Agenda and minutes

Companies Committee - Wednesday, 21st October, 2020 2.00 pm

Venue: Virtual meeting - This meeting is being held remotely using Skype for Business. View directions

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No. Item


Register of attendance, membership and apologies for absence

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    A register of attendance was taken. An apology for absence was received from Councillor Susan Sandall. 



Disclosure of interests

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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 22 September 2020 pdf icon PDF 196 KB

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    Following a vote, the minutes of the meeting held on 22 September 2020, were agreed as a correct record, subject to the following amendments:


           Amendment of typographical errors


           The clarification of names of postholders in the attendance list of the minutes


           Item 6, paragraph 12 reference; “Then further director appointments, along with external non-executive directors, would be made at a future meeting”. Be changed to “Then further director appointments, along with external non-executive directors, could be made at a future meeting”


           Any reference to LeisureSK be changed to LeisureSK Ltd


    A member of the Committee sought clarification around the use of officer titles for appointments and noted that only named individuals could be appointed as company Directors, rather than post titles.  The Head of Law and Governance confirmed that was indeed the case.  Officer titles were referred to as only whoever was appointed to those posts, would be appointed to wholly owned council companies, as directors.  Should an officer vacate their post, the Directorship would then pass to the next postholder, subject to Council approval.


    Following discussion by the Committee actions were agreed.




    a.         All wholly owned council companies, that had been incorporated were to be referred to as such, for example LeisureSK Ltd


    b.         That officers noted in attendance should be referred to not only by title, but by name also.


Updates from the previous meeting pdf icon PDF 148 KB

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    Additional documents:


    The Committee received an update on actions agreed at the meeting held on 22 September 2020. 


    It was requested that should there be no updates on actions, that it be noted as nothing further to report.  The Head of Governance advised that the Action document included within the agenda, had been updated since publication, which had been circulated to Members.  It was agreed by the Committee that the updated document should be appended to the minutes, for openness and transparency. 


    The Chairman noted that Item 39 would be more appropriately be assigned to the Directors of EnvironmentSK Ltd, rather than to the Communications Team. 




    a.          To append the updated Actions of the meeting held on 22 September 2020 document, to the minutes of the meeting.


    b.         To update the assignment of the action regarding EnvironmentSK Ltd from the Communication Team to the Directors of EnviornmentSK Ltd



LeisureSK - company structure and business plan pdf icon PDF 500 KB

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    Report of the Deputy Leader of the Council.


    Appendices 5 and 7 to this report are exempt under paragraph 3 of Schedule 12A of the Local Government Act 1972 (as amended) because they contain information relating to the financial or business affairs of an individual or organisation.

    Additional documents:


    The Committee received a report on LeisureSK Ltd, its Company Structure and Business Plan.  A decision had been made by Cabinet, which was endorsed by the Committee, to transfer the Council’s leisure service to LeisureSK Ltd on the expiry of the current leisure contract on 2 January 2021. 


    Since the decision had been endorsed by the Committee work had been undertaken to establish the optimal company structure, five-year business plan, draft Articles of Association and consideration of the appointment of Company Directors.  Consultation had continued with the existing leisure centre staff on their transfer to LeisureSK Ltd.


    The Company had been set up as a not for profit Teckal company, limited by guarantee.  This would allow the Council to directly award the leisure services contract, without going through a competitive tender process.  It also meant that the Company had to procure goods and services through EU Procurement Law.  Following advice LeisureSK Ltd was established as a non-profit distributing organisation (NPPO), which allowed the Company to qualify for VAT exemptions in specific areas. 


    Key legal arrangements were needed to be put in place to define the Council’s relationship with LeisureSK Ltd, these included: A Leisure Management Contract, Leases and Alternative Arrangements, Resourcing Agreement, Articles of Association, Members’ Agreement and a 5-year Business Plan. 


    In presenting the report and proposing the recommendations, the Cabinet Member for Growth put forward two additional Directors: the person holding the post of the Cabinet Member for Finance and Resources and the person holding the post of the Cabinet Member for Culture and Visitor Economy.


