… a flat that, it emerged, Peverel itself owned
The daughter of a resident at Mere Court in Knutsford who believed Peverel was urging the sale of the house manager’s flat for financial gain has had her complaint rejected by the ARHM.
Alex Ellison was appalled to discover that Peverel was encouraging the sale of the flat while repeatedly saying it belonged to the freeholder Proxima, part of the Tchenguiz Family Trust.
In fact, the flat belonged to Peverel itself and the property manager had a direct incentive to sell it off. Residents were to be compensated with a £10,000 payment to the contingency fund.
But the Association of Retirement House Managers, whose membership subscriptions from Peverel dwarf all other members, rejected the complaint.
It ruled that Peverel’s communications with the residents “could have been improved”.
“However, on balance, we do not find that there is overwhelming evidence to suggest that Peverel were driving the option of a non-residential position to any extent, or to prejudice residents during the consultation and ballot process.”
The decision by the ARHM “audit and regulation” committee exhausts the sector’s complaints procedures. It is reproduced in full below.
In March, Mrs Ellison also had her complaint rejected by Peverel’s own “Stage 2 complaints panel”, chaired by Peverel’s head of customer relations, Chris Owen.
Mrs Ellison was first alerted to the proposed sale of the house manager’s flat at Mere Court in June last year.
After the then-house manager was to be transferred, residents received a letter from regional manager Peter Whalley saying: “Following careful consideration we feel your development could be efficiently managed on a non-residential basis by a visiting manager …”
The letter, of June 26, said the change “would benefit leaseholders financially” with £10,000 being paid into the contingency fund.
There would also be savings on the maintenance of the flat, which was paid by the residents in the service charge, and another flat “would be contributing to service charges, this having the effect of reducing service charges”.
A meeting was held in July, after which a ballot would be organised by the Electoral Reform Ballot Service Limited.
“In line with the ARHM voting requirements 66% of those voting must vote FOR the motion and this figure must represent at least 51 per cent of those eligible to vote”.
But Mrs Ellison made inquiries of the Land Registry and discovered that the house manager’s flat had had a lease issued to Peverel in 2009.
She was astonished, as Mere Court was built more than 20 years ago: how had a new lease been issued long after the original leases had been drawn up, and why were the residents not informed of this?
A multiple mortgage was raised on the flat – and many others belonging to Peverel – on March 12 2012 with the Royal Bank of Scotland.
These house managers’ flats serve as the securitisation of the £25 million loan that allowed the private equity funds Electra and Chamonix to take the property manager out of administration.
However, residents at Mere Court were repeatedly and wrongly informed that the flat was the property of Mere Court’s freeholder, Proxima, part of the Tchenguiz Family Trust.
On August 19 last year a notification claiming that the flat belonged to Proxima GR Properties Ltd was placed on the Mere Court notice board by Peverel area manager Sarah Whitehouse:
“Peverel Retirement has a contract with Proxima to act as managing agents of Mere Court and as part of that contract, Peverel Retirement has their permission to sell the apartment providing that this is the wish of the residents, hence the ballot that is currently being undertaken.”
Regarding the ballot, she added: “This process would not be carried out if we did not have the landlord’s permission to sell the apartment.”
The residents then involved Carlex, their MP, who is George Osborne, and Sir Peter Bottomley. They wanted to know why the asset belonged to Peverel and by what right was it being proposed that it be sold.
The issue of whether or not to continue with a resident house manager was separate from the question of the flat’s ownership and whether it could be sold, they felt.
At the ballot, the residents wisely voted to keep things as they are and supported a resident house manager.
Meanwhile, a similar move was underway in Ash Court, also in Knutsford, where the popular but outspoken house manager Marge Ashley had parted with Peverel.
Facing increasingly detailed questions from the offspring of residents, Peverel simply dropped the proposal to sell the house manager’s flat at Ash Court.
Only in January 2014 did Mr Whalley concede to Mrs Ellison that the apartment at Mere Court did, in fact, belong to Peverel.
Mrs Ellison wrote: “Advice from Peverel recommending that residents should give up a resident manager was clearly not impartial advice and was in clear contradiction of the ARHM standards of service of which you are a member.
“It states: ‘To disclose in writing to relevant parties any existing conflict of interest or any circumstances which are likely to give rise to a conflict of interest.”
Mrs Ellison’s complaint was quickly escalated to Stage 2 of the Peverel complaints procedure in March.
Mrs Ellison asked to attend the hearing, which was declined, but she did insist and receive the complaint file.
The hearing was chaired by Chris Owens, assisted by Stephen Howarth, customer services manager for Peverel Retirement, Sandra Barton, the company’s in-house lawyer, and Tim Fry, “an independent member”. Mr Fry is described as an RMC chairman and London magistrate on the Peverel website here
Sarah Whitehouse, meanwhile, ceased to have responsibility for Mere Court the same month.
Owens findings were:
“You felt that Peverel failed to disclose its interest and that it was the main beneficiary of any flat sale.
“The circumstances at Mere Court are somewhat unusual, as the ownership of properties / leases does not form part of the core business of the current Peverel Group.”
This may come as a surprise to the Royal Bank of Scotland, which has lent £25 million against these assets.
