TIDMSPI
RNS Number : 5452U
Spire Healthcare Group PLC
06 April 2021
Spire Healthcare Group plc
6 April 2021
2020 Annual Report and 2021 Notice of Annual General Meeting
Spire Healthcare Group plc (the "Company") released its
preliminary announcement of its annual results for the year ended
31 December 2020 ("Preliminary Announcement") on Thursday, 4 March
2021.
Further to that Preliminary Announcement, the Company confirms
that its Annual Report and Accounts for the year ended 31 December
2020 ("2020 Annual Report"), 2021 Notice of Annual General Meeting
and Form of Proxy have now been published. Printed copies have been
posted to shareholders who have requested hard copies.
The following documents are available on the Company's
website:
2020 Annual Report: www.spirehealthcare.com/AR2020
2021 Notice of Meeting: www.spirehealthcare.com/Notice2021
In accordance with Listing Rule 9.6.1, the Company will submit
its 2020 Annual Report and other shareholder documents to the
National Storage Mechanism. These documents should then be
available for inspection within two working days at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism .
Arrangements for the Annual General Meeting in light of
COVID-19
The Annual General Meeting of the Company will be held at 2.00pm
on Thursday, 13 May 2021 at 3 Dorset Rise, London EC4Y 8EN (the
"2021 AGM").
Due to the COVID-19 pandemic and the legislation and government
guidance prohibiting public gatherings and restricting
non-essential travel, shareholders will not be able to attend the
2021 AGM.
The Board always welcomes questions from shareholders and we
request that these are submitted by e-mail to
companysecretary@spirehealthcare.com . We will ensure that answers
to questions are placed on the Company's website ahead of the
meeting.
Details of the resolutions to be proposed at the 2021 AGM are
set out in the 2021 Notice of Meeting. The voting results of all
resolutions put before the 2021 AGM will be announced to the market
following the meeting.
Should government guidelines change, and shareholders be able to
attend the 2021 AGM in person, we will advise this via the
Company's website, www.spirehealthcare.com and via a Regulatory
Information Service.
Appendix
The Appendix to this announcement contains information required
for the purposes of compliance with DTR 6.3.5 (1) of the Disclosure
and Transparency Rules, including a Statement of Directors'
responsibilities. This information is extracted, in full unedited
text, from the 2020 Annual Report and should be read in conjunction
with the Preliminary Announcement, which contained other
information required by DTR 6.3.5 (1), released to the market on
Thursday, 4 March 2021.
Enquiries:
Philip Davies
Company Secretary
Tel: 07803 508348
Appendix
Principal risks
Principal Risk Risk Description Risk Impact Risk Mitigation
1. Patient Safety and Clinical Quality
Executive Owner(s) There is a risk to Reputational and financial In response to the
Group Clinical the provision of high-quality loss could occur if COVID-19 pandemic,
Director patient care due to: the Group fails to the Group introduced
Group Medical Nosocomial Covid-19 address adequately a specific infection
Director infection issues identified prevention control
A shortage of skilled by incidents, audits, programme to minimise
Risk movement workforce (see Risk complaints, PROMs, the risk of hospital
in 2019 1); National Registries, acquired COVID-19
Decrease Clinical and non-clinical Whistleblowing, Freedom infections that included:
staff and Consultants to speak up, workforce Red, Amber & Green
failing to follow feedback and the internal patient pathways,
Risk movement guidelines, standards Patient Safety Quality PPE,
in 2020 and policies resulting Reviews and Care Quality Testing of patients,
No change in patient harm; and, Commission. colleagues and Consultants.
Failing to learn from
incidents and Patient The Group maintains
Link to Strategy Notification Exercises controls to mitigate
Uncompromising against a failure
on patient safety of patient safety
and clinical and clinical quality:
care. A reporting culture
of openness and shared
learning from Ward-to-Board,
with a FSUG at each
site
Incident reporting
via a database with
central oversight
Continual monitoring
of clinical standards,
reporting progress
via the Clinical
Governance and Safety
Committee (CGSC).
A schedule of robust
and regular hospital
audits including
the Patient Safety
and Quality Reviews,
with an action plan
for improvement.
Colleague induction,
clinical competencies
requirements and
mandated training.
