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| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Marshalls Plc | LSE:MSLH | London | Ordinary Share | GB00B012BV22 | ORD 25P |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 3.50 | 1.23% | 287.00 | 286.00 | 288.00 | 288.00 | 282.50 | 283.50 | 44,062 | 13:29:46 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| Construction Matl-whsl, Nec | 674.4M | 18.6M | 0.0736 | 38.99 | 725.5M |
From May 2019 to May 2024
TIDMMSLH
RNS Number : 9376B
Marshalls PLC
07 April 2017
7 April 2017
Marshalls plc
Annual Report 2016 and Notice of 2017 Annual General Meeting
The Company announces that it has published its full Annual Report for the year ended 31 December 2016 and Notice of 2017 Annual General Meeting which is to be held at 11.00am on Wednesday 10 May 2017 at The Cedar Court Hotel, Ainley Top, Huddersfield HD3 3RH.
Copies of the documents listed below have been posted to shareholders:
1. Annual Report 2016
2. Notice of 2017 Annual General Meeting
3. Form of Proxy for the 2017 Annual General Meeting
A copy of each of the above documents has been submitted to the UK Listing Authority via the National Storage Mechanism and is available for inspection at www.morningstar.co.uk/uk/NSM.
These documents are also accessible via the Company's website at www.marshalls.co.uk.
Reference is made to RNS announcement number 4794Z published on 15 March 2017 (Final Results). In addition to the information in that announcement, in accordance with DTR 6.3.5(2)(b), we also set out below the following extracts from the Annual Report 2016 in full text form:-
=Statement of Directors' Responsibilities;
=Principal Risks
-----------------------------------------------------------
Statement of Directors' Responsibilities in respect of the Annual Report and the Financial Statements
The Directors are responsible for preparing the Annual Report and the Group and Parent Company Financial Statements in accordance with applicable law and regulations.
Company law requires the Directors to prepare Group and Parent Company Financial Statements for each financial year. Under that law they are required to prepare the Group Financial Statements in accordance with IFRSs as adopted by the European Union and Article 4 of the IAS Regulation, and have elected to prepare the Parent Company Financial Statements in accordance with UK Accounting Standards, including FRS 101 "Reduced Disclosure Framework".
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 Parent Company and of their profit or loss for that period. In preparing each of the Group and Parent Company 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;
-- for the Group Financial Statements, state whether they have been prepared in accordance with IFRSs as adopted by the EU;
-- for the Parent Company Financial Statements, state whether applicable UK Accounting Standards have been followed, subject to any material departures disclosed and explained in the Parent Company Financial Statements; and
-- prepare the Financial Statements on the going concern basis unless it is inappropriate to presume that the Group and the Parent Company will continue in business.
In preparing the Group Financial Statements, IAS 1 requires that Directors:
-- properly select and apply accounting policies;
-- present information, including accounting policies, in a manner that provides relevant, reliable, comparable and understandable information;
-- provide additional disclosures when compliance with the specific requirements in IFRSs are insufficient to enable users to understand the impact of particular transactions, other events and conditions on the entity's financial position and financial performance; and
-- make an assessment of the Company's ability to continue as a going concern.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Parent Company's transactions and disclose with reasonable accuracy, at any time, the financial position of the Parent Company and enable them to ensure that its Financial Statements comply with the Companies Act 2006. They have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Group and to prevent and detect 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. Legislation in the UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
The Directors who held office at the date of approval of this Directors' Report and whose names and functions are listed on pages 34 and 35 of the Annual Report 2016 confirm that, to the best of each of their knowledge:
-- the Financial Statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit of the Company and the undertakings included in the consolidation taken as a whole;
-- the Strategic Report contained in this Annual Report includes a fair review of the development and performance of the business and the position of the Company and the Group taken as a whole, together with a description of the principal risks and uncertainties that they face; and
-- the Annual Report and Financial Statements, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Group's position and performance, business model and strategy.
----------------------------------------------------
Principal Risks
Process
There is a formal ongoing process to identify, assess and analyse risks and those of a potentially significant nature are included in the Group Risk Register. The conclusion of the Group's internal auditor, KPMG, is that the process continues to be a robust mechanism for monitoring and controlling the Group's principal risks.
The Group Risk Register is reviewed and updated at least every 6 months and the overall process is the subject of regular review. Risks are recorded with a full analysis and risk owners are nominated who have authority and responsibility for assessing and managing the risk. All risks are aligned with the Group's strategic objectives and each risk is analysed for impact and probability to determine exposure and impact to the business and the determination of a "gross risk score" enables risk exposure to be prioritised. External risks include the weather, political and economic conditions, the effect of legislation or other regulatory actions, the actions of competitors, foreign exchange, raw material prices and pension funding. Internal risks include investment in new products, new business strategies and acquisitions.
