Agenda item

(To receive a report from the Executive Director – Resources, which seeks approval for the final form and constitution of a company wholly owned by the County Council with the object of the company being licensed by the Solicitors Regulation Authority for the purpose of providing legal advice and services)

That the Executive:-

(1)  approves the Articles of Association, as detailed at Appendix A and Shareholders Agreement attached at Appendix B to the report, as the constitution and legal documentation relating to the establishment of a company wholly owned by the County Council with the object of the company being licensed by the Solicitors Regulation Authority for the purpose of providing legal advice and services;

(2)  appoints David Coleman Chief Legal Officer; Andrew Crookham, Executive Director - Resources and James Drury, Executive Director - Commercial as Directors of the company;

(3)  appoints Councillor B Young, Executive Councillor for Community Safety and People Management, as the member representative of the company and delegates to Councillor B Young, authority to take decisions in exercise of the Council's powers in relation to the company;

(4)  approves the making available of a cash flow facility of £30,000 to the company; and

(5)  delegates to the Chief Legal Officer, in consultation with the Executive Councillor for Community Safety and People Management, authority to take all necessary procedural steps to establish the company to include amendments to the documentation to the extent necessary to meet Solicitors Regulation Authority requirements and to determine the final terms and the entering into of the cash flow facility.

The Executive gave consideration to a report from the Executive Director – Resources, which sought approval for the final form and constitution of a company wholly owned by the County Council with the object of the company being licensed by the Solicitors Regulation Authority for the purpose of providing legal advice and services.

Detailed at Appendix A was a copy of the draft Articles of Association for the said company; and Appendix B provided the Executive with a copy of the draft Shareholders Agreement for their consideration.

The Executive was advised that the proposal would allow the Council to proceed to establish an Alternative Business Structure, and to allow Legal Services Lincolnshire to provide services more widely in the future as the opportunity arose and capacity allowed.  In particular, it would allow the provision of services to companies owned by the partner District Councils.

It was reported that following feedback from the Overview and Scrutiny Management Board and the Executive in May 2019, three Directors of the company were proposed.  Details of further provision of note were included in paragraph 14 of the report. 

Reference was made to the business of the Company which was detailed at paragraph 3.1.1 on page 350 of the report.

Confirmation was also given that the Chief Legal Officer would be providing a report to the Overview and Scrutiny Management Board in six months concerning the establishment of the company, followed by an annual report thereafter.

Clarification was given that the Council's liability for any debts of the company was limited to the value of its share (£1.00), and that the company would carry professional indemnity insurance to cover against liability to third parties.

The Chairman of the Overview and Scrutiny Management Board presented the comments from the Overview and Scrutiny Management Board meeting held on 19 December 2019 (as detailed on pages 227/223) of the report.  The Executive were advised that overall, the Overview and Scrutiny Management Board had supported the recommendations to the Executive, and had requested a six monthly update report to the Overview and Scrutiny Management Board following the company's establishment; followed by annual reports thereafter, as detailed in the Shareholder's Agreement.

That the Executive:-

(1)  approves the Articles of Association, as detailed at Appendix A and Shareholders Agreement attached at Appendix B to the report, as the constitution and legal documentation relating to the establishment of a company wholly owned by the County Council with the object of the company being licensed by the Solicitors Regulation Authority for the purpose of providing legal advice and services;

(2)  appoints David Coleman Chief Legal Officer; Andrew Crookham, Executive Director - Resources and James Drury, Executive Director - Commercial as Directors of the company;

(3)  appoints Councillor B Young, Executive Councillor for Community Safety and People Management, as the member representative of the company and delegates to Councillor B Young, authority to take decisions in exercise of the Council's powers in relation to the company;

(4)  approves the making available of a cash flow facility of £30,000 to the company; and

(5)  delegates to the Chief Legal Officer, in consultation with the Executive Councillor for Community Safety and People Management, authority to take all necessary procedural steps to establish the company to include amendments to the documentation to the extent necessary to meet Solicitors Regulation Authority requirements and to determine the final terms and the entering into of the cash flow facility.