Reporting on clinical
outcomes with workforce
and Consultants including
the Chairs of hospital
Medical Advisory
Committees.
2. Workforce
Executive Owner(s) There is a global The Group is able The Group seeks to
Human Resources shortage of nursing to provide safe patient retain staff through:
Director and allied healthcare care only with delays A common purpose
practitioners. In to treatment because and a positive workplace
Risk movement addition, the Group of scarce resources. culture.
in 2019 has an ageing workforce. Maintaining competitive
Increase The Covid-19 pandemic Over the medium to pay and benefits.
has caused up to 10%-15% long term, this could Responding to key
of the workforce to result in a decline metrics such as staff
Risk movement be absent at its peak. in the Group's profits turnover, rookie
in 2020 and affect expected staff levels (less
No change The Group's ability revenue growth from than one-years' service),
to attract and retain more complex surgical vacancy rates and
clinical practitioners, procedures and treatment levels of positive
Link to Strategy in particular, is of higher-risk patients. engagement from staff
First choice affected by: surveys.
for private Growth of waiting Continuous investment
healthcare lists affecting more in its equipment,
nurses required in facilities and services
Uncompromising NHS/IS reducing availability to retain high-quality
on patient safety of colleagues. clinicians.
and clinical Demand for nursing/healthcare The Group seeks to
care workers increases recruit staff through:
resulting in more A centralised recruitment
competitive pay rates. processes
Government respond An overseas recruitment
by raising pay in capability to secure
the NHS. skilled healthcare
Government immigration workers from outside
policy and the post the EU where necessary.
Brexit labour market Offering apprenticeship
The impact of the programmes to support
NHS Agenda for Change the development of
causing inflationary clinical and non-clinical
wage pressure teams across the
Our business strategy business.
of increasing complexity Working with the
of medical procedures Royal Colleges to
that requires a higher offer Consultant-training
skilled workforce opportunities in
The changing Pensions the private sector.
and Tax (IR35) landscape Building of local
that might reduce bank staff pools
the availability of The Group manages
Consultants, bank immediate staff shortages
and agency staff. with agency and bank
The reduction in elective workers.
activity within Trusts
reducing the training
opportunities for
new Consultants.
3. PMI Market Dynamics
Executive Owner(s) The PMI market is Loss of, or renewal The Group works hard
Chief Commercial concentrated, with at lower tariffs, to maintain good
Officer the top four companies of an existing contractual relationships and
(Bupa, AXA, Aviva relationship with a joint product/patient
Risk movement and VitalityHealth) any of the key insurers health offering with
in 2019 having a market share could significantly the PMI companies,
Decrease estimated at over reduce revenue and which, in the opinion
85%. profit for the Group. of the Directors,
assists the healthcare
Risk movement In addition to this A slower recovery sector as a whole
in 2020 market concentration, of the PMI market in delivering high-quality
No change the major PMI providers could reduce revenues patient care.
are collaborating and profits in the
on service line tenders short term. The Group ensures
Link to Strategy to increase their it has long-term
First choice purchasing power. contracts in place
for private There is a risk that with its PMI partners
healthcare the PMI providers to avoid co-termination
will put cost before of contractual arrangements.
Improving revenue, clinical quality.
profit and cash. The Group believes
The Group has individual continuing to invest
contractual relationships in its well-placed
for the provision portfolio of hospitals
of its services with provides a natural
all the major PMI fit to the local
providers. These contracts requirements of all
come up for renewal the PMI providers
on a recurring basis. long term.
There is a risk that
renewal of contract The Group continues
terms cannot be secured to invest in efficiency
on historical terms. programmes to ensure
that it can offer
Following the COVID-19 cost effective high
pandemic, the speed quality patient care.
of recovery of the
PMI market for the
Group is uncertain.
There is a risk that
PMI patient volumes
will not recover to
pre-pandemic levels
as quickly as the
Group anticipates.
