Waterfront Enterprise Board Ltd Annual General Meeting

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A decision made (05.03.09) to instruct the Treasurer and Greffier of the States to vote in favour of the resolution to be put before the Annual General Meeting of the Waterfront Enterprise Board on 16.03.09.

Decision Reference: MD-TR-2009-0029
Decision Summary Title:	Waterfront Enterprise Board Ltd Annual General Meeting voting instructions and presentation of WEB accounts to the States		Date of Decision Summary:	5th March 2009
Decision Summary Author:	Kevin Hemmings, 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:	5th March 2009
Written Report Author:	Kevin Hemmings, 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 Treasurer and 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 16th March 2009. The Treasurer will instruct Stephen Izaat, Managing Director of WEB, to exercise his vote by proxy. 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 16th March 2009.
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 Treasurer and Greffier of the States are requested to vote in favour of the resolution. Treasurer to write to Stephen Izaat, Managing Director of WEB, instructing him to exercise his vote by proxy in favour of the resolutions. 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 16th March 2009.
Signature:		Position: Senator P.F.C. Ozouf
Date Signed: 5th March 2009		Date of Decision: 5th March 2009

Waterfront Enterprise Board Ltd Annual General Meeting - Voting Instructions

TREASURY AND RESOURCES MINISTER

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 Treasurer and the Greffier of the States to vote in favour of the resolutions to be put before the Annual General Meeting of the Waterfront Enterprise Board Ltd on 16th March 2009 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 2008 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 18th February 2009 that the Company will be holding its Annual General Meeting on 16th March 2009. 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 2008 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 Treasurer and the Greffier of the States to vote in favour of the resolution to be put before the Annual General Meeting. The Treasurer will instruct Stephen Izaat, Managing Director of WEB, to exercise his vote by proxy (see attached).

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

This has been a year of financial success; having started the year with a £1,646,058 overdraft and ended it with a cash surplus of £5,618,192. For the year ended 2007, the Company posted a loss of £461,127 whereas in 2008 it has shown a profit of £5,563,412. WEB is a property development company and the profit has emanated from progress on developments within the West of Albert area of the St. Helier Waterfront.

During the year the Company posted c. £11.5 million income from the disposal of land which had a corresponding cost to the Company of c. £3.36 million.

On 1 February 2008 the Company took back the management and running of the Waterfront car park and Waterfront estate. Car park receipts increased by 47% for 2008, from £337,804 in 2007 to £497,674.

Rental income was also increased from £97,014 to £202,612. Of this increase c. £35,000 related to the new rentals on the Weighbridge and c. £79,000 related to the rent of the transportation centre (2007: part year £19,000).

During the year the Company moved to owner occupied offices at Harbour Reach. Premises costs have decreased as a result of the Company no longer paying rent. The 2008 reduction does not fully reflect the rental cost saving as the premises costs in 2008 included removal costs and moving IT systems to the new offices. It is expected that the premises costs will further reduce in 2009 as these elements will not be applicable.

The increase in salary costs for 2008 is primarily as a result of the Company employing additional members of staff. This was as a result of taking in-house the management of the Waterfront car park and estate and employing staff directly.

Exceptional operating costs relate to the writing down of the following costs:-

• Weighbridge and Avenues redevelopment £1,646,682 (2007:£304,608);

• Skateboard park £121,463;

• Assets costing less than £10,000 written off in the year to accord with new States of Jersey accounting policies; total net book value written off £76,909; and

• Final account payment to CTP of £98,009 for the leisure pool construction contract (it has taken the developer over 4 years to reach final settlement with the contractor).

4. Recommendations

That the Minister instructs the Treasurer and 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 16th March 2009. The Treasurer will instruct Stephen Izaat, Managing Director of WEB, to exercise his vote by proxy.

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 16th March 2009.

5. Reason for Decision

To fulfill 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.

States Treasury Kevin Hemmings, Head of Decision Support

10 March, 2009 for decision 5th March 2009