Will councillors tell the public what Neptune's plans for Birkenhead Market are?

Will councillors tell the public what Neptune’s plans for Birkenhead Market are?

Will councillors tell the public what Neptune’s plans for Birkenhead Market are?

                                                 

Indicative illustration of Neptune Development Limited's masterplan for Birkenhead Town Centre
Indicative illustration of Neptune Development Limited’s masterplan for Birkenhead Town Centre

Thursday’s meeting of Wirral Council’s Cabinet had a last-minute item added to its agenda titled “Birkenhead Town Centre – Masterplan Principles”. Neptune Developments Limited (the company behind the New Brighton Marine Point development) have a plan and want Cabinet to approve a consultation on it.

These are the elements of the masterplan:

  • Demolish Europa Pools
  • Build new leisure centre on the car park next to Conway Park train station
  • On the site of what was Europa Pools build a drive through restaurant, public bar/restaurant and seven units (probably cafés and restaurants) plus car parking
  • Reduce the car parking adjacent to Birkenhead Bus Station and put a café there
  • Remodel Birkenhead Bus Station to “remove service vehicles and avoid pedestrian/bus conflicts”
  • Remodel Birkenhead Market Hall
  • Possibly a hotel on the vacant plot on the corner of Conway Street and Europa Boulevard

There’s even a ten page leaflet with glossy photos about the proposals on Wirral Council’s website.

What probably won’t be reported by the rest of the press, as Wirral Council have chosen to keep much of these details out of the public domain is that according to this report (see 2.5) from 2013 Neptune Developments Limited have an interest in one of the pieces of land in Conway Street that would be needed for the scheme.

The report going to Cabinet on Thursday evening also states “No other options have therefore been considered as NDL has already secured an interest in the balance of the land that is needed to deliver the re-provided market.” If Cabinet agree to consult on these plans, Wirral Council will have to seek legal advice that including Europa Pools in the proposals won’t contravene procurement or state aid rules.

At the moment, there is uncertainty as to what the proposals mean for Birkenhead Market and hopefully some light can be shed on this element of the proposals at the Cabinet meeting this Thursday evening.

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Birkenhead Market Limited Accounts: Is This The Reason Behind Neptune’s Masterplan?

Birkenhead Market Limited Accounts: Is This The Reason Behind Neptune’s Masterplan?

Birkenhead Market Limited Accounts: Is This The Reason Behind Neptune’s Masterplan?

                             

Following a previous story on this blog about Birkenhead Market, someone suggested I look at the accounts for Birkenhead Market Limited so I decided to request the latest set of accounts for Birkenhead Market Limited from Companies House.

The accounts make for very interesting reading and may be why Neptune Developments Limited was asked by Wirral Council’s Cabinet to come up with a master plan for Birkenhead Market.

A copy of the latest unaudited accounts (for the year ending 31st July 2012) are below.

Registered number: 04403580

BIRKENHEAD MARKET LIMITED

UNAUDITED

ABBREVIATED ACCOUNTS

FOR THE YEAR ENDED 31 JULY 2012

________________________________________________________________________________

BIRKENHEAD MARKET LIMITED

REGISTERED NUMBER: 04403580

________________________________________________________________________________

ABBREVIATED BALANCE SHEET

AS AT 31 JULY 2012

________________________________________________________________________________

2012 2011
Note £ £ £ £
FIXED ASSETS
Intangible assets 2 1 1
Tangible assets 3 1,741,325 1,799,446
Investments 4 1 1
_________ _________
1,741,327 1,799,448
CURRENT ASSETS
Debtors 5 26,148 36,138
Cash at bank and in hand 59,931 101,441
_________ _________
86,079 137,579
CREDITORS: amounts falling due within one year 6 (4,308,952) (4,365,582)
_____________ _____________
NET CURRENT LIABILITIES (4,222,873) (4,228,003)
_____________ _____________
NET LIABILITIES (2,481,546) (2,428,555)
_____________ _____________
CAPITAL AND RESERVES
Called up share capital 7 10,000 10,000
Profit and loss account (2,491,546) (2,438,555)
_____________ _____________
SHAREHOLDERS’ DEFICIT (2,481,546) (2,428,555)
_____________ _____________

The directors consider that the company is entitled to exemption from the requirement to have an audit under the provisions of section 477 of the Companies Act 2006 (“the Act”) and members have not required the company to obtain an audit for the year in question in accordance with section 476 of the Act.

The directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect to accounting records and for preparing financial statements which give a true and fair state of affairs of the company as at 31 July 2012 and of its loss for the year in accordance with the requirements of section 394 and 395 of the Act and which otherwise comply with the requirements of the Companies Act 2006 relating to financial statements, so far as applicable to the company.

