TIDMBRW

RNS Number : 3426T

Brewin Dolphin Holdings PLC

24 November 2021

This announcement contains inside information for the purposes of the Market Abuse Regulation

24 November 2021

Brewin Dolphin Holdings PLC

Full Year Results

For the Year Ended 30 September 2021

Record discretionary fund inflows and delivering on our strategic growth ambitions

Strong financial performance

-- Strong total discretionary net flows of GBP1.9bn (FY 2020: GBP0.9bn), representing an annualised growth rate of 4.6%.

- Record discretionary gross inflows of GBP4.0bn (FY 2020: GBP2.8bn), benefitting from strong brand advocacy, as well as a broad range of propositions and investment solutions.

- Discretionary net flows of GBP0.5bn from direct clients and GBP1.4bn from indirect clients, of which GBP1.0bn flowed into MPS and Voyager.

-- Total funds increased by 19.5% over the last 12 months to GBP56.9bn (FY 2020: GBP47.6bn). Total discretionary funds increased 20.9% to GBP49.8bn (FY 2020: GBP41.2bn) driven by positive net flows and strong investment performance.

-- Total income for the period increased by 12.3% to GBP405.9m (FY 2020: GBP361.4m) driven by strong market performance and record discretionary gross inflows.

- Financial planning income grew 25.7% to GBP41.6m (FY 2020: GBP33.1m), driven by both 1762 from Brewin Dolphin and the Wealth Core propositions.

-- Adjusted(1) PBT up 16.2% to GBP90.9m (FY 2020: GBP78.2m), with margin of 22.4% (FY 2020: 21.6%), driven by strong income growth and cost savings of GBP2.6m associated with COVID-19 restrictions.

-- Strong cash balance of GBP188.0m (FY 2020: GBP180.5m) and capital adequacy ratio of 230%.

-- Final dividend per share up 12.1% to 11.1p, taking total to 15.7p per share (2020 final: 9.9p per share, total 14.3p per share).

 
 
                                            30 Sept   30 Sept 
                                               2021      2020 
                                              GBP'm     GBP'm   Change 
----------------------------------------  ---------  --------  ------- 
Income                                        405.9     361.4    12.3% 
Profit before tax and adjusted(1) items        90.9      78.2    16.2% 
Statutory profit before tax                    72.5      62.1    16.7% 
Earnings per share 
Basic earnings per share                      18.8p     16.3p    15.3% 
Diluted earnings per share                    18.3p     15.9p    15.1% 
Adjusted(1,2) earnings per share 
Basic earnings per share                      24.6p     21.1p    16.6% 
Diluted earnings per share                    23.8p     20.6p    15.5% 
----------------------------------------  ---------  --------  ------- 
 

1. Adjusted items are amortisation of client relationships and brand, onerous contracts, acquisition costs, incentivisation awards, defined benefit pension scheme past service costs and other gains and losses. See the Financial Review for an explanation of the adjusted measure.

2. See note 9 to the Financial Statements.

Delivering on our strategic priorities

-- Custody and settlement system is now live and will parallel run with the existing system until summer 2022.

-- Improved our digital capabilities; new BPS onboarding platform and piloting digital onboarding for intermediaries.

-- Expanded our distribution channels; successful launch and continued momentum in Voyager funds, net flows of c.GBP300m.

-- ESG investment solutions launched for our intermediaries and 1762 from Brewin Dolphin clients.

Outlook and guidance for FY 2022

-- Well placed to serve the growing demand for financial advice and capture market share through widening our distribution channels, offering a broad range of propositions and investment solutions to all demographics.

-- FY 2022 commission income expected to be similar to annualised Q4 2021.

-- FY 2022 operating costs to grow mid to high single digit percent, due to wage inflation, parallel running of systems which will reverse in FY 2023, depreciation from recent technology investments and continued investment in the business to support future growth.

-- Technology investment:

- FY 2022, final year of elevated capex spend estimated at c.GBP26m, of which GBP20m is on the final stage of integrating our new custody and settlement system with our other two internal systems whilst parallel running with the existing system.

- Post the completion of our large-scale technology project, normalised capex spend will be c.GBP10m per annum.

- Modern technology and an operational excellence programme will drive cost benefits of c.GBP1m in FY 2022 and c.GBP10m in FY 2023.

Robin Beer, Chief Executive, said:

"We have had an exceptional year achieving record discretionary inflows and are delivering on our growth ambitions. None of this would have been possible without our people, who have adapted so effectively to remote working and continue to focus on putting our clients at the centre of all their decision making. We have remained relevant by continuing to innovate our propositions whilst also developing our digital capabilities. We have started to drive operational efficiencies through our client management system and our new custody and settlement system is now live.

Looking ahead to FY 2022, our priority is to complete the final phased rollout of functionality for our new custody and settlement system, which will complete in summer 2022. On completion, with our new technology capabilities coupled with the operational excellence programme, we expect to capture significant synergies and benefits across the business, supporting our vision to deliver double digit earnings per share growth by 2025. We remain focused on becoming the leading advice-focused digitally enabled wealth manager in the UK and Ireland, which we believe will allow us to benefit from sector growth and capture market share."

Declaration of Final Dividend

The Board is proposing a final dividend of 11.1p per share, to be approved at the 2022 AGM and to be paid on 9 February 2022 to shareholders on the register at the close of business on 7 January 2022 with an ex-dividend date of 6 January 2022.

For further information:

 
Brewin Dolphin Holdings PLC     Camarco 
 Carla Bloom, Head of Investor   Ben Woodford / Geoffrey Pelham-Lane 
 Relations                       Tel: +44 (0) 799 065 3341 / +44 
 Tel: +44 (0)20 7248 4400        (0) 773 312 4226 
 

The results presentation will be held at 9.00am on 24 November 2021 and available to watch via a video webcast. The audio link can be found on the corporate website (www.brewin.co.uk/group/investor-relations). Investors and analysts who would like to ask questions are also able to dial in to the call using UK & International: +44 (0) 33 0551 0200 or UK toll-free: 0808 109 0700.

LEI: 213800PS7FS5UYOWAC49

NOTES TO EDITORS:

About Brewin Dolphin:

Brewin Dolphin is one of the UK and Ireland's leading independent providers of discretionary wealth management. We continue to focus on discretionary investment management, and we manage GBP49.8 billion of funds on a discretionary basis. In line with the premium we place on personal relationships, we have built a network of offices across the UK, Channel Islands and the Republic of Ireland, staffed by qualified investment managers and financial planners. We are committed to the most exacting standards of client service, with long-term thinking and absolute focus on our clients' needs at the core.

Chief Executive Officer's Review

Exceptional year of delivery

While COVID-19 has had a huge impact on the economy and society, our colleagues adapted effectively to the changing social distancing guidelines and remote working. Our culture is one that puts the best outcome for our clients at the core of everything we do, and this has never been more important than the year we have just experienced. Our success in supporting our clients is evident in our client advocacy scores, which are the highest they have ever been, with our net promoter score at 55% (up 4ppt on last year) and overall client satisfaction at 8.8 out of 10. Our colleagues have also had to support their teams with the pandemic affecting everyone differently, but this has not wavered their desire to keep driving forward and delivering on our strategic ambitions. We have had record discretionary inflows in the year and we have continued to innovate our propositions and build on our digital capabilities.

In November 2020, I set out my 2025 ambition, which is to become the leading advice-focused, digitally enabled wealth manager in the UK and Ireland. For us to achieve this, I aligned our strategic priorities to: remain 'Relevant', become more 'Efficient', which combined will drive attractive levels of 'Growth'. All of these are underpinned by a culture we are proud of.

Delivering our strategic priorities

1. Relevant

In the modern consumer world, being relevant is critical. We want to create the most relevant wealth offering in the marketplace and to deliver it through digital capabilities, combined with personal contact.

To remain relevant in a landscape with increasing focus on sustainability, we launched two new ESG investment solutions. Our 1762 responsible solution is a portfolio built around core high-quality companies whose products and responsible behaviour meet certain criteria. For intermediaries' clients, we have built five model portfolios which exclude exposure to controversial sectors and seek exposure to companies that have positive societal and environmental impacts. We have seen positive signs of early adoption, with just under 100 intermediaries reported to be using our sustainable MPS solution. We expect to see this number and the funds held increase as we expand this proposition to a greater number of platforms over the coming year.

We launched our multi-asset Voyager fund range, in October 2020 and at the end of the financial year it had around GBP0.3bn of funds.

We enhanced our online onboarding journey for our Brewin Portfolio Service (BPS) clients earlier in the year. As a result, we doubled our conversion rates to 40%, grew new accounts year on year by 44%, and increased inflows by 66%. In July, we broadened our BPS investment solution by offering an active or passive managed portfolio. 61% of existing clients switched to the active solution and around 70% of new clients are now taking the active solution. At the end of the year, BPS had around 8,000 accounts with around GBP0.3bn of funds.

2. Efficient

To drive efficiency through our business, we need to deliver our services with speed and convenience to clients, we need to increase our advisor capacity and improve our operating model.

We have been investing in enhancing our client user experience through development of platforms and providing seamless digital services. For intermediaries' clients, we have been rolling out digital valuation capabilities and have more recently started piloting digital onboarding. The success of these platforms will enable us to focus on offering our core wealth clients digital onboarding this coming year.

Over the last three years, we have been transforming our technology systems, which will enable us to increase client-facing staff capacity and drive operational efficiencies throughout our business processes. We implemented our new client management system last year, which was designed to speed up onboarding and processing clients' details, enabling our client-facing staff to spend more time with clients. This year we have been able to reduce client onboarding time by 73%, with further improvements to come from digitally onboarding our clients, following the implementation of our new custody and settlement system.

Our new custody and settlement system is now live within our environment, albeit later than originally expected. Learning from other corporates who have implemented similar large scale projects, we took the decision in May to de-risk the delivery of the system and are now phasing the full functionality while parallel running both the new and existing systems. We are now working through the final complexities of integrating the automated interfaces with our client management and trading systems. We expect the existing custody and settlement system to be switched off in the summer of 2022.

Alongside embedding our new systems, we have launched an operational excellence programme, which will enable us to start to drive operational efficiencies throughout the business. We expect cost efficiencies in FY 2022 to be c.GBP1m and c.GBP10m in FY 2023.

Having modern technology will allow us to increase our automation capabilities with faster straight through processing. Our operational excellence programme will help us improve our processes and drive more data decision-making. And finally, we are looking to right-source some of our testing and software development to expert third parties. All these initiatives will allow us to improve our operating model, enable us to scale at pace, and drive further cost benefits.

3. Growth

Our strategic initiatives are delivering our growth by widening our distribution channels through business-to-business, strategic partnerships, and professional services. The combination of growth in revenues and operating margin efficiencies, will enables us to achieve our double-digit earnings per share growth target by 2025.

Over the last year, we have piloted our business-to-business partnership strategy. Having a presence in our local communities has enabled us to support local businesses in educating their employees on financial wellbeing. We have relationships with 33 corporates, from small to large-scale businesses, and have been able to reach further during the pandemic hosting over 100 webinars with around 3,600 attendees.

Brewin Dolphin Ireland, which represents c.10% of the Group's funds, has also contributed to the Group's growth. Brewin Dolphin Ireland has continued to gain momentum through the year with total fund growth of 17.4% to GBP5.4bn (FY 2020: GBP4.6bn), of which discretionary funds were up 36% to GBP3.4bn (FY 2020: GBP2.5bn). Discretionary net flows in the year were GBP0.4bn with an annualised growth rate of 16.0%, Brexit-related transfers and a one-off corporate transaction supported this growth. Income grew 30% to GBP30.3m (FY 2020: GBP23.3m); on a normalised basis it grew c.25% year on year. The market opportunities in Ireland remain significant: with strong relative economic performance and wealth creation leading to increased demand for wealth management and investment services; the opportunity post Brexit to serve non-UK resident EU-based clients; and it remains well positioned considering recent market disruption.

4. Supported by a culture we are proud of

Maintaining our culture is an important part of our strategy as a Group. Our values have again been demonstrated across the organisation, sustaining our business and performance, and while the last year has not been easy, our people have been at the heart of our success.

During the year we evaluated our office space requirements given the impact COVID-19 has had on our ways of working. We have moved to a more agile working model, which led to the decision to remain in our current London office, which has the capacity to fulfil our current needs and future growth.

We are committed to creating a workplace and culture that is welcoming and inclusive for everyone. We value the contribution of all our people and recognise that diverse backgrounds, experiences and ideas enable us to grow and remain resilient. We signed up to the Race at Work Charter in 2020, and as a result, we launched 'EmbRACE', our employee-led race and ethnicity network in July 2021. Gender diversity has also remained a high priority this year. We are signatories of the Women in Finance Charter, and since joining we have stretched our target for female representation in senior management twice. As of 1 September 2021, women represent 42% of our senior management team, and our new target is to achieve 45% by the end of 2023.

Our talent development programmes have continued, as have our community responsibility activities, albeit in an adapted form as a result of the pandemic. Our Future Wealth Manager programme for our advisers has continued, focused on adapting and advancing skills and behaviours that build strong client relationships. We have launched a new Aspire Lead programme targeting key influencers and emerging leaders across our business and we have also designed and facilitated a number of virtual team 'offsites' to energise, support and increase team effectiveness following organisational redesign and new leadership.

Outlook

Markets this year have rebounded strongly due to the recovery in economic activity, fiscal and monetary stimulation, COVID-19 vaccination progress and strong corporate earnings. After such a strong year, we anticipate markets to be more volatile in 2022, with governments reducing fiscal stimulus and consumer demand normalising. We believe that we are well placed to capture the strong structural drivers in the sector: with growing demand for financial advice, the pandemic being a catalyst for the acceleration, and a generational wealth transfer which is an ongoing tailwind.

Our strategy of remaining relevant, through adapting our investment solutions and propositions and our investment in digital capabilities will ensure we are able to keep meeting the changing client needs and a younger generation of clients. We expect operating costs to grow mid to high single digit percent due to cost inflation, depreciation from our technology investments, investment in our business to support future growth, and parallel running costs of our custody and settlement systems, which reverse out in FY 2023. Having invested in our technology over the last few years, we are now able to start driving significant efficiencies through our internal operating processes, which will be a priority in the coming year.

I look forward to building on the significant progress we have made on our strategic growth ambitions and remain focused on becoming the leading advice-focused, digitally enabled wealth manager in the UK and Ireland.

Financial Review

Results and business performance

The Group's financial performance for the year to 30 September 2021 was exceptionally strong following the recovery in the markets over the period and record discretionary gross inflows. For this reason, statutory profit before tax ('statutory PBT') was 16.7% higher than last year at GBP72.5m (2020: GBP62.1m). Statutory PBT margin for the period was 17.9% (2020: 17.2%). Profit before tax and adjusted items ('adjusted PBT') was up 16.2% to GBP90.9m (2020: GBP78.2m). The adjusted PBT margin improved to 22.4% (2020: 21.6%) as we have continued to benefit from COVID-19 related savings.

Statutory diluted earnings per share ('EPS') increased by 15.1% to 18.3p (2020: 15.9p). Adjusted diluted EPS increased by 15.5% to 23.8p (2020: 20.6p).

 
                                                       2021     2020 
                                                      GBP'm    GBP'm  Change 
==================================================  =======  =======  ====== 
Income                                                405.9    361.4   12.3% 
Fixed staff costs                                   (148.0)  (139.2)    6.3% 
Variable staff costs                                 (75.0)   (60.2)   24.6% 
Other operating costs excluding adjusted(1) items    (90.2)   (82.1)    9.9% 
==================================================  =======  =======  ====== 
Operating profit before adjusted(1) items              92.7     79.9   16.0% 
Net finance costs and other gains and losses          (1.8)    (1.7)    5.9% 
==================================================  =======  =======  ====== 
Profit before tax and adjusted(1) items                90.9     78.2   16.2% 
Adjusted(1) items                                    (18.4)   (16.1)   14.3% 
==================================================  =======  =======  ====== 
Statutory profit before tax                            72.5     62.1   16.7% 
Taxation                                             (17.2)   (14.1)   22.0% 
==================================================  =======  =======  ====== 
Statutory profit after tax                             55.3     48.0   15.2% 
==================================================  =======  =======  ====== 
 
Earnings per share 
Basic                                                 18.8p    16.3p   15.3% 
Diluted                                               18.3p    15.9p   15.1% 
==================================================  =======  =======  ====== 
Adjusted(1,2) earnings per share 
Basic                                                 24.6p    21.1p   16.6% 
Diluted                                               23.8p    20.6p   15.5% 
==================================================  =======  =======  ====== 
 

1. Adjusted items are amortisation of client relationships and brand, onerous contracts, acquisition costs, incentivisation awards, defined benefit pension scheme past service costs and other gains and losses.

2. See note 9 to the Financial Statements.

Explanation of profit before tax and adjusted items and reconciliation to Financial Statements

Profit before tax and adjusted items ('adjusted PBT'), adjusted diluted EPS and adjusted PBT margin ('adjusted measures') are used to measure and report on the underlying financial performance of the Group, aiding comparability between reporting periods. The Board and management use adjusted financial measures and non-financial measures for planning and reporting. The adjusted financial measures are also useful for investors and analysts.

Additionally, some of the adjusted performance measures are used as Key Performance Indicators, as well as for performance measures for various incentive schemes, including the annual bonuses of Executive Directors and long-term incentive plans.

Adjusted profit measures are calculated based on statutory PBT adjusted to exclude various infrequent or unusual items of income or expense. The Directors consider such items to be outside the ordinary course of business. Income or expenditure adjusted for are shown in the reconciliation below and meet the criteria.

Some adjusted for items of income or expense may, like onerous contracts costs, recur from one period to the next. Although these may recur over one or more periods, they are the result of events or decisions which the Directors consider to be outside the ordinary course of business, such as material restructuring decisions to reduce the ongoing cost base of the Group, that do not represent long-term expenses of the business. Likewise, costs related to acquisitions are also infrequent by their nature and therefore are excluded. Incentivisation awards costs in relation to acquisitions that are payable for a predetermined period of time are adjusted for on this basis.

The gains/losses from seed capital (see note 19 to the 2021 Annual Report and Accounts) and the defined benefit pension scheme past service costs relating to the equalisation of Guaranteed Minimum Pensions (see note 17 to the 2021 Annual Report and Accounts) are excluded from the adjusted profit measures as the Directors consider these to be outside of the ordinary course of business.

Additionally, the amortisation of acquired client relationships and brand is an expense which investors and analysts typically add back when considering profit before tax or earnings per share ratios.