4. Macroeconomics
Executive Owner(s) In 2019, before the Reduction of Private The evidence available
Chief Commercial COVID-19 pandemic, patients and associated to the Group indicates
Officer the Group derived revenue and profit that the COVID-19
c.70% of its revenue contributions. pandemic has left
Risk movement from private patients, high levels of pent
in 2019 either through insurance Reduction in the operational up demand for the
Increase paid for by their efficiency of our Group's services.
employer or themselves, existing hospital
or patients paying network. The ability for patients
Risk movement for services directly. to access private
in 2020 In 2020, as reported care does not appear
Increase elsewhere, that model presently to be constrained
changed completely financially. The
after March 2020 when Group understands
Link to Strategy the NHS contracted that private medical
First choice private healthcare insurance policy
for private providers to support renewals and sales
healthcare. the pandemic response. remain healthy, and
the Group has itself
Improving revenue, Since May 2020, and seen higher enquiries
profit and cash. under the current from self-pay patients
NHS contractual arrangements than in 2019 with
in England, Scotland a rapid recovery
and Wales, the Group in self-pay patient
is able to use unutilised care seen in Q4 2020.
capacity for private
patients. In the medium to
long term, the Group
Given the uncertain seeks to have flexibility
economic outlook, to respond to changing
there is a risk that economic circumstances
post the COVID-19 with a blend of private
pandemic, private and NHS funded work
patients may not be that does not leave
able to access private the Group over reliant
healthcare to the on one income source,
same pre-pandemic supported by an efficient
levels because of cost base.
either:
capacity constraints
from contracted NHS
work to address the
NHS waiting lists
for Elective treatment;
or
loss of insurance
cover if withdrawn
by an employer or
patients lose employment;
or they suffer a loss
of disposal income.
5. Competitor Challenge
Executive Owner(s) The Group operates The potential impact The Group maintains
Chief Commercial in a highly competitive would be the loss a watching brief
Officer market. New or existing of market share due on new and existing
competitors may enter to aggressive competitor competitor activity
Risk movement the market of one activity a new competitor and retains the ability
in 2019 or more of our existing and reduced profitability to react quickly
No change hospitals, or offer and cash flow. to changes in patient
new services. and market demand.
Risk movement In the current economic The Group considers
in 2020 environment, there that a partial mitigation
No change is a risk that the of the impact of
pressures on competitors competitor activity
results in irrational is ensured by providing
Link to Strategy market behaviour manifesting patients with high-quality
First choice itself in low pricing clinical care and
for private on tenders or self by maintaining good
healthcare. pay. working relationships
with General Practitioners
Key partner and Consultants.
of the NHS.
The Group continues
to invest in the
brand and deliver
an effective acquisition
capability both direct
and via our partners
in order to protect
our market position.
It has also strengthened
its pricing and tendering
capabilities.
Despite the COVID-19
pandemic, the Group
plans to maintain
its investment into
the estate and clinical
equipment to differentiate
our proposition.
The Group monitors
the market for opportunities,
should they arise,
to acquire or open
facilities in specific
geographies creating
incremental volume.
6. Insurance & Indemnity
Executive Owner(s) The Group procures The Group's insurance The Group reviews
Group General insurance from global premiums may increase and maintains insurance
Counsel insurers and syndicates and, if there is a to mitigate the possibility
with a presence in significant deterioration of a major loss.
Risk movement the Lloyds of London in its claims experience, Adequacy of cover
in 2019 insurance market. insurance may not is reviewed annually
Decrease be available on acceptable with the Group's
The Group could be terms. brokers with coverage
subject to litigation being maintained
Risk movement for actions by third There may also be or increased depending
in 2020 parties or may be costs relating to on that advice.
No change found liable for damages damages and defence
which may not be covered costs. Personal injury claims
by its insurance policies, relating to patients,
Link to Strategy if the claims are As a substantive buyer third parties and
Uncompromising in excess of cover of corporate insurance, employees are covered
on patient safety or claims are not the Group could be by insurance once
and critical covered by the Group's faced with increased predetermined deductible
care insurance due to other premiums, reduced levels have been
policy limitations cover or withdrawal reached.
or exclusions or where of cover because of
it has failed to comply hardening global insurance The Group engages
with the terms of markets. in consultation information
the policy. events relating to
indemnity and has
developed a bespoke
affinity insurance
product MedicaInsure
to provide Consultants
with a high-quality,
regulated alternative
to discretionary
cover. The Group
has made robust
representations
to Government and
the Paterson Inquiry
with regard to the
need to end discretionary
indemnity and to
regulate the medical
defence organisations.
