Agenda item

To consider the report and recommend to the Council (at its meeting on 3 July 2025):

1. Note the WPP Fit for the Future Business Case (Appendix 3, Appendix 4 and section 4)

2. Approve the formation of a corporate entity wholly owned by the WPP Administering Authorities (AAs) to be the WPP Investment Management Company (IMCo.) and all other actions necessary to submit an application to the Financial Conduct Authority (FCA) for the authorisation of the IMCo. including but not limited to the selection and recruitment of Senior Management Function (SMF) roles as required by the FCA and the preparation and submission of the application to the FCA. (Section 5)

3. Approve the revised WPP Business Plan & budget 2025/28 which includes design/enabling costs for Project Snowdon (Appendix 5 and Section 6)

4. Delegate the S151 Officer in consultation with The Pension Fund Committee Chair to progress Project Snowdon alongside WPP Administering Authorities (AAs) in line with the Government timetable within the approved budget.

5. Delegate the final approval of the final formal documentation required for IMCo. to be operational, described as “Go Live Work” as outlined in Section 7, to The Pension Fund Committee to give effect to The WPP Fit for the Future Business Case.

DECISION:

To accept the report.

To recommend to the Full Council (at its meeting on 3rd July 2025) to:

1.     Note the WPP Fit for the Future Business Case (Appendix 3, Appendix 4 and section 4) 

2.     Approve the formation of a corporate entity wholly owned by the WPP Administering Authorities to be the WPP Investment Management Company (IMCo.) and all other actions necessary to submit an application to the Financial Conduct Authority (FCA) for the authorisation of the IMCo. including but not limited to the selection and recruitment of Senior Management Function (SMF) roles as required by the FCA and the preparation and submission of the application to the FCA.  (Section 5)

3.     Approve the revised WPP Business Plan & budget 2025/28 which includes design/enabling costs for Project Snowdon (Appendix 5 and Section 6) 5 - 10 11 - 27 28 - 124

4.     Delegate the S151 Officer in consultation with The Pension Fund Committee Chair to progress Project Snowdon alongside WPP Administering Authorities (AAs) in line with the Government timetable within the approved budget.

5.     Delegate the final approval of the final formal documentation required for IMCo. to be operational, described as “Go Live Work” as outlined in Section 7, to the Pension Fund Committee to give effect to The WPP Fit for the Future Business Case. 

A joint report was submitted by the Head of Finance and the Investment Manager.

Members were reminded, in accordance with the requirements of the 'Fit for the Future' consultation launched in November 2024, that the eight LGPS pools established nationally were invited to present a business case which outlined how they would meet the Government's required criteria. It was noted that the Government had outlined a range of proposals to strengthen the work of managing LGPS investments in three key fields, which included reforming LGPS assets funds, promoting LGPS investment in local areas and regions in the UK, and strengthening the governance of the LGPS Administering Authorities and the LGPS funds.

During the consultation, the basic question was raised as to whether the WPP would consider establishing an independent company or join with another LGPS in England. It was reported that the WPP had concluded that what was best for all direct and wider stakeholders in Wales was to go forward to build its own IMCo. and retain its independence as a pool with the eight LGPSs in Wales as the sole stakeholders and clients.

The WPP business case was submitted to the Government in February 2025 and in April 2025, the encouraging news was received that the Government had approved the WPP business case, with Government officers requesting that the WPP continued to implement its plans and continued to inform the Government of the progress. It was noted that two pools in England, Brunel and ACCESS, had been unsuccessful in presenting their business case and the basic AA had now invited them to try to join another pool.

It was elaborated, in order to satisfy the Government's challenging deadlines, that an FCA application would need to be presented to establish a WPP IMCo. soon. It was noted that the FCA requirements stated that the entity applying for the authority (i.e. WPP IMCo.) had to be incorporated before presenting the FCA application and the holders of some Senior Management (SMF) posts, including the Chief Executive Officer, had to be identified and included in the application.

Reference was made to the next steps of the process which included establishing a Board with a representation of shareholders (which would replace the Joint Committee) and during the summer 2025, there would be a need to register the company, ensuring compliance with the FCA requirements.

It was considered that forming a WPP IMCo. would be a once in a generation opportunity to create an independent LGPS Investment Company for the benefit of all stakeholders of the 22 local authorities in Wales, which would continue to invest for its members and protect LGPS pensions, and also have the opportunity to continue with its role investing locally across Wales and the rest of the UK, working with Councils, Corporate Joint Committees, the Development Bank of Wales, the British Business Bank and the Welsh Government, promoting economic growth, providing employment, protecting clean energy and improving the country's wider infrastructure, for the benefit of the people of Wales.

The members thanked the officer for the report.

In response to the consultation and discussions about appointing a 'qualified independent member' and whether that referred to a member qualified in finance, it was noted that no further details had been received. However, it was elaborated that the holders of some Senior Management Function posts, including the Chief Executive Officer, would have to be specifically named within the formal application to the FCA for the FCA to check and assess that they were suitable for the role.

In response to a question regarding the costs of establishing a company and whether the budget and job descriptions had been completed, it was noted that a budget of approximately £5 million more than the current costs would be set. It was also noted that there would be an intention to employ 15 - 18 officers by 1 April 2026. More details would be shared as the process progressed.

In response to an observation regarding why there was a need to adapt the situation when what already existed was successful, it was noted that the change responded to the requirements of the Westminster Government and there was no choice in the matter.

·        Concern was expressed about the risk of losing the Hymans expertise

·        The administrative costs were much higher than the current costs – the salaries were likely to be beyond the Local Government pay scales

It was proposed and seconded to recommend that the Full Council approves the LGPS Submission to the Government.

RESOLVED:

To accept the report.

To recommend that the Full Council (at its meeting on 3 July 2025):

1.     Notes the WPP Fit for the Future Business Case (Appendix 3, Appendix 4 and section 4) 

2.     Approves the formation of a corporate entity wholly owned by the WPP Administering Authorities to be the WPP Investment Management Company (IMCo.) and all other actions necessary to submit an application to the Financial Conduct Authority (FCA) for the authorisation of the IMCo. including but not limited to the selection and recruitment of Senior Management Function (SMF) roles as required by the FCA and the preparation and submission of the application to the FCA (Section 5).

3.     Approves the revised WPP Business Plan and budget 2025/28 which includes design/enabling costs for Project Snowdon (Appendix 5 and Section 6) 5 - 10 11 - 27 28 - 124

4.     Delegates the S151 Officer the right, in consultation with the Pension Fund Committee Chair, to progress Project Snowdon alongside WPP Administering Authorities (AAs) in line with the Government timetable within the approved budget.

5.     Delegates the final approval of the final formal documentation required for IMCo. to be operational, described as “Go Live Work” as outlined in Section 7, to the Pension Fund Committee to give effect to the WPP Fit for the Future Business Case.