Agenda, decisions and draft minutes


Shareholder Committee - Wednesday 16 October 2024 6.30 pm

Venue: Bodicote House, Bodicote, Banbury, Oxon OX15 4AA

Contact: Kerry Wincott, Law and Governance  Email: kerry.wincott@cherwell-dc.gov.uk, 01295 221586

Items
No. Item

15.

Declarations of Interest

Members are asked to declare any interest and the nature of that interest which they may have in any of the items under consideration at this meeting.

 

Minutes:

Councillor Pattenden announced that he was the interim Director for Crown House. The Committee confirmed that this would not prevent Councillor Pattenden from speaking freely.

 

16.

Minutes pdf icon PDF 215 KB

To confirm as a correct record the Minutes of the meeting of the Committee held on 26 June 2024.

Additional documents:

Minutes:

The minutes of the meeting of the Committee held on 26 June 2024 were confirmed as a correct record and signed by the Chairman.

17.

Chairman's Announcements

To receive communications from the Chairman

Minutes:

The Chairman welcomed Councillor Cotter to the meeting and introduced the participants.

 

The Chairman highlighted the increase in public sessions to promote transparency.

 

18.

Urgent Business

The Chairman to advise whether they have agreed to any item of urgent business being admitted to the agenda.

Minutes:

There were no items of urgent business.

19.

Crown House Banbury Limited - Quarter One Business Report 2024/25 pdf icon PDF 310 KB

Report of Shareholder Representative

 

Purpose of report

 

To note, comment and approve recommendations in response to Crown House Banbury Limited Quarter One 2024/25 Business Report.

 

Recommendations

The Shareholder Committee resolves:

 

1.1           To note and comment on the Crown House Banbury Limited Quarter One 2024/25 Business Report as contained in this report. 

 

1.2           To note the temporary appointment of Councillor Rob Pattenden as a Director of the Crown House companies. This position will be reviewed at the end of the financial year to assess the recruitment of an independent NED, as this is best practice.

Decision:

 

Resolved

 

(1)  That Crown House Banbury Limited Quarter One 2024/25 Business Report be noted and commented on.

 

(2)  That the temporary appointment of Councillor Rob Pattenden as a Director of the Crown House companies be noted. This position will be reviewed at the end of the financial year to assess the recruitment of an independent NED, as this is best practice.

 

Minutes:

The Committee considered a report from the Shareholder Representative, which detailed Crown House Companies' in-year key performance, financial update and operation delivery for Quarter One 2024/25.

 

The Company Director acknowledged an oversight in the accounting data and confirmed that a written revision be presented at the upcoming Committee meeting

 

Resolved

 

(1)  That Crown House Banbury Limited Quarter One 2024/25 Business Report be noted and commented on.

 

(2)  That the temporary appointment of Councillor Rob Pattenden as a Director of the Crown House companies be noted. This position will be reviewed at the end of the financial year to assess the recruitment of an independent NED, as this is best practice.

 

20.

Revisions to the Graven Hill Shareholder Agreement pdf icon PDF 236 KB

Report of Monitoring Officer and Assistant Director Law and Governance

 

Purpose of report

 

This report recommends changes to the Shareholder Agreement that governs the relationship and decision making as between the Council and the Graven Hill companies.

 

The changes arise following implementation of the Governance Review in 2023.

Recommendations

The Shareholder Committee resolves:

 

1.1           To approve the changes to the Shareholder Agreement.

 

1.2           To delegate to the Assistant Director Law and Governance to make further  amendments to the Shareholder Agreement, including inserting the Data Protection Schedule to the Agreement

 

1.3           To delegate to the Assistant Director of Law and Governance the execution of the Agreement as a deed.

 

Additional documents:

Minutes:

The committee agreed to postpone the item for further discussion at the upcoming Shareholder Committee meeting scheduled for December 2024.

 

The Shareholder Representative confirmed that executive directors had received the report, it had not then been seen by non-executive directors prior to publication. In light of this, a meeting with relevant company directors would take place, as the final revisions should be arrived at through a collaborative process.  

