AGM 18 September 2018 Agenda and Reports

Your Homes Newcastle Limited Fourteenth Annual General Meeting Tuesday 18 September 2018 at 5.00pm To be held at YHN House, Benton Park Road, Newcastle upon Tyne, NE7 7LX.

Contact:

Jill Davison, telephone: 0191 278 8624 e-mail : jill.davison@yhn.org.uk

AGENDA 1

Welcome and Apologies for Absence

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Minutes To approve the Minutes of the Annual General Meeting held on 19 September 2017.

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Directors’ Report & Financial Statements and Auditors’ Report To receive the company’s accounts for the year ended 31 March 2018 together with the Strategic and Directors’ Report and the Auditors’ report on those accounts.

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Re-appointment of Auditors To re-appoint Ernst & Young LLP as auditors of the company, in accordance with our parent Newcastle City Council.

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Retirement and Reappointment of Independent Members To accept the retirement and approve the reappointment of Richard Clark, Kevin Lowry and Helen Simpson as an Independent Member in accordance with Article 16 of the company’s Articles of Association.

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Any Other Business

Thirteenth Annual General Meeting held on 19 September 2017 at 4.00pm at YHN House, Benton Park Road, Newcastle upon Tyne.

Present: Newcastle City Council: T Kirkham (Chief Executive) Your Homes Newcastle Board Members: O Grant (Chair), V Dunn, P Dibbs, J McCarty, A Mirza, T Moore, M Page, J Reid, P Scope, N Shukla, L Stephenson, E Snaith, M Talbot.

In attendance: T Drury J Ritchie D Langhorne M Foreman J Davison A Baker A Senior C Mulley S Bramwell D Hall R Taylor

Managing Director Finance and Commercial Director Assets and Development Director Customer Services Director Company Secretary Governance Support Officer NCC Ernst & Young LLP Asfaleia Board nominee Asfaleia Board nominee Asfaleia Board nominee

Apologies for absence L Doherty, P Dutton, D Huddart, E Snaith 1

WELCOME The Chair extended a warm welcome to all present at the meeting.

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CHAIR’S REPORT NCC set up YHN to optimise the use of funds from the decent homes programme, and it had a successful start and continued this success over the last decade. Last year we went through the challenge of recreating the executive team and most recently the challenges of the Grenfell Tower disaster and all the consequences which have arisen from the tragedy. We can be confident though, that we have housing stock that has high standards of construction and we are not exposed to the risks others are.

YHN and NCC have developed and optimised the relationship between organisations, this is evident in the 10 year management agreement and are now looking to the future.

Last year we considered our Board structure and whether it was fit for purpose going forward, it was a remarkable decision to agree to huge change but it has been a successful one, four years ago we were regarded as an

outlier with a large board structure. However, we undertook a governance review and moved to the other extreme and are now an outlier with a very different board focused in an entirely different way to reflect changes in housing and how YHN in turn operates. I would like to pay tribute to staff and especially to Tina who has led the organisation the last twelve months through a period of major change and continued to operate successfully. Thank you to David, whom I have worked with for a period time, and to Matt and Jon in a newer capacity.

It was an exciting occasion in setting up Asfaleia, of which Nitin chaired in its first existence, taking on a considerable responsibility of tenants who need help and support. Asfaleia has made a huge contribution to the wellbeing of tenants, and I would like to thank Nitin for the way he led it, doing a wonderful job. Those who are new are joining something absolutely special.

Ammar and Lynn have been here quite a long time and I have appreciated their dedication and input to YHN. I’ve always seen tenant board members as equal board members, blessed by the contribution and wisdom brought to the board. It’s been a great pleasure and I’ve thoroughly enjoyed the last four years. I would like to say to the shareholder what we are doing is leaving the city in good financial order and every respect to deliver what is expected of YHN. I think new members will have great enjoyment in their time on the YHN Board, I really wish the incoming Chair well and look forward to hearing how YHN prospers under their stewardship.

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NEWCASTLE CITY COUNCIL As shareholder we want to put on record our thanks for the commitment of the Chair and members of YHN Board who have served over recent years. It has been a difficult period given the financial context in which the board have operated; the HRA will be missing £594m over the next 30 years, due to the rent reduction and tenants will be missing £136m relating to Welfare Reform over the next five years. It puts into context the challenges board will have to deal with.

