Agenda item

Nomination of Director Report

Minutes:

The Chief Executive introduced a report that sought to appoint a Director to the Board as nominated by the Board of Morehomes for the Bay (Developments) Limited and Morehomes for the Bay (Investments) Limited.

 

Due to changes in Executive Team membership, it was necessary to appoint a new Director to the Board in line with Shareholders Agreement Part 2 Section 7 in order for its operational management of the Companies to be undertaken. Without appointing a new Director to the Board, the Board would not remain quorate and would therefore be unable to undertake its day-to-day functions or progress programs of work. This included approval of Company accounts.

 

Following the Board Meeting of 2 February 2023, the Chair of the Board of Directors wished to nominate Jonathan Noad in his capacity as Head of Property, Economic Growth and Regeneration to the Board of Directors for Morehomes for the Bay.

 

The options, options analysis, including risk assessment and officer preferred option, were set out in the report, as follows:

 

 

Option 1: Appoint Jonathan Noad to the Board of Directors for Morehomes for the Bay.

Option 2: Do not appoint Jonathan Noad to the Board of Directors for Morehomes for the Bay

Advantages

Morehomes for the Bay will be able to proceed in bringing forward future related items of business to the Shareholders Committee and Cabinet. The Companies will be able to file year end tax accounts which are required to be submitted by 21st March 2023.

None known.

Disadvantages

None known.

Not appointing Jonathan Noad to the Board of Directors will result in business of the Companies not being able to be progressed, or significantly delayed whilst an alternative Director is sought. This could have a significant impact on the Companies abilities to approve and submit its company accounts.

Risks

The appointment is for another Lancaster City Council internal employee to join the Board. It would be fortuitous for the

Companies to also seek to expand it’s Directorship and explore others from outside the Council to enable a wider breadth of skills and capacity, and help to provide a buffer should other Directors leave.

Not appointing Jonathan Noad to the Board of Directors will result in business of the Companies not being able to be progressed, this will effectively result in the Companies being unable to perform its required functions and being unable to progress any of its intended work. This could have a significant impact on the Companies abilities to approve and submit its company accounts.

 

The officer preferred option is Option 1. In appointing Jonathan Noad to the Board of Directors, this will result in day-to-day operational matters for the Companies being able to be progressed.

 

It was proposed by Councillor Wood, seconded by Councillor Brookes and resolved unanimously when put to the vote:

 

Resolved unanimously:

 

That Jonathan Noad in his capacity of Head of Property, Economic Growth and Regeneration be appointed to the Board of Directors of Morehomes for the Bay (Developments) Limited and Morehomes for the Bay (Investments) Limited

Supporting documents: