Further to Minute 78 of the meeting held on 26 March 2019, the Chief Executive submitted a report to the Committee, acting as sole shareholder for Homes for Reading (HfR), on the proposed re-financing of HfR.  The report sought approval for a Special Resolution on the reduction of share capital, which had been approved and recommended to the shareholder by the HfR Board meeting on 2 April 2019, and set out a Solvency Statement signed by the directors of HfR, in the prescribed form and containing information set out in Section 643 of the Companies Act 2006.  The following documents were attached to the report:

·         Appendix A - Minutes of the HfR Board Meeting held on 2 April 2019

·         Appendix B - Special Resolution on the reduction of share capital, approved at the HfR Board meeting on 2 April 2019 and recommended by the Board to the Policy Committee as shareholder;

·         Appendix C - Solvency Statement, completed and signed by the Directors;

·         Appendix D - report to the Policy Committee meeting held on 26 March 2019.

Resolved –

(1)     That the Minutes of the HfR Board meeting on 2 April 2019 be noted;

(2)     That the Solvency Statement signed by all Directors, as attached to the report at Appendix C, be received and noted;

(3)     That the Special Resolution proposing the reduction of share capital and the repayment of £7M of equity to the shareholder be passed in the following terms:

HOMES FOR READING LTD COMPANY NUMER 10108064 (“The Company)

1.  REDUCTION OF NUMBER OF SHARES  

THAT authorised share capital of the Company be reduced from 15,000,000 to 5,327,000 by cancelling and extinguishing 9,673,000 shares of £1 each in the Company and the amount by which the share capital is so reduced be repaid to the holder of those shares. 

Called up share capital is currently paid and part paid as follows:

2.  REDUCTION OF AMOUNT PAID UP  

THAT the issued share capital of the Company be reduced from £15,000,000 to £5,327,000 by cancelling and extinguishing capital to the extent of 9,673,000 fully and part paid up ordinary shares, and the amount by which the share capital is so reduced be repaid to the holder of those shares.”

Paid up share capital is currently paid and part paid as follows:

(3)     That the decision to approve and permit the re-financing of HfR in the 2018/19 financial year, as set out in Option 2 in the report to the meeting held on 26 March 2019, be confirmed;

(4)     That the Director of Resources and the Assistant Director of Legal and Democratic Services be authorised to make alterations to the equity split in future, if it was in the interest of the Council, and to take any other necessary steps to implement the re-financing of HfR.

(Councillors Ennis and Lovelock declared pecuniary interests in this item, left the meeting and took no part in the debate or decision.  Nature of interest: the Councillors were Directors of Homes for Reading Limited.  Councillor Page took the Chair for this item).

(Exempt information as defined in Paragraph 3).