I would like to welcome Jo Boaden and the new board, who will be taking on these challenges at the halfway point. I would also like to put on record our thanks to Tina and the Executive Team who we have personally enjoyed working with over the last year and look forward to the future challenges that we will tackle together.

At the last AGM, Pat noted that NCC was in early discussions about a North of Tyne devolution deal, these conversations are still ongoing. There’s a strong possibility by the end of October we could be announcing a deal, and this will hopefully involve housing, as we believe local devolution can improve services to tenants.

As shareholder I am pleased to receive the accounts, and would again like to thank YHN for what you have achieved for tenants.

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MINUTES The minutes of the eleventh Annual General Meeting held on 1 November 2016 were received and approved.

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DIRECTORS’ REPORT AND FINANCIAL STATEMENTS AND AUDITORS REPORT J Ritchie, Finance and Commercial Director, gave a short presentation about the financial statements for the period ending 31 March 2017.

RESOLVED – that the sole member of YHN, NCC, received the Directors’ Report & Financial Statements and Auditors’ Report for the period to 31 March 2017.

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RE-APPOINTMENT OF AUDITORS RESOLVED – that Ernst & Young LLP be re-appointed as Auditors for the period to the next Annual General Meeting.

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RETIREMENT OF TENANT MEMBERS The Chair asked members to approve the retirement of tenant members as set out in the agenda (previously circulated and copy attached to the official minutes).

RESOLVED:

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To accept the retirement of Lisa Doherty as a Tenant Member, in accordance with Article 15 of the company’s Articles of Association.

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To accept the retirement of Tony Moore as a Tenant Member, in accordance with Article 15 of the company’s Articles of Association.

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To accept the retirement of Paul Dutton as a Tenant Member, in accordance with Article 15 of the company’s Articles of Association.

RETIREMENT OF INDEPENDENT MEMBERS The Chair asked members to approve the retirement of independent members as set out in the agenda (previously circulated and copy attached to the official minutes) RESOLVED: •

To accept the retirement of Phil Dibbs as an Independent Member in accordance with Article 16 of the company’s Articles of Association.

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To accept the retirement of Olivia Grant as an Independent Member in accordance with Article 16 of the company’s Articles of Association.

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To accept the retirement of Ammar Mirza as an Independent Member in accordance with Article 16 of the company’s Articles of Association.

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To accept the retirement of Malcolm Page as an Independent Member in accordance with Article 16 of the company’s Articles of Association.

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To accept the retirement of Paul Scope as an Independent Member in accordance with Article 16 of the company’s Articles of Association.

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To accept the retirement of Elaine Snaith as an Independent Member in accordance with Article 16 of the company’s Articles of Association.

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To accept the retirement of Lynn Stephenson as an Independent Member in accordance with Article 16 of the company’s Articles of Association.

APPOINTMENT OF INDEPENDENT MEMBERS Members were also asked to approve the appointment of independent members as set out in the agenda (previously circulated and copy attached to the official minutes) RESOLVED: •

To appoint the Chair, Jo Totton (Boaden) in accordance with Article 16 of the company’s Articles of Association for a three year term of office.

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To accept the appointment of Lisa Doherty in accordance with Article 16 of the company’s Articles of Association for a three year term of office.

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To accept the appointment of Malcolm Page in accordance with Article 16 of the company’s Articles of Association for a three year term of office.

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To accept the appointment of Paul Scope in accordance with Article 16 of the company’s Articles of Association for a two year term of office.

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To accept the appointment of Elaine Snaith in accordance with Article 16 of the company’s Articles of Association for a two year term of office.

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To accept the appointment of Richard Clark in accordance with Article 16 of the company’s Articles of Association for a one year term of office.

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To accept the appointment of Kevin Lowry in accordance with Article 16 of the company’s Articles of Association for a one year term of office.

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To accept the appointment of Helen Simpson in accordance with Article 16 of the company’s Articles of Association for a one year term of office.

ANY OTHER BUSINESS RELEVANT TO THE ANNUAL GENERAL MEETING None.

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DATE OF NEXT MEETING The next Annual General Meeting would take place on Tuesday 18 September 2018.

The meeting closed at 4.30pm.