States of Jersey Development Company: Annual General Meeting Voting Instructions and Presentation of Accounts

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A decision made on 15 March 2013:

Decision Reference: MD-TR-2013-0015
Decision Summary Title:	SoJDC AGM voting instructions and presentation of accounts to the States		Date of Decision Summary:	11th March 2013
Decision Summary Author:	Head of Shareholder Relations		Decision Summary: Public or Exempt?	Public
Type of Report: Oral or Written?	Written		Person Giving Oral Report:	N/A
Written Report Title:	SoJDC AGM voting instructions and presentation of accounts to the States		Date of Written Report:	11th March 2013
Written Report Author:	Head of Shareholder Relations		Written Report : Public or Exempt?	Public
Subject: States of Jersey Development Company 2013 Annual General Meeting voting instructions and presentation of accounts to the States.
Decision(s): The Minister instructed the Greffier of the States and the Treasurer of the States to vote in favour of the resolutions to be put before the Annual General Meeting of the States of Jersey Development Company (SoJDC) on 12 April 2013. The Minister decided to send the SoJDC accounts to the Greffier of the States following their reception at the AGM and request that they be presented to the States after 12 April 2013.
Reason(s) for decision: To fulfil the States’ role as shareholder of the SOJDC by exercising voting rights at the 2013 Annual General Meeting and to inform the States of SoJDC’s financial results.
Resource Implications: None.
Action required: The Treasurer and Greffier of the States are instructed to vote in respect of their nominee shareholdings in favour of each of the resolutions. Greffier of the States to be requested to present the Accounts of SoJDC following their reception at the AGM and requested to arrange for their presentation to the States after 12 April 2013.
Signature:		Position: Senator P F C Ozouf, Minister for Treasury and Resources
Date Signed:		Date of Decision:

States of Jersey Development Company: Annual General Meeting Voting Instructions and Presentation of Accounts

Treasury and Resources

Ministerial Decision Report

States of Jersey Development Company 2013 Annual General Meeting voting instructions and presentation of accounts to the States

Purpose of Report

To enable the Minister for Treasury and Resources to vote in favour of the resolutions to be put before the 2013 Annual General Meeting of the States of Jersey Development Company on 12 April 2013 and present the accounts to the States.

Background

On 13 October 2010 the States Assembly approved the establishment of the States of Jersey Development Company (SoJDC), the successor to the Waterfront Enterprise Board Limited. The new company, with revised remit, came into effect on June 2011 following adoption by the States Assembly of P.32/2011 appointing a new board of Non-executive Directors.

As at 31 December 2012 the Company’s authorised share capital is £20 million of which 19,999,999 shares are held by the Greffier of the States on behalf of the States of Jersey and 1 share held by the Treasurer of the States.

SoJDC gave notice on 11 March 2013 that the Company will be holding its Annual General Meeting on 12 April 2013. The business is as follows:

A resolution to reappoint the auditors, PricewaterhouseCoopers, for a period of office until the next annual general meeting;
To receive the audited Annual Report and Financial Statements for the year ended 31 December 2012 (this includes the report of the auditors);
To receive the annual Remuneration Report of the Remuneration Committee.

Summary of SOJDC’s Financial Performance

The nature of the work of the Company is such that there can be substantial year-to-year variations in income and expenditure and hence profits, depending on the timing of development projects. The Company generated a retained profit, after dividends of £1,224,194 (2011: £854,331) for the financial year ended 31 December 20121.

Income from SoJDC’s estate comprises of car park receipts, rental income and other income which increased by 94% to £1,946,374 (2011: £1,001,115). The majority of the increase relates to the Company now receiving the net annual income from the Esplanade car park (totalling £759,000), a site that the Company has owned since 2004. Prior to 2012, the States of Jersey received the car park revenue directly through Transport and Technical Services department. A corresponding dividend payment of £759,000 was made to the states, representing part of the dividend paid during the year.

Cash at bank increased to £6,972,084 (2011: £6,134,209). These funds will be required during 2013 and 2014 to meet pre-development expenses of the Company’s development projects.

The Group, being the Company and its subsidiaries, manages an asset base of £43,961,538 which is an increase of £965,625 on the previous financial year.

The Group’s inventory is carried at the lower of cost and net realisable value with cost being that at the date of the original acquisition plus subsequent expenditure incurred. As at 31 December 2012 these totalled £25,510,297 (2011: £24,627,142). The market value will be realised either on sale to a third party or on direct development of the sites by the Company and subsequent sale on completion.

In the year ended 31 December 2012, the Directors decided to make the transition from UK GAAP to using International Financial Reporting Standards (IFRS) to remain aligned with the accounting policies of the States of Jersey (the Company’s ultimate parent). Therefore 2011 comparative figures have been adjusted accordingly.

Recommendation

The Minister is recommended to instruct the Greffier of the States and the Treasurer of the States to vote in respect of their nominee shareholdings in favour of each of the resolutions to be put before the Annual General Meeting of the States of Jersey Development Company (SoJDC) on 12 April 2013.

The Minister is further recommended to send the SoJDC accounts to the Greffier of the States following their reception at the AGM and request that they are presented before the States after 12 April 2013.

Reason for Decision

To fulfil the States’ role as shareholder of the SOJDC by exercising voting rights at the 2013 Annual General Meeting and to inform the States of SoJDC’s financial results.

Resource Implications

The financial implications are as detailed in the report.

Report author : Head of Shareholder Relations	Document date : 11th March 2013
Quality Assurance / Review : Business Manager	File name and path: L:\Treasury\Sections\Corporate Finance\Ministerial Decisions\DSs, WRs and SDs\2013-0015 - 2013 SoJDC AGM voting Instructions - DS\WR - 2013 SoJDC AGM voting Instructions - DS.doc
MD sponsor : Head of Shareholder Relations