Agenda of Joint Shareholders Committee

Tasman District Council-Nelson City Council Joint Shareholders Committee Agenda – 05 April 2022

6 Reports

6.1 Tasman Bays Heritage Trust - Appointment of Trustee

Decision Required

Report To:	Joint Shareholders Committee
Meeting Date:	5 April 2022
Report Author:	Tanya Robinson, Strategic Advisor Community Services
Report Number:	RJSC22-04-1

1 Purpose of Report

1.1 To note the decision of the Tasman Bays Heritage Trust (TBHT) Appointments Committee to appoint Jo Brady as trustee for a three-year term, ending April 2025.

2 Summary

2.1 TBHT is a joint Council Controlled Organisation, established in 2000 to manage and operate the Nelson Provincial Museum, Pupuri Taonga O Te Tai Ao.

2.2 TBHT is required to have between five and seven Trustees (Trust Deed, clause 12.2).

2.3 General Trustees are appointed by an Appointments Committee, through a process set out in the Trust Deed (clauses 14, 15, 16).

2.4 Past practice has been for TBHT appointment decisions to be noted (rather than approved) by the Joint Shareholders Committee.

3 Draft Resolution

That the Joint Shareholders Committee:

1. receives the Tasman Bays Heritage Trust - Appointment of Trustee, report
RJSC22-04-1; and

2. notes the decision of the Appointments Committee to appoint Jo Brady as Trustee of Tasman Bays Heritage Trust, for a three-year term ending April 2025; and

3. thanks Mr Chris Bowater for his ten-year service as a Trustee of Tasman Bays Heritage Trust.

4 Background and Discussion

4.1 The following are current Trustees of TBHT:

Olivia Hall: Chairperson, first appointed October 2012, term ends November 2024 (Te Tai Ao Komiti representative)

Emma Thompson: first appointed November 2015, term ends November 2022

Derek Shaw: first appointed November 2015, term ends November 2023

Darren Mark: first appointed November 2015, term ends November 2024

Brendon Silcock: first appointed May 2020, term ends May 2023.

4.2 A sixth trustee, Chris Bowater, retired as a Trustee in March 2022 after over ten years of service.

4.3 This retirement was advised to Council officers by Trust Chair Olivia Hall, in November 2021, to allow time for recruitment to replace Mr Bowater to be undertaken (Attachment 1).

4.4 Trustees of TBHT include general Trustees and an iwi representative Trustee.

4.5 Mr Bowater was a general Trustee. The criteria for appointments of general Trustees are mandated as follows (Trust Deed, para 14.1 (c)):

The Appointments Committee shall appoint Trustees from the list of persons nominated and in making any appointment shall take into account the following criteria:

1. Trustees should be interested in and able to promote the objectives of the Tasman Bays Heritage Trust.

2. Trustees should be persons known in the communities for their respective business acumen, competence in financial stewardship, or expertise and knowledge in heritage matters and issues.

3. Trustees should be familiar with and have or be willing and able to gain an appreciation of heritage issues, education, tourism and regional development issues, promotional interests and iwi perspective and a cultural awareness especially of issues relating to Māori taonga.

4.6 In addition, and with work underway for the Archives, Records and Collections (ARC) capital project, Trust Chair Olivia Hall also noted in the letter advising of the need for recruitment (Attachment 1), that:

4.6.1 The Board is cognisant of the needs of the ARC capital works project, and requests that the recruitment process prioritises the following attributes:

a. Significant fundraising experience

b. Strong engagement with local communities including business

c. A long-standing relationship with the Nelson Tasman region

d. Experience in governance roles preferred but not essential.

4.7 The Appointments Committee includes representatives from both councils. Current members of the Committee are Mayor Tim King (Chair) and Chief Executive Officer Janine Dowding (Tasman District Council); Councillors Gaile Noonan and Mel Courtney (Nelson City Council); Olivia Hall and Jane du Feu (iwi representatives).

4.8 For this recruitment process, the Chief Executive Officer of Tasman District Council delegated decision making to Susan Edwards, Group Manager Service and Strategy at Tasman District Council.

4.9 Because the Appointments Committee is established by the Trust Deed, rather than by the Councils, the Appointments Committee has authority to make appointments to the Trust.

