The Annual General Meeting for St Benedicts (Tooting) Management Company Limited will be held online on Thursday 27th January 2022 at 7.00 pm.
Papers for the meeting will be distributed to members (property owners) online or by post in early January at least 14 days before the meeting as required by company law and links are also provided below.
Members who wish to participate or for their Proxies to participate are required to register in advance and may vote in advance (see below). Members and Proxies who have registered will be sent a web link and instructions how to participate in the online meeting.
This meeting will be held online using Microsoft Teams provided by Rendall and Rittner under provisions of the Company Memorandum and Articles of Association as amended in 2020. The Directors decided to hold the meeting online because of the current Covid-19 situation for the safety of participants and to reduce the risk of postponement. It is required to advise that members are not able to attend the meeting in person and anyone seeking entry to a location from which it is hosted will be refused entry.
Registration, Proxies, voting and questions
The best way to register to attend the meeting, appoint a Proxy, vote and ask questions is by using the online form, which will be available from early January. Alternatively, the form distributed with the papers may be used for these purposes.
Forms must be received by the Company not less than 48 hours before the meeting. This is necessary to comply with company law regarding appointment of Proxies and allow time for processing. Web submission and email do not guarantee delivery while post may be delayed, especially in current circumstances, so you need to allow sufficient time to confirm receipt by the deadline. Receipt will be acknowledged.
Any Member entitled to attend, speak and vote at a General Meeting may appoint a Proxy to attend, speak, vote and participate in a poll instead of that member. A Proxy need not be a member of the Company and you may appoint the Chairman of the meeting as your Proxy. You may only appoint one Proxy for each voting share. You may instruct your Proxy including the Chairman how to vote, otherwise they may vote or abstain at their discretion. The Chairman cannot accept instructions to speak on your behalf.
All resolutions are ordinary resolutions that require a simple majority of votes cast from those present and by proxy, including submitted online, to pass.
Members wishing to raise points or questions about resolutions or any other business need to submit these in advance so they can be invited to speak and answers can be given during the meeting. It may not be possible to cover points unless raised in advance. Answers will also be put on the Estate website and in the Minutes of the meeting so they are accessible to those unable to participate online.
- Notice of Meeting (PDF, 18kb).
- Registration, Voting and Proxy Form (PDF, 21kb).
- Explanation of Resolutions (PDF, 42kb), as on this web page.
- Minutes of Annual General Meeting on 19th November 2020 (PDF, 90kb), for shareholder approval.
- Company Financial Statements (PDF, 62kb), for shareholder approval.
- Service Charge Statement (PDF, 67kb), for information.
Questions & Answers
Answers to questions raised before the meeting are provided on the AGM Questions & Answers page.
Conduct of online meeting
- Only those Members or Proxies registered in advance will be allowed entry to the meeting. You must provide an email address to which the web link and instructions for participation will be sent.
- You will be held in an online lobby prior to admission to the online meeting.
- To enter the meeting and allow identification, you must provide your name, property address owned or represented and enable your video and audio.
- On entry to the meeting, you will be muted unless invited to speak.
- The meeting will be recorded.
- Members or their Proxies may vote in advance of the meeting using the online form link above. If multiple votes are received for a property, any Member's vote will count rather than their Proxy's vote and the last vote received by the deadline will count. Provision will also be made for those attending the meeting online to vote or change their vote after discussion of each resolution.
1. To receive and approve the Minutes of the Annual General Meeting held on 19th November 2020.
These are available under Papers and the Directors recommend approval.
Adopt report and accounts
2. To receive and adopt the Report of the Directors and the Accounts for the year ended 30th June 2021.
Under current accounting standards, the Company Financial Statements now contain very little. These are available under Papers and the Directors recommend approval.
Service charges are held on trust for property owners and the main part of the information is in the Service Charge Statement. This is available under Papers and is for information.
Because the Management Company is now taking advantage of all exemptions and its accounts are no longer being audited, as approved at the 2010 AGM (PDF, 37kb), there is no resolution regarding auditors.
