Agenda and minutes

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Items
No. Item

17.

Apologies for Absence

Additional documents:

Minutes:

Apologies for absence were received from Councillors Chris Blakeley and Moira McLaughlin. Councillors Jeff Green and Bill Davies in attendance as substitutes.

 

The Chair informed that Councillor Gill Wood had given notice of an unavoidable delay - but would be present at the earliest opportunity (Councillor Wood in attendance for discussion of the Governance Review Item).

18.

Members' Code of Conduct - Declarations of Interest

Members are asked to consider whether they have any disclosable pecuniary interests and/or any other relevant interest in connection with any item(s) on this agenda and, if so, to declare them and state the nature of the interest.

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Minutes:

No declarations of interest were received.

 

Councillor Pat Hackett questioned the Director of Governance and Assurance regarding Item 5 (Council Owned Companies) and his (Councillor Hackett’s) role on the Shareholder Board. The Director of Governance and Assurance advised that there was no conflict of interests and that no formal declaration was necessary.

19.

Minutes pdf icon PDF 119 KB

To approve the accuracy of the minutes of the meeting held on 26 September 2019.

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Minutes:

Resolved – That the minutes of the Standards and Constitutional Oversight Committee meeting held on 26 September be confirmed as a correct record.

20.

Summary of Standards Complaints 2018/19 pdf icon PDF 64 KB

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Minutes:

Vicki Shaw, Head of Legal Services and Deputy Monitoring Officer introduced the report of the Director of Governance and Assurance (Monitoring Officer) providing a summary of standards complaints received under the Members’ Code of Conduct and the Protocol for dealing with complaints against Members between 31 October 2018 and 31 October 2019.

 

A Member highlighted that a complaint had been submitted in July 2019 and was currently awaiting consideration by the Standards Panel and formal decision.

 

The Deputy Monitoring Officer confirmed that an investigation had been undertaken and a meeting of the Standards Panel has been scheduled for 4 December 2019. A number of circumstances outside of the control of the Governance and Assurance Service had contributed to the length of time this specific matter had taken to come to fruition.

 

In respect to the Annual Report - Summary of Standards Complaints 2018/19 – the Deputy Monitoring Officer reported that under the Localism Act 2011 the Council was required to have a Code of Conduct relating to the conduct of Members and arrangements in place to deal with any complaints received in respect of Members conduct.

 

The Deputy Monitoring Officer informed the Standards and Constitutional Oversight Committee that, in this regard, between 31 October 2018 and 31 October 2019 a total of 15 complaints in respect of the conduct of 9 Members had been received. The complaints were received from 13 complainants who were all members of the public. One complainant had submitted complaints in respect to 4 Members. One incident complained of involved 2 Members and the same complainant made a complaint against a third Member which was connected. She advised that in the majority of cases ‘no breach’ had been found, with 1 local resolution (apology) and 2 complaints not progressed due to the Councillor concerned not having been re-elected. One further (most recent) complaint had been withdrawn.

 

Resolved – That the report be noted.

 

21.

Council Owned Companies pdf icon PDF 84 KB

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Minutes:

Philip McCourt, Director of Governance and Assurance introduced his report providing Members of the Committee with the information previously requested concerning companies which are wholly or partly owned by the Council.

 

The report informed that the Council currently owned shares in two active companies Edsential and Wirral Evolutions (details of which set out below).  Both were regulated by shareholder agreements in conventional form.

 

EDSENTIAL

(CRN 09550258)

Community Interest Company

50% of the issued share capital

(CW&C holds the remaining 50%)

56290 - Other food services

85600 - Educational support services

Primarily school catering and cleaning, support to creative and performing arts, governors, health and wellbeing, music, residential visits and training  - More particulars can be found at https://edsential.com

WIRRAL EVOLUTIONS LIMITED

(CRN 09589553)

Private Limited Company

100% of the issued share capital

88100 - Social work activities without accommodation for the elderly and disabled More particulars can be found at http://www.wirralevolutions.org/

 

The Director of Governance and Assurance apprised the Standards and Constitutional Oversight Committee that the Council also owned shares in two other companies both of which were currently dormant, details of which are set out below. Governance issues would need to be fully addressed before the companies commenced trading.

