General Meeting

For anyone attending the meeting on Friday 7pm, the Oak Suite is accessed through the Elm Grove Conference Centre located a short walk from the main entrance to the University.

Directors and Proposed General Meeting

Background

The provisions which govern the constitution of the Board are set out in the Articles of Association of the Company.  These are available to view on Companies House through this link:-  EMERALD SQUARE RESIDENTS MANAGEMENT COMPANY LIMITED filing history - Find and update company information - GOV.UK (company-information.service.gov.uk).

The Board, or the members, being unit owners, in a general meeting may appoint directors.  At present, they are not required to retire through rotation.

The Board manages the current and future financing of the development as well as the general management of the development.  Some 70%of the annual spend of £328k is spent on the flats within Roebuck, Barnes and Sheen Houses.  The balance, which is also contributed to by flat owners, is expended on the estate, principally the gardens and water feature.  The apartments also account for most of the development’s maintenance requirements.  The day-to-day management of the development is delegated to the Board’s appointed property management company, for the time being, Urang Limited.

The Board aims to meet with Urang on a monthly basis for which 2 main reports are presented.  As well as a financial report, Urang is tasked to present a Scheme Action Plan which details all outstanding issues on the development with corresponding proposals for resolution.  Board members are expected to adopt a particular part of the estate as sponsor director, to understand both the accounts and the Scheme Action Plan prior to a meeting and to follow up on actions within their area.  The directors are not expected to serve in any executive capacity so that all operational matters remain for Urang.

As well as ensuring the annual spend represents value for money, the Board also seeks to ensure that sufficient monies are set aside in reserves for the development’s Long Term Maintenance Plan.  This 15-year plan is required to ensure there are sufficient movies for future maintenance requirements such as the replacement of lifts.

Urang

The Board appointed Urang in early 2023 to take over the management of the estate from Firstport which had acquired the development’s first management company, Mainstay.  Urang was appointed following a competitive tender which had been put out to three companies, which process had included a detailed invitation to tender as well as the taking  of extensive references. 

The Board was acutely aware of the risks of change but the decision to go out to tender had been made after many months of unsatisfactory performance by Firstport including failures to act on agreed recovery plans, to provide accurate or up to date financial information, as well as operational failures.

Urang’s performance has not been as expected and this has been the subject of discussions with them.  Their performance has been hampered by a fundamental failure to cooperate by Firstport who have also withheld some £60k of the Company’s funds.  This lack of cooperation and withholding of information and funds has led to the position where the Board has indicated that the Board will initiate legal proceedings without an early resolution of these long outstanding issues.

Notwithstanding this we have tasked Urang to outline their plan to improve performance within an agreed timetable at a forthcoming General Meeting.  This will include the appointment of a new senior property manager who will attend the development on a monthly basis to meet the Board and residents.  The new Board will communicate through the Emerald Square website, conscious that decisions have not necessarily been fully communicated.  An example of this is parking on Emerald Square while the underground car park was being fixed.  This parking was not authorised by the Board as can be seen from the emails which were issued by Urang.

The Board

The current directors believe it is important that the Board represent a balance of interests between flat owners and house owners, decisions are made which are for the benefit of the development as a whole, and the size of the Board does not become overly burdensome.

To this end the Board has agreed to limit the Board to 6 members, 3 from house owners and 3 from flat owners.  It is for the Company in General Meeting to agree this. 

In order to ensure decisions are made fairly, it is proposed that if an issue affects only flats or houses then decisions on these issues can only be voted on by directors from flats or houses as the case may be.  In the case of disputed issues, Urang will be asked to adjudicate if an issue solely affects one or other of the groups.  If there is a split vote, the Chairman will have a casting vote.

A number of candidates put themselves forward to become directors for which the Board is grateful.  The Board met and agreed to support Imtiaz Arian and Paula Gardiner as having the most relevant experience to become directors.  Going forward, it is proposed that the two longest serving directors will put themselves up for re-election at the Company’s annual general meeting. 

The directors of the Board are currently:-

House owners

Nigel Smith

Imtiaz Arian

Paula Gardiner

Flat owners

Martin Bowen

Hossein Bayat

Martin and Hossein plan to resign as soon as replacements from the flats are identified.  We await a response from a flat owner who has put themselves up for election. Unfortunately,  a candidate who had relevant experience and who had put themselves forward  has accepted an overseas posting and so can no longer serve as a director can be found for them.  We have tasked Urang to contact other flat owners as a matter of urgency to find other candidates.

General Meeting

This should be taken as notice that a general meeting will be held at 19.00 on 26 January 2024 in the Oak Suite 1 at Roehampton University.  Please note that this meeting is for owners of units only.  It is not open to residents who rent a property as those residents are not entitled to vote on the company’s business.

The business to be conducted will be:-

1. Introduction of new directors

2. Presentation of the development’s annual budget and Long Term Maintenance Plan.

3. Presentation by Urang of operational procedures and future plans.

4. Presentation by Urang of key outstanding operational matters

These presentations will then be followed by questions from members.  All questions must be presented beforehand to allow full answers to be presented.  Questions not submitted beforehand may not be responded to. Please submit your questions to Brent at Urang, e mail Brent.lechet@urang.co.uk