Apologies were noted from Councillors Arshad, Hayes, Turner and Walcott.

None.

The Group is asked to consider any comments and/or recommendations from the Companies’ Scrutiny Panel on matters not on the agenda. Representatives of the Companies’ Scrutiny Panel may also comment on substantive items.

There were no recommendations from the Companies Scrutiny Panel tabled under this agenda item but members of the Companies Scrutiny Panel contributed to the discussion on the ODS Year to Date Report (see minute 31a).

If the SJVG wishes to exclude the press and the public from the meeting during consideration of any of the items on the exempt from publication part of the agenda, it will be necessary for the SJVG to pass a resolution in accordance with the provisions of Paragraph 4(2)(b) of the Local Authorities (Executive Arrangements) (Access to Information) (England) Regulations 2012 on the grounds that their presence could involve the likely disclosure of exempt information as described in specific paragraphs of Schedule 12A of the Local Government Act 1972.

The SJVG may maintain the exemption if and so long as, in all the circumstances of the case, the public interest in maintaining the exemption outweighs the public interest in disclosing the information.

The SJVG passed a resolution in accordance with the provisions of Paragraph 4(2)(b) of the Local Authorities (Executive Arrangements) (Access to Information) (England) Regulations 2012 to exclude the press and members of the public on the grounds that their presence could involve the likely disclosure of exempt information as described in specific paragraphs of Schedule 12A of the Local Government Act 1972.

Those who may attend for this company’s items:

Company Directors:

Simon Howick

Tim Sadler

Others in attendance:

Lindsay Cane (Company Secretary)

Gregor Budde (Finance Director)

Present for this part of the meeting

·         Simon Howick (Managing Director)

·         Jane Lubbock (Commercial Director)

·         Gregor Budde (Executive Director - Finance)

·         Paul Concannon (Property Services Director)

A report to update the Shareholder Group on the ODS Group performance and headlines for the year to date 2021/22.

The Shareholder Group is recommended to:

1.    Note ODS Group performance to date for the financial year 2021/22;

2.    Note the 2020/21 outturn and  distributable reserves. The accounts have been signed off by the auditors and filed at companies house;

3.    Note the 2021/22 financial performance and progress in driving commercial growth; and

4.    Note the update regarding Aareon QL and the depot project

The Managing Director presented the 2021/22 Year to Date Report.

The Shareholder and Joint Venture Group discussed the report in private session. Members of the Companies Scrutiny Panel contributed questions and comments.

The Shareholder and Joint Venture Group resolved to:

1. Note ODS Group performance to date for the financial year 2021/22

2. Note the 2020/21 outturn is confirmed as a £801,083 profit and the distributable reserves are now £2,584,843. The accounts have been signed off by the auditors and filed at companies house

3. Note the 2021/22 financial performance and progress in driving commercial growth

4. Note the update regarding Aareon QL and the depot project

A report to seek the consent of the Shareholder and Joint Venture Group to a proposed restructure of the ODSL and ODSTL Boards, and the appointment of three additional directors.

The Shareholder and Joint Venture Group is recommended to resolve to approve the:

1.    Restructure of the Oxford Direct Services Limited (“ODSL”) and the Oxford Direct Services Trading Limited (“ODSTL”) Boards in the manner proposed in this report, namely that the composition of the two Boards be designed to better reflect the individual business requirements of their respective companies, and will not necessarily comprise exactly the same individual directors, and enable a more balanced representation of both executive and non-executive directors;

2.    Appointment of Gregor Budde as a director of both ODSL and ODSTL;

3.    Appointment of Anne-Marie Scott as a director of ODSL; and

4.    Appointment of Jane Lubbock as a director of ODSTL.

The Managing Director presented a report on the ODS board restructure. The work of the two ODS companies was becoming more discrete and the paper recommended some changes to the membership of the company boards.

The Shareholder and Joint Venture Group resolved to:

1. Approve the restructure of the Oxford Direct Services Limited (“ODSL”) and the Oxford Direct Services Trading Limited (“ODSTL”) Boards in the manner proposed in this report, namely that the composition of the two Boards be designed to better reflect the individual business requirements of their respective companies, and will not necessarily comprise exactly the same individual directors, and enable a more balanced representation of both executive and non-executive directors;

2. Approve the appointment of Gregor Budde as a director of both ODSL and ODSTL;

3. Approve the appointment of Anne-Marie Scott as a director of ODSL; and

4. Approve the appointment of Jane Lubbock as a director of ODSTL.

Recommendation: to approve the public and private minutes of the Shareholder and Joint Venture Group meeting on 01 Decemberas a true and correct record.

These minutes will be published as a supplement.

The Shareholder and Joint Venture Group agreed to take the minutes of the previous meeting at the next meeting, as these had not been circulated.