Reconciliation of profit before tax and adjusted items to statutory profit before tax

 
                                                               2021    2020 
                                                              GBP'm   GBP'm 
===========================================================  ======  ====== 
Profit before tax and adjusted items                           90.9    78.2 
Adjusted items 
-----------------------------------------------------------  ------  ------ 
  Acquisition costs                                           (1.5)   (3.6) 
  Other gains and losses                                        0.3       - 
  Defined benefit pension scheme past service costs           (0.4)       - 
  Onerous contracts                                           (3.6)   (0.2) 
  Incentivisation awards                                      (2.0)   (1.2) 
  Amortisation of intangible assets - client relationships 
   and brand                                                 (11.2)  (11.1) 
-----------------------------------------------------------  ------  ------ 
Total adjusted items                                         (18.4)  (16.1) 
===========================================================  ======  ====== 
Statutory profit before tax                                    72.5    62.1 
===========================================================  ======  ====== 
 

Adjusted items for the year were higher at GBP18.4m (2020: GBP16.1m). They included acquisition costs of GBP1.5m (2020: GBP3.6m), this year's cost stemmed from aborted acquisition costs, onerous contracts of GBP3.6m, with the majority relating to the decision to not move our London office to 25 Cannon Street and to assign or sublet the space instead once the lease commences, and amortisation of client relationships of GBP11.2m (2020: GBP11.1m).

Other adjusted items were in relation to incentivisation awards of GBP2.0m (2020: GBP1.2m) and defined benefit pension scheme past service costs of GBP0.4m.

Funds(1)

 
                         30                                                                    30 
                  September                      Internal    Net   Growth   Investment  September 
GBP'bn                 2020  Inflows  Outflows  transfers  flows     rate  performance       2021   Change 
===============   =========  =======  ========             =====  =======  ===========  =========  ======= 
Private clients        21.6      1.5     (0.6)      (0.5)    0.4     1.9%          3.6       25.6    18.5% 
----------------  ---------  -------  --------  ---------  -----  -------  -----------  ---------  ------- 
Charities & 
 corporates             5.1      0.4     (0.3)          -    0.1     2.0%          0.9        6.1    19.6% 
================  =========  =======  ========  =========  =====  =======  ===========  =========  ======= 
Direct 
 discretionary         26.7      1.9     (0.9)      (0.5)    0.5     1.9%          4.5       31.7    18.7% 
================  =========  =======  ========  =========  =====  =======  ===========  =========  ======= 
Intermediaries         10.1      1.1     (0.6)      (0.1)    0.4     4.0%          1.5       12.0    18.8% 
MPS / Voyager           4.4      1.0         -          -    1.0    22.7%          0.7        6.1    38.6% 
================  =========  =======  ========  =========  =====  =======  ===========  =========  ======= 
Indirect 
 discretionary         14.5      2.1     (0.6)      (0.1)    1.4     9.7%          2.2       18.1    24.8% 
================  =========  =======  ========  =========  =====  =======  ===========  =========  ======= 
Total 
 discretionary         41.2      4.0     (1.5)      (0.6)    1.9     4.6%          6.7       49.8    20.9% 
================  =========  =======  ========  =========  =====  =======  ===========  =========  ======= 
Execution only          4.1      0.3     (0.6)        0.9    0.6    14.6%          0.3        5.0    22.0% 
BPS                     0.2        -         -          -      -        -            -        0.3    50.0% 
Advisory                2.1        -     (0.1)      (0.3)  (0.4)  (19.0)%          0.1        1.8  (14.3)% 
================  =========  =======  ========  =========  =====  =======  ===========  =========  ======= 
Total funds            47.6      4.3     (2.2)          -    2.1     4.4%          7.1       56.9    19.5% 
================  =========  =======  ========  =========  =====  =======  ===========  =========  ======= 
 
 
 
                                               30 September 2020       31           30   Change last   Change last 
                                                                    March    September     12 months      6 months 
   GBP'bn                                                            2021         2021 
--------------------------------------------  ------------------  -------  -----------  ------------  ------------ 
 Private clients                                            21.6     23.7         25.6         18.5%          8.0% 
 Charities & corporates                                      5.1      5.6          6.1         19.6%          8.9% 
--------------------------------------------                                            ------------  ------------ 
 Direct discretionary                                       26.7     29.3         31.7         18.7%          8.2% 
--------------------------------------------  ------------------  -------  -----------  ------------  ------------ 
 Intermediaries                                             10.1     11.1         12.0         18.8%          8.1% 
 MPS / Voyager                                               4.4      5.3          6.1         38.6%         15.1% 
--------------------------------------------                                            ------------  ------------ 
 Indirect discretionary                                     14.5     16.4         18.1         24.8%         10.4% 
--------------------------------------------  ------------------  -------  -----------  ------------  ------------ 
 Total discretionary                                        41.2     45.7         49.8         20.9%          9.0% 
--------------------------------------------  ------------------  -------  -----------  ------------  ------------ 
 Execution only                                              4.1      4.7          5.0         22.0%          6.4% 
 BPS                                                         0.2      0.2          0.3         50.0%         50.0% 
 Advisory                                                    2.1      2.0          1.8       (14.3)%       (10.0)% 
 Total funds                                                47.6     52.6         56.9         19.5%          8.2% 
--------------------------------------------  ------------------  -------  -----------  ------------  ------------ 
 
 Indices 
--------------------------------------------  ------------------  -------  -----------  ------------  ------------ 
 MSCI PIMFA Private Investor Balanced Index                1,568    1,704        1,781         13.6%          4.5% 
 FTSE 100                                                  5,866    6,713        7,086         20.8%          5.6% 
--------------------------------------------  ------------------  -------  -----------  ------------  ------------ 
 
 

1. The funds figures are rounded to one decimal place and therefore may not always cast.

Total funds as at 30 September 2021 were GBP56.9bn (2020: GBP47.6bn) an increase of 19.5% in the year, driven by strong net flows of GBP2.1bn (2020: GBP1.1bn) and investment performance of GBP7.1bn (2020: GBP(1.2)bn). Investment performance was 14.9% compared to the increase in the MSCI PIMFA Private Investor Balanced Index of 13.6%.

Total discretionary funds grew by 20.9% to GBP49.8bn (2020: GBP41.2bn). Total net flows were GBP1.9bn (2020: GBP0.9bn) representing an annualised growth rate of 4.6%, in line with our 5% discretionary net flow target. This was driven by record gross discretionary inflows of GBP4.0bn, benefitting from our broad range of propositions. New clients were a large driver of this growth, representing c.70% of UK inflows (excluding MPS and Voyager) and our client retention rate remained high at 96%.

Direct discretionary net flows were GBP0.5bn (2020: GBP0.1bn) driven by record gross inflows of GBP1.9bn (2020: GBP1.4bn) and stable outflows of GBP0.9bn (2020: GBP0.9bn).

Indirect discretionary net flows were GBP1.4bn, an increase of 75.0% on last year (2020: GBP0.8bn). MPS and Voyager flows of GBP1.0bn (2020: GBP0.5bn) were a significant driver to this growth. Voyager funds, launched in October 2020, have grown to GBP0.3bn .

Income

 
                                   2021                      2020                     Change 
                         =====  ==========  =====  =====  ==========  =====  =====  ==========  ===== 
GBP'm                     Fees  Commission  Total   Fees  Commission  Total   Fees  Commission  Total 
=======================  =====  ==========  =====  =====  ==========  =====  =====  ==========  ===== 
Private clients          158.3        65.7  224.0  141.5        65.3  206.8  11.9%        0.6%   8.3% 
Charities & 
 corporates               23.6         3.7   27.3   18.4         3.6   22.0  28.3%        2.8%  24.1% 
=======================  =====  ==========  =====  =====  ==========  =====  =====  ==========  ===== 
Direct discretionary     181.9        69.4  251.3  159.9        68.9  228.8  13.8%        0.7%   9.8% 
=======================  =====  ==========  =====  =====  ==========  =====  =====  ==========  ===== 
Intermediaries            73.7         0.9   74.6   66.5         1.1   67.6  10.8%     (18.2)%  10.4% 
MPS / Voyager             14.0         n/a   14.0   11.2         n/a   11.2  25.0%         n/a  25.0% 
=======================  =====  ==========  =====  =====  ==========  =====  =====  ==========  ===== 
Indirect discretionary    87.7         0.9   88.6   77.7         1.1   78.8  12.9%     (18.2)%  12.4% 
=======================  =====  ==========  =====  =====  ==========  =====  =====  ==========  ===== 
Total discretionary      269.6        70.3  339.9  237.6        70.0  307.6  13.5%        0.4%  10.5% 
=======================  =====  ==========  =====  =====  ==========  =====  =====  ==========  ===== 
Financial planning         n/a         n/a   41.6    n/a         n/a   33.1    n/a         n/a  25.7% 
Execution only             4.9         7.1   12.0    4.6         6.7   11.3   6.5%        6.0%   6.2% 
BPS                        1.7         n/a    1.7    1.3         n/a    1.3  30.8%         n/a  30.8% 
Advisory                   4.4         2.8    7.2    3.6         1.1    4.7  22.2%      154.5%  53.2% 
Other income               n/a         n/a    3.5    n/a         n/a    3.4    n/a         n/a   2.9% 
=======================  =====  ==========  =====  =====  ==========  =====  =====  ==========  ===== 
Income                   280.6        80.2  405.9  247.1        77.8  361.4  13.6%        3.1%  12.3% 
=======================  =====  ==========  =====  =====  ==========  =====  =====  ==========  ===== 
 

Income increased by 12.3% to GBP405.9m (2020: GBP361.4m). Fee income increased by 13.6% to GBP280.6m driven by market recovery and strong net flows. Commission income was up 3.1% to GBP80.2m, largely driven by a one-off corporate transaction in advisory of GBP1.7m in Ireland in the third quarter.

Discretionary income increased by 10.5% to GBP339.9m (2020: GBP307.6m). This was driven by fee income of GBP269.6m increasing 13.5% from last year, attributable to the higher market level in the year and strong positive net flows. Discretionary commission is in line with the prior year, despite elevated trading activity in the first half of the year. Indirect income increased by 12.4% to GBP88.6m (2020: GBP78.8m), driven by continued demand for MPS and the newly launched Voyager funds, as well as the market recovery.

Financial planning income grew by 25.7% to GBP41.6m (2020: GBP33.1m), driven by continued growth in demand for our advice-focused services and the higher market level.

Other income increased to GBP3.5m (2020: GBP3.4m). Interest income reduced by GBP0.5m to GBP0.8m (2020: GBP1.3m) due to lower interest rates and restructuring of funds on fixed term rates. Report writing income generated by Mathieson Consulting increased by GBP0.6m to GBP1.7m (2020: GBP1.1m).

Income margin(1)

 
                                  2021                     2020 
                         ====  ==========  =====  ====  ==========  ===== 
(bps)                    Fees  Commission  Total  Fees  Commission  Total 
=======================  ====  ==========  =====  ====  ==========  ===== 
Private clients          64.6        26.8   91.4  67.4        31.1   98.5 
Charities & corporates   40.7         6.4   47.1  37.7         7.2   44.9 
=======================  ====  ==========  =====  ====  ==========  ===== 
Direct discretionary     60.2        23.0   83.2  61.8        26.6   88.4 
=======================  ====  ==========  =====  ====  ==========  ===== 
Intermediaries           63.7         0.8   64.5  67.9         1.1   69.0 
MPS                      25.5           -   25.5  26.5           -   26.5 
=======================  ====  ==========  =====  ====  ==========  ===== 
Total discretionary      57.0        14.9   71.9  59.7        17.6   77.3 
=======================  ====  ==========  =====  ====  ==========  ===== 
BPS                      56.7           -   56.7  68.4           -   68.4 
Execution only           10.2        14.8   25.0  11.4        16.4   27.8 
Advisory                 22.0        14.0   36.0  19.5         6.0   25.5 
=======================  ====  ==========  =====  ====  ==========  ===== 
Overall                  51.6        14.8   66.4  53.7        17.0   70.7 
=======================  ====  ==========  =====  ====  ==========  ===== 
 

1. The income margins are calculated as total income over the average funds at the end of each fee billing quarter for the year. This is an alternative performance measure.

Overall blended margin across the discretionary business was 71.9bps (2020: 77.3bps). The year-on-year decrease is largely driven by the intermediaries: as our IFA relationships grow, they benefit from reduced tiered price levels. MPS margins are also reduced year on year reflecting the effects of tiering across our growing IFA book.

The direct margin was 83.2bps (2020: 88.4bps): fee margin was down 1.6bps to 60.2bps (2020: 61.8bps), mostly due to the higher value of client funds and the impact of rate card tiering, and commission margin was down to 23.0bps (2020: 26.6bps) due to lower commission-based activity in the second half of the year.

Advisory commission margin was 14.0bps (2020: 6.0bps); this increase was driven by a one-off corporate transaction of GBP1.7m in Ireland in the third quarter .

Operating costs (excluding adjusted(1) items) and capital expenditure

 
                            2021     2020 
                           GBP'm    GBP'm 
=======================  =======  ======= 
Staff costs              (148.0)  (139.2) 
Non-staff costs           (90.2)   (82.1) 
=======================  =======  ======= 
Fixed costs              (238.2)  (221.3) 
Variable staff costs      (75.0)   (60.2) 
=======================  =======  ======= 
Total operating costs    (313.2)  (281.5) 
=======================  =======  ======= 
 
Capital expenditure(2)      30.3     35.6 
=======================  =======  ======= 
 

1. Adjusted items are amortisation of client relationships and brand, defined benefit pension scheme past service costs, acquisition costs, incentivisation awards, onerous contracts and other gains and losses.

2. Excludes GBP1.5m of right of use asset additions (FY 2020: GBP1.9m).

Total operating costs before adjusted items were up GBP31.7m, 11.3% higher at GBP313.2m (2020: GBP281.5m). The increase was primarily driven by higher variable staff costs as a result of our strong performance in the year and higher headcount.

Total fixed costs increased by GBP16.9m to GBP238.2m (2020: GBP221.3m). Staff costs grew 6.3% to GBP148.0m as a result of headcount increases to support the Group's business growth and technology transformation projects, share price growth on employee share options, and accounting for increased holiday accrual with lower levels of holiday taken due to COVID-19.

Non-staff costs increased by 9.9% to GBP90.2m, attributable to depreciation of the technology investment in 2020, continued investment in our technology transformation projects which will support operational improvements and more marketing spend in the second half of the year, following a year of reduced client events due to the pandemic. These increases were partially offset by reduced spend of GBP2.6m in travel and entertainment, office occupancy costs and supplies as a result of social distancing restrictions.

Variable staff costs of GBP75.0m (2020: GBP60.2m), which predominantly includes discretionary profit share, were up 24.6%, driven by strong income and profit growth in the year. We have maintained our staff compensation ratio of 55% in line with last year and variable costs per capita were up 14% as we had 9% headcount growth in the year .

Capital expenditure

Total capital expenditure for the year excluding IFRS 16 related right of use additions was GBP30.3m, of which GBP24.8m was on our custody and settlement system, in line with our market guidance. Our total capital expenditure spend to date on the custody and settlement system is GBP51.3m. Other capital expenditure in the period included GBP4.5m on enhancing our client user experience, GBP0.5m on property improvements and the remaining GBP0.5m on IT hardware.

The custody and settlement system is now live within our technology environment, albeit later than originally expected, and we have commenced the final phased rollout of its functionality. In taking a prudent approach with the embedding of the system, we are phasing the deployment of its full functionality, which includes the final complexities of integrating the automated interfaces with our client management and trading systems. The parallel running of both the old and new custody and settlement systems will end in the summer of 2022. Once the new custody and settlement is fully functional, we will have a cloud-based, modern technology infrastructure in which we can start to realise some operational and cost benefits. The operational benefits include straight through processing and automation, simpler client journeys, reduced operational risks, tighter business controls and the ability to scale faster.

FY 2022 guidance

Looking ahead to next year's costs and capital expenditure, we anticipate operating costs to grow mid to high single digit percent due to: higher than normal wage inflation, costs related to parallel running of systems which we expect to reverse in FY 2023, depreciation from our recent technology investments, and continued investment in the business to support our growth ambitions. We anticipate our capital expenditure will be around GBP26m of which GBP20m will be for the final stage of integrating our custody and settlement system with our client management and trading systems. We anticipate following FY 2022 that our capital requirements will fall to normalised levels of investment of around GBP10m per annum. Amortisation of our recent technology investments will be around GBP3m in FY 2022, and around GBP8m in FY 2023, with our client management system's amortisation falling away from FY 2024. Having a modern technology infrastructure enables us to start to drive operational efficiencies through the business. We expect cost efficiencies in FY 2022 will be c.GBP1m and c.GBP10m in FY 2023.

Net finance costs

Finance income of GBP0.4m, lower than 2020 of GBP0.9m due to lower interest rates. Finance costs were GBP2.2m (2020: GBP2.6m), primarily related to our leases.

Defined benefit pension scheme (the 'Scheme')

The final salary pension scheme surplus has increased to GBP20.8m (2020: GBP20.3m). An actuarial gain for the year of GBP0.2m (2020: GBP1.4m) has been recognised. A past service cost of GBP0.4m has been recognised in the Income Statement following the judgment in November 2020 in relation to the Lloyds Bank GMP equalisation case confirming that pension scheme trustees are responsible for equalising GMP benefits that have already been transferred out of defined benefit schemes. This cost has been excluded from adjusted measures, as it is a one-off item.

The Group completed and agreed the triennial valuation at December 2020 for the Scheme during the year. The actuarial valuation for funding purposes revealed a GBP8.1m surplus. It was agreed that no additional contribution would be made to the scheme until the funding is reassessed at the next triennial valuation. Additionally, it was agreed that the administration costs of the Scheme, including investment management fees and Scheme levy payments previously paid by the Group, were to be paid directly by the Scheme.

The increase in the surplus has been driven by contributions to the Scheme, updated post-retirement mortality assumptions that incorporate the latest mortality projection models and experience mainly as a result of actual inflation and pension increases being lower than assumed. These increases were partially offset by the asset returns being lower than expected on the Scheme's assets over the year, reflecting in part the increase in gilt yields and a reduction in credit spreads.

Tax

The Group's effective corporation tax rate of 23.7% is higher than the UK statutory corporation tax rate of 19%, and higher than prior year (2020: 22.7%). This is mainly due to the impact of adjusting the net deferred tax liability to allow for the increase in the UK corporation tax rate from 19% to 25% from 1 April 2023; this has increased the Group's tax charge for the year ended 30 September 2021.