Trustee Appointment

4.10 The Appointments Committee undertook a recruitment process, in keeping with the process set out in the Trust Deed.

4.11 A recruitment company was appointed to assist with the process.

4.12 The role was advertised in newspapers and on several targeted online sites.

4.13 Applications were received from 10 candidates. Following longlisting and shortlisting by the Appointments Committee, three suitably qualified candidates were interviewed by Appointment Committee members.

4.14 Interviews were carried out on 25 February 2022 and 28 February 2022. This was followed by vetting and reference checking by the recruitment company and reviewed by the Appointments Committee.

4.15 Based on the interviews and reference checking, the Appointments Committee unanimously agreed to appoint Jo Brady as a Trustee for a three-year term, ending in April 2025.

4.16 Ms Brady brings executive leadership and commercial experience and skills in marketing and communications, business development and philanthropy. Ms Brady also has significant governance experience on national and local advisory boards and groups in both not-for-profit and corporate contexts. She is currently on contract to Port Nelson until July 2022, has ties to the region, and resides in both Ōtautahi and Te Tauihu with plans to permanently locate to Nelson in the future.

5 Options

5.1 The appointment of this Trustee is for information only.

6 Conclusion and Next Steps

6.1 Following this meeting, Ms Brady will be formally advised of her appointment.

6.2 The new Trustee will attend meetings beginning from the next Trust meeting on 25 May 2022.

6.3 The appointment will also be announced publicly at the Trust’s Annual General Meeting on 2 November 2022, and prior to that through the Museum’s online and social media channels.

Attachments

1.⇩

Letter from TBHT re trustee retirement and recruitment

Tasman District Council-Nelson City Council Joint Shareholders Committee Agenda – 05 April 2022

6.2 Tasman Bays Heritage Trust - Half Yearly Report to 31 December 2021 and Draft Statement of Intent 2022/2023

Decision Required

Report To:	Joint Shareholders Committee
Meeting Date:	5 April 2022
Report Author:	Tanya Robinson, Strategic Advisor Community Services
Report Number:	RJSC22-04-2

1 Purpose of Report

1.1 This report presents the Tasman Bays Heritage Trust – Half Yearly Report to 31 December and the Draft Statement of Intent 2022/2023.

2 Draft Resolution

That the Joint Shareholders Committee:

1. receives the Tasman Bays Heritage Trust - Half Yearly Report to 31 December 2021 and Draft Statement of Intent 2022/2023, report RJSC22-04-2; and

2. notes the delivery of the Tasman Bays Heritage Trust draft Statement of Intent 2022/23 (A2846486) as required under the Local Government Act 2002; and

3. provides the following comments and feedback to the Tasman Bays Heritage Trust:

a) that the draft Statement of Intent meets the shareholders’ expectations;

b) requests the Tasman Bays Heritage Trust considers… (to be determined at the meeting).

3 Background and Discussion

Half Yearly Report

3.1 The THBT half yearly report covers the period 1 July 2021 to 31 December 2021 (Attachment 1).

3.2 This report details the strategic goals of the Trust, and the actions planned to achieve these goals. All have been achieved or are on target to be achieved, except for one
(Attachment 1, pages 4-10).

3.3 The action ‘Identifying, canvassing, and securing funding sources’ for the new Archives, Records and Collections (ARC) capital project has been identified by the Trust as an area of some concern. The target is 20% of non-Council funding for the project to be secured by 30 June 2022. A series of preparatory actions are identified as having been taken towards this goal (Attachment 1, page 4, action 1.2).

3.4 The Statement of Comprehensive Income shows a net surplus of $19,019 for the period, which is better than the projected deficit of $32,255.

3.5 Of note, is that all arts and cultural organisations have been significantly impacted by COVID-19, particularly in community use. TBHT has managed this impact well, achieving 66% of their annual visitation target in the first six months of the year. This is largely attributed to adaptation within the COVID-19 Protection Framework (traffic light system) and attendance at the family-friendly exhibition Dinosaur Evolution (Attachment 1, page 1;
page 6, action 2.2).

3.6 Further ongoing impacts of COVID-19 and adaptations to this are noted throughout the report.

3.7 Also of note, is the work underway for the Archives, Records and Collections (ARC) capital project that both Councils have included capital funding towards in LTP 2021-31 (Attachment 1, page 1; page 4, action 1.2, 1.2).

3.8 TBHT also note the retirement of Trustee, Chris Bowater, “and acknowledge the outstanding contribution he has made to Museum governance over the past 13 years. His last Board meeting will be in March 2022” (Attachment 1, page 3).

