Why we are engaging with Wheatley Housing Group (WHG)
We are engaging with WHG because it is a systemically important landlord.
WHG has seven registered subsidiaries: Barony Housing Association Ltd (Barony), Cube Housing Association Ltd (Cube), Dumfries and Galloway Housing Partnership (DGHP), Dunedin Canmore Housing Ltd (Dunedin Canmore), Glasgow Housing Association Ltd (GHA), Loretto Housing Association Ltd (Loretto) and West Lothian Housing Partnership Ltd (WLHP).
COVID-19 has significantly impacted the services provided by social landlords in 2020 and will continue to influence how services are provided in 2021. We will continue to monitor, assess and report upon how each landlord is responding and we will keep our regulatory engagement under review so that we can continue to respond to the challenges of COVID-19.
We refer to a small number of RSLs as systemically important because of their stock size, turnover or level of debt or because of their significance within their area of operation. We need to maintain a comprehensive understanding of how their business models operate, and how they manage the risks they face and the impact these may have. So we seek some additional assurance through our engagement plans. We consider WHG to be systemically important. We also consider Cube, DGHP, Dunedin Canmore and GHA to be systemically important in their own right, due to a combination of their size, turnover and level of debt.
WHG is progressing plans for restructuring the group. WHG consulted with Barony’s tenants about its proposals to transfer engagements to WLHP and Dunedin Canmore, and with Cube’s tenants about proposals to transfer engagements to GHA and Loretto. In both cases tenants voted in favour of the transfers and the Barony transfer took place in October 2020. During 2021/22 WHG will progress the Cube transfer and will apply for Barony and Cube to be removed from the Register of Social Landlords (the Register). GHA will also progress the small transfer of engagements from Strathclyde (Camphill) Housing Society Ltd (Strathclyde Camphill).
DGHP plans to progress work to ensure compliance with the Scottish Housing Quality Standard (SHQS). This has been impacted by COVID-19 restrictions.
WHG is the largest developer of new affordable housing in Scotland and plans to continue to grow by building or acquiring around 4,000 affordable homes over the next five years. The group’s development programme is spread across its subsidiaries and includes homes for social rent and mid-market rent. WHG’s development programme will continue to be funded by significant public subsidy and WHG’s sources of bank and other private finance.
What WHG must do
- send us by 30 April for the group and registered subsidiaries:
- its approved business plans and updated risk registers;
- 30 year financial projections consisting of statement of comprehensive income, statement of financial position and statement of cash flow complete with assumptions and explanatory narrative;
- a comparison of projected financial loan covenants against current covenant requirements;
- financial sensitivity analysis which considers the key risks, the mitigation strategies for these risks and a comparison of the resulting covenant calculations with the actual current covenant requirements;
- the report to the Board in respect of the approved 30 year projections, sensitivity analysis and covenant compliance;
- send us by 30 April for its non-registered subsidiaries:
- the approved business plans;
- the financial projections consisting of statement of comprehensive income, statement of financial position and statement of cash flow complete with assumptions and explanatory narrative;
- financial sensitivity analysis which compares the projected covenant performance with the current covenant requirements (where applicable) and considers key risks, including risk mitigation strategies;
- ensure that the impact of the pandemic on its development plans is reflected in its business plans and tell us if there are any material changes to its development plans which might affect its financial position or reputation, in line with our notifiable events guidance;
- provide copies of its Board and audit committee minutes as they become available;
- send us quarterly updates prior to our quarterly meetings;
- provide updates on its proposals for organisational change, including applications for the removal of Barony and Cube from the Register and updates on progress with the transfer of engagements of Strathclyde Camphill; and
- send us by March 2022 an update on DGHP’s progress towards achieving SHQS compliance.
What we will do
- review the minutes of the Board and audit committee and liaise as necessary;
- meet with WHG’s senior staff quarterly to discuss the impact of the pandemic on its business model and business plan and any risks to the organisation particularly in relation to its services to tenants and other service users;
- observe WHG’s Board and DGHP’s Board;
- engage with WHG about proposals for restructuring the group, including the removal of Cube and Barony from the Register and the transfer of engagements from Strathclyde Camphill; and
- update our published engagement plan in light of any material change to our planned engagement with WHG.
WHG must provide us with the following annual regulatory returns and alert us to notifiable events as appropriate:
- Annual Assurance Statement;
- audited financial statements and external auditor’s management letter;
- loan portfolio return;
- five year financial projections; and
- Annual Return on the Charter.