Dividend

The Company's policy is to grow dividends in line with adjusted earnings, with a target payout ratio of between 60% and 80% of annual adjusted diluted earnings per share. The payout ratio range has been adopted to provide sufficient flexibility for the Board to reward shareholders whilst recognising that there may be a requirement, at times, to retain capital within the Group for investment to generate enhanced future shareholder returns.

The Board has taken a balanced view on rewarding shareholders in what has a been a strong performance for the year. As a result the Board is proposing a final dividend of 11.1p per share which brings the total for 2021 to 15.7p per share, a 10% increase year on year (2020 final: 9.9p per share; total dividend for the 2020 year 14.3p per share). The payout is 66% of adjusted earnings per share and is in line with our dividend policy.

Capital resources and regulatory capital

The Group's financial position remains very strong with net assets of GBP347.3m as at 30 September 2021 (2020: GBP335.0m).

At 30 September 2021, the Group had regulatory capital resources of GBP167.1m (2020: GBP161.1m), representing 230% of the FCA requirement (2020: 220%). Improved business performance offset by continued investment in intangibles is the main reason for the increase, see note 10 to the Financial Statements. The Group's primary regulator is the Financial Conduct Authority ('FCA'). The FCA's rules determine the calculation of the Group's regulatory capital resources and regulatory capital requirements. As required under FCA rules, we perform an Internal Capital Adequacy Assessment Process ('ICAAP'), at least annually, which includes performing a range of stress tests to determine the appropriate level of regulatory capital that the Group needs to hold.

By 1 January 2022 the Investment Firms Prudential Regime (IFPR) will have replaced the existing EBA regulations in both UK and Europe. The Group's regulated entity in Europe began reporting per the new rules in June 2021 under EBA guidelines and continues to retain sufficient regulatory capital resources. The UK regulated entity has prepared for the transition under the FCA by ensuring compliance and testing with new calculations which have established current regulatory resources levels will be sustained. The Group is satisfied that it will continue to maintain adequate capital resources following implementation of the IFPR.

The Group's Pillar III disclosures are published annually on our website and provide further details about regulatory capital resources and requirements.

Cash flow

The Group had net cash inflow of GBP7.5m (2020: GBP48.7m outflow) and total net cash balances of GBP188.0m as at 30 September 2021 (2020: GBP180.5m).

Adjusted EBITDA (see table below) was GBP118.9m (2020: GBP99.5m). Capital expenditure of GBP34.6m (2020: GBP28.9m) was principally in support of the ongoing technology transformation programme. The contribution to the defined benefit pension scheme of GBP0.3m (2020: GBP1.3m) was lower than last year, as the funding agreement agreed at the December 2017 triennial valuation ended in the year.

Cash outflow for own share 'matching' purchases in the year of GBP10.5m to match the awards made in 2020 for the Deferred Profit Share Plan (DPSP) awards (2020: GBP8.4m). Shares were also purchased (GBP0.2m) for the Share Incentive Plan. During the year, the Group seeded its Voyager fund range with GBP2.3m (see note 19 to the Financial Statements).

Working capital reflects our trade debtors and creditors and prepayments and accruals, it is cyclical dependent on timing of invoice payment runs on a monthly basis.

Dividends paid in the period decreased by 11.8% to GBP42.7m (2020: GBP48.4m).

 
                                                                    2021     2020 
                                                                   GBP'm    GBP'm 
===============================================================  =======  ======= 
Profit before tax and adjusted items                                90.9     78.2 
Finance income and costs                                             1.8      1.7 
===============================================================  =======  ======= 
Operating profit before adjusted items (EBIT)                       92.7     79.9 
Share-based payments                                                12.6      9.8 
Depreciation and amortisation - excluding client relationships 
 and brand                                                          13.6      9.8 
===============================================================  =======  ======= 
Adjusted EBITDA                                                    118.9     99.5 
Capital expenditure                                               (34.6)   (28.9) 
Purchase of client relationships                                   (0.2)        - 
Acquisition of subsidiary                                              -   (32.0) 
Acquisition costs                                                  (1.5)    (3.6) 
Purchase of trading investments                                    (2.3)        - 
Pension funding                                                    (0.3)    (1.3) 
Working capital                                                      5.3      0.3 
Disposal of PPE and software                                         0.5        - 
Interest and taxation                                             (11.9)   (16.4) 
Lease payments and interest on lease liabilities                  (10.3)    (8.8) 
Lease incentive and finance lease receivables                          -      0.6 
Adjusted items                                                     (2.8)    (1.4) 
Shares purchased                                                  (10.7)    (8.4) 
Shares issued for cash                                               0.1      0.1 
===============================================================  =======  ======= 
Cash flow pre-dividends                                             50.2    (0.3) 
Dividends paid                                                    (42.7)   (48.4) 
===============================================================  =======  ======= 
Cash flow                                                            7.5   (48.7) 
Opening cash                                                       180.5    229.2 
===============================================================  =======  ======= 
Closing cash                                                       188.0    180.5 
===============================================================  =======  ======= 
 

Key Performance Indicators

Measuring the success of our strategy

Delivery of our strategy is measured through focused and select KPIs that demonstrate continued progress to build and grow our business.

Measuring our performance

Key Performance Indicators ('KPIs') are used to measure both the progress and success of our strategy implementation. The KPIs are set out below, with a measure of our performance to date and an indication of potential challenges to success where applicable.

Changes to KPIs

During the year, we have reviewed our measurements to ensure that they are appropriate for our strategy. We have realigned our KPI's to our objectives of 'Relevance', 'Efficiency', 'Growth', 'Culture' and others which relate to our overall performance. As outlined last year, total income now forms part our KPIs. This is line with our increased focus on being an advice-led business, the strength of which is more accurately measured by income rather than funds. There will be no target provided but this will form part of our remuneration decision making and will be disclosed and monitored.

KPIs

 
Strategic   KPI                              FY 2019    FY 2020    FY 2021  Target / Benchmark 
 outcome 
----------  -----------------------------  ---------  ---------  ---------  ------------------ 
Relevant    Discretionary funds inflows         3.7%       2.2%       4.6%                  5% 
            Total income                   GBP339.1m  GBP361.4m  GBP405.9m                 n/a 
 Net promoter score                            51.2%      51.0%      55.0%               49.0% 
 Overall client satisfaction1                    8.6        8.7        8.8                 8.6 
Efficient   Adjusted 2 PBT margin              22.1%      21.6%      22.4%                 25% 
            Discretionary funds per 
             client facing certified 
             person (CFCP)                    GBP81m     GBP77m     GBP89m             GBP100m 
Growth      Adjusted2,3 diluted EPS            20.7p      20.6p      23.8p                 n/a 
Culture     Employee engagement                  87%        90%        88%                 78% 
            Capital adequacy risk 
Overall      appetite ratio                     291%       220%       230%      150% (minimum) 
 Dividend payout ratio                           80%        70%        66%             60%-80% 
 ----------------------------------------  ---------  ---------  ---------  ------------------ 
 

1. Scored out of 10.

2. Adjusted items are amortisation of client relationships and brand, onerous contracts, acquisition costs, incentivisation awards, defined benefit pension scheme past service costs and other gains and losses.

3. See note 9 to the Financial Statements.

Principal Risks

Managing our risks

Effective risk management is key to the success of delivering our strategic objectives. Our approach to risk management continues to evolve as the risk landscape changes; it ensures timely identification, assessment, and management of the principal risks to our business.

We have a defined risk appetite which enables us to effectively manage the potential upside and downside risks of our strategy.

Our principal risks relate to our resilience from an operational and financial perspective, and our strategic focus including change management required to build a platform for growth, and innovation to deliver propositions that continue to meet the needs of our clients.

The primary objectives of risk management at Brewin Dolphin are to ensure that there is:

-- A strong risk culture so that employees are able to identify, assess, manage and report against the risks the business is faced with;

-- A swift and effective response to risk events and potential issues in order to minimise impact;

-- A defined risk appetite within which risks are managed; and

-- An appropriate balance between risk and the cost of control.

Our approach is to maintain a strong control framework to identify, monitor and manage the principal risks we face, adequately quantify them and ensure we retain sufficient capital in the business to support our strategy.

We assess our principal risks regularly to ensure that our risk profile is within our risk appetite which is set by the Board.

Annual risk workshops attended by both the Risk Committee and the Executive Committee are held.

Risk Management Framework

The Board has established a Risk Management Framework to ensure there is effective risk governance. The Board promotes a strong risk culture and expects every employee within the Group to adhere to the high standards established by the Board.

The Board encourages a strong risk culture throughout the business by promoting:

-- A distinct and consistent tone from the top;

-- Clear accountabilities for those managing risk;

-- Prompt sharing and reporting of risk information;

-- A commitment to ethical principles;

-- Appropriate levels of conduct and considered risk taking behaviour;

-- Recognition of the importance of knowledge, skill and experience in risk management;

-- Members of staff at all levels to escalate events and make suggestions for improving processes and controls; and

-- An acceptance of the importance of continuous management of risk, including clear accountability for and ownership of specific risks.

The benefits of establishing a strong risk culture is evident, with our employees self-identifying and escalating risk events and potential issues to mitigate the probability of risks crystallising.

We follow industry practice for risk management through the "three lines of defence" model. The first line is the business that owns and manages the risk, the second consists of the control functions that monitor and facilitate the implementation of effective risk management practices, and the third line is independent assurance provided by internal audit.

The Board reviews the effectiveness of this Risk Management Framework and undertakes an assessment of the principal and emerging risks, receiving reports on internal control from the Audit and Risk Committees and debating key risks for the Group following more detailed work by the Risk Committee.

The key parties involved in the risk management process within the Group and their respective responsibilities and an explanation of how risk management is structured within the Group, are set out below.

 
 Risk Management Framework 
  Top down risk management 
  Board 
   *    Responsible for ensuring there is an adequate and 
        appropriate risk management framework and culture in 
        place. 
 
 
   *    Sets risk appetite and is responsible for ensuring 
        alignment with the Group's business strategy. 
 
 
   *    Approves the ICAAP. 
 
 
  Risk Committee 
   *    Oversees the Risk Management Framework. 
 
 
   *    Assists the Board in its responsibilities for the 
        integrity of internal control and risk management 
        systems. 
 
 
   *    Recommends the ICAAP to the Board for approval. 
 
 
  Audit Committee 
   *    Assists the Board in gaining assurance as to the 
        integrity of the Financial Statements and the 
        effectiveness of the system of internal controls. 
 
 
   *    Monitors the effectiveness and objectivity of 
        internal and external auditors. 
 
 
  Risk Management Committee 
   *    Executive level committee oversight and monitoring of 
        the adequacy and effectiveness of the Risk Management 
        Framework. 
 
 
   *    Monitors current and emerging risks and themes. 
 
 
   *    Oversees the Group's Policy Framework. 
 
 
  Bottom up risk management 
  Risk identification and assessment 
   *    Risk and Control Self Assessments to identify the key 
        risks for each department, for business change 
        activities, and for new products and services. 
 
 
   *    A horizon scanning forum is in place to identify and 
        assess emerging risks, and establish ownership for 
        mitigation and management of those risks. 
 
 
   *    Assessment of inherent (pre-control) and residual 
        risk (post-control). 
 
 
  Risk mitigation and management 
   *    Management of events that have a potential or actual 
        financial, regulatory, operational or client impact. 
 
 
   *    Agreeing action plans to mitigate risk issues. 
 
 
  Risk monitoring and reporting 
   *    The business community is primarily responsible for 
        monitoring risks. 
 
 
   *    Risk trends are monitored and analysed. 
 
 
   *    Key risk indicators are reviewed monthly. 
 
 
  Risk assurance 
   *    Internal auditors evaluate the adequacy of process 
        and systems, and test the operating effectiveness of 
        key controls. 
 
 
   *    Control monitoring teams are in place, undertaking 
        both regular control sampling and thematic reviews. 
 

Responding to risks

-- We held an in depth risk workshop with our Risk Committee and Executive Committee members to discuss the key risks that can impact our business strategy, including external speakers providing their perspective on ESG and Climate Change risks to wealth management firms.

-- Financial market uncertainty remains a focus and we regularly stress test our funds, profits, cash and regulatory capital to understand and plan for both market wide and firm specific scenarios that could result in the need to amend our business strategy.

-- Change management governance and oversight has continued to be a significant focus during the period as we are in the final stages of implementing a new custody and settlement system.

-- We have completed the deployment of all modules to support our core risk management processes into our Governance, Risk and Compliance tool, including Operating Events, Client Complaints, Risk and Control Self Assessments, Key Risk Indicators, Risk Issues and Actions. The tool provides enhanced analytical and workflow capabilities, increasing the efficiency in how we identify trends and manage risk.

-- The pipeline of regulatory change remains a focus, including our preparations for the Investment Firms Prudential Regime, due to be implemented in January 2022.

The Directors confirm that we have carried out a robust assessment of the emerging and principal risks facing the Company, including those that would threaten its business model, future performance, solvency or liquidity.

Principal risks and uncertainties

The tables below detail the principal risks and uncertainties we have identified, it is not an exhaustive list of all of the risks the Group faces. We have a process to regularly report key risk indicators and identify changes in the profile of these principal risks. We also consider emerging risks as part of this process.

Key to our strategic objectives

 
R = Relevant  E = Efficient  G = Growth  C = Culture  O = Overall 
 

Business risks

These are the risks that we do not set the right strategy, a material business decision fails, or external market factors impact the businesses viability. This could include an inability to introduce or enter into new business lines effectively, to expand organically or through merger/acquisition, or to enhance the effectiveness of our operational infrastructure. In addition to the principal risk specified, we monitor the external environment and model the potential impact of different potential geopolitical scenarios as part of our stress testing programme.

 
Principal       Nature and 
risk and        potential         Primary                                                                     Examples 
risk            impact            strategic                                                                    of risk metrics                Movement 
owner(s)        of the risk       objectives    Mitigating factors                                             monitored                       in the year 
============    ==============    ==========    ==========================================================    ============================    ============== 
1               The risk of       R G                                                                                                         -- 
Propositions    propositions                     *    Dedicated resources to develop, test and launch new      *    Number of new clients,    Client needs 
Risk owners:    being                                 service offerings.                                       client pipeline, net flows,    continue 
Managing        uncompetitive                                                                                       funds under management    to evolve, 
Director        and not                                                                                       .                               and we have 
of Advice       meeting                          *    New service offerings are piloted before broader                                        increased 
and             the needs of                          rollout.                                                                                choice for 
Innovation,     our clients,                                                                                                                  our clients 
and Managing    resulting in                                                                                                                  by launching 
Director        a failure to                     *    We have continued to innovate over the last year,                                       new 
of Wealth       attract new                           with the launch of new ESG solutions '1762                                              propositions. 
and             clients or                            Responsible Progress' through 1762 from Brewin 
Investment      existing                              Dolphin and 'Sustainable MPS' for the intermediaries 
                clients                               market. In addition we have launched Brewin Dolphin 
                leaving, e.g.                         Voyager funds. 
                risk of not 
                meeting 
                increasing 
                demand for 
                sustainability 
                focused 
                investment 
                solutions. 
============    ==============    ==========    ==========================================================    ============================    ============== 
2               (a) The risk      G                                                                                                           - 
Acquisitions    of                               *    Acquisitions form part of the Change Management          *    Income, client and sta    Although 
Risk owner:     acquisitions                          Programme governance.                                   ff retention, client            the risks 
Chief           not achieving                                                                                       complaints.               associated 
Executive       strategic                                                                                                                     with past 
Officer         objectives                       *    Post completion metrics are monitored.                                                  acquisitions 
                or resulting                                                                                                                  have decreased 
                in unexpected                                                                                                                 as integration 
                adverse                          *    An acquisition forum is in place to review potential                                    activity 
                financial                             opportunities.                                                                          has been 
                impacts, and                                                                                                                  completed, 
                (b) the risk                                                                                                                  there is 
                of missed                                                                                                                     increasing 
                strategic                                                                                                                     acquisition 
                acquisition                                                                                                                   activity 
                opportunities.                                                                                                                in the 
                                                                                                                                              industry, 
                                                                                                                                              and more 
                                                                                                                                              potential 
                                                                                                                                              strategic 
                                                                                                                                              opportunities. 
============    ==============    ==========    ==========================================================    ============================    ============== 
 

Financial risks

These are the risks facing our business in terms of inadequate or failed management of finances and the risk introduced by external factors that could have a detrimental impact to our cash flow, capital and liquidity.

 
Principal       Nature and                                                                                    Examples 
risk and        potential         Primary                                                                      of risk                                                    Movement 
risk            impact            strategic                                                                    metrics                                                     in the 
owner(s)        of the risk       objectives    Mitigating factors                                             monitored                                                   year 
============    ==============    ==========    ==========================================================    ========================================================    =============== 
3               Default by        O                                                                                                                                       << 
Counterparty    our banking                      *    A Financial Risk Management Framework is in place        *    Proportion of money held per banking counterparty.    We maintain 
Risk owner:     counterparties                        which includes managing the Group's exposure to                                                                     diversity 
Chief           could put our                         counterparty credit risk; setting and monitoring                                                                    across our 
Financial       own or our                            counterparty limits.                                     *    Banking counterparty ratings.                         banking 
Officer         client cash                                                                                                                                               counterparties, 
                deposits                                                                                                                                                  and have 
                or assets                        *    Diversity across our banking counterparties.             *    Changes in the risk profile of banking                robust 
                at risk of                                                                                          counterparties.                                       oversight 
                loss.                                                                                                                                                     and monitoring 
                                                 *    Due diligence is undertaken for all banking                                                                         in place. 
                                                      counterparties.                                          *    Credit Default Swap spreads. 
 
 
                                                 *    A Financial Risk Committee provides oversight of the 
                                                      Financial Risk Management Framework. 
============    ==============    ==========    ==========================================================    ========================================================    =============== 
 

Operational risks

This is the risk of loss resulting from inadequate or failed internal processes, people and systems, or from external events.

