Agenda and minutes

Members are asked to declare any interests in the items under consideration and in doing so state:

(1) the type of interest concerned either a

(a)   personal interest

(b)   prejudicial interest

(c)    disclosable pecuniary interest (DPI)

and

(2) the nature of the interest concerned

If any member requires advice on declarations of interests, they are advised to contact the Head of Democratic Governance in advance of the meeting.

There were no declarations of interest on this occasion.

The Shareholder Committee agreed that under Section 100A of the Local Government Act 1972, the public be excluded from the meeting during consideration of Item 3 ‘Minutes of the meetings held on 19 and 26 November 2021’ (restricted minutes only), Item 5 ‘Wholly Owned Subsidiaries Governance Review Assignment Report 2021/2022’, Item 6 ‘Wholly-Owned Company Financial Performance as at Month 8 2021/2022’, Item 7 ‘Shareholder Update’, Item 8 ‘Blackpool Entertainment Company Limited – Meet Blackpool’ and Item 9 ‘Blackpool Airport Operations Limited – Update Report’ on the grounds that they would involve the likely disclosure of exempt information as defined in Paragraph 3 of Part 1 of Schedule 12A of the Act.

To agree the minutes of the meetings held on 19 and 26 November 2021 as a true and correct record.

(This item contains commercially sensitive information which is exempt from publication by virtue of Paragraph 3 of Part 1 of Schedule 12A of the Local Government Act 1972).

The Committee considered the minutes of the meetings held on 19 and 26 November 2021, noting that there was a public and restricted version of each set of minutes.

The Committee agreed the minutes of the meetings be signed by the Chair as a true and correct record.

To inform the Shareholder of the guidance published by Local Partnerships in relation to Council governance of wholly-owned or partly-owned companies.

Mr Mark Towers, Group Company Secretary and Mrs Lorraine Hurst, Company Secretary presented the Local Authority Company Review Guidance to the Committee and highlighted its importance. The guidance set out to help Councils carry out effective review of wholly-owned companies. The good governance practices that the Council already had in place were noted as were the areas for improvement. The key areas identified for consideration from within the guidance also overlapped with some of those identified by the Wholly-Owned Subsidiaries Governance Review Assignment Report 2021/2022 to be considered by the Committee in the following item on the agenda.

The Committee was advised of the key areas covered in the guidance and how these related to the role of the Shareholder Committee in having oversight of major decisions, setting strategic objectives, evaluation of performance and regular review of whether the Company continued to be the most effective way to deliver outcomes. The assurance and evidence that the Counci should have in place to demonstrate good governance of its commercial entities was also highlighted.

Members recognised the importance of the companies understanding the role and vision of the Shareholder and discussed in detail their views on conflict resolution and the relationship between the Shareholder Committee and company boards. The importance of acknowledging risk was also noted and, linking to a recommendation in the Governance Review Assignment Report, the relationship between the Shareholder Committee and Council’s Audit Committee was explored. The need for commercial agreements and appropriate contract management arrangements was also highlighted.

In relation to appointments to Company Boards, it was reported that the process had been altered to ensure that there was a focus on skills, experience and diversity and in ensuring that non-executive directors appointed to the Board, including councillors, had the right knowledge and training. Board Member appraisals were completed on an annual basis, with development needs identified through this process.

The Local Authority Company Review Guidance was welcomed by the Shareholder Committee and officer representatives and it was noted that the Company Governance Framework was being reviewed to reflect the guidance and would be submitted to a future meeting of the Shareholder Committee for consideration.

Shareholder Committee decision:

To endorse the Local Authority Company Review Guidance for use to inform the review of the governance framework for the Council’s company group.

Reason for decision:

The Shareholder Committee’s role includes to provide oversight of risk and performance of Council companies and ensure that the structures and processes in place are sufficiently robust. The document provides a framework to assist the Council in avoiding risks involved in running commercial endeavours.

Other options considered:

The Committee could have determined to not approve the approach, which would be against best practice and Government guidance.

Date of decision:

21 January 2022.

To receive the report of the independent Wholly Owned Subsidiaries Governance Review 2021/2022.

(This item contains commercially sensitive information which is exempt from publication by virtue of Paragraph 3 of Part 1 of Schedule 12A of the Local Government Act 1972).

(The press and public were excluded prior to the consideration of this item as defined in Paragraph 3 of Part 1 of Schedule 12A of the Local Government Act 1972).