3. To receive a report from the Directors on the challenges of arranging periodic work, the costs involved that affect charges and proposals to split work into work packages suitable for smaller local contractors that offer lower prices while combining packages where this would save cost.
4. To endorse the proposals to split periodic work into smaller work packages at the intervals proposed in line with those approved at the 2020 AGM and note the constraints on work, particularly window decoration requiring access at height.
5. To note that splitting work with different intervals will require reserve fund contributions to be calculated differently and to authorise the Directors to transfer funds between the single flats reserve and individual flat block reserves in the proportion it has been contributed to cover the cost of periodic and other work allocated according to flat leases. *
As reported at the last Annual Meeting, tenders in early 2020 for the whole of the usual periodic external work were about three times costs five and ten years previously, allowing for inflation. Work was cancelled because it was not possible under Covid-19 pandemic restrictions. Instead, just the highest priority work to repair walls and the clock tower was carried out in autumn 2020.
The redecoration work remaining excluding flat porches was tendered again in spring 2021, but tenders were even more exorbitant, nearly double the year before for less work, so about five times previous levels! This work could not be carried out as it is unaffordable, even after the large increase in charges in 2020. The quoted costs (£226,000 to £423,000) were much higher than the reserves collected (£185,000), based on previous costs for much more work (£129,000).
The Directors discussed this with the surveyor and concluded that it was no longer affordable to use a large building contractor of the type they invite to tender that can carry out all the work. We also discussed this with smaller, local contractors, which can use welfare facilities off site and usually offer lower prices. They can carry out smaller amounts of work taking a few weeks rather than months, although some are not qualified to work safely at height. This requires much more work by the Directors and Rendall and Rittner to run separate tenders without a surveyor, with work at height requiring qualifications separated from that at lower level suitable for all.
The report is for information so there is no vote.
The approach of smaller work packages was piloted for redecoration of the flat porches inside and outside at low level, for gutter maintenance at high level, which was badly needed as many were blocked, and for further roof repairs recommended by the surveyor or where there were leaks. It proved successful, with the winning local contractors offering much lower levels of costs. The Estate handyman won the porch work, which cost under £10,000 including also fitting metal step protectors, which was completed in July and August to a higher quality than ever before. Local contractor CSCS won both the guttering and roof work and was able to offer a £1,500 discount from the original tenders of £10,000 each to carry out both together in September with one hoist hire. This suggests that we may be able to get all the packages of periodic maintenance work done for costs similar to those previously, around £200,000, instead of several times that as now quoted by large firms. The alternative would be further large rises in charges, particularly for flats.
The proposed smaller packages of work, at paint manufacturer and surveyor recommended intervals approved by the 2020 AGM are:
- Limited work in flat communal areas for fire safety recommended by health & safety and fire door inspections and to redecorate only where damaged: winter 2021-22 then decoration every 7 years, by 2028 or possibly earlier as minimal repairs done in this cycle.
- Flat oriel (projecting feature) and Estate cupola (above 29-43 St Benedicts Close) decoration: spring 2022 then every 5 years for oriels, next in 2027, and every 7 years for the cupola, next in 2029, matching paint life.
- Flat high level wooden window decoration (3rd, 2nd and maybe 1st floor) including communal staircase windows and flat low level wooden window decoration (ground and maybe 1st floor): spring / summer 2022 then every 5 years, next in 2027.
- Flat porch decoration inside and outside: summer 2021 then every 5 years, next in 2026.
- Structural engineer inspection of flat walls: autumn 2019, delayed after Covid and to align with roof inspection, next in 2025/26 then every 5 years as recommended for walls.
Continued in next column
- Flat gutter maintenance and inspection of roofs for damage (advised to surveyor): autumn 2021 then every 5 years, next in 2026 with soffits and fascias.
- Surveyor inspection for repairs required to flat blocks, Estate clock tower and portico, delayed after Covid and to align with roof inspection, next in 2026 then every 5 years.
- Flat soffit and fascia decoration: on surveyor advice, this can be left to 2026 with gutters then every 10 years, costs will also be obtained to see if it would be cost-effective fit uPVC covering to avoid future decoration (costs from large contractors were not affordable).