 
                 Nature and                                                                                   Examples 
Principal        potential       Primary                                                                       of risk                                                      Movement 
risk and         impact          strategic                                                                     metrics                                                       in the 
risk owner(s)    of the risk     objectives    Mitigating factors                                              monitored                                                     year 
=============    ============    ==========    ===========================================================    ==========================================================    ============ 
4                This is the     O                                                                                                                                          << 
 Regulatory      risk that we                   *    Compliance and Legal functions monitor and oversee         *    We have dashboards in place to monitor each            Regulatory 
 & Legal         are not                             fulfilment of our regulatory and legislative                    regulatory risk which includes assessment of the       and Legal 
 Compliance      compliant                           requirements and interactions with our key                      control environment, regulatory interaction, issues    Compliance 
 (Risk owner:    with all                            regulators.                                                     and breaches.                                          has been 
 Chief Risk      existing                                                                                                                                                   an area 
 Officer)        applicable                                                                                                                                                 of continued 
                 regulation                     *    We execute against a robust compliance monitoring                                                                      focus during 
                 and                                 plan, and have strong governance in place to identify                                                                  the year. 
                 legislation,                        issues and ensure any required actions are completed. 
                 which could 
                 lead to 
                 regulatory 
                 enforcement 
                 action. 
=============    ============    ==========    ===========================================================    ==========================================================    ============ 
5                The risk        E                                                                                                                                          - 
Change           that                            *    A Business Change Board with Executive Committee         *    Project status taking into account risks, issues,       Resourcing 
Management       business and                         representatives oversee and challenge the change              budget, resources, internal and vendor deliverables.    requirements 
(Risk owners:    regulatory                           management programme.                                                                                                 during the 
Chief Risk       changes are                                                                                                                                                year have 
Officer          not                                                                                                                                                        challenged 
and Chief        delivered.                      *    Change management is centralised within a Change and                                                                  change 
Operating        This could                           Transformation team.                                                                                                  delivery. 
Officer)         restrict the                                                                                                                                               However, 
                 firm's                                                                                                                                                     strong 
                 ability                                                                                                                                                    progress 
                 to achieve                                                                                                                                                 has been 
                 its                                                                                                                                                        achieved 
                 strategic                                                                                                                                                  during the 
                 objectives                                                                                                                                                 final stages 
                 of revenue                                                                                                                                                 of 
                 growth and                                                                                                                                                 implementing 
                 operational                                                                                                                                                our new 
                 efficiency.                                                                                                                                                custody 
                                                                                                                                                                            and 
                                                                                                                                                                            settlement 
                                                                                                                                                                            system. 
=============    ============    ==========    ===========================================================    ==========================================================    ============ 
6                This is the     C                                                                                                                                          -- 
Conduct          risk of not                    *    Tone from the top sets a culture which puts                *    Client advice reviews.                                 Market 
(Risk owner:     delivering                          delivering fair outcomes for clients at the core of                                                                    volatility 
Group Head       fair                                the Group's activities/ethos.                                                                                          has trended 
of Investment    outcomes                                                                                       *    Quality of advice.                                     downwards, 
Governance)      for clients.                                                                                                                                               leading 
                                                *    A conduct risk framework sets our approach to conduct                                                                  to reduced 
                                                     risk governance and the ongoing assessment,                *    Asset allocation.                                      trading 
                                                     monitoring against key metrics and reporting of                                                                        levels and 
                                                     conduct risk.                                                                                                          fewer 
                                                                                                                *    Portfolio turnover.                                    changes 
                                                                                                                                                                            to client 
                                                *    A conduct risk dashboard is in place, enabling                                                                         requirements 
                                                     detailed monitoring and oversight of conduct risk at       *    Client complaints.                                     compared 
                                                     an individual employee level.                                                                                          to the prior 
                                                                                                                                                                            year. We 
                                                                                                                                                                            have been 
                                                *    A risk based client on-boarding process which ensures                                                                  focused 
                                                     that we understand our clients' needs and attitudes                                                                    on client 
                                                     to risk.                                                                                                               advice 
                                                                                                                                                                            reviews, 
                                                                                                                                                                            and 
                                                *    A quality assurance process to identify and address                                                                    continuing 
                                                     any instances where the best outcomes for clients are                                                                  to enhance 
                                                     not achieved.                                                                                                          our 
                                                                                                                                                                            governance 
                                                                                                                                                                            oversight. 
                                                *    Robust investment governance supported by an 
                                                     Investment Governance Committee and a dedicated 
                                                     research department. 
=============    ============    ==========    ===========================================================    ==========================================================    ============ 
7                This is the     E                                                                                                                                          << 
Resilience       risk that                       *    A dedicated Operational Resilience team reports          *    Technology resilience and potential vulnerabilities.    Although 
(Risk owners:    the                                  directly to the Chief Operating Officer.                                                                              the external 
Chief Risk       Group does                                                                                                                                                 threat of 
Officer          not have the                                                                                  *    Key person dependencies.                                operational 
and Chief        ability to                      *    Crisis management response teams are in place.                                                                        disruption 
Operating        respond to,                                                                                                                                                remains 
Officer)         recover and                                                                                   *    Service disruptions.                                    at similar 
                 learn from                      *    Our Digital Security and Vendor Management teams                                                                      levels to 
                 operational                          ensure the resilience capabilities of our third                                                                       last year, 
                 disruption                           parties.                                                                                                              we continue 
                 to core                                                                                                                                                    to 
                 business                                                                                                                                                   increasingly 
                 activities.                                                                                                                                                invest time 
                                                                                                                                                                            and 
                                                                                                                                                                            resources 
                                                                                                                                                                            in 
                                                                                                                                                                            mitigating 
                                                                                                                                                                            this risk. 
=============    ============    ==========    ===========================================================    ==========================================================    ============ 
8                The risk of     O                                                                                                                                          << 
 Fraud           unauthorised                   *    All expense payments are requested, approved and           *    Fraud attempts.                                        External 
 (Risk owner:    gain or                             administered using a spend management platform within                                                                  risk has 
 Chief Risk      transfer                            built controls.                                                                                                        been 
 Officer)        of company                                                                                     *    Internal process monitoring results.                   heightened 
                 or client                                                                                                                                                  since 
                 assets,                        *    Robust controls are in place for the requested change                                                                  fraudsters 
                 and the risk                        of payee bank account details.                             *    Security threats.                                      have been 
                 of                                                                                                                                                         taking 
                 unauthorised                                                                                                                                               advantage 
                 access to or                   *    Threat scanning for potential cyber risks.                 *    Phishing testing results.                              of COVID-19 
                 corruption                                                                                                                                                 disruption, 
                 of                                                                                                                                                         particularly 
                 information.                   *    Simulated phishing programme in place to ensure                                                                        related 
                                                     familiarisation with phishing attacks.                                                                                 to cyber. 
=============    ============    ==========    ===========================================================    ==========================================================    ============ 
 

Environmental, Social and Governance Risks

In addition to our Principal Risks, during the period we have started to consider the different emerging ESG risks to Brewin Dolphin and have the governance in place to oversee the risks related to our responsible business initiatives, stewardship activities and investment offerings.

 
                       Nature and potential 
Risk                    impact of the risk                 Governance of ESG 
===================    ==============================      =========================================================== 
The risk               The risk that there is 
 of misalignment        a misalignment between 
 of ESG activities      our ESG commitments and 
                        our outward values, in 
                        comparison to our actions, 
                        resulting in a lack of 
                        credibility and damaging 
                        our reputation. 
===================    ==============================      =========================================================== 
The risk               The risk that our responsible 
 of unsuccessful        investment offerings 
 responsible            are not perceived as 
 investment             credible, damaging our 
 offerings              ability to attract current 
                        and future demand for 
                        responsible investment 
                        offerings. 
===================    ============================== 
The risk               The risk that our responsible 
 of being               investment offerings 
 unable to              do not meet clients' 
 accommodate            ESG preferences, or that 
 clients'               clients' ESG preferences 
 ESG preferences        are unable to be accommodated 
                        within bespoke portfolios 
                        leading to loss of existing 
                        clients / being unable 
                        to attract new clients. 
===================    ============================== 
The risk               The risk that the investment 
 of ESG investment     criteria for ESG investment 
 criteria              solutions is ambiguous 
 not being             to clients, and as a 
 fully understood      result holdings are out 
 by clients            of line with client 
                       expectations, 
                       resulting in client 
                       dissatisfaction. 
===================    ============================== 
Conflicts              The risk that our ESG 
 of interest            stewardship activities 
 in stewardship         are in conflict with 
 activities             clients' own interests 
                        and are not appropriately 
                        managed. 
===================    ============================== 
The risk               The risk that our ESG 
 that our              values are undermined 
 ESG values            by our vendors and 
 are not               counterparties 
 shared by             having conflicting values, 
 our vendors           damaging our reputation. 
 and counterparties 
===================    ============================== 
Climate                The risk that our funds 
 change physical        under management are 
 and transitional       impacted by i) physical 
 risks to               risks resulting in a 
 our funds              loss in value or ii) 
 under management       transitional risks resulting 
                        in a loss in value, impacting 
                        investment performance 
                        and fee income. 
===================    ============================== 
Climate                The risk that a climate              *    The Sustainability Committee defines the 
 change physical       change sudden physical                    sustainability goals for the Group and provides a 
 risks to              event impacts on Brewin                   sustainability framework that ensures oversight of 
 Brewin Dolphin        Dolphin's staff or operations.            business activities related to the Group's 
                                                                 sustainable investment offering, the Group's 
                                                                 stewardship activities, and the Group's internal 
                                                                 responsible business initiatives. 
 
 
                                                            *    The ESG Investment Forum considers clients' needs 
                                                                 relating to ESG investing and contributes to thinking 
                                                                 around the development of the Group's ESG investment 
                                                                 strategies ensuring alignment to our core values. 
 
 
                                                            *    The Wealth Governance Committee responsibilities 
                                                                 include approval of key investment process controls, 
                                                                 oversight and challenge of investment strategy and 
                                                                 performance, and consideration of new products and 
                                                                 services. 
 
 
                                                            *    Areas of activity with a societal focus, e.g. 
                                                                 employment practices, tax and supplier management are 
                                                                 managed within the existing Risk Management 
                                                                 Framework. 
===================    ==============================      =========================================================== 
 

Going concern

The Group's business activities, performance and position, together with the factors likely to affect its future development are set out in the Chairman's Statement, the Strategic Report and the report of the Risk Committee.

The Group's objectives, policies and processes for managing its capital, its financial risk management objectives, details of its financial instruments and its exposure to credit risk and liquidity risk are described in note 16 to the Financial Statements.

The Directors believe that the Group is well placed to manage its business risks successfully. The Directors assess the outlook of the Group by considering its Medium-Term Plan ('MTP') as described in the viability statement below, as well as the results of a range of stress tests. The MTP takes into account the economic impact of the COVID pandemic. The stress tests, including a reverse stress, enable the modelling of the impact of a variety of external and internal events on the MTP; identify the potential impact of stress events on the Group's income, costs, cash flow and capital; and enable the Directors to assess management's ability to implement effective management actions that may be taken to mitigate the impact of the stress events (see note 2.2.2 to the 2021 Annual Report and Accounts for detail).

These tests demonstrated that the Group has adequate resources, including cash to continue in operational existence for the foreseeable future. Accordingly, the Directors continue to adopt the going concern basis for the preparation of the Financial Statements.

Based on the work we have performed, we have not identified any material uncertainties relating to events or conditions that, individually or collectively, may cast significant doubt on the Group and Parent company's ability to continue as a going concern for twelve months from the date the 2021 Annual Report and Accounts is signed.

Viability statement

The Directors have assessed the outlook of the Group over a longer period than the 12 months required by the going concern statement in accordance with the UK Corporate Governance Code.

The assessment is based on the Group's Medium Term Plan ('MTP'), the Internal Capital Adequacy Assessment Process ('ICAAP') and the evaluation of the Group's principal risks and uncertainties, including those risks that could threaten its business model, future performance or solvency.

The Group maintains a five-year MTP as part of its corporate planning process, which is a financial articulation of the Group's strategy. The financial forecasting model is predicated on a detailed year-one budget and higher level forecasts for years two to five. As part of preparing the MTP, the Board takes into consideration the impact of external factors and this year in particular the impact of the COVID-19 pandemic and the resulting economic uncertainty, in the projections.

As a matter of good practice and as part of the ICAAP required by the Financial Conduct Authority ('FCA'), the Group performs a range of stress tests including reverse stress tests. These assess the Group's ability to withstand a market-wide stress, a Group-specific (idiosyncratic) stress and a combined stress taking into account both market-wide and Group-specific events. The stress tests are derived through discussions with senior management, are deemed to be severe but plausible, after considering the principal risks and uncertainties faced by the Group. The scenarios involved are refreshed on an at least annual basis or sooner if a trigger event occurs to ensure they remain current. Next year will see the introduction of the ICARA under the new Investment Firms Prudential Regime where new comparable stresses will be considered.

The stress tests enable the Group to model the impact of a variety of external and internal events on the MTP; to identify the potential impact of stress events on the Group's income, costs, cash flow and capital; and the Board to assess the effectiveness of any management actions that may be taken to mitigate the impact of the stress events.

The reverse stress test allows the Board to assess scenarios and circumstances that would render its business model unviable. This enables the identification of potential business vulnerabilities and the development of potentially mitigating actions. In order for the Group to fail, this year's test consists of individual stresses combined with additional overlays, occurring simultaneously, of a banking counterparty default and a reputational event which leads to significant outflows.

One of the individual stresses for the Group is a market-wide scenario based around the impact of the prolonged inflation experienced in the 1970's which saw global equities fall approximately 40%. Subsequent management actions include, inter alia, a significant decrease of dividend payments over the period and variable remuneration reduced to the minimum possible. Following these actions, the resultant outcome ensures the Group still maintains sufficient net assets and regulatory resources to operate as a going concern.

Following the assessment of the above, the Board concluded that the Viability Statement should cover a period of five years. While the Directors have no reason to believe that the Group will not be viable over a longer period, this period has been chosen to be consistent with the MTP used as part of the Group's corporate planning process.

In addition to the assessment of working capital, cashflow and capital position, the Board has considered the overall prospects of the Group including the industry and geographies within which it operates, looking at our market position, market share and growth rates and satisfied itself that they demonstrate the Group is well placed to grow sustainably into the future. These are discussed more in detail in the CEO statement and Financial Review.

Taking account of the Group's current position and principal risks and the Board's assessment of the Group's prospects, the Directors have a reasonable expectation that the Group will be able to continue in operation and meet its liabilities as they fall due over a period of at least five years.

Consolidated Income Statement

For the year ended 30 September 2021

 
                                                                         Group 
                                                                     (Consolidated) 
                                                                 ===================== 
                                                                       2021       2020 
                                                           Note     GBP'000    GBP'000 
=========================================================  ====  ==========  ========= 
Revenue                                                       4     404,075    359,164 
Other operating income                                        4       1,841      2,283 
=========================================================  ====  ==========  ========= 
Income                                                              405,916    361,447 
=========================================================  ====  ==========  ========= 
 
Staff costs                                                       (222,967)  (199,485) 
Amortisation of intangible assets - client relationships 
 and brand                                                   10    (11,232)   (11,072) 
Onerous contracts                                            13     (3,644)      (250) 
Acquisition costs                                                   (1,500)    (3,600) 
Incentivisation awards                                              (2,015)    (1,192) 
Defined benefit pension scheme past service costs                     (360)          - 
Other operating costs                                              (90,219)   (82,056) 
=========================================================  ====  ==========  ========= 
Operating expenses                                                (331,937)  (297,655) 
=========================================================  ====  ==========  ========= 
 
Operating profit                                                     73,979     63,792 
Finance income                                                6         454        907 
Other gains and losses                                                  340          - 
Finance costs                                                 6     (2,245)    (2,627) 
=========================================================  ====  ==========  ========= 
Profit before tax                                                    72,528     62,072 
Tax                                                           7    (17,210)   (14,117) 
=========================================================  ====  ==========  ========= 
Profit for the year                                                  55,318     47,955 
=========================================================  ====  ==========  ========= 
 
Attributable to: 
Equity holders of the parent                                         55,318     47,955 
=========================================================  ====  ==========  ========= 
                                                                     55,318     47,955 
=========================================================  ====  ==========  ========= 
 
Earnings per share 
Basic                                                         9       18.8p      16.3p 
Diluted                                                       9       18.3p      15.9p 
=========================================================  ====  ==========  ========= 
 

Consolidated Statement of Comprehensive Income

Year ended 30 September 2021

 
                                                                       Group 
                                                                   (Consolidated) 
                                                                 ================== 
                                                                     2021      2020 
                                                           Note   GBP'000   GBP'000 
=========================================================  ====  ========  ======== 
Profit for the year                                                55,318    47,955 
Items that will not be reclassified subsequently 
 to profit and loss: 
Actuarial gain on defined benefit pension scheme                      238     1,377 
Deferred tax charge on defined benefit pension 
 scheme surplus                                              14   (1,295)     (609) 
Realised gain on disposal of equity instruments 
 designated as at fair value through other comprehensive 
 income                                                                27         - 
Tax on disposal of equity instruments designated 
 as at fair value through other comprehensive 
 income                                                               (5)         - 
Fair value loss on investments in equity instruments 
 designated as at fair value through other comprehensive 
 income                                                                 -       (5) 
Deferred tax on fair value on investments in 
 equity instruments designated as at fair value 
 through other comprehensive income                          14         1         - 
=========================================================  ====  ========  ======== 
                                                                  (1,034)       763 
=========================================================  ====  ========  ======== 
Items that may be reclassified subsequently to 
 profit and loss: 
Exchange differences on translation of foreign 
 operations                                                       (2,643)     1,245 
=========================================================  ====  ========  ======== 
                                                                  (2,643)     1,245 
=========================================================  ====  ========  ======== 
Other comprehensive (expense)/income for the 
 year net of tax                                                  (3,677)     2,008 
=========================================================  ====  ========  ======== 
Total comprehensive income for the year                            51,641    49,963 
=========================================================  ====  ========  ======== 
 
Attributable to: 
Equity holders of the parent                                       51,641    49,963 
=========================================================  ====  ========  ======== 
                                                                   51,641    49,963 
=========================================================  ====  ========  ======== 
 

Balance Sheets

As at 30 September 2021

 
                                                      Group 
                                                  (Consolidated)           Company 
                                               ====================  ==================== 
                                                    2021       2020       2021       2020 
                                         Note    GBP'000    GBP'000    GBP'000    GBP'000 
=======================================  ====  =========  =========  =========  ========= 
Assets 
Non-current assets 
Intangible assets                          10    187,660    174,717          -          - 
Property, plant and equipment                      8,059      9,723          -          - 
Right of use assets                        11     32,324     38,042          -          - 
Finance lease receivables                          1,791      1,966          -          - 
Investment in subsidiaries                             -          -    241,833    238,659 
Defined benefit pension scheme                    20,822     20,324          -          - 
Other receivables                                      -        931          -          - 
=======================================  ====  =========  =========  =========  ========= 
Total non-current assets                         250,656    245,703    241,833    238,659 
=======================================  ====  =========  =========  =========  ========= 
 
Current assets 
Trade and other receivables                      241,633    241,939     41,849     35,042 
Finance lease receivables                            174        167          -          - 
Financial assets at fair value through 
 other comprehensive income                           37         68          -          - 
Financial assets at fair value through 
 profit or loss                                    2,974        379          -          - 
Current tax                                        2,741      3,909          -          - 
Cash and cash equivalents                        188,021    180,533        216      1,256 
=======================================  ====  =========  =========  =========  ========= 
Total current assets                             435,580    426,995     42,065     36,298 
=======================================  ====  =========  =========  =========  ========= 
Total assets                                     686,236    672,698    283,898    274,957 
=======================================  ====  =========  =========  =========  ========= 
 
Liabilities 
Trade and other payables                         258,763    256,036     13,626     12,419 
Lease liabilities                          12      7,766      8,316          -          - 
Provisions                                 13      5,823      4,798          -          - 
=======================================  ====  =========  =========  =========  ========= 
Total current liabilities                        272,352    269,150     13,626     12,419 
=======================================  ====  =========  =========  =========  ========= 
Net current assets                               163,228    157,845     28,439     23,879 
=======================================  ====  =========  =========  =========  ========= 
 
Non-current liabilities 
Trade and other payables                             509        459          -          - 
Lease liabilities                          12     38,250     45,265          -          - 
Provisions                                 13     11,322      9,956          -          - 
Shares to be issued                                3,807      3,738      3,807      3,738 
Net deferred tax liability                 14     12,737      9,094          -          - 
=======================================  ====  =========  =========  =========  ========= 
Total non-current liabilities                     66,625     68,512      3,807      3,738 
=======================================  ====  =========  =========  =========  ========= 
Total liabilities                                338,977    337,662     17,433     16,157 
=======================================  ====  =========  =========  =========  ========= 
Net assets                                       347,259    335,036    266,465    258,800 
=======================================  ====  =========  =========  =========  ========= 
 
Equity 
Share capital                              15      3,035      3,032      3,035      3,032 
Share premium account                      15     58,393     58,340     58,393     58,340 
Own shares                                      (29,723)   (25,238)   (29,723)   (25,238) 
Hedging reserve                                        -          -       (24)       (24) 
Revaluation reserve                                  (1)        (2)          -          - 
Merger reserve                                    70,553     70,553     70,838     70,838 
Profit and loss account                          245,002    228,351    163,946    151,852 
=======================================  ====  =========  =========  =========  ========= 
Equity attributable to equity holders            347,259    335,036    266,465    258,800 
=======================================  ====  =========  =========  =========  ========= 
 

The Company's total profit for the year was GBP48,365k (2020: GBP44,225k).

