8th January 2003
Corporate Director, Housing
Originating officer(s): Paul Bloss
EastEndHomes – Objects and Articles of Association
Wards Affected: All
This report provides Members with further details on the corporate and legal structure
(the Objects and Articles of Association) of EastEndHomes, the new council sponsored
Registered Social Landlord (RSL).
Cabinet is recommended to:-
Agree the Objects and Articles of EastEndHomes as set out in the report.
|Local Government Act, 2000 (Section 97)
List of “Background Papers” used in the preparation of this Report
Brief description of “back ground papers”
Name and telephone number of holder
and address where open to inspection.
Housing Choice Files
Objects & Articles of Association
Memorandum of Agreement
Paul Bloss ext. 7161
at the Policy and Implementation Committee (PIC) on 17 April
2002 to sponsor the setting up of a new Registered Social
Landlord (RSL) for those estates who wish to pursue this
option as part of Housing Choice.
||Members also agreed that this new RSL would
comprise a form of community led group structure. Estate
Steering Groups would be able to choose from several options
for joining EastEndHomes. These would range from being a
directly managed estate through to progressive levels of
resident control as Tenant Management Organisations (TMO’s).
These could take the form of an Estate Management Board for
a single estate, or a Local Community Housing Trust for a
larger grouping of estates.
||The report agreed by Members on the 17 April
2002 provided further information on the development of
EastEndHomes as a social landlord. It was agreed that only
EastEndHomes (the umbrella organisation) would seek
registration with the Housing Corporation. The constituent
local housing organisations, Estate Management Boards and
Community Housing Trusts would not be registered in the
first instance. However, the constitution of EastEndHomes
(the Object and Articles of Association) would be drafted in
a way that supported the local organisations progressing
towards a greater level of independence, subject to resident
support, Housing Corporation registration and funding
||Subsequently, Cabinet agreed on 28 October:
||This board structure is in line with the
requirements of the Housing Corporation. These are that
residents may comprise the largest single group on an RSL
board, but cannot have an overall majority; that a third of
the board must be independents; and that the board should
comprise no more that eighteen in total.
||Work has now been undertaken on developing
the legal framework of EastEndHomes and the Objects and
Articles of Association. The full version of these documents
is available on request. The key features of the documents
and the legal framework for EastEndHomes and Local Community
Housing Trusts are set out below:
REGISTRATION AND LEGAL STRUCTURE
||EastEndHomes must be registered as a social
landlord with the Housing Corporation. Members will be aware
that the Housing Corporation is responsible for the
registration, monitoring and funding of RSLs on behalf of
the Government. The RSL inspection function currently
undertaken by the Housing Corporation will soon be taken
over by the Audit Commission. This will integrate and
standardise the formal inspection process for the social
housing sector (i.e. local authorities and RSLs).
||Discussion about registration have already
taken place with the Housing Corporation. They have
confirmed that the registration process can commence based
on the current proposals for EastEndHomes.
||As a legal entity, EastEndHomes will be a
company limited by guarantee. This is a common form of legal
structure for organisations established by local authorities
for the advancement or promotion of charitable, social or
community objectives. Poplar HARCA and THCH, for instance,
are both companies limited by guarantee.
|4.4||A company limited by guarantee means that
EastEndHomes will be a “not for profit” organisation. This
means that it will not raise share capital, there will be no
shareholders, nor would any dividends be paid. “Not for
profit” means that any surpluses from the business plan will
be reinvested in service provision, repairs and improvements
to homes and associated estate regeneration activities.
||Membership of the company will be open to all
tenants and leaseholders of EastEndHomes. The liability of
members will be limited by the Memorandum of Association
to a minimal sum. This is usually £1.
||In effect EastEndHomes will be collectively owned
by its membership. Control of EastEndHomes will be
exercised through the Board of the organisation.
||In due course the Board will also need to
consider whether to seek charitable status through
registration with the Charity Commissioners.
||THE BOARD OF
EastEndHomes AND THE CONSTITUENT LOCAL HOUSING
||The Board structure of EastEndHomes was
agreed by Cabinet on 28th October 2002. The Details of the
Board arrangements are set out in the Memorandum of
Association. These are summarised as follows:
||A proportion of the Tenant and Community
Board Members must retire from Board membership on a
rotational basis. In each instance they will be eligible for
immediate re- nomination and re-election to the Board.
||The Memorandum and Articles of Association
make provision for changes to the board structure of a
constituent local housing organisation in line with the
right to progress towards full independence and registration
as an RSL in its own right.
||Prior to independent registration there would
be no restriction on the number of Tenant Board Members of a
constituent local housing organisation. Following
independence from EastEndHomes, however, the Board would
need to adhere to the Housing Corporation guidelines on
||These are set out in the Memorandum of
Association of EastEndHomes. They include specific community
empowerment and involvement objectives and express powers in
relation to devolution of functions and responsibilities.
||Broadly, the objectives and responsibilities
can be summarised as follows:
||FORMAL POWERS OF EastEndHomes
||These are set out in clause 5 (3) of the
Memorandum of Agreement. Generally, they enable EastEndHomes
to undertake the following:
||EastEndHomes will comprise a form of group
structure. Therefore an Intragroup Agreement will be
||The Memorandum and Articles of Association
specifically provides for the devolution of functions,
powers and responsibilities to the constituent local housing
The Intragroup Agreement sets out the respective roles and responsibilities of the different parts of the organisations. The Housing Corporation recommends that all parts of the group formally sign up to the Agreement
||The main elements of the Intragroup Agreement
are as follows:
||The local board will provide an annual report
for the Board of EastEnd on its performance.
|Under the terms of the Intragroup agreement, EastEndHomes will provide a range of functions and services for the constituent local housing organisations. These will be determined by reference to the day to day operational responsib ilities of the local organisations. The schedules annexed to the Intragroup Agreement set out the range and scope of these services and highlight arrangements for their provision and indicative cost.|