The Corporate Director Communities sought approval to make a change to the Council’s nominated Director on the Joint Venture Board; delegate to the Chief Executive the powers to agree and execute proposed amendments to the Articles of Association of the Company and to enter into the Variation Agreement and powers to agree and execute any future amendments to the Articles of Association and to enter into any future Variation Agreements in consultation with the Head of Finance; delegate any shareholder rights (including voting rights) of the Council and other powers of control available to the Council as a shareholder in the company and delegate authority to the Chief Executive in consultation with the Head of Finance where any such consents will have any financial ramifications for the Council to give any consents any required from the Council to ensure any statutory compliance by the Company.

The Corporate Director Communities reported that the Capita Joint Venture demonstrates collaborative partnership working between local authorities and the private sector in developing and delivering services.  It also supports the Council’s priority of supporting a successful economy by retaining quality jobs in the area and having the expertise available locally to tackle highway, transportation and regeneration projects in the region.   

The Corporate Director Communities reported that Capita Glamorgan Consultancy is a Joint Venture Company between Capita Symonds Limited (51% shares), RCT Council (28% shares), Bridgend County Borough Council (15% shares) and Merthyr Tydfil Council (6% shares).  The JV Company commenced trading from 1 September 2008 and now trades under the brand name ‘Redstart’ since 2017. 

He reported that in February 2016, it was agreed that the Articles of Association need amendment, the amendments had now been negotiated and agreed which had also led to amendments to the Joint Venture Agreement and Services Agreement.  He also confirmed that the delegation of powers is in line with the way the other local authorities are operating.               

RESOLVED:            That Cabinet:

1.      approved the appointment of the post holder of Head of Service for Adult Social Care to replace the Corporate Director of Communities as Director of the Company, to be confirmed at the next Board meeting of the Company.

2.      delegated to the Chief Executive Officer the powers to agree and execute the proposed amendments to the Articles of Association of the Company in consultation with the Head of Finance on behalf of the Council and to enter into the Variation Agreement to amend the Joint Venture Agreement and Services Agreement.

3.      delegated to the Chief Executive Officer the powers to agree and execute any future amendments to the Articles of Association of the Company in consultation with the Head of Finance on behalf of the Council and to enter into any future Variation Agreements to amend the provisions of the legal documentation entered into by the Council regarding the establishment of the Joint Venture Company and where the Chief Executive Officer deems it necessary, the Chief Executive Officer shall report to Cabinet on such amendments to the Articles of Association or such Variation Agreements.

4.      delegated any shareholder rights (including voting rights) of the Council and other powers of control available to the Council as a shareholder in the Company as specified in the Joint Venture Agreement and (Articles of Association) where they are not specified in the agreement as being exercisable by the Council’s appointed Director, to the Chief Executive Officer in consultation with the Head of Finance, including those shareholder rights referred to as Shareholder Protection rights in the Joint Venture Agreement.

5.         delegated authority to the Chief Executive Officer in consultation with the Head of Finance where any such consents will have any financial ramifications for the Council to give any consents required from the Council to ensure any statutory compliance by the Company.