3.9 The Chief Executive, Lucinda Blackley-Jimson will attend the meeting to present the report and respond to any questions.

Draft Statement of Intent

3.10 TBHT is a joint Council Controlled Organisation.

3.11 Under the Local Government Act 2002, the Trust is required to complete a Statement of Intent (SOI) on an annual basis, no later than 1 March each year. This requirement has been met.

3.12 The councils have an opportunity to provide feedback to the Trust within two months of this date, and the Trust has until 30 June 2022 to deliver the final SOI to the councils. The draft SOI is included as Attachment 2.

3.13 Schedule 8 of the Local Government Act outlines the purpose of a SOI, what is to be included and how it is to be approved. The SOI, as supplied by the Trust, is compliant.

3.14 A Statement of Expectations (SOE) was sent to the Trust on 1 December 2021, to help guide the Trust in the creation of the SOI. This is included as Attachment 3.

3.15 The SOE sent to the Trust did not have any specific expectations.

4 Options

4.1 There is no decision to be made on the half yearly report. The Trust has complied with the legislation in preparing and presenting the report to the councils.

4.2 There are two options to consider for the SOI.

Option 1: Accept the draft SOI for approval (recommended option)
Advantages	· The Trust will receive confirmation of the objectives set out in the SOI.
Risks and Disadvantages	· None identified.
Option 2: Provide feedback to the Trust on the draft SOI.
Advantages	· The Trust will have an opportunity to make changes to the draft SOI to reflect the Committee’s feedback.
Risks and Disadvantages	· The Trust may not be able to act on feedback immediately and will not have certainty until feedback has been responded to and approved. · The draft SOI will need to come back to the Committee in a future report, so causing a delay.

5 Important considerations for decision making

5.1 Fit with Purpose of Local Government

The preparation of a draft Statement of Intent and delivery of the half yearly report is a requirement of Schedule 8 of the Local Government Act.

5.2 Consistency with Community Outcomes and Council Policy

The Trust contributes to the outcomes ‘Our communities have opportunities to celebrate and explore their heritage, identity and creativity’ and ‘Our communities have access to a range of social, educational and recreational facilities and activities’.

5.3 Risk

There is a continuing risk that COVID-19 impacts may require changes to the SOI or impact financial and non-financial performance. Officers will update the Committee on any changes to performance targets that are needed during the remainder of the year.

There is medium risk that expectations of funding for the ARC capital project to house and care for the Nelson Tasman regional heritage collection may not be realised, with 20% of non-Council funding secured by 30 June 2022.

5.4 Financial impact

The provision of the museum is a budgeted activity for both councils.

5.5 Degree of significance and level of engagement

This matter is of low significance and no further consultation is proposed.

5.6 Climate Impact

Climate impact is addressed through the strategic objective of sustainability performance.

5.7 Inclusion of Māori in the decision making process

No engagement with Māori has been undertaken in preparing this report. Iwi are represented on the Trust Board and through an advisory komiti.

5.8 Delegations

The Joint Shareholders Committee has the following delegations to consider the draft Statement of Intent:

Areas of Responsibility:

· All matters relating to jointly owned Council Controlled Organisations and Council Controlled Trading Organisations, including statements of intent, statements of corporate intent, half yearly reports, the appointment of directors and setting of directors’ fees.

Powers to Decide:

· All matters relating to jointly owned Council Controlled Organisations and Council Controlled Trading Organisations, including statements of intent, statements of corporate intent, half yearly reports, director appointments, and setting of directors’ fees.

6 Conclusion and Next Steps

6.1 TBHT has submitted the draft Statement of Intent 2022/23 as required by the Local Government Act.

6.2 The Committee has an opportunity to provide feedback to the Trust on the draft SOI for consideration in drafting the final 2022/23 SOI.

Attachments

1.⇩	Tasman Bays Heritage Trust-Half Yearly Report-1 July to 31 December 2021	16
2.⇩	Tasman Bays Heritage Trust-Draft Sttaement of Intent-2022-2023	34
3.⇩	Tasman Bays Heritage Trust-Statement of Expectations-2022-2023	50

Tasman District Council-Nelson City Council Joint Shareholders Committee Agenda – 05 April 2022

6.5 Holding Company Progress Report No. 2

Decision Required

Report To:	Joint Shareholders Committee
Meeting Date:	5 April 2022
Report Author:	Mike Drummond, Group Manager - Finance; Nikki Harrison, Group Manager Corporate Services
Report Number:	RJSC22-04-5

1 Purpose of Report

1.1 To confirm the name of the Holding Company is “Infrastructure Holdings Limited”.

1.2 To recommend to Tasman District Council and Nelson City Council approval of the Infrastructure Holdings Limited Shareholder Agreement and adoption of the Constitution.

