This meeting of the Shareholder Reference Group was scheduled to review the performance of Redbridge Civic Services Ltd (RCS), and consider proposals for the appointment of a new director of RCS Ltd and the adoption of a new governance handbook for the Council's wholly owned companies. It was also scheduled to consider updates from the wholly owned company Roding Homes.

Redbridge Civic Services Ltd (RCS)

The meeting report pack included the quarterly performance report of RCS Ltd for the period of October to November 2024.

RCS Ltd submits performance reports to the Shareholder Reference Group to keep the shareholder and sole owner of the Company appraised of the Company’s progress against the targets that have been agreed with them.

- RCS Performance - Report

The publicly available portion of the performance report states that sickness levels in RCS are above target, and that these are being assessed and action taken to reduce them. The report also mentions that RCS are in discussions with the trade union Unite, regarding a pay award for staff.

RCS have proposed new operating models to improve the efficiency of waste collection services.

The new operating models will provide the following:

i) a fourth communal refuse collection round improving this service for residents that live in flats,

ii) dedicated narrow access round which means that residents in narrow roads will always have a separate collection of refuse, recycliand garden waste.

- RCS Performance - Report

An appendix, not available to the public, is said to provide details of the required resources and financial adjustments that RCS believe are necessary.

Appointment of Dhiresh Bhatt to the Board of Directors of RCS

The report pack states that the RCS board have nominated Mr Dhiresh Bhatt for appointment to the board of directors of RCS Ltd. The Shareholders’ Agreement requires that the SRG must approve or reject all proposed appointments to the board of RCS.

LBR Companies Governance Handbook

The report pack includes a proposal to adopt a new London Borough of Redbridge Companies Governance Handbook, the purpose of which is described as being:

to act as a practical guide for London Borough of Redbridge members, officers and board members of council owned entities, in their dealings with each other and with the important business that is conducted by them. The handbook sets out the standards and principles the Council will apply in respect of its companies and commercial interests as a Governance Framework Document.

- LBR Companies Governance Handbook - Report

The report goes on to describe the handbook as being a live document which will need to be kept under regular review.

Roding Homes Progress

The report pack schedules a verbal update on the progress of the wholly owned company Roding Homes.

RCS Shareholder Agreement

A new Shareholder Agreement is scheduled to be considered by the SRG for recommendation to the Cabinet. The document that was scheduled to be considered is dated 24 May 2024.

This Shareholder Agreement is intended to formally regulate the relationship between the Council and RCS. It contains the following statement of purpose:

The parties have entered into this Agreement to regulate the manner in which the Company carries out the Business (as defined herein) and to ensure that the Council retains decisive influence over both the strategic objectives and significant decisions of the Company.

- RCS Shareholder Agreement -01.10.24

The agreement contains numerous clauses that describe the governance of RCS. It places limits on the number of directors, sets requirements for board meetings, describes the policies that must be adopted by RCS, details the information that must be provided to the Council by RCS, and lists 35 activities that cannot be undertaken by RCS without the prior written consent of the Council. These activities include: changing the company's name or registered office, entering into debt facilities, forming subsidiaries, acquiring or selling assets, changing the use of assets, winding up the company, making capital contributions to the Council, allocating profits, and appointing bankers or auditors.

The agreement also includes details of the rules that RCS are required to apply when they procure services from third parties. The rules include minimum requirements for seeking quotations, the circumstances in which it is acceptable to use framework agreements or dynamic purchasing systems, and the process for evaluating tenders. The rules require that RCS seek to obtain social, environmental and economic benefits from the companies that they work with, and make provision for the prompt termination of contracts with companies that are involved in bribery.