Issue - meetings

Governance Documentation for Sandway Homes Limited

 

 

Meeting: 28/07/2022 - Cabinet (Item 27)

27 Governance Documentation for Sandway Homes Limited pdf icon PDF 222 KB

Report of the Chief Legal and Democratic Officer

Additional documents:

Minutes:

The Cabinet considered the report of the Chief Legal and Democratic Officer that Sefton Council was the 100% shareholder in Sefton (ACS) Holding Company Limited which in turn was the sole shareholder in Sandway Homes Limited; that the Council and the companies had recently undertaken a review of the governance documentation determining the relationship between the Council and the companies and revised governance documentation was being presented to Cabinet for approval; and that in accordance with the Council’s Constitution Cabinet performed the shareholder function for the Council. 

 

Decision Made:

 

That In capacity as shareholder for Sefton (ACS) Holding Company Limited:

 

(1)

Sefton Holding Company Limited be approved and adopted as the new name of Sefton (ACS) Holding Company Limited;

 

(2)

the amended Articles of Association be approved and adopted as the Articles of Association of Sefton Holding Company Limited as outlined in Appendix 1 to the report;

 

(3)

the amended Governance Agreement be approved and adopted as the Governance Agreement of Sefton Holding Company Limited as outlined in Appendix 2 to the report;

 

(4)

approval be granted to enter into an Intra-Group Agreement as outlined in Appendix 3 to the report; and

 

(5)

the company secretary for Sefton Holding Company Limited be authorised to undertake the necessary filing with Companies House; and

 

 

That In capacity as shareholder Sefton Holding Company Limited:

 

 

(6)

the amended Articles of Association be approved and adopted as the Articles of Association of Sandway Homes Limited as outlined in Appendix 4 to the report;

 

(7)

the company secretary for Sandway Homes limited be authorised to undertake the necessary filing with Companies House;

 

(8)

the amended Governance Agreement be approved and adopted as the Governance Agreement of Sefton Holding Company Limited as outline din Appendix 2 to the report; and

 

(9)

approval be granted to enter into the Intra-Group Agreement as outlined in Appendix 3 to the report.

 

 

Reasons for the Decision:

 

The formal governance arrangements determining the relationship between the Council and Sefton Holding Company and Sandway Homes Limited have not been reviewed since the creation of the companies and it is felt appropriate to do so now.

 

Alternative Options Considered and Rejected:

 

To remain with current governance documentation. This would not reflect good practice in the governance arrangements between the Council and the companies.