2 Draft Resolution

That the Joint Shareholders Committee:

1. receives the report Holding Company Progress Report No. 2, RJSC22-04-5 and its attachments); and’

2. confirms the name of the Holding Company as “Infrastructure Holdings Limited”.

Recommendation to Nelson City Council and Tasman District Council

That the Council:

1. agrees to become shareholders of Infrastructure Holdings Limited; and

2. notes the proposed constitution contained in Attachment 1 which will be adopted by Infrastructure Holdings Limited at its inaugural meeting.

3. agrees to vote its shares in favour of adopting the proposed constitution at the inaugural meeting; and

4. agrees to enter into the Shareholders Agreement between Tasman District Council, Nelson City Council and Infrastructure Holdings Limited in the form attached (Attachment 2); on or before the date of the Council transfer of its shareholding in Nelson Airport Limited and in Port Nelson Limited to Infrastructure Holdings Limited (A2862766); and further authorise the Council’s Chief Executive Officer to execute the agreement subject to making any necessary minor drafting corrections, following approval by the Council’s legal advisors; and

5. notes that consequential amendments will need to be made to the Port Nelson Limited constitution and Nelson Airport Limited constitution after the transfer of those shareholdings has occurred.

3 Background and Discussion

3.1 The Tasman District Council and the Nelson City Council resolved to form a holding company for their investment in Port Nelson Ltd and Nelson Airport Ltd. This was consulted on and agreed as part of their respective 2021-2031 Long Term Plans. The role of the holding company is primarily as a funding vehicle for the port and airport companies.

3.2 At the Joint Shareholders Committee meeting on 15 February 2022 the Committee considered the draft Holding Company Principles and the project timeline and the following resolutions were passed:

That the Joint Shareholders Committee:

1. Receives the report Holding Company Progress report No 1; and

2. Notes the project plan and timelines contained in Attachment 1 to the

agenda report; and

3. Approves the draft Holding Company Principles as set out in Attachment 2 to the agenda report, subject to the following amendments and feedback

a. Clarification of the specific objectives and lines of responsibility

b. In finalising those matters, officers respond to the feedback, including the policies yet to be completed, discussed at the 15 February 2022 meeting

c. With further analysis of risks and mitigation measures; and

4. Approves the initial incorporation of the holding company with an equal and nominal number of shares held by Tasman District Council and Nelson City Council; and

5. Approves the recruitment of the holding company independent chair in accordance with the Procedure for Joint Appointment of Directors/ Trustees of Council Controlled Organisations and Council Controlled Trading Organisations; and

6. Approves the appointment of the Board Chairs and the Chairs of the respective Audit (Finance) and Risk Committees (or designates), of Port Nelson Ltd and Nelson Airport Ltd to the holding company transitional board for a term of up to 18 months; and

7. Notes that given their current board roles Catherine Taylor and Paul Steere will be the initial director appointments from Nelson Airport Ltd and Gerrard Wilson and Paul Zealand the initial director appointments from Port Nelson Ltd to the holding company transitional board; and

8. Notes that should the initial appointees to the transitional holding company board cease their current roles on the Nelson Airport Ltd or Port Nelson Ltd board then the director carrying out those roles on the respective boards will replace them on the holding company board; and

9. Instructs staff to write to the Office of the Auditor General on behalf of the councils as shareholders, requesting they appoint Ernst & Young as the auditor for all holding company group entity audits; and

10. Agrees that Report RJSC22-02-1, its attachments and the decision be made available to the Holding Company Working Group immediately following this meeting; and

11. Agrees that Report RJSC22-02-1, Attachments 1,2,3 and the decision, redacted, if necessary, be made publicly available three days after it is made available to the Holding Company working group; and

12. Agrees that Attachment 4 remain confidential at this time.

3.3 The feedback provided on the principles document has been discussed by the working group and will, along with other feedback, be incorporated in the drafting of the foundation documents. Two of those documents the Constitution (Attachment 1) and the Shareholders Agreement (Attachment 2) are presented for consideration at this meeting.