Approved by the Board of Directors and authorised for issue on 23 November 2021.

Signed on its behalf by

 
Robin Beer                Siobhan Boylan 
 Chief Executive Officer   Chief Financial Officer 
 

Brewin Dolphin Holdings PLC - Company Number: 02685806

Statements of Changes in Equity

Year ended 30 September 2021

 
                                                         Attributable to the equity holders of 
Group (Consolidated)                                                   the parent 
                                  ==================================================================================== 
                                                                                                     Profit 
                                               Share                                                    and 
                                     Share   premium        Own   Hedging  Revaluation    Merger       loss 
                                   capital   account     shares   reserve      reserve   reserve   account1      Total 
                            Note   GBP'000   GBP'000    GBP'000   GBP'000      GBP'000   GBP'000    GBP'000    GBP'000 
=========================  =====  ========  ========  =========  ========  ===========  ========  =========  ========= 
At 30 September 2019                 3,032    58,238   (25,214)      (24)            3    70,553    231,115    337,703 
=========================  =====  ========  ========  =========  ========  ===========  ========  =========  ========= 
Effect of change in 
 accounting 
 policy for initial 
 application 
 of IFRS 16                              -         -          -         -            -         -    (5,813)    (5,813) 
=========================  =====  ========  ========  =========  ========  ===========  ========  =========  ========= 
At 1 October 2019                    3,032    58,238   (25,214)      (24)            3    70,553    225,302    331,890 
Profit for the year                      -         -          -         -            -         -     47,955     47,955 
Other comprehensive 
 (expense)/income 
 for the year                            -         -          -         -          (5)         -      2,013      2,008 
=========================  =====  ========  ========  =========  ========  ===========  ========  =========  ========= 
Total comprehensive 
 (expense)/income 
 for the year                            -         -          -         -          (5)         -     49,968     49,963 
Dividends                      8         -         -          -         -            -         -   (48,393)   (48,393) 
Issue of share capital                   -       102          -         -            -         -          -        102 
Own shares acquired in 
 the 
 year                                    -         -    (8,388)         -            -         -          -    (8,388) 
Own shares disposed of on 
 exercise of options                     -         -      8,364         -            -         -    (8,364)          - 
Share-based payments                     -         -          -         -            -         -      9,779      9,779 
Hedge reversal                           -         -          -        24            -         -          -         24 
Tax on share-based 
 payments                                -         -          -         -            -         -         59         59 
=========================  =====  ========  ========  =========  ========  ===========  ========  =========  ========= 
At 30 September 2020                 3,032    58,340   (25,238)         -          (2)    70,553    228,351    335,036 
=========================  =====  ========  ========  =========  ========  ===========  ========  =========  ========= 
Profit for the year                      -         -          -         -            -         -     55,318     55,318 
Other comprehensive 
 income/(expense) 
 for the year                            -         -          -         -            1         -    (3,678)    (3,677) 
=========================  =====  ========  ========  =========  ========  ===========  ========  =========  ========= 
Total comprehensive 
 income 
 for the year                            -         -          -         -            1         -     51,640     51,641 
Dividends                      8         -         -          -         -            -         -   (42,652)   (42,652) 
Issue of share capital        15         3        53          -         -            -         -        (2)         54 
Own shares acquired in 
 the 
 year                                    -         -   (10,689)         -            -         -          -   (10,689) 
Own shares disposed of on 
 exercise of options                     -         -      6,204         -            -         -    (6,204)          - 
Share-based payments                     -         -          -         -            -         -     12,587     12,587 
Tax on share-based 
 payments                                -         -          -         -            -         -      1,282      1,282 
=========================  =====  ========  ========  =========  ========  ===========  ========  =========  ========= 
At 30 September 2021                 3,035    58,393   (29,723)         -          (1)    70,553    245,002    347,259 
=========================  =====  ========  ========  =========  ========  ===========  ========  =========  ========= 
 

1. A cumulative debit of GBP1,479k has been recognised in the profit and loss account reserve as at 30 September 2021 for exchange differences on translation of foreign operations (2020: GBP1,164k credit, 2019: GBP81k debit).

 
                                                             Attributable to the equity holders 
Company                                                                of the Company 
                                     =====  ==================================================================== 
                                                                                                Profit 
                                                         Share                                     and 
                                               Share   premium       Own   Hedging    Merger      loss 
                                             capital   account    shares   reserve   reserve   account     Total 
                                      Note   GBP'000   GBP'000   GBP'000   GBP'000   GBP'000   GBP'000   GBP'000 
===================================  =====  ========  ========  ========  ========  ========  ========  ======== 
At 30 September 2019                           3,032    58,238  (25,214)      (24)    70,838   154,605   261,475 
Profit for the year                                -         -         -         -         -    44,225    44,225 
Dividends                                8         -         -         -         -         -  (48,393)  (48,393) 
Issue of share capital                             -       102         -         -         -         -       102 
Own shares acquired in the year                    -         -   (8,388)         -         -         -   (8,388) 
Own shares disposed of on exercise 
 of options                                        -         -     8,364         -         -   (8,364)         - 
Share-based payments                               -         -         -         -         -     9,779     9,779 
===================================  =====  ========  ========  ========  ========  ========  ========  ======== 
At 30 September 2020                           3,032    58,340  (25,238)      (24)    70,838   151,852   258,800 
===================================  =====  ========  ========  ========  ========  ========  ========  ======== 
Profit for the year                                -         -         -         -         -    48,365    48,365 
Dividends                                8         -         -         -         -         -  (42,652)  (42,652) 
Issue of share capital                  15         3        53         -         -         -       (2)        54 
Own shares acquired in the year                    -         -  (10,689)         -         -         -  (10,689) 
Own shares disposed of on exercise 
 of options                                        -         -     6,204         -         -   (6,204)         - 
Share-based payments                               -         -         -         -         -    12,587    12,587 
===================================  =====  ========  ========  ========  ========  ========  ========  ======== 
At 30 September 2021                           3,035    58,393  (29,723)      (24)    70,838   163,946   266,465 
===================================  =====  ========  ========  ========  ========  ========  ========  ======== 
 

Cash Flow Statements

Year ended 30 September 2021

 
                                                          Group 
                                                      (Consolidated)           Company 
                                                   ====================  ==================== 
                                                        2021       2020       2021       2020 
                                             Note    GBP'000    GBP'000    GBP'000    GBP'000 
===========================================  ====  =========  =========  =========  ========= 
Profit before tax                                     72,528     62,072     48,365     44,225 
Adjustments for: 
  Share-based payment expense                         12,587      9,779          -          - 
  Amortisation of intangible assets 
   - client relationships and brand            10     11,232     11,072          -          - 
  Amortisation of intangible assets 
   - software                                  10      3,994        417          -          - 
  Loss on disposal of intangible assets 
   - software                                  10        115          -          -          - 
  Depreciation of property, plant and 
   equipment                                           3,249      3,114          -          - 
  Loss on disposal of property, plant 
   and equipment                                         421          -          -          - 
  Depreciation of right of use assets          11      6,371      6,250          -          - 
  Defined benefit pension scheme past 
   service costs                                         360          -          -          - 
  Defined benefit pension scheme cash 
   contributions                                       (313)    (1,250)          -          - 
  Other gains and losses                               (340)          -          -      1,174 
  Effect of changes in foreign exchange 
   rates                                               1,198        303          -          - 
  Lease incentive                                          -        442          -          - 
  Finance income                                       (399)      (416)          -          - 
  Finance costs                                        2,242      2,607          -          - 
===========================================  ====  =========  =========  =========  ========= 
Operating cash flows before movements 
 in working capital                                  113,245     94,390     48,365     45,399 
Increase/(decrease) in payables and 
 provisions                                            6,148     27,237          -      (154) 
Decrease/(increase) in receivables 
 and trading investments                               1,496   (27,144)    (6,807)      3,925 
===========================================  ====  =========  =========  =========  ========= 
Cash generated by operating activities               120,889     94,483     41,558     49,170 
Tax paid                                            (11,903)   (16,894)          -          - 
===========================================  ====  =========  =========  =========  ========= 
Net cash inflow from operating activities            108,986     77,589     41,558     49,170 
===========================================  ====  =========  =========  =========  ========= 
 
Cash flows from investing activities 
Purchase of intangible assets - software            (32,679)   (26,523)          -          - 
Purchase of property, plant and equipment            (1,960)    (2,379)          -          - 
Purchase of intangible assets - client 
 relationships                                 10      (176)          -          -          - 
Capital contribution to subsidiary                         -          -          -   (45,449) 
Purchase of financial instruments 
 at fair value through profit and loss               (2,255)          -          -          - 
Disposal of financial instruments 
 at fair value through other comprehensive 
 income                                                   58          6          -          - 
Acquisition of subsidiaries                                -   (32,029)          -          - 
===========================================  ====  =========  =========  =========  ========= 
Net cash used in investing activities               (37,012)   (60,925)          -   (45,449) 
===========================================  ====  =========  =========  =========  ========= 
 
Cash flows from financing activities 
Dividends paid to equity shareholders           8   (42,652)   (48,393)   (42,652)   (48,393) 
Repayment of lease liabilities                 12   (10,266)    (8,765)          -          - 
Proceeds on issue of shares                    15         54        102         54        102 
Purchase of own shares                              (10,689)    (8,388)          -          - 
Foreign exchange                                           -          -          -    (1,174) 
===========================================  ====  =========  =========  =========  ========= 
Net cash used in financing activities               (63,553)   (65,444)   (42,598)   (49,465) 
===========================================  ====  =========  =========  =========  ========= 
 
Net increase/(decrease) in cash and 
 cash equivalents                                      8,421   (48,780)    (1,040)   (45,744) 
===========================================  ====  =========  =========  =========  ========= 
 
Cash and cash equivalents at 1 October               180,533    229,199      1,256     47,000 
Effect of foreign exchange rates                       (933)        114          -          - 
===========================================  ====  =========  =========  =========  ========= 
Cash and cash equivalents at 30 September            188,021    180,533        216      1,256 
===========================================  ====  =========  =========  =========  ========= 
 

Notes to the Financial Statements

1. General information

The financial information contained in this preliminary announcement does not constitute the Group's and the Company's Statutory Financial Statements for the period ended 30 September 2021 within the meaning of section 435 of the Companies Act 2006.

The financial information set out in this preliminary announcement has been extracted from the Group's and the Company's 2021 Annual Report and Accounts, which have been approved by the Board of Directors on 23 November 2021 and agreed with Ernst & Young LLP, the Company's Auditor. The Auditor's Report was unqualified and did not draw attention to any matters by way of emphasis and did not contain statements under section 498(2) or (3) of the Companies Act 2006.

Whilst the financial information has been prepared in accordance with the recognition and measurement criteria of International Financial Reporting Standards ('IFRS') the preliminary announcement does not contain sufficient information to comply with IFRS.

The material accounting policies used are consistent with the accounting policies set out in note 3 to the 2020 Annual Report and Accounts which have been delivered to the Registrar of Companies.

The critical accounting judgements and key sources of estimation uncertainty are set out in note 3 below.

The 2021 Annual Report and Accounts will be posted to shareholders during January 2022. Copies will be available from the registered office of the Company, 12 Smithfield Street, London, EC1A 9BD. It will also be available on the Company's website www.brewin.co.uk.

2. Application of new and revised International Financial Reporting Standards ('IFRSs') and changes in material accounting policies

2.1. New standards, amendments and interpretations adopted

In the current year, there have been no new standards, amendments or interpretations adopted that have had a material impact on the disclosures or amounts reported in these financial statements.

2.2. Changes in material accounting policies

There have been no changes to material accounting policies in the year.

2.3. New standards, amendments and interpretations issued but not effective

The table below sets out changes to accounting standards which will be effective for periods beginning on or after:

 
New or revised standards 
IFRS 17                   Insurance Contracts.                               1 Jan 
                                                                              2023 
Amendments 
IAS 1 - classification    Presentation of financial statements on            1 Jan 
 of liabilities.           classification of liabilities as current           2023 
                           or non-current. 
Further amendments -      IAS 8 - Definition of Accounting Estimates;        1 Jan 
 IAS 8, IAS 12,            IAS 12 - Disclosure of Accounting Policies;        2023 
 IAS 1 and IFRS Practice   and IAS 1 and IFRS Practice Statement 
 Statement 2.              2 - Deferred Tax related to Assets and 
                           Liabilities arising from a Single Transaction. 
Further amendments -      IFRS 3 - Reference to the Conceptual Framework;    1 Jan 
 IFRS 3, IAS 16            IAS 16 - Proceeds before Intended Use;             2022 
 and IAS 37.               and IAS 37 - Onerous Contracts - Costs 
                           of Fulfilling a Contract. 
Annual Improvements       IFRS 1 - Subsidiary as a first-time adopter;       1 Jan 
 2018 -2020;               IFRS 9 - Fees in the '10 per cent' test            2022 
 IFRS1, IFRS 9 and IAS     for derecognition of financial liabilities; 
 41.                       and IAS - Taxation in fair value measurements. 
Amendments to IFRS 9,     Interest Rate Benchmark Reform - phase             1 Jan 
 IAS 39 and                2.                                                 2021 
 IFRS 7, IFRS 4 and 
 IFRS 16. 
Further amendment -       Covid-19-Related Rent Concessions beyond           1 Apr 
 IFRS 16.                  30 June 2021.                                      2021 
========================  ===============================================    ===== 
 

The Directors are reviewing the impact of these new standards, amendments and interpretations and do not intend to adopt the standards early. It is not currently expected that these will have a material impact on the financial statements of the Group.

3. Critical accounting judgements and key sources of estimation uncertainty

In the application of the Group's accounting policies, which are described in note 1, the Directors are required to make judgements, estimates and assumptions about the carrying amounts of the assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.

The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the year in which the estimate is revised if the revision affects only that year, or in the year of the revision and future years if the revision affects both current and future years.

3.1. Critical judgements in applying the Group's accounting policies

There have been no critical judgements required in applying the Group's accounting policies in this period, apart from those involving estimations which are detailed separately below.

3.2. Key sources of estimation uncertainty

The key sources of estimation uncertainty disclosed below do not present a significant risk of material adjustment in next years' financial statements, however they are the most significant areas of estimation in the financial statements.

3.2.1. Amortisation of client relationships

The useful economic life over which client relationships are amortised is based on assumptions around the expected duration of the client relationships which is determined with reference to past experience of account closures, in particular the average life of those relationships, and future expectations. During the year, client relationships were amortised over periods ranging from 5 to 15 years.

The amortisation for the year was GBP11,093k (2020: GBP10,933k). A reduction in the average amortisation period by one year would increase the amortisation expense for the year by GBP2,496k (2020: GBP1,862k).

3.2.2. Defined benefit pension scheme

The calculation of the present value of the defined benefit pension scheme is determined by using actuarial valuations. Management makes key assumptions in determining the inputs into the actuarial valuations, which may differ from actual experience in the future. These assumptions are governed by IAS 19 Employee Benefits, and include the determination of the discount rate, life expectancies, inflation rates and future salary increases. Due to the complexities in the valuation, the defined benefit pension scheme obligation is highly sensitive to changes in these assumptions. The detailed assumptions, including a sensitivity analysis, are set out in note 17 to the 2021 Annual Report and Accounts.

The defined benefit pension scheme has a surplus of GBP20,822k (2020: GBP20,324k). See note 17 to the 2021 Annual Report and Accounts 'Defined benefit pension scheme asset recognition basis' for further detail.

3.2.3. Long Term Incentive Plan ('LTIP')

Awards are granted under the LTIP. The scheme includes performance-based vesting conditions, which impact the amount of benefit paid, such as

-- Average annual net inflows in discretionary funds; and

-- Growth in adjusted diluted EPS over the performance period.

Assumptions are made on the likelihood of meeting certain average and stretch targets over the remaining service periods in determining the expense in the year. The directors consider that the LTIP is qualitatively material. The charge for the year was GBP1,244k (2020: GBP747k).

