·       at this point in the meeting if their questions/statements relate to matters which are not otherwise on the Agenda (subject to an overall time limit of 30 minutes);

·       when the relevant Agenda item is being considered if they wish to speak on a matter which is on the Agenda for this meeting.

If you are exercising your right to speak at this meeting, but do not wish to be recorded, please inform the Chairman who will instruct anyone who may be taking a recording to cease while you speak.

There were no questions or statements from the public.

Recommendations:  The Shareholder Committee is asked to:

i)     note the Annual Report and Brierley Group Business Plan summary 2021-2023 at Appendices A & B respectively;

ii)    recommend to the Chief Executive that under his emergency delegated powers he accept and approve the Business Plans in Confidential Appendix C.

Considered –

The report of the Assistant Director for Strategic Resources, providing an annual financial and performance report for 2020/21 for the companies that make up the Brierley Group, together with their individual Business Plans.

Michael Leah, Assistant Director for Strategic Resources introduced the report, providing an overview of performance and highlighting the achievements and challenges for the individual companies over the last year.  He drew members’ attention specifically to the profit before interest as detailed in the report, which was less than expected for the year, but noted that profit was not the sole objective of the Brierley Group and that benefit had been derived in other forms such as interest on the loans made to the individual companies. 

The negative impact of Covid on the Group was acknowledged.  In particular, the drop in revenue for NYES due to limited trade with schools throughout the lockdowns, and the impact on Align Property Partners as a Teckal company who did a majority of it’s trading with public bodies and schools.

however, it was noted the Group overall had shown a reassuring level of resilience throughout the pandemic and had held up well.  Whilst 25% of the Groups employees had been on furlough in 2020/21, the quality of service provided had not been affected.  Attention was drawn to a number of highlights from the past year:

·          In regard to Brierley Homes, it was noted that its pilot site at Thorpe Willoughby had been completed resulting in a 20% gross profit from the site, and that a further three pipeline sites were now underway, with a fourth having just received planning permission.

·          In regard to Yorwaste, it was noted that the company had continued to manage and operate the household recycling centres through the various states of lockdown, whilst maintaining appropriate health and safety measures.

·          Finally in regard to NYnet, it was noted the company had continued to deliver the ‘local for fibre network’ despite a number of potential issues through the year providing a platform for the company to grow from.

·          It was confirmed that the governance arrangements of the Group had been reviewed, and had been found to be appropriate in respect to how it compared with both other councils’ commercial operations and best practice guidance.

·          The launch of NY Highways was scheduled for 1^st June 2021

In response to some adverse press about preferential rates being given to the companies by the County Council, it was confirmed that this was not the case.  All loans were on a commercial rate providing a greater return than leaving the cash in the bank.  Michael Leah confirmed the rates were different for each company based on the level of risk and the financial health of the company.

In response to a question from County Councillor Mike Jorden, Michael Leah confirmed that Brierley Homes was the main contributor to the 639k reported loss over the last year, in that it was currently in construction phase meaning expenditure was  ...  view the full minutes text for item 55.

Recommendation:  The Shareholder Committee is asked to recommend to the Chief Executive that under his emergency delegated powers he:

(i)         Approve the Articles of Association for Align Property Partners Limited; and

(ii)      Sign off the Written Resolution on behalf of the shareholder

Considered – A report of the Assistant Chief Executive (Legal and Democratic Services) seeking shareholder approval for the revised Articles of Association of Align Property Partners Limited.

The report looked at the governance arrangements for Align Property Partners Limited and it was noted the proposed amendments to the Articles of Association were to ensure the document was up to date and appropriate for a Teckal company. Barry Khan - Assistant Chief Executive (Legal and Democratic Services), provided a brief description of a Teckal compliant company i.e. or procurement purposes only, used as an internal department of the Council removing the need for full procurement procedures.  

It was noted that a Teckal Company was a separate company, wholly owned by the Council but treated as a separate company for tax purposes and the law that had to trade by the same rules as any other company.

Members questioned how to be assured of best value for money and it was noted that avoiding competition to achieve administrative convenience was not the purpose.  Gary Fielding, Corporate Director for Strategic Resources confirmed the Authority’s Teckal companies were expected to win contracts outside of the organisation in competition with other externally owned companies, and their successes or otherwise were a good indication of their ability to compete in the open market. Good benchmarking data was provided by constantly testing the market.  In addition, there was internal challenge around value for money from open discussion around cutting costs.

Having considered the report provided, members of the Shareholder Committee agreed to recommend to the Chief Executive Officer that using his emergency delegated powers he approve the Articles of Association for Align Property Partners Limited and sign off the Written Resolution on behalf of the shareholder.

Having considered the views of the shareholder Committee, the Chief Executive

Resolved to:

(i)     Approve the Articles of Association for Align Property Partners Limited; and

(ii)   Sign off the Written Resolution on behalf of the shareholder.

Recommendation: The Shareholder Committee is asked to recommend to the Chief Executive that under his emergency delegated powers he:

(i)         Approve the Articles of Association for NYnet Limited; and

(ii)        Agree the Written Resolution be signed by the Corporate Director of Strategic Resources on behalf of the Council as shareholder.

Considered – A report of the Assistant Chief Executive (Legal and Democratic Services) seeking shareholder approval for the revised Articles of Association of NYnet Limited.

Again, the report looked at the governance arrangements for NYnet Limited and it was noted the proposed amendments to the Articles of Association were to ensure the document was up to date and appropriate for a Teckal compliant company i.e. used as an internal department of the Council removing the need for full procurement procedures.

Having considered the report provided, members of the Shareholder Committee agreed to recommend to the Chief Executive Officer that using his emergency delegated powers he approve the Articles of Association for NYnet Limited and sign off the Written Resolution on behalf of the shareholder.

Having considered the views of the shareholder Committee, the Chief Executive

Resolved to:

(i)         Approve the Articles of Association for NYnet Limited; and

(ii)      Sign off the Written Resolution on behalf of the shareholder.

Purpose of the Report: To consider and develop the Work Programme for the Shareholder Committee

Members considered and endorsed the work programme for the Committee for the remainder of 2020/21.