Purpose

This report seeks approval from the Leader of the Council, acting in the capacity as Shareholder of ThamesWey Limited (TWL), for the creation of two new subsidiary companies within the ThamesWey group as part of the proposed corporate restructuring of ThamesWey Housing Limited (THL). The restructuring is required to facilitate the sale of THL and its residential portfolio, in line with the Council’s strategic objective to divest from its commercial interests and reduce its overall debt position.

The two new companies proposed are:

1.  ThamesWey Commercial Ltd, to hold commercial assets currently within the group; and

2.  TH Management Ltd, to separate THL operational and staffing functions from the current group personnel company TSCL.

Decision

RECOMMENDATIONS

The Leader of the Council, acting in the capacity as Shareholder of TWL,

Resolved that

1. the creation of two new subsidiary companies, ThamesWey Commercial Ltd and TH Management Ltd, as part of the ThamesWey corporate restructuring be approved;
2. the proposed restructuring of HL and its group structure to facilitate the disposal of the housing portfolio be approved; and
3. the Chief Executive be authorised to take all necessary actions to implement the restructuring, including the incorporation of the new entities and approval of agreements required to give effect to the restructuring, including agreements relating to the transfer of assets and the release and/or transfer of security.

Decision Details

Decision sought: Approval to create two new subsidiary companies within the ThamesWey structure and approve the associated restructuring of THL.

Companies to be created: ThamesWey Commercial Ltd and TH Management Ltd.

Purpose of ThamesWey Commercial Ltd: To hold commercial assets currently within the group.

Purpose of TH Management Ltd: To separate THL operational and staffing functions from the rest of the TWL.

Decision-maker: The Leader of the Council, acting in the capacity as Shareholder, as the decision relates to changes to the corporate structure of a wholly owned company and the incorporation of new subsidiary entities.