3.4 Staff on behalf of the councils wrote to the Office of the Auditor General on 1 March 2022. We are currently in discussions with the OAG and a meeting with Amin Khan, Manager, Auditor Appointments – Audit Quality Group at the OAG to discuss this matter was held on 21 March 2022. The meeting provided Mr Khan with information of the structure and function of the holding company. We were advised that the appointment of an auditor for Infrastructure Holdings Limited can only occur after the company has been formally formed and registered.

3.5 Negotiations with Westpac to discuss the implementation of the transactional banking aspects of Infrastructure Holdings Limited are underway. There is a long lead time to the finalisation of these arrangements. To progress further the legal entity “Infrastructure Holdings Limited” needs to be formed as soon as possible.

3.6 Staff have prepared a RACI (Responsible, Accountable, Consulted, Informed) chart for the reporting and related work streams. This is included in this report as Attachment 3. The chart identifies the work streams and responsibilities post the holding company formation.

3.7 Key skills of the Independent Chair were discussed by the Working Group and forwarded to the Joint Shareholder Committee members for feedback. Once this has been considered, a recruitment agency will be engaged to undertake the recruitment.

3.8 The Shareholder Agreement between Tasman District Council, Nelson City Council and Infrastructure Holdings Limited has been drafted by Pitt & Moore based on the Principles document and legally reviewed on behalf of the shareholders by DLA Piper.

3.9 The constitution of Infrastructure Holdings Limited has been drafted by Pitt & Moore and legally reviewed on behalf of the shareholders by DLA Piper.

3.10 The working group and the Boards of the Port and Airport have provided feedback on the documents to ensure the provisions while largely standard are workable as between the parties. There are no matters that neede443 to be brought to the attention of the committee.

3.11 There are a couple of points to draw to the attention of the committee:

Shareholder Agreement

3.12 The “Business” definition within the Shareholder Agreement “means holding and administering investments in entities in which the Shareholders have a substantial interest for the benefit of the Nelson and Tasman regions and securing funding for and providing funding to the same.” Due diligence obligations for the directors will require them to act as a prudent lender.

3.13 The issue of shares / issue price / number of shares (section 3.1) will be inserted after decisions are made at future meetings (see below). The company will be formed initially with 2 shares one issued to each council to provide the necessary legal entity to progress the project. The Shareholder Agreement will be signed on the date of the share transfer – likely to be 4 July 2022 in the next financial year.

Constitution

3.14 Flexibility around the Infrastructure Holdings Limited board structure has been provided. The Company will have a minimum number of three Directors and a maximum number of six Directors. The Shareholders (by way of the Joint Shareholders’ Committee, if such committee exists) shall together be entitled to appoint up to six Directors at any time and may likewise remove and/or replace any of those Directors at any time by notice in writing to the Company.

3.15 The Committee’s attention is drawn to 5.23 of the constitution which provides for the first right of refusal for the purchase of shares and approval of the other shareholder is required to transfer the shares to a third party. Alternatively, members may consider that the other shareholders approval for such a transfer should not be necessary.

Holding Company Name

3.16 Given the specific nature and purpose of the holding company, including lack of public profile, it is recommended that the entity be granted a ‘technical name’. Infrastructure Holdings Ltd is the name proposed by the working group.

Future Council and JSC decisions

3.17 A number of decisions and resolutions will need to occur to complete the setup and commence operation of the holding company. These are future decisions and matters for the Joint Shareholders Committee and the shareholding councils.

3.17.1 Council transfer of shareholding in subsidiaries to Infrastructure Holdings Limited - the Shareholders currently together own Port Nelson Limited and Nelson Airport Limited;

3.17.2 Recommendations to shareholder Councils on the Capital structure including the level of uncalled capital, share valuation and capital release (if any);

3.17.3 recommendations to Councils to approve the Infrastructure Holdings Limited accession to the LGFA’s borrowing programme;

3.17.4 Consideration of the Infrastructure Holdings Limited structure and member appointments and remuneration;

3.17.5 A review of the Infrastructure Holdings Limited company Director appointment policy (subsidiaries).

4 Options

4.1 This report requests a number of decisions that are interrelated and are the forerunner of future decisions to give effect to the formation of the holding company (Infrastructure Holdings Limited) for Nelson Airport Ltd and Port Nelson Ltd.