Ms Louise Cobain, Executive Director of Assurance, MIAA presented the Wholly Owned Subsidiaries Governance Review Assignment Report 2021/2022 to the Committee and outlined the key recommendations made by the review.

The Committee discussed the report and its recommendations in detail.

Shareholder Committee decision:

To endorse the recommendations as outlined in the Wholly Owned Subsidiaries Governance Review 2021/2022 and receive an action plan for the implementation of the recommendations to a future meeting.

Reason for decision:

To ensure the governance of the Council’s wholly-owned companies is kept under timely review by Members.

Other options considered:

To not endorse the recommendations.

Date of decision:

21 January 2022.

Ms Louise Cobain, Executive Director of Assurance, MIAA left the meeting following the conclusion of the item.

To report detailed information on the financial performance of each of the Council wholly-owned companies to the Shareholder Committee in line with decision EX26/2021.

(This item contains commercially sensitive information which is exempt from publication by virtue of Paragraph 3 of Part 1 of Schedule 12A of the Local Government Act 1972).

(The press and public were excluded prior to the consideration of this item as defined in Paragraph 3 of Part 1 of Schedule 12A of the Local Government Act 1972).

Mr Steve Thompson, Director of Resources provided an overview of the financial performance of the Council’s Wholly-Owned Companies as at Month 8 2021/2022.

The Committee discussed the financial information in detail and noted the report.

To receive a verbal update on the Council’s wholly-owned companies provided by the Shareholder representatives.

(This item contains commercially sensitive information which is exempt from publication by virtue of Paragraph 3 of Part 1 of Schedule 12A of the Local Government Act 1972).

(The press and public were excluded prior to the consideration of this item as defined in Paragraph 3 of Part 1 of Schedule 12A of the Local Government Act 1972).

Mr Steve Thompson, Director of Resources, Mr Alan Cavill, Director of Communications and Regeneration and Mr Mark Towers, Group Company Secretary were invited to provide and update on the Council Wholly-Owned Companies on behalf of the Shareholder.

The Committee noted the update provided.

To consider the proposal for Blackpool Entertainment Company Limited (BECL) to create and launch the MEET Blackpool Conference Bureau.

(This item contains commercially sensitive information which is exempt from publication by virtue of Paragraph 3 of Part 1 of Schedule 12A of the Local Government Act 1972).

(The press and public were excluded prior to the consideration of this item as defined in Paragraph 3 of Part 1 of Schedule 12A of the Local Government Act 1972).

Mr Peter Evans, Operations Director, Blackpool Entertainment Company Limited (BECL), Ms Paula Davies, Commercial Director, BECL and Councillor Amy Cross, Chair, BECL Board joined the meeting for this item only.

Ms Paula Davies, Commercial Director, Blackpool Entertainment Company Limited (BECL) presented the report to the Committee and highlighted the key issues for discussion.

The Committee sought clarification on the level of resource being committed to the initiative by all parties and the way in which BECL would ensure independence in providing the service on behalf of the whole town, noting the introduction of a new Steering Group.

Shareholder Committee decision:

To approve the forming of MEET Blackpool and its management by Blackpool Entertainment Company Limited.

Reason for decision:

To ensure that there was a dedicated resource to attract conference and exhibitions to Blackpool.

Other options considered:

The Committee could have determined to not approve the approach.

Date of decision:

21 January 2022.

Mr Peter Evans, Operations Director, Blackpool Entertainment Company Limited (BECL), Ms Paula Davies, Commercial Director, BECL and Councillor Amy Cross, Chair, BECL Board left the meeting following the conclusion of the item.

To update the Shareholder Committee on the current status of the Company and to provide a summary of performance for the current financial year.

(This item contains commercially sensitive information which is exempt from publication by virtue of Paragraph 3 of Part 1 of Schedule 12A of the Local Government Act 1972).

(The press and public were excluded prior to the consideration of this item as defined in Paragraph 3 of Part 1 of Schedule 12A of the Local Government Act 1972).

Mr Glynn Wright, Acting Airport Manager, Blackpool Airport Operations Limited (BAOL) and Councillor Gillian Campbell, Chair, BAOL Board joined the meeting for this item only.

Mr Glynn Wright, Acting Airport Manager, Blackpool Airport Operations Limited presented the report to the Committee and highlighted the key issues for discussion including the financial position of the Company and the performance against the identified key performance indicators.

The Committee agreed to note the update.

To note the date and time of the next meeting as 11 February 2022, commencing at 10am.

The Committee noted the date and time of the next meeting as 11 February 2022, commencing at 10am.