7. Liquidity and Covenants
Executive Owner(s) The Group may not Failure to meet its The Group actively
Chief Financial have sufficient liquidity obligations or covenants monitors and manages
Officer to meet its financial would have a substantial its liquid asset
liabilities as they adverse effect on position, its financial
Risk movement fall due, or breach the Group's reputation liabilities falling
in 2019 financial covenants and may lead to borrowings due and the cover
Decrease linked to its borrowings. becoming repayable against its loan
earlier than contracted. covenants is actively
The Group may not focused on cash management
Risk movement be able to refinance and capital expenditure.
in 2020 on favourable terms.
No change At the onset of the
COVID-19 pandemic,
the Group was able
Link to Strategy to engage positively
Improving revenue, with its banking
profit and cash group with the result
that the Group benefited
from covenant waivers
in 2020. For June
2021, the banking
group has again agreed
to waive the covenant
tests under its current
loan agreements,
and provide additional
headroom for the
December 2021 covenant
tests. Note 22 to
the Financial Statements
describes the extended
facility to 2023.
The Group retains
access to an unutilised
GBP100m (reducing
to GBP87m from July
2022 until July 2023)
revolving credit
facility should its
current cash position
materially deteriorate.
The Group has a solid
asset base with the
ability to leverage
in a short timescale,
if required.
The Board has considered
the risk in detail
as part of its assessment
of the viability
of the Group.
8. Government & NHS Policy
Executive Owner(s) The COVID-19 pandemic Changes to NHS commissioning Historically, the
Chief Commercial has seen significant models, if adverse, Group derived 70%
Officer changes in the way could lead to reduced of its revenues from
the NHS has interacted access to patients, PMI and Self-pay
Risk movement with the private healthcare reduced tariffs, or patients that provided
in 2019 sector. NHS England reduced prices adversely a natural hedge against
Increase has contracted at influencing revenues exposure to Government
a national level for and/or margins. and NHS policy. Post
the first time. pandemic, the Group
Risk movement A reduction in patient will seek to recover
in 2020 The Group expects volumes could lead its private revenues
No change the NHS to continue to a reduction in as far as possible
to develop the pre-pandemic the operational efficiency to restore that hedge.
policy of regional of our existing hospital
Link to Strategy Integrated Care Systems. network. The Group has successfully
Key partner secured accreditation
of the NHS. There is a risk that Changes in HM Government on the NHS Framework
the developments in fiscal policy or spending to be considered
the provision of healthcare policy towards corporate for future contracts.
in the UK could result organisations, or
in a short- to medium-term the healthcare sector Through the COVID-19
material change in in particular, could pandemic, the Group
NHS commissioning materially affect has increased its
models and/or changes the profitability relationships with
in the tariff structures. of the Group. the Government via
DoHSC, NHS England,
The economic policy NHS Improvement and
of HM Government post maintained close
the COVID-19 pandemic communications with
is unknown. There NHS leads in Scotland,
is a risk that future Wales, the local
economic policy is Trusts and Commissioners.
unfavourable to the Contact is both direct
healthcare sector and through the Independent
as a whole. Healthcare Providers
Network where the
Group contributed
staff across working
groups set up to
manage the private
sector's response
to the COVID-19 pandemic.
9. UK-EU Trade Relations
Executive Owner(s) On 30 December 2020, The Group may experience In 2019, the Group
Chief Financial the UK and European disruption to the undertook a risk
Officer Union signed the UK-EU Group's business including: assessment. It developed
Chief Operating Trade and Cooperation Supply Chain e.g. comprehensive plans
Officer Agreement (TCA). The Medicines across all key risk
Agreement introduced Consumables areas to minimise
Risk movement new trading relationships Prostheses disruption, including:
in 2019 between the EU and Food utilising its national
Decrease UK. Transport disruption supply chain and
Whilst the TCA clarified Cross border data distribution centre
tariff regimes for flows to efficiently utilise
Risk movement many physical goods, stock; undertaking
in 2020 new border procedures supplier assurance;
No change and custom duties liaising with NHS
came into force on England and the Department
1 January 2021 with of Health planning
Link to Strategy member states of the team and promoting
First choice EU. the EU settlement
for private scheme to relevant
healthcare. 80% of the Group consumable staff.
supplies are sourced
Key partner from, or via, the In 2021, the Group's
of the NHS. EU. Brexit Steering Committee
continues to monitor
Uncompromising There is a risk that the Group's resilience
on patient safety the Group's operations to the identified
and clinical may experience disruption key risk areas. The
care. from the new border Group has maintained
procedures. its pre-Brexit key
Improving revenue, supply levels as
profit and cash. a precautionary measure.