If all of the performance conditions were assumed to be met, the charge for the year would increase by GBP2,967k (2020: GBP3,105k); an increase of 10% in the vesting assumptions would increase the charge for the year by GBP480k (2020: GBP443k).

Further information on the scheme is disclosed in note 30 to the 2021 Annual Report and Accounts.

4. Income

The following table presents revenue disaggregated by service and timing of revenue recognition:

 
                                                              Group 
                                                        ================== 
                                                            2021      2020 
                                                         GBP'000   GBP'000 
======================================================  ========  ======== 
Discretionary investment management fee income           269,620   237,617 
Discretionary investment management commission income     70,225    70,033 
Financial planning income                                 41,623    33,079 
Execution only fee income                                  4,860     4,611 
Execution only commission income(1)                        7,151     6,684 
Advisory investment management fee income                  4,430     3,633 
Advisory investment management commission income(1)        2,782     1,066 
BPS(2) investment management fee income                    1,660     1,335 
Expert witness report service(1)                           1,724     1,106 
======================================================  ========  ======== 
Revenue                                                  404,075   359,164 
Other operating income                                     1,841     2,283 
======================================================  ========  ======== 
Income                                                   405,916   361,447 
======================================================  ========  ======== 
 
 
                                              2021      2020 
                                           GBP'000   GBP'000 
========================================  ========  ======== 
Services transferred at a point in time     11,657     8,856 
Services transferred over time             392,418   350,308 
========================================  ========  ======== 
Revenue                                    404,075   359,164 
========================================  ========  ======== 
 

1. Services transferred at a point in time.

2. Brewin Portfolio Service.

Contract balances

The Group does not have contract assets. There are no incremental costs of obtaining a contract, and no contracts whereby revenue is conditional on the fulfilment of a contingent event.

Contract liabilities

Contract liabilities relate to the advance consideration received from customers for services still to be delivered. The Group derecognises contract liabilities (and recognises revenue) when it transfers services and satisfies its performance obligations (see note 21 to the 2021 Annual Report and Accounts).

Unsatisfied performance obligations

The Group does not have material unsatisfied (or partially unsatisfied) performance obligations at the reporting date, as the majority of the Group's performance obligations are satisfied equally over time.

5. Segmental information

Group

The Group provides a wide range of wealth management services in the United Kingdom ('UK'), Channel Islands ('CI') and the Republic of Ireland ('ROI'). The Group's Executive Committee has been determined to be the chief operating decision maker for the purposes of making decisions regarding the allocation of resources and assessing the performance of the identified segments.

For management reporting purposes the Group currently has a single operating segment: the Wealth Management business. This forms the reportable segment of the Group for the year and consequently, the Group's Consolidated Income Statement and Consolidated Balance Sheet are monitored by the Group's Executive Committee. The accounting policies of the operating segment are the same as those of the Group. All segmental income relates to external clients.

Geographical information

For the year ended 30 September 2021

Segmental income statement

 
                                                                         Group 
                                                           ================================= 
                                                              UK & CI        ROI 
                                                             business   business       Total 
                                                              GBP'000    GBP'000     GBP'000 
=========================================================  ==========  =========  ========== 
Revenue                                                       375,602     30,314     405,916 
Staff costs                                                 (209,870)   (13,097)   (222,967) 
Other operating costs                                        (80,680)    (9,539)    (90,219) 
=========================================================  ==========  =========  ========== 
                                                               85,052      7,678      92,730 
Amortisation of intangible assets - client relationships 
 and brand                                                    (7,993)    (3,239)    (11,232) 
Defined benefit pension scheme past service costs               (360)          -       (360) 
Acquisition costs                                             (1,500)          -     (1,500) 
Onerous contracts                                             (3,644)          -     (3,644) 
Incentivisation awards                                          (125)    (1,890)     (2,015) 
=========================================================  ==========  =========  ========== 
Operating profit                                               71,430      2,549      73,979 
Net finance costs and other gains and losses                  (1,338)      (113)     (1,451) 
=========================================================  ==========  =========  ========== 
Profit before tax                                              70,092      2,436      72,528 
Tax                                                          (16,341)      (869)    (17,210) 
=========================================================  ==========  =========  ========== 
Profit after tax                                               53,751      1,567      55,318 
=========================================================  ==========  =========  ========== 
 

Segmental balance sheet

 
                                Group 
                    ============================== 
                      UK & CI        ROI 
                     business   business     Total 
                      GBP'000    GBP'000   GBP'000 
==================  =========  =========  ======== 
Net assets            301,053     46,206   347,259 
Total assets          627,922     58,314   686,236 
Total liabilities     326,869     12,108   338,977 
==================  =========  =========  ======== 
 

For the year ended 30 September 2020

Segmental income statement

 
                                                                          Group 
                                                           ==================================== 
                                                              UK & CI           ROI 
                                                             business   business(1)       Total 
                                                              GBP'000       GBP'000     GBP'000 
=========================================================  ==========  ============  ========== 
Revenue                                                       338,098        23,349     361,447 
Staff costs                                                 (189,189)      (10,296)   (199,485) 
Other operating costs                                        (74,134)       (7,922)    (82,056) 
=========================================================  ==========  ============  ========== 
                                                               74,775         5,131      79,906 
Amortisation of intangible assets - client relationships 
 and brand                                                    (8,084)       (2,988)    (11,072) 
Acquisition costs                                                   -       (3,600)     (3,600) 
Onerous contracts                                               (250)             -       (250) 
Incentivisation awards                                          (258)         (934)     (1,192) 
=========================================================  ==========  ============  ========== 
Operating profit/(loss)                                        66,183       (2,391)      63,792 
Net finance costs and other gains and losses                  (1,582)         (138)     (1,720) 
=========================================================  ==========  ============  ========== 
Profit/(loss) before tax                                       64,601       (2,529)      62,072 
Tax                                                          (14,453)           336    (14,117) 
=========================================================  ==========  ============  ========== 
Profit/(loss) after tax                                        50,148       (2,193)      47,955 
=========================================================  ==========  ============  ========== 
 

1. The Group acquired Brewin Dolphin Capital & Investments (Ireland) Limited on 31 October 2019 - see note 33 to the 2021 Annual Report and Accounts for further details.

Segmental balance sheet

 
                                Group 
                    ============================== 
                      UK & CI        ROI 
                     business   business     Total 
                      GBP'000    GBP'000   GBP'000 
==================  =========  =========  ======== 
Net assets            284,386     50,650   335,036 
Total assets          612,866     59,832   672,698 
Total liabilities     328,480      9,182   337,662 
==================  =========  =========  ======== 
 

6. Finance income and costs

 
                                                                Group 
                                                          ================== 
                                                              2021      2020 
                                                    Note   GBP'000   GBP'000 
==================================================  ====  ========  ======== 
Finance income 
Interest income on defined benefit pension scheme              307       324 
Interest on lease receivables                                   92        92 
Interest on bank deposits                                       55       491 
==================================================  ====  ========  ======== 
                                                               454       907 
==================================================  ====  ========  ======== 
 
Finance costs 
Interest expense on lease liabilities                 12     2,036     2,327 
Unwind of discounts on provisions                     13       137       210 
Unwind of discounts on shares to be issued                      69        70 
Interest on bank overdrafts                                      3        20 
==================================================  ====  ========  ======== 
                                                             2,245     2,627 
==================================================  ====  ========  ======== 
 

7. Income tax expense

 
                                                       Group 
                                                 ================== 
                                                     2021      2020 
                                           Note   GBP'000   GBP'000 
========================================  =====  ========  ======== 
Current tax 
United Kingdom: 
  Charge for the year                              11,905    10,623 
  Adjustments in respect of prior years               828   (1,174) 
Overseas: 
  Charge for the year                                 445        67 
  Adjustments in respect of prior years               347      (70) 
========================================  =====  ========  ======== 
Total current tax                                  13,525     9,446 
========================================  =====  ========  ======== 
 
Deferred tax 
United Kingdom: 
  Charge for the year                               4,106     4,048 
  Adjustments in respect of prior years             (515)       889 
Overseas: 
  Charge for the year                                  38     (266) 
  Adjustments in respect of prior years                56         - 
========================================  =====  ========  ======== 
Total deferred tax                           14     3,685     4,671 
========================================  =====  ========  ======== 
 
Tax charged to the Income Statement                17,210    14,117 
========================================  =====  ========  ======== 
 

Finance (No.2) Bill 2019-21 maintained the UK statutory corporation tax rate at 19% until 31 March 2023. From 1 April 2023 the rate will increase to 25%.

Taxation for other jurisdictions is calculated at the relevant prevailing rates in the respective jurisdictions.

The charge for the year can be reconciled to the profit per the Income Statement as follows:

 
                                                                  Group 
                                                            ================== 
                                                                2021      2020 
                                                             GBP'000   GBP'000 
==========================================================  ========  ======== 
Profit before tax                                             72,528    62,072 
Tax at the UK corporation tax rate of 19% (2020:19%)          13,780    11,794 
Tax effect of: 
  Expenses that are not deductible in determining taxable 
   profit                                                      2,142     1,275 
  Permanent differences in respect of capital expenditure      (693)       163 
  Share-based payments                                       (1,453)     1,098 
  Under/(over) provision for tax in prior years                  716     (408) 
  Lower tax rates of subsidiaries                               (37)       142 
  Impact of deferred tax rate change                           2,755        53 
==========================================================  ========  ======== 
Tax expense for the year                                      17,210    14,117 
==========================================================  ========  ======== 
Effective tax rate for the year                                23.7%     22.7% 
==========================================================  ========  ======== 
 

Expenses that are not deductible in determining taxable profit include amortisation of client relationships and brand, acquisition costs, hospitality costs and professional fees that are capital in nature.

Lower rates in subsidiaries reflects the overall impact of overseas taxes on the total tax charge of the Group. Although the Group's subsidiaries are taxed at a lower rate than the UK corporation tax rate of 19%, the impact of permanent disallowable items and prior year adjustments suffered in overseas subsidiaries has been to increase the tax suffered by the overseas subsidiaries to a rate higher than the UK statutory corporation tax rate.

There are no material uncertainties within the calculation of corporation tax. The tax provisions are based on tax legislations in the relevant jurisdictions and have not required any judgements or material estimates.

8. Dividends

 
                                                              Group and Company 
                                                             =================== 
                                                                  2021      2020 
                                                               GBP'000   GBP'000 
===========================================================  =========  ======== 
Amounts recognised as distributions to equity shareholders 
 in the year: 
  2020/19 Final dividend paid 10 February 2021, 9.9p per 
   share (2020: 12.0p per share)                                29,142    35,401 
  2021/20 Interim dividend paid 11 June 2021, 4.6p per 
   share (2020: 4.4p per share)                                 13,510    12,992 
===========================================================  =========  ======== 
                                                                42,652    48,393 
===========================================================  =========  ======== 
 
Proposed final dividend for the year ended 30 September 
 2021 of 11.1p (2020: 9.9p) per share based on shares 
 in issue at 18 November 2021 (2020: 19 November 2020)          32,625    29,242 
===========================================================  =========  ======== 
 

The proposed final dividend for the year ended 30 September 2021 of 11.1p per share is subject to approval by shareholders at the Annual General Meeting and has not been included as a liability in these financial statements.

Under an arrangement dated 1 April 2011, Computershare Trustees (Jersey) Limited (the 'Trustee'), holds 9,594,749 Ordinary Shares representing 3.2% of the Company's called up share capital in relation to employee share plans, has agreed to waive all dividends due to the Trustee.

9. Earnings per share

The calculation of the basic and diluted earnings per share is based on the following data:

 
                                                                 Group 
                                                           ================= 
                                                               2021     2020 
                                                               '000     '000 
=========================================================  ========  ======= 
Number of shares 
Basic 
Weighted average number of shares in issue in the year      293,785  295,012 
Diluted 
Effect of weighted average number of options outstanding 
 for the year                                                 8,769    6,110 
Effect of estimated weighted average number of shares 
 earned under deferred consideration arrangements               343        - 
=========================================================  ========  ======= 
Diluted weighted average number of options and shares 
 for the year                                               302,897  301,122 
=========================================================  ========  ======= 
 
 
                                                           GBP'000  GBP'000 
=========================================================  =======  ======= 
Earnings attributable to ordinary shareholders 
Profit for the purpose of basic earnings per share          55,318   47,955 
Finance costs of deferred consideration(1)                      69        - 
  less tax effect of above                                    (13)        - 
=========================================================  =======  ======= 
Profit for the purpose of diluted earnings per share        55,374   47,955 
Amortisation of intangible assets - client relationships 
 and brand                                                  11,232   11,072 
Onerous contracts                                            3,644      250 
Acquisition costs                                            1,500    3,600 
Incentivisation awards                                       2,015    1,192 
Defined benefit pension scheme past service costs              360        - 
Other gains and losses                                       (340)        - 
  less tax effect of above                                 (1,583)  (1,918) 
=========================================================  =======  ======= 
Adjusted profit for the purpose of diluted earnings 
 per share                                                  72,202   62,151 
Finance costs of deferred consideration(1)                    (69)        - 
  less tax effect of above                                      13        - 
=========================================================  =======  ======= 
Adjusted profit for the purpose of basic earnings per 
 share                                                      72,146   62,151 
=========================================================  =======  ======= 
 
 
Earnings per share 
Basic                                                        18.8p    16.3p 
=========================================================  =======  ======= 
Diluted                                                      18.3p    15.9p 
=========================================================  =======  ======= 
 
 
Adjusted earnings per share 
Basic                                                        24.6p    21.1p 
=========================================================  =======  ======= 
Diluted                                                      23.8p    20.6p 
=========================================================  =======  ======= 
 

1. Finance costs of deferred consideration are added back where the issue of shares is more dilutive than the interest cost saved.

10. Intangible assets

 
                                                              Group 
                                     ======================================================= 
                                                       Client             Software 
                                     Goodwill   relationships     Brand   costs(1)     Total 
                                      GBP'000         GBP'000   GBP'000    GBP'000   GBP'000 
===================================  ========  ==============  ========  =========  ======== 
Cost 
At 30 September 2019                   52,733         156,656     1,388     30,483   241,260 
  Additions                             2,064          32,067         -     33,157    67,288 
  Exchange differences                    106           1,670         -          -     1,776 
===================================  ========  ==============  ========  =========  ======== 
At 30 September 2020                   54,903         190,393     1,388     63,640   310,324 
  Additions                                 -             337         -     29,625    29,962 
  Exchange differences                  (113)         (1,769)         -          -   (1,882) 
  Disposals                                 -               -         -    (8,620)   (8,620) 
===================================  ========  ==============  ========  =========  ======== 
At 30 September 2021                   54,790         188,961     1,388     84,645   329,784 
===================================  ========  ==============  ========  =========  ======== 
 
Accumulated amortisation and impairment 
 losses 
At 30 September 2019                        -         106,166        69     17,779   124,014 
  Amortisation charge for the year          -          10,933       139        417    11,489 
  Exchange differences                      -             104         -          -       104 
===================================  ========  ==============  ========  =========  ======== 
At 30 September 2020                        -         117,203       208     18,196   135,607 
  Amortisation charge for the year          -          11,093       139      3,994    15,226 
  Exchange differences                      -           (204)         -          -     (204) 
  Disposals                                 -               -         -    (8,505)   (8,505) 
===================================  ========  ==============  ========  =========  ======== 
At 30 September 2021                        -         128,092       347     13,685   142,124 
===================================  ========  ==============  ========  =========  ======== 
 
Net book value 
At 30 September 2021                   54,790          60,869     1,041     70,960   187,660 
===================================  ========  ==============  ========  =========  ======== 
At 30 September 2020                   54,903          73,190     1,180     45,444   174,717 
===================================  ========  ==============  ========  =========  ======== 
At 30 September 2019                   52,733          50,490     1,319     12,704   117,246 
===================================  ========  ==============  ========  =========  ======== 
 

1. GBP57,981k is under construction.

Client relationship additions are made up as follows:

 
                                                                 Group 
                                                           ================== 
                                                               2021      2020 
                                                            GBP'000   GBP'000 
=========================================================  ========  ======== 
Cash paid for client relationships acquired in current 
 year                                                           176    32,029 
Deferred consideration for client relationships acquired 
 in current year                                                174         - 
Fair value adjustment                                             -        38 
Adjustment for client relationships acquired in previous 
 years                                                         (13)         - 
=========================================================  ========  ======== 
Total additions                                                 337    32,067 
=========================================================  ========  ======== 
 

On 30 July 2021, Brewin Dolphin Limited, the Group's principal operating subsidiary purchased client relationships from an IFA based in Exeter, for an initial payment of GBP176k and an estimated deferred consideration of GBP176k subject to performance conditions. The fair value of the deferred consideration recognised is GBP174k.

Goodwill impairment testing

The Group has revised its methodology for identifying cash-generating units ('CGUs') for the purpose of goodwill impairment testing. In prior reporting periods goodwill impairment tests were performed for groups of CGUs based at the branch level. Following a re-assessment of this approach, goodwill impairment testing is now performed for groups of CGUs defined at the geographical operating segment level for the Wealth Management business, as reported in note 5, Segmental information. This means the Group has 2 CGUs which are the UK & CI business and ROI business, reflecting how business performance and operations are considered, controlled and assessed by management.

In accordance with IFRS, the Group performs impairment testing for goodwill on an annual basis, at 30 September, or more frequently when there are impairment indicators. Client relationships and brand intangible assets are reviewed for indicators of impairment at each reporting date.

The tables below show the goodwill allocated to groups of CGUs and the significant client relationship assets.

Goodwill allocation to CGUs:

 
                                         Group 
                                       ======= 
                                       GBP'000 
=====================================  ======= 
UK & CI business                        52,732 
ROI business                             2,058 
=====================================  ======= 
Carrying amount at 30 September 2021    54,790 
=====================================  ======= 
 
 
                                             Group 
                                       ================= 
                                         Groups 
                                        of CGUs  GBP'000 
=====================================  ========  ======= 
Midland Branch 1                              1    5,149 
Midland Branch 2                              1    5,284 
Northern Branch 1                             1    6,432 
South East Branch 1                           1   12,800 
BD Ireland                                    1    2,170 
Other Branches                               17   23,068 
=====================================  ========  ======= 
Carrying amount at 30 September 2020         22   54,903 
=====================================  ========  ======= 
 

Significant client relationship intangible assets:

 
                                                                    Group 
                                                              ================== 
                                                                  2021      2020 
                                                               GBP'000   GBP'000 
============================================================  ========  ======== 
Brewin Dolphin Wealth Management Limited(1)                      7,800     9,414 
Brewin Dolphin Capital and Investments (Ireland) Limited(2)     25,841    30,645 
============================================================  ========  ======== 
BD Ireland                                                      33,641    40,059 
South East investment management team(3)                         9,511    13,154 
Bath branch(4)                                                  14,766    16,645 
Other investment management teams(5)                             2,951     3,332 
============================================================  ========  ======== 
Carrying amount at 30 September                                 60,869    73,190 
============================================================  ========  ======== 
 

1. Amortisation period remaining 4 years 10 months as at 30 September 2021.

2. Amortisation period remaining 8 years 1 months as at 30 September 2021.

3. Amortisation period remaining 2 years 7 months as at 30 September 2021.

4. Amortisation period remaining 7 years 10 months as at 30 September 2021.

5. None of the constituent parts of the client relationships relating to the other investment management teams is individually significant in comparison to the total value of goodwill or client relationships respectively.