The abbreviated accounts, which have been prepared in accordance with the special provisions relating to companies subject to the small companies regime within part 15 of the Companies Act 2006, were approved and authorised for issue by the board and were signed off on its behalf on 24 April 2013.

(signature of LD Embra)

Mr L D Embra

Director

The notes on pages 2 to 5 form part of these financial statements.

________________________________________________________________________________

BIRKENHEAD MARKET LIMITED

________________________________________________________________________________

NOTES TO THE ABBREVIATED ACCOUNTS

FOR THE YEAR ENDED 31 JULY 2012

________________________________________________________________________________
1. ACCOUNTING POLICIES

1.1 Basis of preparation of financial statements

The full financial statements, from which these abbreviated accounts have been extracted, have been prepared under the historical cost convention and in accordance with the Financial Reporting for Smaller Entities (effective April 2008).

1.2 Going concern

The company meets its day to day working capital requirements through a combination of bank loans and overdraft facility. The company is currently in discussions with its bankers regarding the term of its loan and believes from current discussions with its bankers that the loan will be renewed on a basis that will enable the company to meet its liabilities as and when they fall due over at least the next 12 months. The financial statements do not include any adjustments that would result from the withdrawal of support from the company’s bankers. The directors therefore consider the going concern basis of accounting to be an appropriate basis to produce the financial statements.

While the company does have net liabilities at 31 July 2012 of £2,481,546, the balance sheet includes leasehold property at a historical cost carrying value of £1,683,406 in respect of an asset which is considered by the directors to have a considerably higher current market value.

1.3 Turnover

Turnover comprises revenue recognised by the company in respect of goods and services supplied during the year, exclusive of Value Added Tax and trade discounts.

1.4 Intangible fixed assets and amortisation

Goodwill is the difference between amounts paid on the acquisition of a business and the fair value of the identifiable assets and liabilities. It is amortised to the Profit and loss account over its estimated economic life.

1.5 Tangible fixed assets and depreciation

Tangible fixed assets are stated at cost less depreciation. Depreciation is provided at rates calculated to write off the cost of fixed assets, less their estimated residual value, over their expected useful lives on the following bases

L/Term Leasehold Property – 50 years straight line
Fixtures and fittings – 25% reducing balance

1.6 Investments

Investments held as fixed assets are shown at cost less provision for impairment.

________________________________________________________________________________

BIRKENHEAD MARKET LIMITED

________________________________________________________________________________

NOTES TO THE ABBREVIATED ACCOUNTS

FOR THE YEAR ENDED 31 JULY 2012

________________________________________________________________________________

2. INTANGIBLE FIXED ASSETS

£
Cost
At 1 August 2011 and 31 July 2012 1
_________
Net book value
At 31 July 2012 1
_________
At 31 July 2011 1
_________

3. TANGIBLE FIXED ASSETS

£
Cost
At 1 August 2011 2,747,799
Additions 2,250
___________
At 31 July 2012 2,750,049
Depreciation
At 1 August 2011 948,353
Charge for the year 60,371
___________
At 31 July 2012 1,008,724
___________
Net book value
At 31 July 2012 1,741,325
___________
At 31 July 2011 1,799,446
___________

Under the small companies regime the company is exempt from preparing consolidated accounts and has not done so, therefore the accounts show information about the company as an individual entity.

3. FIXED ASSET INVESTMENTS

£
Cost or valuation
At 1 August 2011 and 31 July 2012 1
___________
Net book value
At 31 July 2012 1
___________
At 31 July 2011 1
___________

________________________________________________________________________________

BIRKENHEAD MARKET LIMITED

________________________________________________________________________________

NOTES TO THE ABBREVIATED ACCOUNTS

FOR THE YEAR ENDED 31 JULY 2012

________________________________________________________________________________

4. FIXED ASSET INVESTMENTS (continued)
Subsidiary undertakings
The following were subsidiary undertakings of the company.

The aggregate of the share capital and reserves as at 31 July 2012 and of the profit or loss for the year ended on that date for the subsidiary undertakings were as follows.

Name Aggregate of share capital and reserves Profit/(loss)
£ £
Birkenhead Market Services Limited 189,459 (48,927)
___________ ___________

Under the small companies regime the company is exempt from preparing consolidated accounts and has not done so, therefore the accounts show information about the company as an individual entity.

5. DEBTORS

Included within other debtors are loans to the following related companies Liverpool Developments (2001) Limited, London Provincial and Overseas Limited, Europa Plaza Developments Limited, Jelder Consultants Limited and Landmark Projects and Developments Limited.

During the year to 31 July 2012 a provision was made against accrued interest of £12,600 due from Liverpool Developments (2001) Limited. Interest is charged on the fully provided outstanding loan balance at the rate of 7%. The charge for the year ended 31 July 2012 was £12,600.