To date there has
been minimal disruption
to the Group's operations.
10. Information Governance and Security
Executive Owner(s) The Group has to maintain The Group's business The Group has a governance
Chief Financial and manage a range could be disrupted structure, with Board
Officer of physical and digital if its information oversight, that monitors
data assets including systems fail are breached, the risk and mitigations
Risk movement patient records, commercial destroyed or damaged. for information governance.
in 2019 information and staff To support the governance
Increase data. Staff and patient structure the Group
data could be stolen has a range of policies
Personal data has or compromised. and practices covering
Risk movement to be managed in compliance information governance.
in 2020 with the principles The Group could also All staff have to
Increase set out in the Data be subject to litigation complete annual mandatory
Protection Act 2018 by third parties and training on information
and the General Data law enforcement agencies. governance and data
Link to Strategy Protection Regulations protection.
First choice (GDPR). A successful cyber-attack
for private and a breach of data The Group's IT team
healthcare. The level of risk security could result have a cyber-security
to Spire Healthcare's in: strategy for continuous
Key partner IT architecture and material costs to improvement based
of the NHS. systems continues recover operations, on industry standards.
to grow as the volume material financial It covers the processes
Uncompromising of cyber security penalties for breaches from identifying
on patient safety threats are increasing of Data Protection specific risks, to
and clinical and becoming more law, protecting physical
care. sophisticated. compensation for patients and digital data
or staff if personal assets through to
Improving revenue, Healthcare and pharmaceutical data is compromised; recovery in the event
profit and cash. organisations saw and, of a successful cyber-attack.
increased hostile Reputational damage.
cyber activity in The Group works with
2020 because of the a number of industry
COVID-19 pandemic. leading technical
The group anticipates partners to provide:
that the Healthcare multiple layers of
sector will remain business protection
a higher risk sector through the use of
from cyber-attacks. advanced detection
and protection systems,
Regular third-party
penetration testing
on new and existing
IT systems.
Assessment of maturity
of control environment
against international
control frameworks.
11. COVID-19 Pandemic (NEW)
Executive Owner(s) Repeated waves of Further lockdown measures To maximise the utilisation
The whole Executive infection occur that could adversely impact of the hospitals
Committee, led risk overwhelming Spire Healthcare's the Group has:
by the Chief the NHS and forcing operations and its Negotiated a short-term
Executive Officer. HM Government to re-introduce profitability by: contract from 1 Jan
severe lock-down measures Reducing the amount 2021 - 31 March 2021
Risk movement either regionally of elective procedures based on activity
in 2019 or nationally. the hospitals can with a minimum activity
N/A carry out because underpin.
of additional Infection Negotiated national
Risk movement Prevention Control contracts with the
in 2020 measures or patients NHS to support them
Increase reluctance to attend to provide capacity
hospital. for treating the
A substantive number backlog of elective
Link to Strategy of staff have to self-isolate procedures.
Uncompromising because they or household Maintained capacity
on patient safety members show symptoms, within the contractual
and clinical are tested positive arrangements with
care. or are instructed the NHS for PMI and
to self-isolate by Self-pay patients
First choice the HM Government's (overridden in Surge
for private contact tracing operations. scenarios).
healthcare. Spire Healthcare hospitals Maintained close
are required to support links with the Consultant
Key partner local NHS trusts that community and support
of the NHS. declare Surge, preventing them build their
them from treating private patient activities.
Improving revenue, private patients. Maintained the Infection
profit and cash. There is a short-term Prevention Control
risk of material financial measures to reduce
losses under the current the risk of cross
contract to 31 March contamination amongst
2021 before mitigations. staff at Spire Healthcare
Consultants and anaesthetists facilities. These
are required to support measures include
their NHS trusts to regularly testing
treat Covid-19 patients all staff and patients
reducing their availability for COVID-19.
to undertake work The Group is supporting
in Spire Healthcare the national vaccination
facilities. programme. Frontline
clinical staff will
be prioritised with
NHS frontline clinical
staff.
