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A decision made 6 April 2010 regarding: Waterfront Enterprise Board Ltd - annual general meeting voting instructions and presentation of accounts.

Decision Reference: MD-TR-2010-0057
Decision Summary Title:	Waterfront Enterprise Board Ltd Annual General Meeting voting instructions and presentation of WEB accounts to the States		Date of Decision Summary:	9th March 2010
Decision Summary Author:	Head of Decision Support		Decision Summary: Public or Exempt?	Public
Type of Report: Oral or Written?	Written		Person Giving Oral Report:	N/A
Written Report Title:	Waterfront Enterprise Board Ltd Annual General Meeting voting instructions and presentation of WEB accounts to the States		Date of Written Report:	9th March 2010
Written Report Author:	Head of Decision Support		Written Report : Public or Exempt?	Public
Subject: Waterfront Enterprise Board Ltd Annual General Meeting voting instructions and presentation of WEB accounts to the States
Decision(s): The Minister decided to instruct the Greffier of the States to vote in favour of the resolution to be put before the Annual General Meeting of the Waterfront Enterprise Board Ltd on 13th April 2010. The Minister decided to send the WEB accounts to the Greffier of the States following their reception by the WEB Board at the AGM and request that they be laid before the States after 13th April 2010.
Reason(s) for Decision: To fulfil the States’ role as shareholder of the Waterfront Enterprise Board Ltd by exercising voting rights at the Annual General Meeting and to inform the States of WEB’s financial results.
Resource Implications: This decision has no resource implications.
Action required: The Greffier of the States is requested to vote in favour of the resolution. Head of Decision Support to send the WEB accounts to the Greffier of the States following their reception by the WEB Board at the AGM and request that they be laid before the States after 13th April 2010.
Signature:		Position: Senator P.F.C. Ozouf, Minister for Treasury and Resources
Date Signed:		Date of Decision:

Waterfront Enterprise Board Ltd - annual general meeting voting instructions and presentation of accounts

Treasury and Resources

Ministerial/Treasurer’s Decision Report

Waterfront Enterprise Board Ltd Annual General Meeting voting instructions and presentation of WEB accounts to the States

1. Purpose of Report

To enable the Minister for Treasury and Resources to instruct the Greffier of the States to vote in favour of the resolution to be put before the Annual General Meeting of the Waterfront Enterprise Board Ltd on 13th April 2010 and present the WEB accounts to the States

2. Background

Waterfront Enterprise Board Limited was incorporated in Jersey on 21 February 1996 when 1 million shares of £1 each were issued to the States of Jersey. On 18 March 1997, the Company’s authorised share capital was increased from £1 million to £20 million which has been issued and fully paid as at 31 December 2009 and of which 19,999,999 are held by the Greffier of the States on behalf of the States of Jersey and 1 share is held by the Treasurer of the States.

WEB gave notice on 8th March 2010 that the Company will be holding its Annual General Meeting on 13th April 2010. The agenda is as follows:

1. Ordinary Business

To receive the report of the directors, the annual review and the financial statements for the year ended 31st December 2009 together with the report of the auditors.

2. To Resolve as an Ordinary Resolution:

That PricewaterhouseCoopers CI LLP be, and are hereby, re-appointed auditors of the Company to hold office until the conclusion of the next general meeting at which accounts are laid before the Company and that their remuneration be determined by the directors.

WEB’s Articles of Association define “auditors” as “means the auditors for the time being of the Company who shall be the auditors for the time being of the States of Jersey”. Notwithstanding this, clause 54 of WEB’s Articles states:-

54. The Company shall at each annual general meeting appoint the auditors to hold office from the conclusion of that meeting, until the conclusion of the next annual general meeting.

The Minister wishes to instruct the Greffier of the States to vote in favour of the resolution to be put before the Annual General Meeting.

The Comptroller and Auditor General in his report “Waterfront Enterprise Board Limited: Review of corporate governance” of November 2008 recommended that WEB’s accounts be laid before the States. The Minister wishes to do this as soon as possible after the AGM.

3. Summary of WEB financial performance

Delays caused by factors beyond the Company’s control have had an impact on income for 2009. Despite this, a profit of £530,059 has been achieved for the financial year.

Cash at bank increased by £1.3 million in the year, and at year-end stood at £6.9 million.

The Company was unable to carry out a number of land sale transactions as a result of the delays mentioned above and therefore concentrated on maximising income from its estate with a resultant profit of £373,250. Assets under management also increased in value as a result, notably the Waterfront Car Park with an increase of £827,233 and the Weighbridge up by £158,000.

The Group, being the Company and its subsidiaries, manages an asset base of £39,504,421 which is an increase of £537,059 on the previous financial year.

The Group’s current asset investments are carried at the opening market value at the date of the acquisition plus subsequent expenditure incurred. As at 31 December 2009 these totalled £21,861,691 (2008: £21,333,008). The open market value of these current asset investments based on third party valuations, where available, at 31 December 2009 totalled £71,000,000 (2008: £61,350,000).

The Company made strenuous efforts to control and, where possible, reduce operating costs.

4. Recommendations

That the Minister instructs the Greffier of the States to vote in favour of the resolution to be put before the Annual General Meeting of the Waterfront Enterprise Board Ltd on 13th April 2010.

That the Minister agrees to send the WEB accounts to the Greffier of the States following their reception by the WEB Board at the AGM and request that they be laid before the States after 13th April 2010.

5. Reason for Decision

To fulfil the States’ role as shareholder of the Waterfront Enterprise Board Ltd by exercising voting rights at the Annual General Meeting and to inform the States of WEB’s financial results.

Report author : Head of Decision Support	Document date : 08/03/10
Quality Assurance / Review : Business Manager	File name and path: l:\treasury\sections\corporate finance\ministerial decisions\dss, wrs and sds\2010-0057 - 2010 web agm voting instructions - kh\wr - 2010 web agm voting instructions - kh.doc
MD sponsor : Deputy Treasurer

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