The Group seeks to mitigate exposure to all forms of strategic, financial and operational risk, both external and internal. The effectiveness of key mitigating controls is continually monitored and such controls are subjected to internal audit and periodic testing in order to provide independent verification where this is deemed appropriate. The effectiveness and impact of key controls are evaluated and this is used to determine a "net risk score" for each risk. The process is used to develop action plans that are used to manage, or respond to, the risks and these are monitored and reviewed on a regular basis by the Group's Audit Committee.
Principal risks and uncertainties
The Directors have undertaken a robust, systematic assessment of the Group's principal risks. These have been considered within the timeframe of 3 years, which aligns with our Viability Statement above.
Hot Features
Premium
Nature of risk Potential impact Mitigating factors Change in risk in
the year
--------------------------- ------------------------- -------------------------------- ----------------------------
Macro-economic Increased macro-economic The Group closely Given the perception
and political uncertainty monitors trends and of increased global
The Group is dependent could lead to lead indicators, economic uncertainty,
on the level of lower activity invests in market this risk has increased
activity in its levels which research and is an and this is reflected
end markets. Accordingly, could reduce active member of in wider economic
it is susceptible sales and production the CPA. forecasts.
to economic downturn volumes and The Group benefits
and the impact therefore have from the diversity There continues
of Government policy. an adverse effect of its business and to be growth potential
on the Group's end markets. in certain focus
financial results. The Group focuses areas, eg. Rail,
The impact of on sales opportunities Water Management
exchange rate and strategic growth and Street Furniture
fluctuations initiatives, together and forward indicators
could also have with quality, service in the core business
an adverse impact and its supply chain. remain positive.
on material The Group focuses
costs. on its supplier relationships, The economic outlook
flexible contracts for the Eurozone
and the use of hedging remains difficult,
instruments. although proactive
development of the
product range continues
to be positive.
--------------------------- ------------------------- -------------------------------- ----------------------------
Weather Adverse working The Group has a continuing Weather conditions
The Group is exposed conditions could focus on new product are beyond the Group's
to the impact of give rise to development, including control.
prolonged periods disruption and landscape water management.
of bad weather. delays that The Group is developing
might reduce its internal flooring
short-term activity offer and International
levels. This strategy in order
could reduce to diversify its
sales and production activities.
volumes and The development of
therefore have the Group's Water
an adverse effect Management business
on the Group's is a significant
financial results. opportunity.
--------------------------- ------------------------- -------------------------------- ----------------------------
Cyber security Risk of data Use of IT security This remains a high
risks loss causing policies. profile area and
Inadequate controls financial and The undertaking of considerale focus
and procedures reputational regular cyber security is being given to
over the protection risk. risk audits by specialists promoting awareness
of intellectual and the quick introduction of IT security policies.
property, sensitive of mitigation controls Appropriate tools
employee information and other recommended and training procedures
and market influencing procedure updates. are in place to
data. Sensitive data is protect sensitive
The failure to currently restricted data when stored
improve controls to selected senior and transmitted
against cyber security and experienced employees between parties
risk quickly enough, who are used to handling (e.g. encryption
given the rapid such data. of hard drives,
pace of change Where sensitive data restricted USB devices,
and the continuing is made available secure data transmission
introduction of to third parties mechanisms and third
new threats. it is done under party security audits).
confidentiality agreements
with reputable suppliers.
--------------------------- ------------------------- -------------------------------- ----------------------------
Customers The loss of The Group focuses Although the underlying
The UK business a significant on brand and new risk continues,
has a number of customer may product development, the effective management
key customers, give rise to quality and customer of key relationships
in particular the a significant service improvement. and the ongoing
national merchants. adverse effect The Group maintains diversification
This is partly on the Group's a national network of the business
as a result of financial results. of manufacturing are serving to mitigate
the consolidated and distribution the risk.
nature of this sites.
market. The Group undertakes
ongoing reviews of
trading policies
and relationships
and maintains constant
communication with
customers.
--------------------------- ------------------------- -------------------------------- ----------------------------
Competitor activity The increased The Group has unique The more uncertain
The Group has a competition selling points that market environment
number of existing could reduce differentiate the has not led to any
competitors who volumes and Marshalls branded significant changes
compete on range, margins on manufactured offer. in competitive pressure.
price, quality and traded products. The Group focuses
and service. on quality, service, Although there is
Potential new low reliability and ethical continuing demand
cost competitors standards that differentiate for imported natural
may be attracted Marshalls from competitor stone products,
into the market products. the fall in the
through increased The Group continues value of Sterling
demand for imported to have the lowest during 2016 has
natural stone products. cost to market. arguable reduced
The Group has a continuing the competitive
focus on new product risk.
development.