12. Brand Reputation
Executive Owner(s) The COVID-19 pandemic If we fail to protect The Group's primary
Chief Commercial has resulted in a or grow the brand mitigations against
Officer substantial amount it may harm our ability: damage to its brand
of positive media to maintain or grow reputation is through
Risk movement coverage for the Group. income the good management
in 2019 The Group's actions to attract and retain of its principal
Increase to support the NHS the best staff and risks, in particular:
has generated a substantial clinicians Patient safety and
amount of goodwill to win new contracts clinical quality;
Risk movement at national and regional to raise capital at Cyber security and
in 2020 level within the NHS. competitive rates data protection;
No change to meet our regulatory and,
Its brand presence obligations Compliance and regulation.
within the consumer
Link to Strategy and NHS & HM Government Specifically in 2021
First choice is higher than at the Group will:
for private any point. Continue to support
healthcare. the NHS through the
The Group's future COVID-19 pandemic;
Key partner growth depends upon Continue to focus
of the NHS. its ability to maintain, on enhanced infection
and continue to enhance, prevention control
its reputation amongst to minimise patient
patients, clinicians and staff risk from
and other stakeholders. COVID-19
Substantially complete
As the Group's brand its response to the
presence grows, the recommendations of
risk increases that the Independent Inquiry
adverse events such into the issues raised
as: by Ian Paterson
patient notifications Launch its first
and recalls; national television
mishandling of patient advertising campaign
data; or, focused on its core
a breach of law or purpose.
regulation will have
a more material impact The Group has built
on the Group. greater capability
to manage its social
media, online presence
and public relations
during 2020.
13. Compliance & Regulation
Executive Owner(s) The increasing range Failure to comply The Group has a Ward-to-Board
Group General and complexity of with laws, regulations system of governance
Counsel the legislation and or regulatory standards that ensures compliance
Chief Financial regulation which impact may expose the Group with law and regulation
Officer on the Group, plus to claims, fines, and provides the
Chief Commercial the fact that, alongside penalties, and damage pathways to add different
Officer many other complex to reputation, suspension elements of compliance,
Chief Operating and highly-regulated from the treatment should regulation/laws
Officer entities, the Group of NHS patients, loss change and thus the
Group Clinical fully expects that of hospital licence need arise.
Director the legal and regulatory and loss of private
Group Medical landscape in which patients. Key components that
Director it operates will change support the Ward-to-Board
and become more onerous, New laws and regulations governance structure
Risk movement complex and demanding, may require new compliance for compliance and
in 2019 means that this is programmes to provide regulation include:
No change considered an area assurance that the A dedicated legal
of potential risk Group is in compliance team and company
Risk movement for the Group and increasing overhead secretary that, with
in 2020 its operations. costs. external counsel,
Increase monitors legal and
In addition, as the regulatory developments
UK makes the transition and advises the group
Link to Strategy from being part of thereon.
First choice the EU, there will Regular, role specific,
for private be flux in legal and mandatory training
healthcare. regulatory developments, for all staff (both
potentially arising clinical and non-clinical)
Key partner from the interpretation across a range of
of the NHS. of retained EU law the most important
by the UK courts or legal and regulatory
Uncompromising from the direction compliance areas,
on patient safety taken by the UK following e.g. data protection,
and clinical the end of the transition health & safety laws
care. period; it is not and safeguarding.
possible to determine Centralised clinical
with any degree of and non-clinical
certainty the speed, internal audit teams
impact or direction that carry out site
of forthcoming legal audits and assists
or regulatory change. hospitals in establishing
This will therefore and maintaining a
require monitoring, high level of internal
compliance and assurance. control.
--------------------- ------------------------------ ------------------------------- ------------------------------
Statement of Directors' responsibilities
The Directors are responsible for preparing the annual report
and the group financial statements in accordance with applicable
United Kingdom law and regulations.