Goodwill impairment testing is performed for groups of CGUs at the geographical operating segment level for the Wealth Management business, as reported in note 5, Segmental information. Client relationships and brand impairment testing is performed for each relevant CGU where there are indicators of impairment. At 30 September 2021 there were no indicators of impairment for client relationships and brand intangible assets.

The recoverable amount for each of the CGUs is the fair value less costs of disposal. The fair value is determined by applying percentages to the funds for each CGU. The percentages applied are a Level 2 input based on recent observable market transactions. Discretionary funds are valued at 3% and advisory funds are valued at 1%.

Following the impairment testing of goodwill, it was determined that none of the goodwill held by the Group was impaired. All of the CGUs within the Group have headroom, where the fair value less costs to dispose ('FVLCTD') is in excess of the carrying value.

Sensitivity analysis of the key assumptions

All of the CGUs within the Group have significant headroom (i.e. where the recoverable amount of the CGU is in excess of the carrying value), such that they are insensitive to all reasonable possible changes to the value of funds used for the purpose of goodwill impairment testing.

11. Leases

Group

With the exception of short-term leases and leases of low-value underlying assets, contracts that contain a lease are reflected on the Consolidated Balance Sheet as either a Right of Use ('ROU') asset or a finance lease receivable with a corresponding lease liability.

The majority of the Group's ROU assets are in respect of leases for the offices it occupies ('property leases'). The property leases generally have a term ranging from 5 to 15 years. There were three new property leases in the year. The property leases require the Group to keep the properties in a good state of repair and to return the offices in their original condition at the end of the lease. The average remaining lease term is 4.3 years for the property leases. The Group entered into a new lease for printers during the year.

The Group signed an agreement to lease 25 Cannon St, London in 2019. The lease for 25 Cannon St is yet to commence and subsequently a ROU asset and corresponding lease liability have not been recognised.

Right of use assets

 
                                                                          Group 
                                                                         ======= 
                                                                   Note  GBP'000 
================================================================  =====  ======= 
Cost 
At 30 September 2019                                                         n/a 
  Effect of change in accounting policy for initial application 
   of IFRS 16                                                             43,305 
=======================================================================  ======= 
At 1 October 2019                                                         43,305 
  Additions                                                                1,932 
  Transfer to finance lease receivable                                     (945) 
=======================================================================  ======= 
At 30 September 2020                                                      44,292 
  Lease modifications and rent reviews                                     (176) 
  Disposals                                                                (733) 
  Additions                                                                1,549 
  Exchange differences                                                      (32) 
=======================================================================  ======= 
At 30 September 2021                                                      44,900 
=======================================================================  ======= 
 
Accumulated depreciation and impairment losses 
At 30 September 2019                                                         n/a 
  Effect of change in accounting policy for initial application 
   of IFRS 16                                                                  - 
================================================================  =====  ======= 
At 1 October 2019                                                              - 
  Charge for the year                                                      6,250 
=======================================================================  ======= 
At 30 September 2020                                                       6,250 
  Charge for the year                                                      6,371 
  Disposals                                                                 (38) 
  Exchange differences                                                       (7) 
=======================================================================  ======= 
At 30 September 2021                                                      12,576 
=======================================================================  ======= 
 
Net book value 
At 30 September 2021                                                      32,324 
=======================================================================  ======= 
At 30 September 2020                                                      38,042 
=======================================================================  ======= 
 

Amounts recognised in the Income Statement

 
                                                           Group 
                                                     ================== 
                                                         2021      2020 
                                               Note   GBP'000   GBP'000 
=============================================  ====  ========  ======== 
Depreciation expense on ROU assets                      6,371     6,250 
Interest expense on lease liabilities             6     2,036     2,327 
Expenses relating to short-term leases                    428       653 
Expenses relating to low-value assets                      14        25 
Income from subleasing ROU assets recognised 
 as operating leases                                      692       572 
=============================================  ====  ========  ======== 
 

12. Lease liabilities

 
                          Group 
                    ================== 
                        2021      2020 
                     GBP'000   GBP'000 
==================  ========  ======== 
Current                7,766     8,316 
Non-current           38,250    45,265 
==================  ========  ======== 
Lease liabilities     46,016    53,581 
==================  ========  ======== 
 

Maturity analysis of lease payments

 
                             Group 
                       ================== 
                           2021      2020 
                        GBP'000   GBP'000 
=====================  ========  ======== 
Less than 1 year          9,378    10,216 
1 to 2 years              8,357     9,261 
2 to 3 years              7,998     8,095 
3 to 4 years              7,702     7,788 
4 to 5 years              5,052     7,617 
Greater than 5 years     15,139    20,300 
=====================  ========  ======== 
Total lease payments     53,626    63,277 
Finance charges         (7,610)   (9,696) 
=====================  ========  ======== 
Lease liabilities        46,016    53,581 
=====================  ========  ======== 
 

Reconciliation of lease liability:

 
                                                                 Group 
                                                          =================== 
                                                               2021      2020 
                                                    Note    GBP'000   GBP'000 
==================================================  ====  =========  ======== 
At 1 October                                                 53,581    57,784 
Non-cash: 
  Additions                                                   1,527     2,235 
  Disposal of ROU assets, lease modifications and 
   rent reviews                                               (862)         - 
  Unwind of discount                                   6      2,036     2,327 
Cash: 
  Repayments                                               (10,266)   (8,765) 
==================================================  ====  =========  ======== 
At 30 September 2021                                         46,016    53,581 
==================================================  ====  =========  ======== 
 

13. Provisions

 
                                                                      Group 
                               =================================================================================== 
                                                                                           Unused 
                               At 30 September               Utilisation     Unwinding    amounts  At 30 September 
                                          2020  Additions   of provision   of discount   reversed             2021 
                                       GBP'000    GBP'000        GBP'000       GBP'000    GBP'000          GBP'000 
=============================  ===============  =========  =============  ============  =========  =============== 
Sundry claims and associated 
 costs                                     397        216          (239)             -       (57)              317 
Onerous contracts                        1,382        999          (197)             2          -            2,186 
Social security and levies 
 on share awards                         2,805      3,099          (757)             -       (73)            5,074 
Incentivisation awards                   1,420      1,951              -             9          -            3,380 
Deferred and/or contingent 
 consideration                           6,587        174        (2,847)            80       (13)            3,981 
Leasehold dilapidations                  2,163         99           (74)            46       (27)            2,207 
=============================  ===============  =========  =============  ============  =========  =============== 
                                        14,754      6,538        (4,114)           137      (170)           17,145 
=============================  ===============  =========  =============  ============  =========  =============== 
 
 
                                                            Group 
                                             ==================================== 
                                                 Current   Non-current 
                                               liability     liability      Total 
                                                 GBP'000       GBP'000    GBP'000 
===========================================  ===========  ============  ========= 
Sundry claims and associated costs                   317             -        317 
Onerous contracts                                  1,305           881      2,186 
Social security and levies on share awards         2,066         3,008      5,074 
Incentivisation awards                             2,019         1,361      3,380 
Deferred and/or contingent consideration               -         3,981      3,981 
Leasehold dilapidations                              116         2,091      2,207 
===========================================  ===========  ============  ========= 
At 30 September 2021                               5,823        11,322     17,145 
===========================================  ===========  ============  ========= 
 
At 30 September 2020                               4,798         9,956     14,754 
===========================================  ===========  ============  ========= 
 

The Group recognises provisions for the following:

Sundry claims and associated costs

The timing of the settlements is unknown, but it is expected that they will be resolved within 12 months.

Onerous contracts

The provision is in respect of surplus office space costs such as rates, service charges and professional fees. Rent is accounted for under IFRS 16.

The valuation of an onerous contract is based on the best estimate of the likely costs discounted to present value. Where the provision is in relation to leasehold obligations on premises and it is more likely than not that the premises will be sublet, an allowance for recoverable costs such as service charges from the subtenant has been included in the valuation. The longest lease term has 11.5 years remaining.

Additions of GBP999k have been made to the provision in the year. The additions include expected future costs of GBP960k relating to 25 Cannon St, London and GBP39k for other leases identified as onerous in prior periods.

The Group signed an agreement to lease 25 Cannon St, London in 2019. During the current year, management decided not to proceed with moving the current London office to 25 Cannon St. The lease for 25 Cannon St is yet to commence and subsequently a ROU asset and corresponding lease liability have not been recognised.

The Group has recognised onerous contract costs of GBP3,644k (2020: GBP250k) in the Income Statement, the majority of this expense, GBP3,605k, is attributable to 25 Cannon St. The costs associated with obtaining the 25 Cannon St lease (other receivables - GBP921k) and the leasehold improvements (GBP421k) capitalised on the Balance Sheet of 30 September 2020 have been expensed in the current year and further costs incurred in the current year (GBP1,303k) plus the provision of GBP960k have been expensed.

Social security and levies on share awards

The provision is in respect of Employer's National Insurance and Apprenticeship Levy on share awards outstanding at the end of the year. The provision is based on the Group's share price, the amount of time passed and likelihood of the share awards vesting and represents the best estimate of the expected future cost which will occur over the next 8 years which is the latest point at which exercise can occur for the award with the latest exercise period

Incentivisation awards

The provision is in respect of incentivisation awards that are payable to employees in relation to the retention and acquisition of funds and is based on the best estimate of the likely future obligation discounted for the time value of money, the incentivisation awards are payable in tranches with the final tranche to paid in December 2023.

Deferred and/or contingent consideration

The provision is for deferred and/or contingent consideration relating to the acquisition of both subsidiaries and asset purchases. It is based on the best estimate of the likely future obligation discounted for the time value of money with the majority of the provision to be paid in December 2022 and the last payment to be made in August 2024.

Leasehold dilapidations

The provision is in respect of the expected dilapidated costs that will arise at the end of the lease. The leases covered by the provision have a maximum remaining term of 11.5 years.

14. Net deferred tax liability

In addition to the amount debited to the Income Statement, deferred tax relating to the actuarial gain in the defined benefit pension scheme amounting to GBP1,295k has been debited to other comprehensive income (2020: GBP609k debited). Deferred tax on share-based payments of GBP1,236k has been credited to profit and loss reserves (2020: GBP252k debited).

The following are the major deferred tax assets/(liabilities) recognised by the Group and movements thereon during the current and prior reporting year:

 
                                                                    Group 
                  ========================================================================================================== 
                                                    Other   Defined 
                                               short-term   pension                                     Intangible 
                      Capital                      timing   benefit   Share-based   Incentivisation          asset 
                   allowances   Revaluation   differences    scheme      payments            awards   amortisation     Total 
                      GBP'000       GBP'000       GBP'000   GBP'000       GBP'000           GBP'000        GBP'000   GBP'000 
================  ===========  ============  ============  ========  ============  ================  =============  ======== 
At 30 September 
 2019                     964           (1)           828   (2,953)         3,703                31        (5,271)   (2,699) 
Effect of change 
 in accounting 
 policy for 
 initial 
 application 
 of IFRS 16                 -             -         1,323         -             -                 -              -     1,323 
================  ===========  ============  ============  ========  ============  ================  =============  ======== 
At 1 October 
 2019                     964           (1)         2,151   (2,953)         3,703                31        (5,271)   (1,376) 
Acquired on 
 acquisition 
 of subsidiary              -             -         1,930         -             -                 -              -     1,930 
Additions                   -             -             -         -             -                 -        (4,008)   (4,008) 
Exchange rate 
 movement                   -             -           101         -             -                 -          (209)     (108) 
(Charge)/credit 
 in the 
 year to the 
 Income 
 Statement              (107)             -          (63)     (299)         (211)                55        (4,046)   (4,671) 
Charge in the 
 year to 
 the Statement 
 of 
 Comprehensive 
 Income                     -             -             -     (609)             -                 -              -     (609) 
Charge in the 
 year to 
 the Statement 
 of Changes 
 in Equity                  -             -             -         -         (252)                 -              -     (252) 
================  ===========  ============  ============  ========  ============  ================  =============  ======== 
At 30 September 
 2020                     857           (1)         4,119   (3,861)         3,240                86       (13,534)   (9,094) 
Exchange rate 
 movement                   -             -         (101)         -             -                 -            201       100 
(Charge)/credit 
 in the 
 year to the 
 Income 
 Statement                (4)             -         (646)      (49)         2,781               285        (6,052)   (3,685) 
Credit/(charge) 
 in the 
 year to the 
 Statement 
 of 
 Comprehensive 
 Income                     -             1             -   (1,295)             -                 -              -   (1,294) 
Charge in the 
 year to 
 the Statement 
 of Changes 
 in Equity                  -             -             -         -         1,236                 -              -     1,236 
================  ===========  ============  ============  ========  ============  ================  =============  ======== 
At 30 September 
 2021                     853             -         3,372   (5,205)         7,257               371       (19,385)  (12,737) 
================  ===========  ============  ============  ========  ============  ================  =============  ======== 
 

Deferred income taxes are calculated using substantially enacted rates of UK corporate tax expected to be in force at the time assets are realised. Following the Finance Bill 2021 announcing an increase in the rate of corporation tax in the UK from 19% to 25% from 1 April 2023, deferred tax liabilities have been remeasured during the year, the blended deferred tax rate is 19.9%.

15. Share capital and share premium

 
                                                 Group and Company 
                                   ============================================== 
                                           2021          2020      2021      2020 
                                            No.           No.   GBP'000   GBP'000 
=================================  ============  ============  ========  ======== 
Authorised: 
Ordinary shares of 1p each          500,000,000   500,000,000     5,000     5,000 
=================================  ============  ============  ========  ======== 
 
Allotted, issued and fully paid: 
Ordinary shares of 1p each          303,504,838   303,234,190     3,035     3,032 
=================================  ============  ============  ========  ======== 
 

During the year the following shares were issued:

 
                                                                        Group and Company 
===========================  ===========  ============  ================================================== 
                                                         Exercise/issue     Share  Share premium 
                                                No. of            price   capital        account     Total 
                                    Date        shares          (pence)   GBP'000        GBP'000   GBP'000 
===========================  ===========  ============  ===============  ========  =============  ======== 
At 1 October 2020                          303,234,190                      3,032         58,340    61,372 
Issue of shares to satisfy 
 LTIP awards                  10/12/2020       233,644             1.0p         2              -         2 
Issue of options                 Various        37,004   131.3p -148.0p         1             53        54 
===========================  ===========  ============  ===============  ========  =============  ======== 
At 30 September 2021                       303,504,838                      3,035         58,393    61,428 
========================================  ============  ===============  ========  =============  ======== 
 

16. Risk management

Overview

This note presents information about the Group's:

-- exposure to each of the key risks (market risk, credit risk and liquidity risk) arising from the use of financial instruments;

-- policies and procedures for measuring and managing risk; and

-- management of capital.

Risk management

The Board of Directors has overall responsibility for establishing and overseeing the Group's Risk Management Framework and risk appetite.

The Board has established a clear relationship between the Group's strategic objectives and its willingness to take risk through a Risk Appetite Statement. The Risk Appetite Statement is an expression of limits (qualitative and/or quantitative) giving clear guidance on the nature and quantum of risk that the Board wishes the Group to bear (its 'risk appetite') in order to achieve its strategic objectives whilst remaining within all regulatory constraints and its own defined levels of capital and liquidity. The Board reviews the statement and related qualitative and quantitative measures on at least an annual basis to ensure the document continues to reflect the Board's appetite for risk within the context of the environment in which the Group operates.

The Group's Risk Committee provides oversight of the adequacy of the Group's Risk Management Framework based on the risks to which the Group is exposed. It monitors how management complies with the Group's risk management policies and procedures. It is assisted in the discharge of this duty by the Group's Risk & Compliance Department which has responsibility for monitoring the overall risk environment of the Group. The Risk Committee also regularly monitors exposure against the Group's Risk Appetite.

The Group's Audit Committee is responsible for overseeing the financial statements and working closely with the Risk Committee, for both review and oversight of internal controls. The Audit Committee is assisted in the discharge of its obligations by Internal Audit who provide the Audit Committee with regular reports based on a structured programme of reviews agreed annually with the Committee, this includes reviews of risk management processes and recommendations to improve the control environment.

The Group's risk management policies are intended to ensure that risks are identified, evaluated and subject to ongoing monitoring and mitigation (where appropriate). The risk management policies also serve to set the appropriate control framework. The aim is to promote a robust risk culture with employees across the Group understanding their role and obligations under the framework.

Capital structure and capital management

The capital structure of the Group and Company consists of issued share capital, reserves and retained earnings as disclosed in the Consolidated and Company Statement of Changes in Equity.

Capital generated from the business is both reinvested in the business to generate future growth and returned to shareholders, principally in the form of dividends. Capital adequacy is given a high level of focus to ensure not only that regulatory capital requirements are met, but that the Group is sufficiently capitalised against the risks to which it is currently exposed, as well as to withstand a range of potential stress events.

There were no changes in the Group's approach to capital management during the year.

Regulatory capital requirements

The Group conducts an Internal Capital Adequacy Assessment Process ('ICAAP'), as required by the Financial Conduct Authority ('FCA') to assess the appropriate amount of regulatory capital to be held by the Group. There are two active regulated entities in the Group: Brewin Dolphin Limited ('BDL') regulated by the FCA and Brewin Dolphin Wealth Management Limited ('BDWM') regulated by the Central Bank of Ireland. The Jersey branch of BDL is regulated by the Jersey Financial Services Commission. There is one further regulated entity in the Group which is dormant, Brewin Dolphin Capital & Investments (Ireland) Limited, a wholly owned subsidiary of BDWM.

The Pillar II capital assessment of the ICAAP is the Board of Directors' opinion of the level of capital the Group should hold against the risks to which the Group is exposed. The ICAAP is kept updated throughout the year to take account of changes to the profile of the risks facing the Group and for any material changes to strategy or business plans. The ICAAP is discussed and approved at a Brewin Dolphin Holdings PLC Board meeting at least annually.