--------------------------- ------------------------- -------------------------------- ----------------------------
Threat from new The increased Good market intelligence. The ongoing diversification
technologies and competition Flexible business of the business,
new business models could reduce strategy able to the continued development
volumes and embrace new technologies. of the Marshalls'
Reduction in demand margins on traditional Significant focus brand and the focus
for traditional products. on research and development on new products
products. and new products. and greater manufacturing
Risk of new competitors Development of a efficiency continue
and new substitute digital strategy. to mitigate the
products appearing. risk.
Failure to react
to market developments.
--------------------------- ------------------------- -------------------------------- ----------------------------
Cost and availability The increased The Group benefits Cost inflation remains
of raw materials costs could from the diversity a risk as demand
The Group is susceptible reduce margins of its business and for raw materials
to significant and may be further end markets. increases against
increases in the impacted in The Group focuses a backdrop of increased
price of raw materials, the event of on its supplier relationships, economic uncertainty.
utilities, fuel imbalances in flexible contracts All importers are
oil, haulage costs the mix of regional and the use of hedging faced with the same
and decreases in activity. instruments. issues.
vehicle availability. The Group utilises The risk of temporary
The risk of sales pricing and shortages is mitigated
As demand increases, market demand purchasing policies by proactive supply
the Group is potentially exceeding raw designed to mitigate chain management
more exposed to material supply the risks. and the use of alternative
the risk of temporary could lead to The Group uses specialist suppliers.
raw material shortages. inefficient delivery vehicles.
production,
which could
reduce margins.
--------------------------- ------------------------- -------------------------------- ----------------------------
Environmental An incident The Group uses professional The Group is unable
The impact of the could lead to specialists covering to predict future
"Environmental disruption to carbon reduction, changes in environmental
Protocol" leads production and water management laws or policies
to the need for to financial and biodiversity. or the ultimate
increasingly expensive penalties as The Group focuses cost of compliance
processes. well as a potential on the implementation with such laws or
An environmental negative impact of ISO standards. policies.
contamination event on the Group's The Group and has
may lead to a prosecution reputation. a formal Group sustainability
and to reputational strategy focusing
loss. on impact reduction.
--------------------------- ------------------------- -------------------------------- ----------------------------
Corporate, legal An incident The Group employs The Group has undertaken
and regulatory could lead to compliance procedures, internal restructuring
The Group may be a disruption policies and independent to provide greater
adversely affected to the supply audit processes which focus for specialist
by an unexpected of products seek to ensure that teams and continues
reputational event, for customers local, national and to improve compliance
e.g. an issue in and to increased international regulatory procedures within
its ethical supply costs as well and compliance procedures the supply chain.
chain or due to as a potential are fully complied
a health and safety negative impact with. Health and safety
incident. on the Group's and the potential
reputation. impact of the Bribery
Act continue to
Significant be high profile
increases in risk areas. These
the penalty areas are receiving
regime have additional management
increased the focus, but the impact
potential financial of the underlying
impact of health risk has increased.
and safety incidents.
--------------------------- ------------------------- -------------------------------- ----------------------------
----------------------------------------------------
Cautionary statement and Directors' liability
This Annual Report 2016 has been prepared for, and only for, the members of the Company, as a body, and no other persons. Neither the Company nor the Directors accept or assume any liability to any person to whom this Annual Report is shown or into whose hands it may come except to the extent that such liability arises and may not be excluded under English law. Accordingly, any liability to a person who has demonstrated reliance on any untrue or misleading statement or omission shall be determined in accordance with Section 90A of the Financial Services and Markets Act 2000.
This Annual Report contains certain forward-looking statements with respect to the Group's financial condition, results, strategy, plans and objectives. These statements are not forecasts or guarantees of future performance and involve risk and uncertainty because they relate to events and depend upon circumstances that will occur in the future.
There are a number of factors that could cause actual results or developments to differ materially from those expressed, implied or forecast by these forward-looking statements. All forward-looking statements in this Annual Report are based on information known to the Group as at the date of this Annual Report and the Group has no obligation publicly to update or revise any forward-looking statements, whether as a result of new information or future events. Nothing in this Annual Report should be construed as a profit forecast.
Annual General Meeting
The Notice convening the Annual General Meeting to be held at The Cedar Court Hotel, Ainley Top, Huddersfield HD3 3RH at 11.00 am on Wednesday 10 May 2017 together with explanatory notes on the resolutions to be proposed is contained in the circular sent to shareholders on 6 April 2017.
Enquiries:
C E Baxandall, Group Company Secretary, Marshalls plc
Tel: 01422 314777
This information is provided by RNS
The company news service from the London Stock Exchange
END
ACSBGGDSXGGBGRR
(END) Dow Jones Newswires
April 07, 2017 06:12 ET (10:12 GMT)
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