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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Balfour Beatty Plc | LSE:BBY | London | Ordinary Share | GB0000961622 | ORD 50P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
-2.20 | -0.61% | 356.00 | 356.60 | 357.00 | 364.40 | 351.00 | 354.00 | 1,189,840 | 16:35:03 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
Engineering Services | 9.6B | 197M | 0.3628 | 9.84 | 1.94B |
TIDMBBY
RNS Number : 4434V
Balfour Beatty PLC
14 April 2021
Balfour Beatty plc (the "Company")
Notice of 2021 AGM, Forms of Proxy and Annual Report and Accounts
The Company announces that today it has made available to shareholders the following documents:
-- Notice of 2021 Annual General Meeting ("Notice of 2021 AGM");
-- Forms of Proxy for the AGM; and
-- Annual Report and Accounts for the year ended 31 December 2020 ("2020 ARA") .
The documents listed above are available on the Company's website at https://www.balfourbeatty.com/investors . Paper copies will be mailed to shareholders who have elected to receive them.
In compliance with Listing Rule 9.6.1, these documents have been submitted to the Financial Conduct Authority, and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism .
Format of the 2021 AGM
The Company's 2021 AGM will be held at 10.00am on Thursday 13 May 2021 at The Curve Building, Axis Business Park, Langley, Berkshire, SL3 8AG.
According to current government guidance, restrictions will still be in place on the date of the 2021 AGM that prohibit indoor group gatherings, restrict travel and mandate a policy of social distancing due to the risk of Covid-19. It is therefore currently intended that the 2021 AGM will be held as a closed meeting convened with the minimum quorum stated in the Company's Articles of Association. The Company intends to facilitate the quorum of shareholders for this meeting. All other shareholders should not attempt to attend the 2021 AGM in person, in order to protect the health and safety of fellow shareholders and our staff, and will not currently be permitted admission if they intend to do so.
As the 2021 AGM will be a closed meeting, shareholders are strongly encouraged to appoint the Chair of the meeting as their proxy to exercise their right to vote at the 2021 AGM in accordance with their instructions. Further details including how shareholders can vote by proxy and ask questions in advance of the meeting can be found in the Notice of 2021 AGM. The Company will continue to closely monitor government guidance and legislation in relation to Covid-19 and any changes to the arrangements will be notified to shareholders through our website.
2020 ARA
A condensed set of financial statements were appended to the Company's full year results announcement, issued on 10 March 2021, which included an indication of important events that occurred during the year. That information, together with the information set out in the Appendix to this announcement regarding the Company's principal risks and uncertainties, related party transactions and directors' responsibility statement, as extracted from the 2020 ARA, constitute regulated information which is to be communicated to the market in full unedited text through a Regulatory Information Service in accordance with DTR 6.3.5R.
Page and note references within the Appendix below refer to page numbers in the 2020 ARA. To view the full year results announcement, please visit the Company's website at https://www.balfourbeatty.com/investors / .
This material should be read in conjunction with, and is not a substitute for, the full 2020 ARA.
General enquiries:
Contact and telephone number for queries /
Duly authorised officer of issuer responsible for making notification:
Tracey Wood, Group General Counsel and Company Secretary
Tel. +44 (0)20 7216 6800
Analyst/investor enquiries:
Angus Barry
Tel. +44 (0)7966 281 635
angus.barry@balfourbeatty.com
Media enquiries:
Antonia Walton
Tel. +44 (0) 7966 929 633
antonia.walton@balfourbeatty.com
Notes to editors:
-- Balfour Beatty is a leading international infrastructure group with 26,000 employees driving the delivery of powerful new solutions, shaping thinking, creating skylines and inspiring a new generation of talent to be the change-makers of tomorrow.
-- We finance, develop, build, maintain and operate the increasingly complex and critical infrastructure that supports national economies and deliver projects at the heart of local communities.
-- Over the last 112 years we have created iconic buildings and infrastructure all over the world including: the GBP1.5 billion A14 improvement scheme - Britain's biggest road project; Hong Kong's HK$5.5 billion world-class harbour theatre project for the West Kowloon Cultural District Authority; and the 12.5 mile $429 million North Metro Commuter Rail line in Colorado, US.