Regulatory capital adequacy is monitored by management. The Group uses the standardised approach to credit risk to calculate Pillar I requirements. The Group complied with the FCA's regulatory capital requirements throughout the year.

The regulatory capital resources of the Group were as follows:

 
                                                                     2021       2020 
                                                                  GBP'000    GBP'000 
==============================================================  =========  ========= 
Share capital                                                       3,035      3,032 
Share premium account                                              58,393     58,340 
Own shares                                                       (29,723)   (25,238) 
Revaluation reserve                                                   (1)        (2) 
Merger reserve                                                     70,553     70,553 
Profit and loss account                                           245,002    228,351 
==============================================================  =========  ========= 
                                                                  347,259    335,036 
Shares to be issued                                                 3,807      3,738 
==============================================================  =========  ========= 
Regulatory capital resources before deductions                    351,066    338,774 
Deduction - Intangible assets (net of deferred tax liability)   (168,275)  (161,183) 
Deduction - Defined benefit pension scheme asset (net 
 of deferred tax liability)                                      (15,617)   (16,463) 
Deduction - Free deliveries                                         (122)       (10) 
==============================================================  =========  ========= 
Total regulatory capital resources after deductions 
 at 30 September                                                  167,052    161,118 
==============================================================  =========  ========= 
 

Information disclosure under Pillar 3 of the Capital Requirements Directive is published annually on the Group's website (www.brewin.co.uk).

Material accounting policy information

Details of the material accounting policy information, including the criteria for recognition, the basis of measurement and the basis on which income and expenses are recognised, in respect of each financial asset and financial liability, are disclosed in note 2.20 to the 2021 Annual Report and Accounts.

Categories of financial instruments

 
                                                        Carrying value 
                                            ====================================== 
                                                  Group              Company 
                                            ==================  ================== 
                                                2021      2020      2021      2020 
                                             GBP'000   GBP'000   GBP'000   GBP'000 
==========================================  ========  ========  ========  ======== 
Financial assets 
Financial assets at FVTOCI                        37        68         -         - 
Financial assets at FVTPL                      2,974       379         -         - 
Non-current finance lease receivables          1,791     1,966         -         - 
Current finance lease receivables                174       167         -         - 
Non-current receivables                            -       931         -         - 
Current loans and receivables                234,972   239,096    41,849    35,042 
Cash and cash equivalents                    188,021   180,533       216     1,256 
==========================================  ========  ========  ========  ======== 
At 30 September                              427,969   423,140    42,065    36,298 
==========================================  ========  ========  ========  ======== 
 
Financial liabilities 
Shares to be issued including premium          3,807     3,738     3,807     3,738 
Financial liabilities at FVTPL - deferred 
 and contingent consideration                  3,981     6,587         -         - 
Other financial liabilities at amortised 
 cost                                        285,733   291,093     7,334     7,334 
==========================================  ========  ========  ========  ======== 
At 30 September                              293,521   301,418    11,141    11,072 
==========================================  ========  ========  ========  ======== 
 

Market risk

Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices, will affect the Group's income or the value of its holdings of financial instruments. The objective of the Group's market risk management is to both control and manage exposure within the Group's risk appetite whilst accepting the inherent risk of market fluctuations.

The Group undertakes trades on an agency basis on behalf of its clients. The Group holds financial instruments as principal but does not trade as principal. All trades are matched in the market (see note 18 to the 2021 Annual Report and Accounts.).

The Group transacts foreign currency deals in order to fulfil our client obligations and any non-sterling costs to our business. Foreign currency exposure is matched intra-day and at the end of each day.

The total net foreign exchange exposure resulting from income yet to be converted to sterling at the year end was a debtor of GBP273k (2020: GBP870k).

The Group is exposed to translation risk in respect of the foreign currency value of the net assets of Brewin Dolphin Wealth Management Limited ('BDWM') and its subsidiary Brewin Dolphin Capital & Investments (Ireland) Limited, both based in the Republic of Ireland, together 'Brewin Dolphin Ireland'. At the year end Brewin Dolphin Ireland had net assets of GBP46.2m (2020: GBP50.6m) denominated in its local currency (Euros).

There has been no change to the Group's exposure to market risks or the manner in which it manages and measures the risk during the year.

Equity price risk

The Group is exposed to equity price risk arising from both FVTOCI and FVTPL investments (see note 19 to the 2021 Annual Report and Accounts.).

Equity price sensitivity analysis

The sensitivity analyses below have been determined based on the exposure to equity price risk at the reporting date.

If equity prices had been 5% higher/lower:

-- Pre-tax profit for the year ended 30 September 2021 would have been GBP146k higher/lower (2020: GBP1.9k higher/lower) due to changes in the fair value of financial assets at fair value through profit or loss; and

-- Other equity reserves as at 30 September 2021 would increase/decrease by GBP1.9k (2020: increase/decrease by GBP4.3k) pre-tax for the Group as a result of the changes in fair value of financial assets through other comprehensive income.

The Group's sensitivity to equity prices has not changed significantly from the prior year.

Interest rate risk

The Group is exposed to interest rate risk in respect of the Group's cash and in respect of client deposits. The Group holds client and firm deposits on demand and in 30 to 95 day notice accounts. Client deposits are fully segregated from the Group's deposits and held in separate accounts. During the year a 0.1% increase in base rate would have increased pre-tax profit by GBP104k (2020: GBP109k), this is based on the average cash balance throughout the year multiplied by 0.1%.

Credit risk

Credit risk refers to the risk that a client or other counterparty will default on its contractual obligations resulting in financial loss to the Group. The Group's exposure to credit risk arises principally from the settlement of client and market transactions ('settlement risk') and cash deposited at banks.

The Company has credit risk resulting from intercompany balances held with its subsidiaries; these are reviewed for impairment at each reporting date.

Settlement risk

Exposures to settlement risk are spread across a large number of counterparties and clients. A delivery versus payment settlement method is also used for the majority of transactions, ensuring that securities and cash are exchanged within a short period of time. Consequently, no residual maturity analysis is presented. The Group also holds collateral in the form of cash, as well as equity and bonds which are quoted on recognised exchanges. This collateral is held, principally, in Group nominee accounts.

Concentration of credit risk

The Group has no significant concentration of credit risk with the exception of cash. The Group utilises a panel of five internally approved major banking groups and the majority of cash is currently spread across all five on the panel, excluding Brewin Dolphin Wealth Management Limited and its subsidiaries.

Maximum exposure

The maximum exposure to credit risk at the end of the reporting year is equal to the Balance Sheet figure.

Credit exposure

Credit exposure in relation to settlement risk is monitored daily. The Group's exposure to large trades is limited with an average trade size in the current year of GBP17,182 (2020: GBP16,971).

Impaired assets

The total gross amount of individually impaired assets in relation to trade receivables at the year end was GBP180k (2020: GBP392k). Collateral valued at fair value by the Group in relation to these impaired assets was GBP42k (2020: GBP59k). This collateral is stock held in the clients' account which per our client terms and conditions can be sold to meet any unpaid liabilities falling due. The net difference has been provided as an allowance for credit impaired assets (see note 18 to the 2021 Annual Report and Accounts.). Note 18 to the 2021 Annual Report and Accounts. details amounts past due but not impaired.

Non-impaired assets

Financial assets that are neither past due nor impaired in respect of trade receivables relate mainly to bonds and equity trades quoted on a recognised exchange, which are matched in the market, and are either traded on a Delivery Versus Payment basis or against a client's portfolio in respect of which any one trade would normally be a small percentage of the client's collateral held by the Group's nominees. At the year end no financial assets that would otherwise be past due or impaired had been renegotiated (2020: none).

Loans to employees are repayable over a maximum of three years (see note 18 to the 2021 Annual Report and Accounts).

The credit risk on liquid funds, cash and cash equivalents is limited as deposits are diversified across a panel of major banks. This ensures that the Group is not excessively exposed to an individual counterparty. The Group's policy requires cash deposits to be placed with banks with a minimum long-term credit rating of A- (S&P) / A3 (Moody's) / A- (Fitch), excluding Brewin Dolphin Wealth Management Limited and its subsidiaries (which comprise the 'Below A-' column below). Requirements and limits are reviewed on a regular basis. The Group's allocation of cash and cash equivalents to S&P rating grades has been outlined in the below table:

 
                                                            Below 
                              AA   AA-     A+      A    A-     A- 
==========================  ====  ====  =====  =====  ====  ===== 
Cash and cash equivalents   1.1%  1.4%  37.7%  49.3%  0.0%  10.5% 
==========================  ====  ====  =====  =====  ====  ===== 
 

The Group maintains a set of Credit Risk policies which are regularly reviewed by the Board. A due diligence review is also performed on all counterparties on an annual basis, at a minimum. The investment of cash is managed by the Group's Treasury team.

There has been no material change to the Group's exposure to credit risk during the year.

Liquidity risk

Liquidity risk refers to the risk that the Group will be unable to meet its financial obligations as they fall due. The Group maintains adequate cash resources to meet its financial obligations at all times. When investing cash belonging to the Group or its clients, the focus is on security of principal and the maintenance of liquidity. Client money is held in segregated client bank accounts with strict limits on deposit tenors, in accordance within regulatory guidelines designed to minimise liquidity risk.

The Group has a Liquidity Policy which is reviewed by the Board regularly. The Group's intention at all times is to operate with an amount of liquid resources which provides significant headroom above that required to meet its obligations. Group cash resources are monitored on a daily basis through position reports and liquidity requirements are analysed over a variety of forecast horizons. Liquidity stress tests are conducted at least annually to ensure ongoing liquidity adequacy, and a Contingency Funding Plan is also maintained to provide backup liquidity in the unlikely event of a severe liquidity stress event.

At 30 September 2021, the Group had access to a revolving credit facility of GBP10m which is undrawn (2020: GBP10m).

There has been no change to the Group's exposure to liquidity risk or the manner in which it manages and measures the risk during the year.

The following are the undiscounted cash flows of financial liabilities so will not always reconcile with the amounts disclosed on the Balance Sheet. The undiscounted cash flows are based on the earliest date on which payment is required.

At 30 September 2021

 
                                                              Group 
                                   =========================================================== 
                                               1 month  3 months 
                                      Up to         to        to      1 to      Over 
                                    1 month   3 months    1 year   5 years   5 years     Total 
                                    GBP'000    GBP'000   GBP'000   GBP'000   GBP'000   GBP'000 
=================================  ========  =========  ========  ========  ========  ======== 
Financial liabilities 
Shares to be issued including 
 premium                                  -          -         -     3,875         -     3,875 
Financial liabilities at 
 FVTPL - deferred and contingent 
 consideration                            -          -         -     4,051         -     4,051 
Other financial liabilities 
 at amortised cost                  171,235     46,486    30,193    30,292    15,138   293,344 
=================================  ========  =========  ========  ========  ========  ======== 
                                    171,235     46,486    30,193    38,218    15,138   301,270 
=================================  ========  =========  ========  ========  ========  ======== 
 

At 30 September 2020

 
                                               1 month  3 months 
                                      Up to         to        to      1 to      Over 
                                    1 month   3 months    1 year   5 years   5 years     Total 
                                    GBP'000    GBP'000   GBP'000   GBP'000   GBP'000   GBP'000 
=================================  ========  =========  ========  ========  ========  ======== 
Financial liabilities 
Shares to be issued including 
 premium                                  -          -         -     3,875         -     3,875 
Financial liabilities at 
 FVTPL - deferred and contingent 
 consideration                            -          -     2,859     3,875         -     6,734 
Other financial liabilities 
 at amortised cost                  181,387     34,564    29,900    34,641    20,300   300,792 
=================================  ========  =========  ========  ========  ========  ======== 
                                    181,387     34,564    32,759    42,391    20,300   311,401 
=================================  ========  =========  ========  ========  ========  ======== 
 

At 30 September 2021

 
                                                          Company 
                                =========================================================== 
                                            1 month  3 months 
                                   Up to         to        to      1 to      Over 
                                 1 month   3 months    1 year   5 years   5 years     Total 
                                 GBP'000    GBP'000   GBP'000   GBP'000   GBP'000   GBP'000 
==============================  ========  =========  ========  ========  ========  ======== 
Financial liabilities 
Shares to be issued including 
 premium                               -          -         -     3,875         -     3,875 
Other financial liabilities 
 at amortised cost                 7,334          -         -         -         -     7,334 
==============================  ========  =========  ========  ========  ========  ======== 
                                   7,334          -         -     3,875         -    11,209 
==============================  ========  =========  ========  ========  ========  ======== 
 

At 30 September 2020

 
                                            1 month  3 months 
                                   Up to         to        to      1 to      Over 
                                 1 month   3 months    1 year   5 years   5 years     Total 
                                 GBP'000    GBP'000   GBP'000   GBP'000   GBP'000   GBP'000 
==============================  ========  =========  ========  ========  ========  ======== 
Financial liabilities 
Shares to be issued including 
 premium                               -          -         -     3,875         -     3,875 
Other financial liabilities 
 at amortised cost                 7,334          -         -         -         -     7,334 
==============================  ========  =========  ========  ========  ========  ======== 
                                   7,334          -         -     3,875         -    11,209 
==============================  ========  =========  ========  ========  ========  ======== 
 

Fair value measurement recognised on the Balance Sheet

The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into Levels 1 to 3 based on the degree to which the fair value is observable:

-- Level 1 fair value measurements are those derived from quoted prices (unadjusted) in active markets for identical assets or liabilities;

-- Level 2 fair value measurements are those derived from inputs other than the quoted price included within Level 1 that are observable for the asset or a liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

-- Level 3 fair value measurements are those derived from formal valuation techniques that include inputs for the asset or liability that are not based on observable market data (unobservable inputs).

Fair value hierarchy

At 30 September 2021

 
                                             Group 
                             ====================================== 
                                Level     Level     Level 
                                    1         2         3     Total 
                              GBP'000   GBP'000   GBP'000   GBP'000 
===========================  ========  ========  ========  ======== 
Financial assets at FVTPL 
Equities                        2,974         -         -     2,974 
Financial assets at FVTOCI 
Equities                            -         -        37        37 
===========================  ========  ========  ========  ======== 
Total                           2,974         -        37     3,011 
===========================  ========  ========  ========  ======== 
 

At 30 September 2020

 
                                Level     Level     Level 
                                    1         2         3     Total 
                              GBP'000   GBP'000   GBP'000   GBP'000 
===========================  ========  ========  ========  ======== 
Financial assets at FVTPL 
Equities                          379         -         -       379 
Financial assets at FVTOCI 
Equities                            -         -        68        68 
===========================  ========  ========  ========  ======== 
Total                             379         -        68       447 
===========================  ========  ========  ========  ======== 
 

Sensitivity analysis

Sensitivity analyses for Level 3 assets have not been carried out due to the immateriality of the balance.

17. Related party transactions

Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation. The primary statements of the Company include amounts attributable to subsidiaries. These amounts have been disclosed in aggregate in the relevant notes to the financial statements of the Company and in detail in the following table:

 
                                                    Company 
                                  ============================================ 
                                           Amounts owed           Amounts owed 
                                     by related parties     to related parties 
                                  =====================  ===================== 
                                        2021       2020        2021       2020 
                                     GBP'000    GBP'000     GBP'000    GBP'000 
================================  ==========  =========  ==========  ========= 
Bell Lawrie White & Co. Limited            -          -       2,434      2,434 
Brewin Dolphin Limited                41,849     35,042           -          - 
Brewin Broking Limited                     -          -       4,900      4,900 
================================  ==========  =========  ==========  ========= 
                                      41,849     35,042       7,334      7,334 
================================  ==========  =========  ==========  ========= 
 

All amounts owed by related parties are interest free and repayable on demand.

The only effect of related party transactions on the profit and loss of the Company was in respect of dividends. The Company received dividends of GBP45m (2020:GBP45.5m) from Brewin Dolphin Limited and GBP3.47m (2020: GBPnil) from Brewin Dolphin Wealth Management Limited.

The Group companies did not enter into any transactions with related parties who are not members of the Group during the year.

All amounts outstanding with related parties are unsecured and will be settled in cash. No guarantees have been given or received.

No provisions have been made for doubtful debts in respect of the amounts owed by related parties.

Remuneration of key management personnel ('KMP')

Key management personnel are responsible for planning, directing and controlling the activities of the Group. Key management personnel for the Group have been determined to be the Directors and members of the Executive Committee.

The remuneration expense for key management personnel is as follows:

 
                                               Group 
                                         ================== 
                                             2021      2020 
                                          GBP'000   GBP'000 
=======================================  ========  ======== 
Short-term employee benefits                4,598     4,646 
Post-employment benefits                       22        22 
Share-based payment: 
  Lapses where KMP have left the Group          -     (109) 
  Continuing KMP                            1,523     1,221 
=======================================  ========  ======== 
                                            6,143     5,780 
=======================================  ========  ======== 
 

The remuneration of individual Directors is set out in the Directors' Remuneration Report to the 2021 Annual Report and Accounts in addition to the disclosure above.

A number of the Group's key management personnel and their close family members make use of the services provided by companies within the Group. Charges for such services are made at various staff rates.

Directors' transactions

There are no contracts, loans to Directors or other related party transactions with Directors.

18. Annual General Meeting

The Annual General Meeting will be held at our London Office, 12 Smithfield Street, EC1A 9lA on 4 February 2022 at 10:30am and will also be broadcast via a live webinar.

19. Forward-looking statements

This announcement contains certain forward-looking statements with respect to the Brewin Dolphin's Group's financial condition, operations, and business opportunities. Forward-looking statements sometimes use words such as "aim", "anticipate", "target", "expect", "estimate", "intend", "plan", "goal", "believe", "seek", "may", "could", "outlook" or other words of similar meaning. These forward-looking statements represent the Group's expectations or beliefs concerning future events and involve known and unknown risks and uncertainty that could cause the Brewin Dolphin's Group's actual results, performance, or events to differ materially from those expressed or implied in such statements. Past performance cannot be relied on as a guide to future performance. Any forward-looking statements made in this Announcement by or on behalf of the Brewin Dolphin Group speak only as of the date they are made. Except as required by applicable law or regulation, the Brewin Dolphin Group expressly disclaims any obligation or undertaking to publish any updates or revisions to any forward-looking statements contained in this announcement to reflect any changes in the Brewin Dolphin Group's expectations with regard thereto or any changes in events, conditions or circumstances on which any such statement is based.

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END

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November 24, 2021 02:00 ET (07:00 GMT)

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