- Flat roof repairs as required if there are leaks, otherwise with flat external repairs: 2020 and 2021 then every 5 years following inspection, next in 2026 or 2027.
- Estate clock tower decoration and portico inspection: next in 2026 or 2027 then every 5-7 years depending on repairs needed and paint life of 7 years.
It is no longer affordable to employ large contactors on site for months using expensive hoists, scaffolding and on-site welfare facilities that can offer a choice of dates. Experience with flat porches shows that the best prices for painting ground and perhaps 1st floor windows from outside are likely to obtained from contractors not qualified to work at height. A survey is being carried out to register original wooden windows for decoration to obtain accurate prices because many windows have been replaced, starting before the current managing agent was appointed, so not all are known. Flat owners with wooden windows must register these in the survey underway as soon as possible so the best quotes can be obtained, otherwise it will not be possible to decorate them in 2022 except at the owner's cost.
Quotes will be obtained for the two potentially viable options of decorating higher windows from a hoist outside on a day notified in advance and from inside the flat using the gap provided by the window hinges sliding for cleaning.
As money has been collected in on the basis of costs being shared across the Estate for this cycle of periodic work, decoration costs will be paid from reserves, but it is only reasonable for this to cover the lowest cost option for work. Legal advice has been obtained that maintenance of windows is a liability both of the Management Company and the owner. If the owner fails to register wooden windows for decoration or the owner or tenant refuses access that may be required to decorate them, costs of external decoration before it is next due in 2027 would be at that owner's cost. Hoist or scaffold costs could be very substantial.
Because work is split, each package is likely to be below the threshold requiring section 20 consultation with owners by law. If any work does require this consultation, it will take place. Owners will be kept informed on the Estate website whether or not consultation is required.
The Directors strongly recommend approval of splitting work into smaller packages to save money.
Once the current cycle of periodic maintenance, finishing with flat oriel and window decoration and limited flat communal area fire safety work with repair of water damage, has been funded from the reserve accounts into which it has been collected, the basis of the budget and charges needs to change. With work now carried out at different intervals and work by block varying each year, a much greater proportion of maintenance work needs to be charged to individual block reserves to comply with the leases, which require costs to be allocated only to properties incurring or benefitting from them.
The Directors will present a budget in 2022 that replaces the current reserves calculation for 2022-2026 with one to collect reserves for the cost of each work package over the interval between the specific work instead of for fixed 5-yearly cycles. For example, reserves for gutter work next due in 2026 that is carried out every 5 years will be collected over the 5 years to 2026, while reserves for the next oriel decoration due in 2027 that is carried out every 5 years will be collected over the 5 years to 2027 and will only apply to those flat blocks with oriels. Charges are likely to differ more between flat blocks, reflecting the different work that will now be carried out.
Some reserves have already been collected into reserve accounts since 2020 on the old budget basis. These reserves need to be transferred into the reserve accounts that will fund the work in future, otherwise owners would end up paying some amounts twice while sums already collected could not be used. Resolution 5 allows funds to be transferred in the proportion flat owners contributed them between the single flats reserve and individual flat block reserves to avoid the highly undesirable situation of having to pay some amounts twice to afford work. This is in addition to loans between reserves approved at the 2011 AGM, which did not cover permanent transfer.
The Directors strongly recommend flat owners allow transfer of funds collected between the single flats reserve and individual flat reserves to avoid paying twice. Other owners are asked to abstain as this does not affect Estate reserves.
Answers to questions on this resolution are provided on the AGM Questions & Answers page.
Report on flat water leaks
6. To receive a report from the Directors on flat water leaks since revised policies on plumbing work and handling of leaks were introduced in July 2020 and endorsed by the 2020 AGM.
