Agenda, decisions and draft minutes

Commercial Ventures Executive Sub-Committee
Thursday, 5th September, 2019 6.30 pm

Venue: New Council Chamber - Town Hall, Reigate. View directions

Contact: Kirsty Hill  Email: Kirsty.Hill@reigate-banstead.gov.uk

Items
No. Item

18.

Minutes of the previous meeting pdf icon PDF 68 KB

To approve the minutes of the previous meeting as a correct record.

Minutes:

RESOLVED that the minutes of the Commercial Ventures Executive Sub-Committee meeting held on 17 July 2019 be approved as a correct record and signed.

19.

Apologies for absence

To receive any apologies for absence.

Minutes:

Apologies for absence were received from Councillor V. H. Lewanski.

20.

Declarations of interest

To receive any declarations of interest.

Minutes:

There were no declarations of interest.

21.

Shareholder Actions

To undertake actions on behalf of the Council with regard to shareholder / partnership functions for Greensand Holdings Limited; Horley Business Park Development LLP; RBBC Limited; and Pathway for Care Limited.

Minutes:

It was noted that there was exempt information to consider in relation to Pathway for Care as set out below.

21a

Shareholder Actions, Pathway For Care Limited pdf icon PDF 162 KB

Additional documents:

Minutes:

Councillor T Archer, Executive Member for Investment and Companies (Chairman) introduced the report which explained the history of Pathway for Care and its relationship with the Council and the intention to transfer ownership of the shares currently owned by Fairhome Care plc. 

 

The Sub-Committee discussed the potential sale of Fairhome Care plc’s shares in Pathway for Care and enquired if the Council’s £1.1m preference shareholding in the Company would also be transferred and honoured.  The Sub-Committee also requested assurances that, following the share sale, Pathway for Care or the Council would not be liable for any debt owed to Fairhome Care plc; and whether Pathway for Care would have the right to transfer the existing leases and tenancies from the existing Housing Associations to a new Community Benefit Society or Housing Association.

 

Mr J Jory, Chief Executive Officer, confirmed that the Share Transfer Agreement should contain the required assurances and this document would be reviewed before the share sale could proceed.

 

The report noted that the transfer of shares was expected to take place on 31 August 2019, however it was confirmed that the transfer of shares had not yet taken place as shareholder written consent was required.

 

RESOLVED that:

 

1)        John Jory, Director of Pathway for Care Limited, be authorised to approve the sale of Pathway for Care Limited’s 70 A Ordinary shares from Fairhome Care plc as set out in the exempt Part 2 section of the agenda.

 

2)      The Head of Legal and Governance be authorised to investigate the possibility of creating a Community Benefit Society, as set out in the exempt Part 2 section of the agenda, and to assess whether this would be worthwhile for the Council.

 

Reason for decisions

 

(i)        The CVESC were asked to authorise John Jory, Director of Pathway for Care Limited, who would be representing RBBC as shareholder, to approve the sale of the shareholdings in Pathway for Care Limited as set out in the exempt Part 2 section of the agenda, to allow Pathway for Care Limited to continue to provide supported living services.

 

(ii)       The CVESC were also asked to authorise the investigation of creating a Community Benefit Society as set out in the exempt Part 2 section of the agenda, as a Community Benefit Society had the potential to support the Council’s investments.

 

Alternative Options: To authorise Mr J Jory to approve the sale of Pathway for Care Limited’s shares from Fairhome Care plc and to take no steps to investigate the CBS/Housing Association option; or to do nothing.

22.

Investment Opportunities

To consider any investment opportunities.

Minutes:

There was no business to be considered under this agenda item.

23.

Property Acquisitions

To consider any property acquisitions.

Minutes:

There was no business to be considered under this agenda item.

24.

Loans, Grants and Draw Down Agreements

To review loans, grants or draw down agreements position statement.

Minutes:

There was no business to be considered under this agenda item.

25.

Exempt business

RECOMMENDED that members of the Press and public be excluded from the meeting for the following item of business under Section 100A(4) of the Local Government Act 1972 on the grounds that:

      i.        it involves the likely disclosure of exempt information as defined in paragraph 3 of Part 1 of Schedule 12A of the Act; and

    ii.        the public interest in maintaining the exemption outweighs the public interest in disclosing the information.

Minutes:

RESOLVED that members of the Press and public be excluded from the meeting for the following item of business under Section 100A(4) of the Local Government Act 1972 on the grounds that: (i) it involved the likely disclosure of exempt information as defined in paragraph 3 of Part 1 of Schedule 12A of the Act; and (ii) the public interest in maintaining the exemption outweighed the public interest in disclosing the information.

26.

Shareholder Actions (Exempt)

To consider any exempt information in relation to shareholder actions.

Minutes:

It was noted that there was exempt information to consider in relation to Pathway for Care Limited as set out below.

26a

Shareholder Actions, Pathway For Care Limited (Exempt)

To consider any exempt information in relation to shareholder actions for Pathway For Care Limited.

Minutes:

RESOLVED that the exempt information in relation to the Shareholder Actions, Pathway for Care Limited report be noted.

27.

Investment Opportunities (Exempt)

To consider any exempt information in relation to investment opportunities.

Minutes:

There was no exempt business to be considered under this agenda item.

28.

Property Acquisitions (Exempt)

To consider any exempt information in relation to property acquisitions.

Minutes:

There was no exempt business to be considered under this agenda item.

29.

Loans, Grants and Draw Down Agreements (Exempt)

To consider any exempt information in relation to loans, grants and draw down agreements.

Minutes:

There was no exempt business to be considered under this agenda item.

30.

Any other urgent business

To consider any other urgent business.

Minutes:

There was no urgent business.