Option 1: Approve the constitution and Shareholder Agreement as proposed with no or minor amendments
Advantages	· The proposed documents have been drafted to be largely standard and workable as between the parties · The documents have been legally reviewed for council. · The timeline provides for the company to commence operations from 1 July 2022. · This builds on and supports the work of the cross-party working group. · This provides for the standing up of the company to allow work streams to progress on schedule.
Risks and Disadvantages	· The working party position and documents may not align with Council aspirations. If those aspirations are not articulated early then making changes at a later date could be costly or derail the project plan timelines. This would delay the financing benefits from the LGFA funding.
Option 2: Do not approve the constitution and Shareholder Agreement and instruct staff to engage on further rounds of negotiations.
Advantages	· If the documents are rejected, then council can articulate further the key principles they want to see embodied in the holding company proposal.
Risks and Disadvantages	· Major changes or full renegotiation to the document would take time and incur further costs That approach is also likely to risk the project timeline.

Important considerations for decision making

5.1 Fit with Purpose of Local Government

The Local Government Act 2002 states that the purpose of local government is to enable democratic local decision-making and action by, and on behalf of, communities.

The recommendations are required to give effect to the Holding company formation decision contained within both councils Long Term Plans. Those plans are the result of democratic local decision-making.

5.2 Consistency with Community Outcomes and Council Policy

The recommendations are not inconsistent with either Councils’ policy and are necessary to give effect to the previous decisions to form the Holding Company.

This recommendation is consistent with both the Nelson City Council and Tasman District Council Community Outcomes of:

· Our infrastructure is efficient, cost effective and meets current and future and;

· Our region is supported by an innovative and sustainable economy.

5.3 Risk

The decision to form the proposed holding company has been previously consulted on. The strategy of both councils is focused on ensuring the holding company is formed as envisaged and the LGFA funding benefits are captured for the benefit of the port and airport companies and ultimately the Council shareholders.

There is a low risk associated with the recommendations.

The following are the main identified project risks;

· LGFA resourcing and response times. Staff understand that the LGFA is heavily involved in the Three Waters reform.

· The immature nature of the LGFA process. LGFA lending to CCTOs is a new process. Staff understand our proposal is only the third such proposal for the LGFA under the new process. Likewise, although security groupings aren’t new for Westpac, working with the LGFA on such a proposal is.

5.4 Financial impact

There are no direct budgetary or financial implications for the councils arising from these decisions. The costs to implement the holding company proposal are being met in the first instance by the Port company. They will in turn recover costs from the holding company. It is currently proposed that the holding company setup, governance and administration costs will be funded via the dividend streams from the subsidiary companies. Costs of borrowing will be passed directly through to the subsidiary companies.

5.5 Degree of significance and level of engagement

This matter is of low to medium significance because it is formalising documentation required to set up the holding company. The proposal to form the holding company was consulted on as part of the 2021-2031 Long Term Plan consultation by both Councils. Following that consultation both councils agreed to the formation of the holding company primarily as a funding vehicle for the port and airport companies. Further engagement with the community is not required. Elected members can rely on their knowledge of the views and preferences of the community when making these decisions.

5.6 Climate Impact

These decisions have no climate impact.

5.7 Inclusion of Māori in the decision making process

No engagement with Māori has been undertaken in preparing this report.

5.8 Delegations

The Joint Shareholders Committee has the following delegations to consider matters relating to jointly owned Council Controlled Organisations. It also has the power to decide or to make a recommendation to the Councils on this matter.

Areas of Responsibility:

Powers to Decide:

Powers to Recommend:

· The committee has the power to make a recommendation to both the Tasman District and the Nelson City Council on this matter subject to an equivalent resolution being adopted by the other Council.

6 Conclusion and Next Steps

6.1 Once approved by the JSC, recommendations will go to each council to approve the Infrastructure Holdings Limited constitution and Shareholder Agreement. Both councils must agree to proceed further.

6.2 An out of cycle JSC meeting will be convened to approve the ‘financing’ package of resolutions and recommendations (covered in section 3.11) through to each Council in early May 2022.

Attachments

1.⇩	HoldCo Constitution	101
2.⇩	Shareholders Agreement	127
3.⇩	HoldCo RACI report	141

	Tasman District Council	Nelson City Council
Members	Mayor T King	Mayor R Reese
	Deputy Mayor S Bryant	Deputy Mayor J Edgar
	Cr B Dowler	Cr M Courtney
	Cr K Maling	Cr B McGurk
	Cr C Mackenzie	Cr G Noonan
	Cr D Ogilvie	Cr R Sanson