The Directors present their annual report together with the audited financial statements of the Company and the Group for the year ended 31 December 2015.
The future developments of the Group are included within the Chairman’s Statement and Chief Executive’s Statement.
FINANCIAL RISK MANAGEMENT
The financial risk management policies of the Group are included within the Strategic Report.
RESULTS AND DIVIDEND
The profit for the financial year was £1,106,000 (2014: £129,032,000). Interim dividends of £20,000,000 (2014: £60,000,000) were approved and paid in the year. The resulting retained loss of £15,054,000 has been transferred to reserves (2014: £57,192,000 retained profit transferred to reserves).
The following were Directors of the Company during the year and up to the date of signing the financial statements:
Dame H Alexander (resigned 28 May 2015)
Ms G Allinson (appointed 25 March 2015)
Mr KJ Beatty
Ms R Brooks (appointed 21 September 2015)
Mr M Darcey (resigned 21 September 2015)
Mr AJ Dowsett
Mr E Ethelston
Mr S Fox
Mr DJ Fitzpatrick
Mr AD Jeakings (resigned 28 May 2015)
Mr M MacLennan
Mr CP Marshall
Mr AG Watson
Under the Group’s general policy of decentralised management, it is the responsibility of the management in each division and subsidiary to encourage the involvement and participation of employees in their companies. Staff are directly involved, through their elected representatives and alongside senior management, in Works Councils at each of the Group’s main sites. Staff are also involved, through their elected representatives, in the conduct of the Group’s defined benefit pension scheme.
It continues to be Group policy to provide equal opportunities for employment, training and career development for all employees. The policy for the employment of the disabled is that full and fair consideration should be given to their aptitudes and abilities. Adjustments are made for staff who become disabled whilst employed by the Group in order for them to continue in their current role. Where this is not possible the Group will try to find an alternative solution and staff are also assisted in applying for other suitable alternative roles within the Group.
Copies of the annual report are made available to all employees.
STATEMENT OF DIRECTORS' RESPONSIBILITIES
The Directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law, the Directors have prepared the Group and Parent Company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law) including FRS102 ‘the financial reporting standard applicable in the UK and Republic of Ireland’. Under company law, the Directors must not approve the 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 for that period.
In preparing these financial statements, the Directors are required to:
select suitable accounting policies and then apply them consistently;
make judgements and accounting estimates that are reasonable and prudent;
state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the financial statements;
prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company and the Group will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company’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 financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The Directors are responsible for the maintenance and integrity of the Company’s website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
DISCLOSURE OF INFORMATION TO AUDITOR
As far as each Director is aware, there is no relevant audit information of which the Company’s auditor is unaware. Each Director has taken all the steps that they ought to have taken, as a Director, in order to make themselves aware of any relevant audit information and to establish that the Company’s auditor is aware of that information.
Grant Thornton UK LLP have expressed their willingness to continue in office and a resolution concerning their appointment will be proposed at the Annual General Meeting.
By order of the Board.
24 March 2016