Company law requires the Directors to prepare financial
statements for each financial year. Under that law the directors
have elected to prepare the group and parent company financial
statements in accordance with International Accounting Standards in
conformity with the requirements of the Companies Act 2006 (and
IFRSs adopted pursuant to Regulation (EC) No. 1606/2002 as it
applies in the European Union). Under company law the directors
must not approve the group financial statements unless they are
satisfied that they give a true and fair view of the state of
affairs of the group and the company and of the profit or loss of
the group and the company for that period.
Under the Financial Conduct Authority's Disclosure Guidance and
Transparency Rules, group financial statements are required to be
prepared in accordance with IFRSs adopted pursuant to Regulation
(EC) No 1606/2002 as it applies in the European Union.
In preparing these financial statements the directors are
required to:
- select suitable accounting policies in accordance with IAS 8
Accounting Policies, Changes in Accounting Estimates and Errors and
then apply them consistently;
- make judgements and accounting estimates that are reasonable
and prudent;
- present information in a manner that provides relevant,
reliable, comparable and understandable information;
- provide additional disclosures when compliance with the
specific requirements in IFRSs is insufficient to enable users to
understand the impact of particular transactions, other events and
conditions on the group's financial position and financial
performance;
- in respect of the group financial statements, state whether
IFRSs in conformity with the Companies Act 2006 and IFRSs adopted
pursuant to Regulation(EC) No 1606/2002 as it applies in the
European Union have been followed, subject to any material
departures disclosed and explained in the financial statements;
- in respect of the parent company financial statements, state
whether IFRSs in conformity with the Companies Act 2006 have been
followed, subject to any material departures disclosed and
explained in the financial statements, and
- prepare the financial statements on the going concern basis
unless it is appropriate to presume that the company and/ or the
group will not continue in business.
The directors are responsible for keeping adequate accounting
records that are sufficient to show and explain the company's and
group's transactions and disclose with reasonable accuracy at any
time the financial position of the company and the group and enable
them to ensure that the company and the group financial statements
comply with the Companies Act 2006 and, with respect to the group
financial statements, Article 4 of the IAS Regulation. They are
also responsible for safeguarding the assets of the group and
parent company and group and hence for taking reasonable steps for
the prevention and detection of fraud and other irregularities.
Under applicable law and regulations, the directors are also
responsible for preparing a strategic report, directors' report,
directors' remuneration report and corporate governance statement
that comply with that law and those regulations. The directors are
responsible for the maintenance and integrity of the corporate and
financial information included on the company's website.
Each of the Directors confirms that, to the best of their
knowledge:
- that the consolidated financial statements, prepared in
accordance with IFRSs in conformity with the Companies Act 2006 and
IFRSs adopted pursuant to Regulation (EC) No 1606/2002 as it
applies in the European Union, give a true and fair view of the
assets, liabilities, financial position and profit of the parent
company and undertakings included in the consolidation taken as a
whole;
- that the annual report, including the strategic report,
includes a fair review of the development and performance of the
business and the position of the company and undertakings included
in the consolidation taken as a whole, together with a description
of the principal risks and uncertainties that they face; and
- that they consider the annual report, taken as a whole, is
fair, balanced and understandable and provides the information
necessary for shareholders to assess the company's position,
performance, business model and strategy.
Related party transactions
31. Related party transactions
Key management personnel
Key management personnel are those persons having authority and
responsibility for planning, directing and controlling the
activities of the Group, directly or indirectly. They include the
Board and Executive Committee, as identified on pages 120 to
123.
Compensation for key management personnel is set out in the
table below:
Key management compensation
(GBPm) 2020 2019
------------------------------------------------ ---- ----
Salaries and other short term employee benefits 4.4 3.6
------------------------------------------------ ---- ----
Post-employment benefits 0.5 0.5
------------------------------------------------ ---- ----
Termination benefits 0.4 -
------------------------------------------------ ---- ----
Share-based payments 0.8 0.8
------------------------------------------------ ---- ----
6.1 4.9
------------------------------------------------ ---- ----
Further information about the remuneration of individual
Directors is provided in the audited part of the Directors'
Remuneration Report on pages 146 to 155.
There were no transactions with related parties external to the
Group in the year to 31 December 2020 (2019: nil).
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END
NOAUNAORAKUSRAR
(END) Dow Jones Newswires
April 06, 2021 09:22 ET (13:22 GMT)
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