    Members discussed the content of the report and the following points were raised and addressed as follows:


    ·            Would there be a Service Level Agreement between LeisureSK Ltd and South Kesteven District Council


    Some level of professional support may be sought from the Council, there would be a formal Service Level Agreement in place and appropriate re-charges would be made.


    ·            The five-year Business Plan, which would be revised once business cases had been finalised, would the Committee have sight of the revised document


    The Head of Leisure advised that a detailed Annual Business Plan would be presented to the Committee, which would include how the Company would engage with its customers.


    ·            That there be involvement of leisure facility users with the Board of Directors


    Members were advised that a non-executive director would be appointed to the company, it was anticipated that they would have a wealth of relevant experience to bring to the Company.  User panels would also be formed, so that the Council could maintain oversight of feedback when holding the company’s performance to account.


    ·            Further consideration be given to the level of remuneration for the appointment of a non-executive director


    It was explained that the advised figure was within market average and that any individual appointed would take on considerable responsibility which carried a level of risk. 


    ·            Concerns regarding risk over Covid-19 and any further lockdowns and the affect it may have on the viability of the company


    All scenarios had  ...  view the full minutes text for item 19.


Update on Housing Delivery Partnership pdf icon PDF 405 KB

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    Report of the Deputy Leader of the Council.


    A report was presented to the Committee on the latest position of the proposed housing joint venture and the recommended next steps to stimulate housing delivery in the District.  At a meeting of the Committee on 7 January 2020 it was requested that an update on progress be presented in April 2020.  Due to the cancellation of that meeting and the Covid-19 Pandemic this had been delayed. 


    The report laid out strategic context in relation to the South Kesteven District Council Corporate Plan, Covid-19 and housing delivery.  In addition to this, details were provided on consultations and overview and scrutiny processes, alongside feedback that had been received.


    A number of options were set out in the report and it was recommended that the Council work proactively with the housing market, to pursue other approaches.  It would provide the opportunity to build positive relationships within the housing market, stimulating housing delivery, whilst avoiding the need to commit to significant long-term investments. There would be an opportunity to review that position once there was a greater degree of certainty around the economic recovery from Covid-19.  It was proposed that it be considered as part of the annual review of the Corporate Plan. 


    Members considered the content and following discussion; the following points were raised:


    ·            Clarification on how the Council would continue to build properties, should a joint housing venture not be pursued.  It was also requested that an update on houses that have been built be provided to members.


    Members were advised that properties that had been built by the Council were via the Housing Revenue Account (HRA) and would not be affected by the venture not being pursued. The Chairman advised that the relevant Portfolio Holder would be able to update members on the current number of houses delivered through the HRA.




    a.          The Cabinet Member for Housing and Planning to update members on the current number of houses delivered through the HRA.


    ·            Concerns were raised regarding funding from Government District, would the proposed decision affect the funding


    The Deputy Leader advised that there would be no effect on funding the Council would receive from central Government.


    ·            Why a joint venture was not considered the preferred method to build houses within the District


    The Leader and Deputy Leader of the Council explained that the Council had put in place Gravitas Housing Ltd, which could be used to build within the private sector.  Additionally, the Council did not have access to land nor the funds in the current climate, to pursue what had previously been proposed.  The Council could achieve house building without the need to form the joint venture.


    ·            Were there any budgetary implications for not carrying on with the proposal


    The Interim Head of Finance advised that there would be no effect to the budget, as it was not in relation to HRA social housing. The proposals were for private sector housing, the two ambitions had no relation.


    Following the discussion, the Committee agreed to note the recommendations presented  ...  view the full minutes text for item 20.


Work Programme pdf icon PDF 199 KB

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    Members noted the work programme and queried when it was anticipated that the detailed LeisureSK Ltd Business Plan would be considered by the Committee.


    The Head of Leisure advised that the Business Plan was currently being prepared and it was hoped to be drafted by Mid November 2020.  The Chairman requested that the Committee consider its contents at the February meeting of the Committee, which could be brought forward if necessary.




    a.          That the LeisureSK Ltd Business Plan be added to the work programme.


Close of meeting

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    The meeting closed at 4.10pm.