Agenda and draft minutes

An apology of absence was received from Councillor Osborne.

The record of the meeting held on 31 January 2024 was agreed by the Sub-Committee and signed by the Chairperson as correct

Disclosable pecuniary interests

There were none.

Other significant interests (OSIs)

There were none.

Other interests

There were none.

Background:

This report set out the following documents, submitted by the Kyndi Board of Directors for consideration of and comment by the shareholder board (this Sub Committee):

Non-executive director skills / experience matrix

Non-executive director recruitment process

Remuneration Policy

The documents were set out at Appendix 1 to the report.

Reasons:

The Sub Committee considered the recommendations set out in the report and noted those which were relevant to each report received to make sure that the shareholders views were communicated to the company and that the Council’s objectives for the company were being delivered.

Background:

This report presented the strategic plan for Kyndi 2024 – 2027 which was attached at Appendix 1 to the report. It presented the strategic decisions and initiatives, including goals and objectives for the short, medium, and long term.

Exempt Appendices to the report set out the proposed group structure and business growth opportunities.

Reasons:

The Sub Committee approved the recommendations above to improve the corporate governance of the Council’s LATCOs.

Background:

This report set out the 2023/24 financial year end report for Kyndi Ltd. The company was incorporated in December 2015 and had completed its eighth full year of trading, although the company’s name was changed to Kyndi Ltd in March 2021. The report explained that work on the final audited financial statements was ongoing, with final sign-off by the Board scheduled for 5 September 2024. Net profit before tax (PBT) was over £308,000, significantly higher than the budgeted level, although £93,000 represented an exceptional item from stock and fixed asset revaluation.  Both turnover and gross margin had exceeded budget and non-operating costs came in under budget.

An Exempt Appendix to the report set out the Kyndi Ltd 2023/24 Year End Financial Report.

Reasons:

In order to fulfil its role as shareholder,on behalf of the Council, the sub-committee must be appraised of the financial performance and position of the company.

The Committee agreed that the press and public be excluded from the meeting during the consideration of the exempt material relating to agenda item 7 because consideration of these matters in public would disclose information falling within one or more categories of exempt information contained in Schedule 12A of the Local Government Act 1972 as specified in agenda item 8 and, in all the circumstances of the case, the Committee considered that the public interest in maintaining the exemption outweighed the public interest in disclosing the information.

Background:

This report set out the Strategic Risk Register for Kyndi Ltd. This had been prepared by the company in a format that allows risks to be ranked and prioritsed.

The Risk Register which was regularly reviewed by the Board, was comprehensive, including closed risks and those being managed under ‘business as usual’, in addition to those which required further management action. The Sub-Committee were requested to note 4 risks which had been categorised as high risk under the Lundi Ltd scoring convention.

An Exempt Appendix to the report set out the Kyndi Ltd Strategic Risk Register.

Reasons:

In order to fulfil its role as shareholder,on behalf of the Council, the sub-committee must be regularly updated regarding the risks affecting the company and its activity and the action being undertaken to manage those risks.