Title: Oxford City Council Logo - Description: Oxford City Council LogoAgenda

for a meeting of the

 

Shareholder and Joint Venture Group

for Oxford City Council Companies

 

Date:

Wednesday 16 September 2020

Meeting starts at:

6.00 pm

Place:

Zoom - Remote meeting

 

For any further information please contact the Committee Services Officer:

John Mitchell, Committee and Member Services Officer

Telephone: 01865 25 2275

Email: democraticservices@oxford.gov.uk

 

This meeting will be held mostly or entirely in private session as the Group will be discussing commercially sensitive matters and information relating to the Council’s companies.

Many of the reports are not available to the public as they contain commercially sensitive information relating to the Council’s companies.

 

 

 

Oxford City Housing Ltd logo

 

Oxford West End Development Ltd logo

Barton Oxford LLP

 


 

Shareholder and Joint Venture Group

 

Membership

 

Chair

 Councillor Susan Brown

 

 

Vice-Chairs

 Councillor Ed Turner

Councillor Tom Hayes

 

Members

 Councillor Nigel Chapman

Councillor Mary Clarkson

 

Councillor Alex Hollingsworth

Councillor Mike Rowley

 

Councillor Linda Smith

Councillor Marie Tidball

 

Councillor Louise Upton

 

 

The quorum for this meeting is three members.

All Members of Cabinet are Members of this Group (the SJVG).

 

Advisers to the Group (the SJVG)

 Anita Bradley

Monitoring Officer/ Head of Law and Governance

Nigel Kennedy

s151 Officer / Head of Financial Services

Tom Hudson

Law and Governance

Andrew Brown

Law and Governance

 

 

 

 


Agenda items

 

Number

Agenda item

Approximate start times/ Pages

 

 

 

<AI1>

 

Public reports can be viewed individually from the SJVG meeting page on the council’s website.

 

Separate packs for each company, containing all the reports for that company, are sent to the SJVG members and their support officers and to those attending on behalf of that company.

 

This agenda shows the approximate time when the SJVG will consider reports from each company.

 

</AI1>

<AI2>

1              

Apologies for absence

 

</AI2>

<AI3>

2              

Declarations of interest

 

</AI3>

<AI4>

3              

SJVG Confidentiality and private session

 

 

Access to reports and admission to Shareholder and Joint Venture Group Meetings

A limited company in which a local authority holds an interest, even a 100% interest, falls outside the strict requirements of local government law.

It follows, therefore, that meetings between the shareholder of a private limited company and the directors of such company are essentially private matters, to which the public holds no automatic right of admittance.

While this Council would be entitled, therefore, to treat its shareholder meetings as entirely private matters, in the spirit of transparency it has allowed public access to the “open” parts of the meeting, only going into private session when any matters of a confidential, commercial or financial nature are discussed. 

The agenda lists all reports to be considered and whether access to these is ‘public’ or ‘private’.

 

The Chair of the SJVG will confirm at the start of the meeting that reports and parts of the business listed as private will be discussed in private session (to which only the relevant Company’s directors and their advisers will be admitted).

 

The Chair at her discretion may decide to move from public to private discussion or vice-versa at any point during the meeting.

 

</AI4>

<AI5>

 

Items relating to the Companies

 

 

 

 

</AI5>

<AI6>

4              

Scrutiny comments and/or recommendations

 

 

The Group is asked to consider any comments and/or recommendations from the Companies’ Scrutiny Panel meeting on 14 September (to follow)

6.05 pm

</AI6>

<AI7>

5              

Oxford City Housing Ltd - The Housing Group (Private)

 

 

 

Not attending

</AI7>

<AI8>

5a

OCHL Strategic 10 Year Business Plan – Housing Group of Companies (private)

 

Updated 11 September 2020

This item is withdrawn from the agenda at the request of the OCHL Company Board and will be resubmitted to a future meeting.