 

WIRRAL GROWTH COMPANY NOMINEE LIMITED

(CRN 10669793)

Private Limited Company

100% of the issued share capital

This company was incorporated to ‘hold’ the Wirral Growth Company name for the limited liability partnership and has not traded.  It is essentially redundant and there is no requirement to keep it, but it could easily be repurposed to accommodate miscellaneous trading activity that the council may care to enter into.

WIRRAL HOLDINGS LIMITED 

(CRN 11750772)

Private Limited Company

100% of the issued share capital

This is a single purpose company wholly owned by the Council - formed to enter into long term legal arrangements regarding the management of property in 10 years’ time, but which has not traded and otherwise has no current assets. This company could be repurposed to discharge not only its original purpose, but also other housing or property related activities.

 

The Director of Governance and Assurance further informed that in addition, the Council had numerous other informal arrangements, PFI mechanisms, associations and ‘partnerships’ which either had no corporate structure or in which the council had no proprietorial interest as well as an interest in the Wirral Growth Company LLP, which, despite its name and it being registered at Companies House, was a limited liability partnership (not a ‘Company’ per se).

 

The Chair questioned whether there were any costs involved in registration or liabilities relating to the informal arrangements (PFIs etc). The Director of Governance and Assurance informed the Committee that all had been de-registered and were dormant, and specific costs in this regard amounted to £13.50 per arrangement. He further assured the Committee that if/when a Special Purpose Vehicle (SPV) becomes absorbed by / or member of another company (which can be a grouping of many dormant companies) there would be no impact on Council  ...  view the full minutes text for item 21.

22.

Governance Review pdf icon PDF 110 KB

Additional documents:

Minutes:

Philip McCourt, Director of Governance and Assurance introduced the report of the Governance Review Working Group that informed that on 14 October 2019, Council passed a resolution that there be a move from Leader and Cabinet Executive arrangements to a Committee System form of governance arrangements to take effect from the Annual Council Meeting in 2020. The Standards and Constitutional Oversight Committee had been charged with preparing a draft revised Constitution to propose to the Council meeting of 16 March 2020.

 

Following the resolution by Council to change the form of governance, there then followed a process of formal notification, and the report informed that legislation provides that, as soon as practicable after the Council has passed a resolution to change the form of its governance arrangements, it must secure that copies of the document setting out the provisions that are to have effect and ensure they are available at its principal office for inspection by members of the public; Council must also publish a notice in one or more newspapers circulating in its area.

 

This report further provided an update on the work undertaken by the Governance Working Group following the decision of the Council.

 

The Chair provided Members with a brief summary of the background to the Committee and Working Group’s work since May 2019, and the decision to move to a Committee System of working and the phases of work – i.e. to re-write the Council’s Constitution formalising governance arrangements for the Committee structures - with a view to presenting these matters to Council in March 2020.

 

The Director of Governance and Assurance informed the Standards and Constitutional Oversight Committee of a recent visit by the Local Government Association (LGA) and the Centre for Public Scrutiny (CfPS) who met with the political group leaders to discuss progress made. He added that in addition to the Member Working Group, a project group of Officers had also been established, assisted by a member from the Council’s project management office – to aid progress with 5 different workstreams, namely:

 

  • Committee design phase
  • Constitution re-write
  • Training: Members and Officers
  • Service review and Staffing re-design
  • Members Allowances Scheme

 

The Director of Governance and Assurance further informed of the iteration process used whereby key questions were put to Members about what they wished to achieve, whether what had been produced would meet those objectives, and consideration of the practical implications i.e. whether the new governance system would impact on the culture of the organisation – seeing the Council running in a different way. Members were apprised of the practical questions that had also formed a major part of the process to ensure the new system of governance was well designed, robust and fit for purpose. The agreed objectives included:

 

  • Accountability
  • Credibility
  • Transparency
  • Collaboration
  • Timeliness

 

The Director of Governance and Assurance apprised the Standards and Constitutional Oversight Committee of matters taken into consideration when progressing the workstreams, that included reference to new regulations, exceptions, possible arrangements for Overview and Scrutiny, and  ...  view the full minutes text for item 22.