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.

Resolved:  That under Section 100 (A) of the Local Government Act 1972 the public be excluded from the meeting during consideration of the whole item, including the decisions referred to at Agenda items  ***   and  ***  on the grounds that it would involve the likely disclosure of exempt information as defined in paragraph  ***  and  ***  of Part 1 of Schedule 12A of the Act.

The Committee considered excluding the public and press from a number of items on the agenda that would likely lead to the disclosure of information that was exempt from publication 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. The Committee carefully considered the public interest and concluded that the public interest would be best served by excluding the public and press due to the potential impact on the Council’s wholly owned companies and third parties

Resolved:

That the public and press be excluded from the meeting during consideration of the following agenda items Item 2 Minutes of the meeting held on 25 February 2022; Item 3 Shareholder Update; Item 4 Wholly Owned Company Financial Performance at Month 10 2021/22; Item 8 Blackpool Operating Company Services Limited Financial Position and Item 9 Blackpool Operating Company Limited Key Performance Indicators; 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 last meeting held on 25 February 2022 as a true and correct record.

There are two sets of minutes one public and one restricted attached.

(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 last meeting held on the 25 February 2022, noting that there was a public and restricted version of the minutes.

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

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 Mark Towers, Group Company Secretary,  Mr Alan Cavill, Director of Communications and Regeneration and Ms Kirsten Whyatt, Finance Director were invited to provide an update on the Council Wholly-Owned Companies on behalf of the Shareholder.

The Committee noted the update provided.

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).

Ms Kirsten Whyatt, Finance Manager, provided an overview of the financial performance of the Council’s Wholly-Owned Companies as at Month 10 2021/2022. Ms Whyatt reminded members that this would the final monthly monitoring report of 2021/22 and it was intended that the final outturn would be presented to the June meeting.

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

The Committee to note the actions required on the Action Tracker document and receive an update on progress on any actions outstanding.

The Board considered an action tracker of decisions. It noted progress updates on a range of decisions previously taken by the Committee.

The Shareholder Committee agreed that this document provided a useful and important way to monitor the implementation of previously agreed actions. The Committee agreed that the action tracker should continue to be presented to the Shareholder Committee.

To consider the attached report on a proposed governance framework for the Council’s wholly-owned companies.

The Shareholder Committee considered a report on a proposed governance framework for the Council’s wholly-owned companies. Mr Mark Towers, Group Company Secretary and Mrs Lorraine Hurst, Deputy Company Secretary, presented the report to the Committee and in doing so they highlighted that the Council as Shareholder had since 2016 had a governance framework in place. In 2021, particularly as a result of the issuing of the revised Local Partnerships guidance for Councils running commercial and trading companies, it had been considered that the framework should be fully updated and revised based on this guidance and other best practice documents.

Mr Towers explained that during the development of the framework, workshops had been held with Chairs of the Company Audit Committees and other representatives including company Managing Directors and Finance Directors. It was noted that the revised framework now covered a wider range of governance matters including those areas recommended within the Local Partnerships guidance and highlighted for inclusion in the recent external audit review including: Board director roles, obligations and training; management and reporting of risk and strategic plans; and shareholder matters including reserved matters and statutory officers. It was emphasised that the management of risk section had been completely updated to ensure that companies agreed a risk appetite and reported risks in a consistent manner.

The document would be supplemented by the future development of supporting governance documents such as a disputes resolution procedure and conflicts of interests policy.

The introduction of a revised framework would ensure consistency across companies but it was noted that the framework would include sector specific modifications to meet regulatory requirements where appropriate.

Mr Towers explained that following consultations two minor additions had been proposed one to ensure the Audit Committees were required to consider the monitoring of the ethical framework and that Employment Committees should have an oversight of the company’s pension arrangements.

Shareholder Committee decision:

1.      To approve the model governance framework, subject to the minor amendments outlined above, for all wholly-owned companies within the Council group.