Since July 2020, the rate of water leaks into adjacent flats has reduced considerably. After a leak or plumbing work without consent, the Management Company's solicitors now write to the flat owner about the breaches of lease, its contractor inspects all flat plumbing and the owner is required to bring the plumbing up to the required standard, all at the owner's expense. Owners have been compelled to repair poor installations that previously leaked repeatedly so they are now much less likely to leak. Publicising this policy has acted as a deterrent so owners realise it is better to pay a relatively small amount to maintain plumbing to appropriate standards than risk paying a high amount for leak damage, as a member stated at the 2020 AGM.
There were no insurance claims for leaks last year, as the owners of flats that leaked chose to pay to repair damage in their flat and adjoining flats rather than risk paying towards insurance premium increases. It is hoped this will help limit future premium rises.
There were no leaks into an adjacent flat last year from plumbing maintained to the required standards, which was a concern expressed at the AGM.
The Directors consider that the revised policies are having exactly the desired effects.
This item is for information so there is no vote.
Tree work requested for properties
7. To confirm that, where insurers or other agents request tree or other work with appropriate evidence benefiting specific properties on the Estate, this may be carried out as a matter of goodwill without liability and the costs of work and any legal costs arising may be charged to those properties in line with property legal agreements.
There has been a recent instance where the loss adjuster acting for the insurer of a house on the Estate requested work to reduce nearby trees significantly, supported by evidence to the standards required under the policy agreed at the 2020 AGM, which the Management Company has agreed to do. However, the adviser acting for the loss adjusters disputed liability for the costs of the work, which is set out in the terms of the freehold agreement.
This resolution confirms that, if an owner's insurer or their agents request such work, the work will be carried out and the costs charged automatically to that property account, not borne by other owners. Under the terms of property legal agreements on the Estate, owners agree contractually on purchase that Laing Homes was not and its successor in title the Management Company is not liable for the consequences of trees the Council required to be left growing on the Estate, which is the case here. These agreements also require costs of work to be apportioned only to those properties benefitting and make owners liable for the costs of upholding the agreements (which includes legal costs).
In this case, the loss adjusters subsequently requested the work to go ahead. In any future cases where the owner, property insurers or their agents dispute liability, the Directors propose to avoid a legal dispute and associated costs by carrying out the work and re-charging the costs to the property account without further discussion. Discussion of liability for the costs will then be a matter for the owner, their insurers and loss adjusters rather than the Management Company. If the costs remain unpaid, the Managing Agent and Management Company will take the usual debt recovery action.
The Directors recommend approval so that costs are charged according to property legal agreements.
8. To receive the report on other work in the year set out in the September 2021 Newsletter.
The Directors do not propose to repeat this information already provided in the September 2021 Newsletter (PDF, 88kb) at the meeting but have this as an item in case owners wish to raise any questions on the matters covered. Questions should be notified in advance so the Directors and Managing Agent to respond in a manner accessible to all, including those without Internet access. If you attend the online meeting, this will also allow you to be called to speak.
One notable success was the suggestion from an owner to put up no fly tipping signs. This reduced dumping of waste considerably. The Directors have always indicated they will take action likely to prove effective, so further no fly tipping signs were put up across the Estate. Neither offer of assistance at the 2019 and 2020 AGMs resulted in any proposals to alter the bin stores.
This item is for information so there is no vote.
Appointment of Directors
9. To deal with the appointment of Directors nominated in advance of the meeting.
Directors do not now need to retire by rotation and both Mr Ravi Joshi and Mr Kevin Herrmann are willing to continue serving as Directors. An invitation was put on the Estate website for several weeks but no nominations were received before the General Meeting was called so there is no vote. The current Directors would consider appointing as Alternate Directors any nominees willing to serve for the benefit of all backed by two other members.
A comment on this resolution is provided on the AGM Questions & Answers page.
Any other business
10. To deal with any other business notified in advance of the meeting.
Matters that members wish to raise under any other business must be notified in advance. This will allow the Directors and Managing Agent to respond in a manner accessible to all, including those without Internet access. If you attend the online meeting, this will also allow you to be called to speak.
If there are current issues on the Estate, waiting until the General Meeting is not the best way of raising them. It is better to report them using St Benedicts Online or to the Managing Agent, so they can be investigated and addressed straightaway.
This item is for information so there is no vote.