During the year to 31 July 2012 a provision was made against accrued interest of £29,721 due from London Provincial and Overseas Limited. Interest is charged on the fully provided outstanding loan balance at the rate of 7%. The charge for the year ended 31 July 2012 was £29,721.

During the year to 31 July 2012 a provision was made against accrued interest of £735 due from Europa Plaza Developments Limited. Interest is charged on the fully provided outstanding loan balance at the rate of 7%. The charge for the year ended 31 July 2012 was £735.

During the year to 31 July 2012 a provision was made against accrued interest of £109,152 due from Jelder Consultants Limited. Interest is charged on the fully provided outstanding loan balance at the rate of 7%. The charge for the year ended 31 July 2012 was £109,152.

All of the above loans and associated accrued interest are still due and payable to the company. All amounts have been provided against on the grounds of prudence, due to uncertainty over recoverability.

________________________________________________________________________________

BIRKENHEAD MARKET LIMITED

________________________________________________________________________________

NOTES TO THE ABBREVIATED ACCOUNTS

FOR THE YEAR ENDED 31 JULY 2012

________________________________________________________________________________

6. CREDITORS
Amounts falling due within one year

The bank loan and overdraft facility are secured by a first legal charge over the property and its associated asset, debentures by, and unlimited cross guarantees by and between the Borrower and Birkenhead Market Services Limited and a guarantee for £150,000 by Mr L D Embra.

7. SHARE CAPITAL

2012 2011
£ £
Allotted, called up and fully paid
10,000 Ordinary shares of £1 each 10,000 10,000
___________ ___________

DIRECTOR’s BENEFITS: ADVANCES, CREDIT AND GUARANTEES
The balance on Mr D F Doyle’s loan account is £nil (2011 £4,588). The maximum amount due in the year was £4,588. No interest was charged during the year.

The balance on Mr J E Richardson’s loan account is £5,000 (2011 £3,000). The maximum amount due in the year was £5,000. No interest was charged during the year.

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Secrets about Wirral Council’s Birkenhead Town Centre Regeneration revealed

Secrets revealed about Wirral Council’s Birkenhead Town Centre Regeneration plans and Neptune

Secrets revealed about Wirral Council’s Birkenhead Town Centre Regeneration plans and Neptune

                             

Indicative illustration of Neptune Development Limited’s masterplan for Birkenhead Town Centre
Indicative illustration of Neptune Development Limited’s masterplan for Birkenhead Town Centre

Earlier this year I made a Freedom of Information request for the procurement advice that Wirral Council received from Peter Oldham QC and also Weightmans’ partner Sean Crotty about the regeneration of Birkenhead Town Centre.

A Rosemary Lyon (one of Wirral Council’s in-house solicitors) refused this request on grounds of commercial confidentiality (its own and other third parties). She stated that providing the information would “adversely affect its [Wirral Council’s] bargaining position concerning potential regeneration of Birkenhead Town Centre which would result in less effective use of public money” and “make it less likely that companies or individuals would provide the Council with commercially sensitive information in the future and consequently undermine the ability of the Council to fulfil its role”. They even went so far as to claim that releasing the information “would adversely affect the course of justice”.

However, this blog post is the story behind what went on behind the scenes that Wirral Council clearly (according to the response to my Freedom of Information Act request) didn’t want to be disclosed to the public or written about in the media for reasons I will go into below.

On the 16th July 2013, the Leader of Wirral Council Cllr Phil Davies (under delegated decision making powers meaning that he made the decision on his own) gave his agreement to a “preferred development agreement” with Neptune Developments Limited to “allow them to work up a comprehensive redevelopment proposal for Birkenhead Town Centre incorporating Council owned land on Europa Boulevard and involving the re-modelling and offer of Birkenhead Market”.

In the report seen by Cllr Phil Davies before reaching his decision reference was made to “a commitment to develop a clear master plan for Birkenhead Town Centre” in the 2013/16 Corporate Plan. Reference was also made to the previous offer to Wirral Council in 2010 by William Tar Developments to build a casino on two out of three plots of land owned by the Council on Europa Boulevard. That offer was rejected in September 2010.

However what’s not been known widely by the public until now is that “At the same time and in response to the marketing exercise Neptune Developments Limited (NDL) submitted a proposal requesting that the Council move away from disposing of the sites separately and instead work with them to develop a wider regeneration scheme for Birkenhead. NDL had already secured an interest on a vacant site on Conway Street and they suggested that this coupled with Council owned land on Europa Boulevard could be combined to allow a more comprehensive redevelopment scheme to be worked up and in turn would give a far greater regeneration impact than if the sites were developed separately” and that “negotiations have been continuing with NDL since the completion of the marketing exercise”.