APPIX
1) Principal risks
Removing uncertainty through understanding
Balfour Beatty's decision-making is centred on a comprehensive and detailed understanding of the exposures faced by the organisation. The identification of risks to achieving business and strategic objectives, alongside the use of detailed analysis to inform and prioritise responses, remains key to balancing risk taken in line with risk appetite. The principal and emerging risks are mapped to strategic business plans to ensure a comprehensive coverage of risks, allowing the Board to undertake a robust assessment of the potential exposures faced by the Group and whether these represent new, increased or decreased threats and the level of response required to manage them. The risk profile comprises both interconnected and discrete risks at strategic, operational and project level and focuses on understanding the worst-case scenarios that could threaten the Group's strategy and business model. As a result, changes in the Group's risk profile and movements in some of the principal risks have been identified and are described on pages 94 to 101.
Description and impact Causes Mitigation ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- 1 Health and safety ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- The Group works on Some common themes Balfour Beatty's Zero Owner and delivers significant, which could drive Harm Strategy and its Safety and complex and potentially health and safety supporting policies and Sustainability hazardous projects risks include: procedures remain embedded Committee which require continuous * inadequate risk identification/assessment; and act as a key control Risk movement monitoring and management in managing the risk. - of health and safety The strategy and associated No movement risks. * lack of competence; action plans are reviewed Well-established What impact it might and monitored by management controls and have and external accreditation mitigations Failure to manage * processes that fail to deliver risk elimination or bodies. continue to these risks presents mitigation; Experienced and competent remain in place the potential for health and safety professionals throughout the significant harm, provide advice and support, Group and including fatal or * lack of clear safety leadership, impacting broader monitor culture and undertake represent life-changing injuries safety culture; regular reviews. a stable control to employees, subcontractor The Safety and Sustainability environment. staff, third parties Committee of the Board Multiple or members of the * ineffective management of subcontractors, JV partners and business Health and failures public. It also presents and other third parties; Safety executive leadership within this
the threat of potential teams, meet regularly environment criminal prosecutions, throughout the year to would be significant fines, * failure to cascade and follow Health and Safety capture lessons learned required debarring from contract procedures; and/or and develop a consistent for the risk bidding and reputational approach to health and to be realised. damage. safety best practice. * lack of focus on the wellbeing and mental health of Training programmes (including staff faced by daily work and life pressures. behavioural) are in operation across the business. ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- 2 Managing Commercial Terms ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- The Group delivers Key causes that could The Group Tender and Investment Owner high profile, complex drive this risk include: Committee reviews and Group Tender projects that can * lack of clearly defined bid strategy; challenges all proposals and Investment often carry specialised in line with minimum commercial Committee deliverables together expectations. with intricate, multifaceted * misalignment between Balfour Beatty and client Defined delegated authority Risk movement and sometimes onerous approach; levels are in place for - commercial terms. approving all tenders No movement Delivering contract and infrastructure investments. Current controls obligations alongside * working with a new or unknown customer with no known Customer adoption of the champion a more the supply chain, established relationship; UK Government Construction collaborative for Balfour Beatty's Playbook steers an approach approach with customers, whilst towards increased collaboration, customers to protecting the interests * supply chain lacking the capability to accept and which results in reduced manage the risk. of all parties, maintaining manage back-to-back terms, resulting in increased risk, and an increased Controls to a profitable and risk carried by Balfour Beatty; focus on quality of bid mitigate the sustainable order rather than being solely likelihood and book, and delivering cost focused. impact by stakeholder value, * failure to engage in an early collaborative approach A 'getting left early' preventing can pose an element with the customer; approach adopted prior the Group from of risk. to the procurement process bidding for What impact it might enables influence over unsustainable have * lack of balanced approach to allocation or sharing of contracting and procurement work and Failure to fully risk; and/or model to two-stage tender, therefore understand or manage supports an early collaborative, limiting any the application of solution-based approach potential commercial terms * lack of early identification of a contracting with customers and minimises exposure, across contracts strategy between all parties. risk on both sides. remain key. can result in the A wide and ongoing range Following a use of valued time of work winning initiatives review of the and associated cost (including Cash is our Work Winning of resource to manage Compass, High Value Selling risk, this has any disputes, potential and the Win Business Leadership now been losses or reduction community of practice) refocused in profits and damage are in place across the on understanding to relationships Group to drive increased and managing with key customers commercial and customer commercial and supply chain awareness and further terms. partners. embed an understanding Failure to effectively of expectations on margins engage and collaborate and cost. with customers and The Gateway review process supply chain around highlights key commercial