Owens continued: “In summary, some years ago, and prior to any part of the Peverel Group going into administration, leases were granted for business purposes to some Peverel Group companies on a number of house manager apartments.
“The freeholder company of Mere Court – which was then known as ‘Peverel Properties Limited” – was retained by the Consensus Business Group (Tchenguiz) after the sale of the Group by the administrators. Consensus then changed the company name of Peverel Properties Ltd to ‘Proxima GR (Properties) Limited’. However, the other companies involved remained within the current Peverel Group.
“Our field staff would not necessarily be aware of these arrangements, as they had no effect on the day-to-day management of the House Manager apartments.
“The only practical implication is that the financial benefit of the leases remained with the Peverel Group after the sale of the Group by the Administrators, whereas our staff had communicated their understanding to residents in good faith that this benefit was Proxima’s instead.
“The panel feels that the ultimate ownership of the House Manager apartment lease would have had no material bearing on a decision by residents as to whether or not to adopt a visiting House Manager in future.”
The panel did “feel that the communications provided weren’t as clear as they could have been, for which they apologise on behalf of Peverel Retirement”.
In June, Mrs Ellison took the complaint to the ARHM, which echoed Peverel’s view of the matter.
The ARHM said the “essence” of the complaint was:
“Peverel advocated a change from residential to non-residential status and as a consequence the sale of the house manager’s flat.
“Peverel failed to disclose their interest in the house manager’s flat and that they would be the main beneficiary from any sale.”
First, the ARHM decided that Peverel’s letter of June 26 “could have been improved by setting out more clearly the arguments for and against the proposal to move from a residential to a non-residential post, together with the relevant cost implications”.
On the other hand, Peverel showed “a clear willingness to facilitate a face-to-face meeting” and Sarah Whitehouse’s notice board notification of July 26 [which stated Proxima owned the flat] “appears to support that the decision lies with residents”.
“The Audit and Regulation will pass their recommendation to Peverel for improved communication in future under such circumstances and an undertaking that they accept this …
“However, on balance we do not find that there is overwhelming evidence to suggest that Peverel were driving the option of a non-residential position to any extent, or to prejudice residents during the consultation and ballot process.
“… It is unfortunate that ownership details were not clarified sooner.”
On February 10 Carlex and Sir Peter Bottomley met Janet Entwistle, the Peverel CEO. Sebastian O’Kelly raised the issue of the sale of house managers’ flats.
The minutes read: “SOK raised the issue of house manager flat sales and said that it was accepted by Peverel that its claim to ownership of these flats were open to challenge as some were owned by Peverel and some were not. JE was confident that Peverel had only sold flats that lawfully belonged to them”
COMMENT: Why does this flat belong to Peverel?
Alex Ellison deserves to be congratulated for feeling something was amiss when Peverel began offering the prospect of selling the house manager’s flat at Mere Court.
Far too many sites around the country have quickly grasped the £10,000 contribution into the contingency fund, when it has been offered. That’s not a good exchange for an asset perhaps worth £100,000.
Mrs Ellison did well to uncover the fact that the flat did, in fact, belong to Peverel, and not the freeholder, Tchenguiz. This was contrary to what the regional and area managers were repeatedly telling residents.
The Peverel ruling is that the “field staff would not necessarily be aware of these arrangements”; ie the correct ownership of the flats.
That is certainly possible, given the entwined business relationship between Peverel and Tchenguiz, which continues.
A far more important question is: why does this flat belong to Peverel?
Did it purchase it, and from whom?
Why has a communal asset, for which there was no separate lease when Mere Court was built 20 years ago, ended up in the hands of the property manager in 2009?
And why was the Royal Bank of Scotland issuing a loan against this asset – and hundreds like it – on March 12 2012?
It seems that at Mere Court a garage also has a lease issued to Peverel in 2009.
If these communal assets, for whose maintenance and upkeep the residents have paid, can be sold off, what about others: the drive, the gardens, the steps up to the front door?
Have Peverel / Tchenguiz missed a trick by not erecting toll-gates along the corridors?
Is it right that the freeholds of retirement sites are mined like this for value and flogged off?
And what is the effect on the residents’ leases, especially when they come to sell? If a lease includes reference to an in-house manager and obligations to maintain her flat, what is the precise legal position if that flat has been sold?
Peter Whalley, who left Peverel’s employ this month, frankly discussed the issue with a leaseholder at Ash Court on October 31 2013.
“Should the house manager’s apartment be sold, the general apartment leases will not be changed. The existing leases of the house manager’s apartment are surrendered, the finance security is released, and a new lease is granted out of the freehold title in a similar form to the general apartment leases.
“In doing this, both the landlord and Peverel accept that there is a commercial risk that doing this could be successfully challenged.
“To date, there had been no such challenge.
“If there was a successful challenge, Peverel or the landlord would have to purchase suitable accommodation and re-instate a resident house manager.”
Finally, it should be added that the issue is not confined to the Peverel/Tchenguiz interests.
Flogging off the house managers’ flats has become the monetising plat du jour in the retirement sector: “charitable” housing associations have done the same.
But residents should not be going along with it … and certainly not for a trifling £10,000 into the contingency fund.