 

 

</AI8>

<AI9>

6              

Barton Oxford Limited Liability Partnership (LLP): (Part Private)

 

 

Those who may attend for this company’s items:

City Council’s representatives on the Limited Liability Partnership (LLP):

Stephen Clarke

Jane Winfield

6.15 pm

</AI9>

<AI10>

6a

Barton LLP Quarterly Performance report (Open)

 

Report of the Regeneration and Major Projects Service Manager

Purpose of report:

This report provides an update into the activities of Barton Oxford LLP over the past quarter.

Recommendation: to note the report.

 

 

</AI10>

<AI11>

6b

Barton LLP Quarterly Performance report - Appendix (Private)

 

</AI11>

<AI12>

7              

Oxford West End Development (OxWED) (Private)

 

 

Those who may attend for this company’s items:

Oxford City Council’s Company Directors

Tom Bridgman

Gordon Mitchell

Jane Winfield

Representing the company

Lindsay Cane (Company Secretary)

Kevin Minns (OxWED Executive Officer)

6.30 pm

</AI12>

<AI13>

7a

OXWED: Update to Shareholders 1 September 2020 (Private)

 

Report of the managing director of OXWED

Purpose of report:

To give an update on progress and future work to January 2021

Recommendation:

To note the report and the proposed programme of decisions and funding.

 

 

</AI13>

<AI14>

 

Items for the Shareholder and Joint Venture Group

 

 

Items unrelated to an individual company or companies for consideration by the Group.

 

</AI14>

<AI15>

8              

Minutes of the previous meeting [part private]

 

 

Recommendation: to approve the public and private minutes of the Shareholder and Joint Venture Group meeting on 24 June 2020 as a true and correct record.

 

</AI15>

<AI16>

9              

SJVG Dates of next meetings

 

 

Dates of next scheduled meetings:

Shareholder and Joint Venture Group              Companies Scrutiny Panel

22 October [new date]                                              To be confirmed

To consider the ODS business plan

16 December 2020                                                   14 December 2020

Other meetings may be arranged as required.

 

</AI16>

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Commercially sensitive information

The private/ restricted access parts of this agenda contain commercially sensitive information relating to the Council’s companies and joint ventures. The handling of confidential information is an important element in the relationship of trust that exists between members, officers and the public.

A mishandling of such information or its accidental or deliberate disclosure will damage that trust as well as possibly lead to formal proceedings being taken against the Council, individual members or officers.

The duty not to disclose information provided to a member in confidence is governed by the General Obligations under the Members’ Code of Conduct contained in the Council’s constitution (Paragraph 22.7).

 

Councillors declaring interests

General duty

You must declare any disclosable pecuniary interests when the meeting reaches the item on the agenda headed “Declarations of Interest” or as soon as it becomes apparent to you.

What is a disclosable pecuniary interest?

Disclosable pecuniary interests relate to your* employment; sponsorship (ie payment for expenses incurred by you in carrying out your duties as a councillor or towards your election expenses); contracts; land in the Council’s area; licenses for land in the Council’s area; corporate tenancies; and securities.  These declarations must be recorded in each councillor’s Register of Interests which is publicly available on the Council’s website.

Declaring an interest

Where any matter disclosed in your Register of Interests is being considered at a meeting, you must declare that you have an interest.  You should also disclose the nature as well as the existence of the interest.

If you have a disclosable pecuniary interest, after having declared it at the meeting you must not participate in discussion or voting on the item and must withdraw from the meeting whilst the matter is discussed.

Members’ Code of Conduct and public perception

Even if you do not have a disclosable pecuniary interest in a matter, the Members’ Code of Conduct says that a member “must serve only the public interest and must never improperly confer an advantage or disadvantage on any person including yourself” and that “you must not place yourself in situations where your honesty and integrity may be questioned”.  What this means is that the matter of interests must be viewed within the context of the Code as a whole and regard should continue to be paid to the perception of the public.

 

*Disclosable pecuniary interests that must be declared are not only those of the member her or himself but also those member’s spouse, civil partner or person they are living with as husband or wife or as if they were civil partners.