2.      For the Shareholder to request that company Boards adopt the framework at the next cycle of meetings, together with appropriate tailoring for the company and its sector.

Reason for the decision:

The Shareholder Committee noted its role to ensure that companies within its group have robust governance arrangements based on guidance available and best practice. The model framework had been developed on this basis and provides consistent governance arrangements across the group. The review of the framework was noted in the recent external audit on wholly owned subsidiary governance and formed part of the recommendations for the Council in its shareholder role.

Other options considered:

The Shareholder Committee noted an alternative would be to not have an updated governance framework but agreed that this would be would pose a potential governance risk to the Council and its companies.

Date of decision:

18 March 2022.

To consider the attached report on the future of Lancashire Management Operations Limited.

The Shareholder Committee considered a report on the recommendations of the Blackpool Housing Company Limited Board and the Lancashire Management Operations Limited Board regarding the transfer of the lease for the Tramshed student accommodation in Preston to Blackpool Housing Company Limited.

The report was presented to the Committee by Mr Mark Towers, Group Company Secretary. Mr Towers explained some of the history behind the acquisition of the Tramshed providing student accommodation in Preston as an out of borough investment under the Council’s Growth and Prosperity Programme. Mr Towers then explained the current and long term forecast position of Lancashire Management Operations, explaining that this meant that there was assurance that the development would be operated in a sustainable way and could now be assimilated into one of the Council companies to be managed. The current set-up had become disproportionate for the governance required for the lease. Blackpool Housing Company Board had agreed to the transfer of the Tramshed to the Company at its meeting on 22 February 2022 and the Lancashire Management Operations Board had similarly agreed to the transfer on 8 February 2022.

Ms Kirsten Whyatt, Finance Manager, explained that the Council’s finance team would continue to provide support to the company during its transition until the completion of the audit for 2021/22. She further explained that the staff resources available from Blackpool Housing Company Limited would ensure continued good financial stewardship and governance.

The Shareholder Committee endorsed the course of action noting the support of the companies involved and that it had always been intended that the governance structures would be reviewed after the company had been within the Council’s ownership for a number of years and its position had been stabilised.

Shareholder Committee decision:

Reason for the decision:

The Shareholder Committee considered that the Tramshed had been operating in a sustainable way and could now be assimilated into one of the Council companies to be managed. It agreed that the current set-up is disproportionate for the governance required for the lease The arrangement does not require a separate company to be in place and once transferred should not be too resource intensive for Blackpool Housing Company. The Committee also noted that this course of action had been approved by the Board of Lancashire Management Operations Limited and Blackpool Housing Company Limited.

Other options considered:

The Committee considered retaining the company in its stand-alone current state.  However it agreed that the governance and management required would not  ...  view the full minutes text for item 8.

To provide an update to the Committee on Blackpool Operating Company Limited’s performance to date for the financial year 2021/22 and to provide supporting narrative around the forecast outturn at March 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).

Mr John Child, Managing Director and Councillor Graham Cain, Chair of Blackpool Operating Company Limited joined the meeting at this point.

Mr John Child, Managing Director and Councillor Graham Cain, Chair of Blackpool Operating Company Limited provided an update on Financial Performance

The Committee noted the update.

To provide information regarding performance against KPIs for the company.

(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 John Child, Managing Director and Councillor Graham Cain, Chair of Blackpool Operating Company Limited provided an update on Key Performance Indicators.

The Shareholder Committee noted that as well as the excellent performance against key performance indicators that the Sandcastle Water Park had become the only attraction in England to be accredited with the Green Key Award, which recognised excellence in the field of environmental responsibility and sustainability operations. The Committee suggested that the Council explored a range of options for promoting this success with other partners and how other companies could learn from this award.

The Committee noted the update.

To note the date and time of the next meeting as Friday 27 May 2022, commencing at 10am, subject to confirmation at Annual Council.

The Committee noted the date and time of the next meeting as Friday 27 May 2022, at 10am and noted that this date would be subject to confirmation at Annual Council.