21.

Graven Hill Village Development Company (GHVDC) - Governance Review Action Plan - Update pdf icon PDF 418 KB

Report of Monitoring Officer & Assistant Director – Law and Governance

 

Purpose of report

 

This report presents an update of the Governance Review Action Plan, which commenced following a request at the Shareholder Committee meeting dated 05 July 2023 to ensure oversight of the remaining actions emerging from the Governance Review, carried out by WBD Solicitors.

 

Recommendations

The Shareholder Committee resolves:

 

1.1     To approve the updated Graven Hill Governance Review Action Plan attached at Exempt Appendix A.

Decision:

Resolved

 

(1)  That the updated Graven Hill Governance Review Action Plan be approved.

Minutes:

The Committee considered a report from the Monitoring Officer and Assistant Director of Law and Governance presenting an update of the exempt Governance Review Action Plan. The action plan commenced following a 
request at the Shareholder Committee meeting dated 05 July 2023 to ensure 
oversight of the remaining actions emerging from the Governance Review.  
report. 

 

Resolved

 

(1)  That the updated Graven Hill Governance Review Action Plan be approved.

22.

Graven Hill Village Development Company (GHVDC) - Quarter One Business Report 2024/25 pdf icon PDF 251 KB

** An exempt version of this report and the exempt appendices are included on this agenda at a separate item **

 

Report of Shareholder Representative

 

Purpose of report

 

To note, comment and approve recommendations in response to the GHVDC Quarter One Business Report.

 

Recommendations

The Shareholder Committee resolves:

 

1.1     To note and comment on the GHVDC Quarter One Business Report.

 

1.2     To approve the GHVDC Quarter One Business Report.

 

Decision:

Resolved

 

(1)  That the Graven Hill Village Development Company (GHVDC) Quarter One Business Report be noted and commented on.

 

(2)  That the Graven Hill Village Development Company (GHVDC) Quarter One Business Report be approved.

Minutes:

The Committee considered a report from the Shareholder Representative, which contained confidential appendices outlining the Graven Hill Village Development Company's (GHVDC) Quarter One (2024/25) Business Report Update.

 

The Committee expressed gratitude to all participants for their valuable contributions during the recent Graven Hill Village Development Company (GHVDC) Strategy Day.

 

Resolved

 

(1)  That the Graven Hill Village Development Company (GHVDC) Quarter One Business Report be noted and commented on.

 

(2)  That the Graven Hill Village Development Company (GHVDC) Quarter One Business Report be approved.

23.

Exclusion of the Public and Press

The following items of business contain exempt information as defined in the following paragraphs of Part 1, Schedule 12A of Local Government Act 1972.

 

3                Information relating to the financial or business affairs of any particular person (including the authority holding that information)

 

Members are reminded that whilst the following items have been marked as exempt, it is for the meeting to decide whether or not to consider each of them in private or in public. In making the decision, members should balance the interests of individuals or the Council itself in having access to the information. In considering their discretion members should also be mindful of the advice of Council Officers.

 

Should Members decide not to make a decision in public, they are recommended to pass the following recommendation:

 

“That, in accordance with Section 100A(4) of Local Government Act 1972, the press and public be excluded from the meeting for the following items of business, on the grounds that they could involve the likely disclosure of exempt information as defined in paragraph 3 of Schedule 12A of that Act and that in all the circumstances of the case, the public interest in maintaining the exemption outweighs the public interest in disclosing the information.”

 

 

 

 

 

24.

Crown House Banbury Ltd - Quarter 1 Business Report 2024/25 - Exempt Appendix

Decision:

As set out under agenda item 6.

Minutes:

As set out under minute item 19.

25.

Graven Hill Village Development Company (GHVDC) - Governance Review Action Plan Update - Exempt Appendix

Decision:

As set out under agenda item 8.

Minutes:

As set out under minute item 21.

26.

Graven Hill Village Development Company (GHVDC) - Quarter One Business Report 2024/25

Exempt report of Shareholder representative

Decision:

As set out under agenda item 9.

Minutes:

As set out under minute item 22.