 

Shareholder and Joint Venture Group

Information about Oxford City Council companies

Information about each company is also available on the Companies House website.

1.  Oxford Direct Services (ODS)                                                                        

ODS is the wholly owned trading arm of the Council.  It is structured as two companies that work together to deliver cost-effective public and commercial services include building, waste & recycling, streetscene, parks & open spaces, highways & engineering, motor transport and pest control.

Companies:

(i)    Oxford Direct Services Limited (ODSL) (Company no.10719222 )

a “Teckal” company* which provides services directly to the Council; and

 

(ii)   Oxford Direct Services Trading Limited (ODSTL) Company no.10719214

is a trading company which trades and competes for business in the wider city economy:

 

Oxford City Council is the sole shareholder in both companies and both are controlled by the same Board of Directors.

*see para 5 for the definition of “Teckal”

 

2.    Oxford City Housing Ltd logoThe Housing Group Oxford

Oxford City Housing Limited (OCHL) is the Council's wholly owned housing company which is aims to increase housing supply in Oxford. OCHL has two wholly-owned subsidiaries and the three companies are known collectively as “The Housing Group”

The Housing Group benefits from “Teckal” status

 

Oxford City Housing Limited – OCHL (Company no.10212716)

This is the parent or holding company for the two subsidiaries (listed below) which were established for the purposes of:

(i)        Buying and selling of own real estate and

(ii)       Letting and operation of own or leased real estate

(iii)      Development of housing projects

 

Oxford City Housing (Investment) Limited – OCH(I)L (Company no.10370637)

The purposes include:

(i)        Buying and selling of own real estate and

(ii)       Letting and operation of own or leased real estate

 

The company primarily procures the social rented housing being delivered at the major new mixed-tenure development at Barton Park, required of housebuilders as part of the Section 106 Agreement entered into by Barton Park LLP (the joint venture between the City Council and Grosvenor Estates). This arrangement is planned to continue for both current and future phases and is anticipated to provide in total 354 social rented homes over a number of years.The homes are let and managed by the Council but ownership remains with the company. The rental stream services the loans taken out by the company from the Council’s General Fund. Future activity would also potentially include forms of ownership of market rented housing.

 

Oxford City Housing (Development) Limited – OCH(D)L (Company no.10370647)

The purpose is:

(i)    Development of housing projects

 

The company delivers mixed tenure housing developments which include the sale of affordable housing units to the Council. For each development scheme there isusually:

·         Open market housing for sale

·         a 50% affordable housing requirement (subject to scheme viability) in the negotiated S106 agreement  and

·         ‘additionality’ where the Council secures grant/subsidy to support the purchase of some or all of the open market housing on each scheme, to ‘flip the tenure’ to achieve additional affordable housing, where this represents value for money.

 

Oxford West End Development Ltd logo

3.    Oxford West End Development Ltd (OXWED) (Company no.09957392)

OXWED is a joint venture development partnership company with Nuffield College created to enable the delivery of a major new mixed used development on the Oxpens site, a key site to the west of Oxford City Centre.

The Council and Nuffield College each have a 50% holding in OXWED and each can appoint three directors to the OXWED Board which takes some strategic and all operational decisions.

OXWED has different shareholder arrangements from the other Council Companies because most shareholder decisions must only be taken by jointly by the shareholders (the Council and Nuffield College).

 

4.    Barton Oxford Limited Liability Partnership (LLP)  (Company no.OC368330)

Barton Oxford LLP is a joint venture development partnership of the Council and Grosvenor Developments Ltd created to enable the delivery of the major new development now known as Barton Park.

The structure and governance of an LLP is different from that of a Limited Company.

 

5.    Definitions

Teckal status: The Housing Group and ODS benefit from “Teckal” status allowing them to trade (contract for works, services or supply) with the Council and other “Teckal” companies wholly within the ownership of the Council, without having to go through a competitive tender process.

A “Teckal” company benefits from contracts for works, services or supply from its controlling Contracting Authority (the Council) without having to go through a competitive tender process and must meet these tests among others:

 


 

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