Agenda and minutes

Shareholder Committee - Wednesday, 11th October, 2017 10.00 am

Venue: Witham Room - South Kesteven House, St. Peter's Hill, Grantham. NG31 6PZ. View directions

Contact: Jo Toomey  Email:

No. Item



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    Councillor Lee apologised as he had to leave the meeting early to attend to business as Leader of the Council. The Deputy Leader of the Council, in whose name two of the reports were submitted, also sent an apology as he was unable to attend the meeting.


Disclosure of Interest

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    Members are asked to disclose any interests in matters for consideration at the meeting.



    No interests were disclosed.


Minutes of the meeting held on 3rd April 2017 pdf icon PDF 150 KB

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    As the only member of the Committee who had been present at the meeting on 3 April 2017, Councillor Baxter confirmed that the minutes were an accurate record.

Exclusion of the public


It was proposed, seconded and agreed that the press and public be excluded from the meeting during discussion of the following item of business because of the likelihood that commercially sensitive information, exempt under paragraph 3 of Schedule 12A of the Local Government Act 1972 as amended, would be disclosed to them.


10:06 – The press and public were excluded from the meeting.


Wherry's Lane, Bourne Business Plan




The Committee


1.    Notes the details of the scheme set out in the report submitted by Gravitas Housing to develop the land for sale at market value, including the updated financial appraisal and the phasing of the project over an 18-month period

2.    Recommend to Cabinet the sale of Council owned land at Wherry’s Lane to Gravitas at the market price of £220k which reflected the Council’s affordable housing policy requirement

3.    Note that funding of the scheme had already been approved by the Council

4.    Note the arrangements for procuring the scheme by way of a design and build contract tender process

5.    Note that regular reports would be submitted on the progress of the scheme


In presenting the report, the directors of Gravitas Housing explained that the Council had been commissioned to put together a proposal for a site at Wherry’s Lane, Bourne, which would form phase 2 of the development of the area. At its meeting in April 2017, the Shareholder Committee had considered the principle of development on the site and tasked the directors to provide more information on potential yields, tenure and composition.


In order for the development to proceed, the Committee was asked to recommend to Cabinet, the release of the land for market value, which had been assessed through the independent appraisal of the district valuer.


The report included an indicative timetable for delivery. Members were advised that the site was an attractive first development for the company because of its scale and the speed with which it could be delivered.


Some discussion ensued on the financial benefits that the company could deliver for the Council and the potential tax implications for both the company and the authority. Committee members were informed that the Council would receive a return on its financial investment through the repayment of the commercial loan it made to the company. The Council would also re-charge the company for the time the directors spent on company business and for the use of Council facilities or equipment for the purposes of the company.


A question was asked whether Gravitas intended to set up project companies that could be disposed of when development was completed and the company’s liability had ended. The directors advised that they would consider this option but would need to have arrangements in place for ongoing responsibilities for the common parts of the development.


A question was also asked about the planning risks associated with the project. Pre-application advice had been sought on the proposal; the site was a brown-field site in a town centre and the development of such sites was strongly advocated by government.


A request was made that the development should be built to a high environmental standard and that this should be incorporated within the tender documents for the design and build contract. The company directors gave assurances that they aimed to deliver a high quality development and would take advice on market demand for such enhancements. However they affirmed that  ...  view the full minutes text for item 18.


Statutory Officer Report pdf icon PDF 97 KB

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    Report LDS239 from the Deputy Leader of the Council and Cabinet Member for Business Transformation and Commissioning.



    Report number LDS239 explained that the statutory officers for the Council had not been appointed as directors for the local authority controlled company. Instead, they would assist and advise the Shareholder Committee to ensure that the Company complied with the necessary governance and performance requirements. The Council’s statutory officers would attend the company’s meetings as observers.


    Members asked about arrangements for a company AGM. If required there would be a special meeting of the company’s board to which shareholders would be invited. The Committee was advised that the company would also produce an annual report, which would be presented to the Council via the Shareholder Committee.


    Members were keen to ensure that the activities of the company were particularly transparent because of its relationship with the Council. The company directors assured the Committee that they would be guided by the requirements of best practice and probity in their activities.


New Director pdf icon PDF 84 KB

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    Report LDS240 from the Deputy Leader of the Council and Cabinet Member for Business Transformation and Commissioning.

    (Report to Follow)




    1.    The Committee determines that at the current time the company should continue to operate with three directors

    2.    The number of directors should be kept under review

    3.    New directors should be appointed based on their relevant skills as the company determines its future direction


    Report number LDS240 informed the Shareholder Committee that one of the company directors, John Armstrong, had resigned from his position with the Council and consequently ceased to be a director of the company. The company board remained quorate with three directors.


    The Committee agreed that when any director resigned from the organisation Companies House should be informed with immediate effect.


    The directors made a recommendation to the Committee that a replacement director was not required at this point; they felt given the skills and experience of the three remaining directors, Gravitas would still be able to successfully deliver its initial project. They added that it would be appropriate for this to be kept under review and additional directors identified, based on their skills and knowledge, when there was a clearer idea of the company’s future activity. Determination of future director appointments would be considered in conjunctions with the company’s business plan, which was being prepared. The plan would be brought to a future meeting of the Shareholder Committee.


    Members discussed the distinction between executive directors who were officers of the Council and external directors who were appointed because of their skills and knowledge in a specialist field. Clarification was given that an executive directorship that sat with a Council employee would cease when that director ceased to work for the Council. Members suggested that there might be circumstances where it would be appropriate for that individual to continue their directorship, for instance, in the interests of continuity, however, in order to allow this, the company’s articles would need amending.


    Following discussion, members supported the recommendation of the directors and it was proposed, seconded and agreed that no additional director should be appointed at this time. The committee also agreed to keep directorships under review, particularly in light of any new projects or areas of operation for the company.


Close of meeting

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    The meeting was closed at 11:10am.