The RSH continues to be proactive
The majority (19) of SOHO’s 28 AP lessees are regulated by the RSH. The others are charities (regulated by the Charities Commission) or care providers
(regulated by the CQC).
Although itself not regulated, SOHO has regular engagement with the RSH and works
closely with APs to ensure they continue to make improvements and satisfy the regulatory
standards.
In early 2018, one of the providers of SSH, First Priority Housing Association, became
financially distressed. Its leases were quickly reassigned to alternative providers
on broadly similar terms and there was no impact on residents. However, this prompted
a deeper engagement by the RSH with the specialist providers of SSH, relatively small
within the overall social housing market, and primarily with those that operate lease-based
business models. In response to the First Priority failure, in April 2019 the RSH
published an addendum to its annual sector risk profile for 2018, setting out what it believed to be the
potential risks specific to lease-based models. This was followed up recently in a
further detailed paper. In addition to this general concern, as a result of its engagement with providers,
the regulator has published a large number of regulatory judgements and notices in
some specific cases, primarily in relation to corporate governance and/or financial
viability (see the Appendix for a description of the regulatory process), deeming
many providers to be non-compliant with regulatory standards. As one of the leading
private sector investors in the supported housing sector, working with some of the
fastest-growing providers, 10 of SOHO’s AP lessees (including My Space) are deemed
non-compliant, of which three (including My Space) are subject to enforcement notices.
An enforcement notice requires a provider to create and implement a performance improvement
plan, or take immediate action to address a serious risk to tenants. In response to
the regulator’s concerns, APs across the sector have been working to improve their
governance, operations, financial strength and risk management procedures, receiving
considerable support from landlords such as SOHO.
We provide details of the judgements and notices that have been issued in respect
of SOHO’s APs in the regulation section below. It is worth stressing that while the
issues raised by the RSH are of great importance, they do not in themselves represent
any immediate or inevitable risk of arrears or default on lease payments.
SOHO lease clause balances risks
In our view, there is nothing inherently wrong with the lease-based model, which delivers
much needed private capital to the sector. The key issue is to strike the appropriate
balance of risk between shareholders, APs and the regulator’s concern with maintaining
the long-term health and performance of the social housing sector.
With the aim of enabling APs to address some of the general risks raised by the RSH
in relation to long leases, in June 2024 SOHO began the roll-out of a new lease clause.
The clause increases risk sharing between SOHO and its APs, providing them with protection
against certain risks that are beyond their control. This may be a change to government
funding policy or local government commissioning where the income that APs are able
to generate from a property is reduced. In some such circumstances, and subject to
a materiality threshold, the clause allows for the AP to agree a new rent level that
reflects the revised circumstances. Should the new rent level not be acceptable to
the company, it has the ability to re-assign or terminate the lease.
Additionally, the new clause provides for contractual rent increases to be linked
to the lower of UK CPI (or the Retail Price Index (RPI) where applicable), or the
maximum rent increase allowed under the prevailing central housing policy to the extent
that it applies to SSH. Based on historical experience, there has been a close correlation
between government housing policy and CPI, and, given that the government has said
it expects to increase social housing rents by CPI +1% for the next 10 years, we believe
that it is unlikely to have any practical impact on medium-term rent growth.
The clause also aligns annual rental uplifts to April, consistent with rent setting
across the broader social housing sector, which should enable APs to more accurately
calculate housing benefit submissions to local authorities ahead of the annual uplift.
The clause has so far been included in more than two-thirds of leases and will be
extended to the the leases that are on a passthrough basis when the assignments complete
and they revert to FRI terms.