Detailed below is Neptune’s proposal,

“Neptune proposes that the project is taken forward on the basis of a two stage agreement. The first, which is the subject of this Report, will involve granting NDL Preferred Developer Status which will be extendible to a period of 12 months and will be subject to NDL meeting the following performance targets:


  • Work up the Master-plan into a detailed implementation strategy for approval by the Council
  • Working with the Council, NDL will develop proposals which will reposition the town as a retail and leisure destination
  • NDL will negotiate further site acquisitions if necessary to deliver the agreed strategy.”

Subject to securing Members (Ed – Members means councillors) approval to the Strategy and Master-plan NDL would then be required to enter into a second Conditional Development Agreement which would commit them, at their own risk, to work up the proposals into a position were they could be implemented and to deliver the returns that are needed to secure the wider regeneration of this part of the Town.

It is proposed that the Conditional Development Agreement with NDL will be structured to ensure the Council receives the best value obtainable for the 3 sites on Europa Boulevard which will be determined by an independent valuation and all works will be undertaken on an open book basis with NDL working on a fixed developer return on cost which varies depending on the nature of the risk.”

In a section titled “Other options considered” it’s basically stated that no other options were considered because NDL has an interest in the land needed to build Birkenhead Market on once its moved.

“An initial assessment of the NDL proposals confirms that if delivered the scheme will have the potential to revitalise an important part of Birkenhead Town centre delivering a far greater regeneration impact than if the sites identified in this report were developed out separately. No other options have therefore been considered as NDL has already secured an interest in the balance of the land that is needed to deliver the re-provided market.”

The section on consultation states this “There will be a need to carry out extensive consultation on the scheme prior and during the detailed planning process. This will be carried out jointly between the Council and NDL.”

The section on legal implications refers to the advice that my Freedom of Information request in September was about (and refused). Once again Members means councillors.

7.1 In the event that Members want to pursue this proposal and to ensure that it is compliant with current EU procurement law, Officers have sought advice from Weightmans LLP and Counsel about its legality.

7.2 The advice has now been received and it concludes that the Council would at this stage be able to enter into a Stage 1 Preferred Development Agreement on the proviso that a final test of lawfulness is carried out when the Stage 1 work has been completed and the detailed arrangements can be assessed.

7.3 NDL is aware of this advice and would be prepared to complete the first stage obligations at risk to allow the final lawfulness test to be undertaken when the scheme has been fully worked up.”

In other words Wirral Council’s happy to pass on the advice it received (at a cost of £7,404 of taxpayer’s money) to Neptune Development Limited to help them in a commercial venture as it may result in Wirral Council receiving money in the future for land in Birkenhead that it doesn’t want.

According to this article in the Wirral Globe in July 2013 Wirral Council wants to rebuild Birkenhead Market and move it.

Neptune Development Limited clearly as they have “already secured an interest on a vacant site on Conway Street” have a commercial interest in any master plan proposals and would be able to “negotiate further site acquisitions” in advance of the master plan becoming public knowledge.

Doesn’t this all sum up how Wirral Council tries to operate though and considering the public interest in the regeneration of Birkenhead Town Centre being done in accordance with EU procurement law do you dear reader think I should make a further Freedom of Information request to Wirral Council for the advice they received from Peter Oldham QC and Sean Crotty of Weightmans in relation to this matter in the hope that they would provide it this time?

P.S. If anyone would like to have a stab at translating ”all works will be undertaken on an open book basis with NDL working on a fixed developer return on cost which varies depending on the nature of the risk” into plain English that can be understood by the average person please leave a comment!

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Incredible £7404 spent by Wirral Council on legal advice for Birkenhead Town Centre regeneration

Incredible £7404 spent by Wirral Council on legal advice for Birkenhead Town Centre regeneration

Incredible £7404 spent by Wirral Council on legal advice for Birkenhead Town Centre regeneration

                                                               

Earlier this year Wirral Council paid £6,000 to Weightmans for “professional charges in relation to the potential regeneration of Birkenhead Town Centre to include all time up to and including 17 December 2012” and £1,404 for procurement advice from Peter Oldham QC. You can see the invoices by clicking on these links and there’s a Wirral Globe article from July about Neptune being asked to come up with a master plan for the area.

Wirral Council have a Corporate Procurement Unit so why didn’t they ask them for advice instead? They even have sixteen in-house solicitors they could have asked. I wonder if they thought that asking a Weightman’s partner and a QC meant that if someone made a FOI request for the advice, Wirral Council can (rightly or wrongly) claim a section 42 exemption (legal professional privilege). However as this advice isn’t in relation to any legal proceedings, section 42 doesn’t apply. Therefore I’ve made a FOI request for the advice provided on the whatdotheyknow website.

Update: 26th September 2013: Wirral Council have switched it from a Freedom of Information Act request to one dealt with under the Environmental Information Regulations 2004 and refused it under regulation 12 (5)(e) “commercial confidentiality” and 12 (5)(b) “legal advice privilege/legal professional privilege”.

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