Councillor Linda Smith was unable to join in person but joined the meeting online.

There were no declarations of interest. 

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 Shareholder and Joint Venture Group 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 Oxford City Council, Town Hall, St Aldate’s, Oxford OX1 1BX 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 Head of Financial Services and Head of Law and Governance will submit commentary to the Shareholder and Joint Venture Group on reports to be considered.

Commentaries to follow.

The SJVG received a report from the Head of Financial Services which provided an overview on a number of distinct areas outlined within the report. The SJVG also received a report from the Head of Law and Governance, offering commentary on the reports relating to ODS.

The SJVG discussed the reports in private session. 

The SJVG noted the contents of the report.

The Finance and Performance Panel will meet on 27 August 2024. The following reports are expected, together with any other recommendations from that meeting:

·       ODS Group Performance Report

·       ODS Executive Pay and Executive Pay Policy

The SJVG received two reports from the Scrutiny Officer, which provided an overview of the recommendations from the Scrutiny Panel.

The SJVG discussed the report in private session. The Scrutiny Officer responded to questions from the SJVG.

The SJVG noted the contents of the report.

Councillor Turner left the room during the discussion of these reports.

Report of: ODS Group Board

Summary and recommendations

Purpose of report: To provide the SHJV with an end of year summary and discuss the dividend for the trading period 2023/2024; to outline progress on growing the commercial business ODSTL.

Recommendation(s): That the Shareholder and Joint Venture Group resolves:

1.    To note the ODS Group draft profit for 2023/24 is £3,369k against a budget of £2,719k and the statutory audit is scheduled to be completed at the end of September 2024.

2.    To note that the Board will defer any consideration of the declaration of a dividend until the statutory audit is complete.

3.    To note a review of the ODSL cost model is underway in addition to the Clienting & Commissioning Review which has a bearing on recommendation 2.

4.    To note progress in growing ODSTL which is in line with the current business plan.

Present for this part of the meeting:

Tim Sadler, Chair of ODSL/ODSTL, Non-Executive Director

Catherine Pridham, Non-Executive Director

Michael Whitwell, Non-Executive Director

Cath Robinson, Incoming Chair of ODSL/ODSTL, Non-Executive Director

Simon Howick, Managing Director, ODS Group

Jason Munro, Interim Business Development Director

Lindsay Cane, Company Secretary, ODS Group

James Gutteridge, Finance Consultant

Report of: ODSTL Board

Summary and recommendations

Purpose of report: The purpose of this report is to seek shareholder approval to introduce group life cover for ODSTL members of staff. 

Recommendation(s): That the Shareholder and Joint Venture Group resolves to:

1)             to approve the changes to the terms and conditions of the 15 existing staff (as listed in appendix 2)

2)             to approve the addition of the benefit to the ODSTL pay policy noting that the benefit will therefore be available to all future employees of ODSTL

The SJVG received a report which sought approvalfrom the shareholder to introduce group life cover for ODSTL members of staff.

The SJVG discussed the report in private session.

Report of:    Company Secretary of ODSL and ODSTL

Summary and recommendations

Purpose of report: The appointment of Board Directors of ODSL and ODSTL is a matter reserved for the Shareholder, and this report recommends the appointment of a new executive director to the Boards of both companies and also notes the recruitment of a new non-executive Chair of the Boards.

Recommendation(s): That the Shareholder and Joint Venture Group resolves to:

1.             Appoint Christopher Urwin as a director of both Oxford Direct Services Limited and Oxford Direct Services Trading Limited;

2.             Note the changes to the Boards of the two companies following the retirement of Tim Sadler from his post as Chair.

The appointment of Board Directors of ODSL and ODSTL is a matter reserved for the Shareholder. The SJVG received a report which recommended the appointment of a new executive director to the Boards of both companies and noted the recruitment of a new non-executive Chair of the Boards.

The SJVG discussed the report in private session.

Report of:               ODS Group Board REMCO

Summary and recommendations

Purpose of report: To seek agreement for an increase of 3.4% for the Executive Team. The recent audit into Executive Pay and the role of REMCO is provided for background.

Recommendation(s): That the Shareholder and Joint Venture Group resolves:

1.             To agree the 2024/25 pay increase for the ODS Executive Team of 3.4%, noting that this outside of the Executive Pay Policy.

2.             To note the internal advisory audit into Executive Pay.

The SJVG received a report which sought approval for an increase in pay for the ODS Executive Team. The recent audit into Executive Pay and the role of REMCO was provided for background.

The SJVG discussed the report in private session.

Recommendation: to approve the public and private minutes of the Shareholder and Joint Venture Group meeting on 27 March 2024 as a true and correct record.

The Shareholder and Joint Venture Group received the private minutes of the meeting held on 27 March 2024 and approved these as a true and accurate record.