Agenda and minutes

Governance and Audit Committee Trading Activities Sub - Committee - Thursday, 20th November, 2014 1.00 pm

Venue: Darent Room, Sessions House, County Hall, Maidstone. View directions

Contact: Andrew Tait  01622 694342


No. Item


Minutes - 3 March 2014 pdf icon PDF 39 KB

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RESOLVED that the Minutes of the meeting held on 3 March 2014 are correctly recorded and that they be signed by the Chairman.


The creation of an East Kent Equity Investment Fund via a Limited Liability Partnership pdf icon PDF 132 KB

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(1)       Mr M C Dance, Cabinet Portfolio Holder for Regeneration and Economic Development introduced the report by explaining that KCC had been successful in its bid to the Regional Growth Fund (RGF) for three programmes including Expansion East Kent.  This could have been funded through the straightforward mechanism of a grant. It had, however, been decided that a more positive approach would be achieved through offering a flexible 0% loan for a period of some 5 years.  The best way to do this was through a bank which would take the first charge whilst KCC took the second if directors’ loans were involved.  There were more than 40 North American companies which were looking to locate to Kent provided that support could be offered for them to get started.  He believed that Kent was already well placed to provide the right infrastructure and other incentives which would enable the county to compete with other parts of the UK for additional investment and employment.  The East Kent Equity Investment Fund constituted the extra support that was needed.


(2)       Mr Smith confirmed that the funding had come from central government by way of an endowment.  They were managed by KCC subject to the rules prescribed by the Department of Business, Innovation and Skills.   These rules permitted KCC to make equity investments from that fund.  The EU had State Aid rules (Market Economy Investment Principles) which prevented its member states unfairly subsidising businesses in their own countries.  These rules required a local authority to set up a corporate vehicle if it wished to make equity investments so that such decisions were made on commercial grounds.


(3)       Mr Smith went on to say that the corporate vehicle adopted in this instance had followed expensive legal advice from Hogan and Lovells, the UK’s leading specialist in this particular sector.  A second opinion was also taken from Geldards who were sub-contracted to KCC.  The need for such external legal advice had been proven by the experience of other authorities when they had set up legal structures which had prevented them from adding other private investors to their equity fund when they had wished to do so.


(4)       Mr Smith then said that as a result of the legal advice obtained, the Equity Fund had been set up in two phases. The first of these (which the Sub-Committee was being asked to examine) involved the only money invested (the £5m from the RGF) coming from KCC.   Phase 2 would involve investment from other sources, requiring a changed structure and ownership.


(5)       Mr Birkby asked for details of the amount being paid for legal advice.  Mr Smith replied that payment to Hogan and Lovell was being made by Narec Capital.  KCC itself was only paying Geldards.  


(6)       The Sub-Committee agreed that it did not need the full details of the actual amount paid at the meeting itself. This sum would be communicated to all Members of the Governance and Audit Committee at a later stage.  ...  view the full minutes text for item 7.


Establishment of a Transport Related Local Authority Trading Company pdf icon PDF 71 KB

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(1)       Before consideration of this item commenced, Members expressed dissatisfaction that the Exempt report to Environment and Transport Cabinet Committee on this matter had been appended as an open report but with certain passages redacted.  The Chairman said that it would be preferable if reports were prepared with the Sub-Committee in mind and without redaction but that, in the event that a report did have to appear in this form again, he would expect the Exempt version to be circulated to all Members of the Governance and Audit Committee in full.


(2)        Mr Burr said that KCC had invested in the Trip Rate Information Computer System (TRICS) database 25 years earlier within a consortium which also consisted of Hampshire, Dorset, East Sussex, Surrey and West Sussex County Councils.  This software system had been very successful, achieving a high share of the market and being nationally recognised as the best system to use in transport planning.


(3)        Mr Burr continued by saying that JMP Consultants Ltd had been awarded the contract to operate the database.  This company had run into financial difficulties, leading the consortium to reconsider its position.  The decision had been reached by the partners to develop a LATCO. KCC would have had the option of withdrawing from the company and hiring the software whenever it wished to use it.  The set-up costs would be provided by monies already in the company.


(4)       Mr Burr then referred to the business case in the papers, highlighting that 4 members of staff would be employed. Three of these would TUPE transfer from the existing supplier.  The other member of staff would be a manager.  


(5)       Mr Burr said that audited accounts would be produced annually, although this was not actually required by Law.  Legal advice had been provided to the consortium by BA Beachcraft. KCC had taken its own advice from KCC Legal Services and from the Corporate Director of Finance and Procurement.  The company was limited by share at an equity of £35k.


(6)       Mr Burr summed up his presentation by saying that the company was limited by share, the software was a successful and well-proven product.  There was very little risk attached to becoming a formal shareholder rather than stepping out of the company and buying into use of the product at a later stage.


(7)       Mr Burr responded to a question from Mr Birkby by saying that as the consortium would now be delivering the product itself there would be no risk of a private company failing to deliver due to its own financial difficulties.


(8)       Mr Sarrafan responded to a question from Mr Parry by saying that the legal position in respect of a potential breach of contract had been examined.   There was no risk in this regard because the company to whom the contract had been awarded was no longer in existence. Although the parent company had been operating the service, there was no actual contract with them to do so. There had been no  ...  view the full minutes text for item 8.