managing terms could risks closely aligned also result in the to Group Circles of Risk Group opting out to ensure adequate qualification of certain works and mitigation of key or even may limit exposures. access to targeted Monthly business reviews markets in the future. pick up any early indicators with potential for disputes arising on contracts, including across the subcontractor base. ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- 3 Project delivery ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- Failure to deliver Failure to implement, A continued focus on identifying Owner projects in line maintain and challenge and reporting risks, including Group management with customer expectations operational and commercial planning, programme accuracy Risk movement and required specifications, controls (as detailed of cost and cash forecasting - on time and on budget within checklists and resource reviews is No movement and minimise the at Gateway reviews) maintained through the Consistent risk of increased allowing: Gated Business Lifecycle. application costs, delay related * unrealistic programming targets; Early engagement of integrated of the Group's damages and defect work winning and project reporting liabilities. delivery teams across systems What impact it might * inadequate resource (people, plant and materials) or the Gateway processes and diligent have competency of resource; to ensure customer expectations use of short Failure to manage are understood and realistic. interval control and/or deliver against Deployment and ongoing processes remain customer expectations, * lack of comprehensive understanding of contract monitoring of strong commercial in place across scope specifications obligations; management and contract all stages of and key deliverables administration processes project in line with schedule through the project lifecycle. delivery, and budget could * unrealistic progress assessments and cost to complete Optimal scheduling of providing result in issues judgements which could arise due to poor training, key staff and associated greater such as design issues, lack of supervision, lack of accountability or fear competencies within project certainty of contract disputes, of reporting bad news; delivery teams and senior operational rejected claims, management, with ongoing outcomes. liquidated damages, and focused training. However cost overruns and * overly optimistic claim recovery assumptions; The site mobilisation it is failure to achieve hub facilitates early acknowledged anticipated customer and effective start-up that continued savings which in * incomplete visibility and appreciation of scale of on site. verification turn could reduce commercial judgements; Use of innovative and of the the Group's profitability cost-effective engineering effectiveness and damage its reputation. and technical solutions of controls The Group may also * failings in administering the contract terms to (including the vision remains key be exposed to long-term safeguard or protect future claims, change orders and for 25% offsite fabrication to managing obligations including extensions of time (EOTs); and/or by 2025). this risk, hence litigation and costs Drive for defect-free no reduction to rectify defective delivery including digital in risk or unsafe work. * poor management and selection of subcontractors. progressive assurance exposure. Delivery failure of project delivery. on a high-profile Professional indemnity project could result Customer intervention cover in place to provide in significant reputational and additional pressure further financial safeguards. damage, debarring to complete a project Prequalification and competency/capacity from future work may also contribute verification of supply
and significant associated to realisation of chain partners, with performance costs of rectification this risk. of subcontractors and or dispute resolution. suppliers monitored closely throughout the project lifecycle. ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- 4 Joint ventures ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- Failure to implement The risk could be The Group Tender and Investment Owner robust controls around realised through: Committee process also Group Tender the selection of * ineffective assessment of potential JV partners applies to all joint venture and Investment joint venture (JV) including liquidity, capacity and capability; proposals. Committee partners, define The Group's primary course Risk movement a clear governance is to self-deliver projects - structure or establish * failure to ensure 'fit for purpose' terms with the where possible rather No movement a 'one team' culture right JV partner; than as part of a JV, Whilst there may result in failure whilst recognising that has been to deliver expected establishing the right significant returns and minimise * lack of clarity of the delegated levels of authority partnership can be an improvement the risk of unexpected between partners; opportunity to deliver in the process liabilities. work. for entering What impact it might Appointment of an appropriately JVs, the have * delayed and fettered decision-making process between constituted JV Board to longer-term Not selecting the partners; act as the main governance effect of this right JV partner vehicle for the Group. on the risk who aligns to Balfour The Gated Business Lifecycle remains to be Beatty's culture * segregation of management systems (financial and provides governance over seen - ongoing and values could operational); the selection of JV partners, exposure result in a mismatch and highlights partner continues. of partner objectives, related risks, closely which flows through * lack of understanding of contract requirements and aligned to Group Circles to ineffective delivery expectations; of Risk including those of contract requirements related to capacity, capability, and a misalignment previous experience with in approach resulting * lack of oversight over JV reporting and application the Group and liquidity. in a significant of processes implemented across the project; and/or Experienced project directors impact to profitability are appointed to manage and reputational the JV and provide an damage. * failure to align Balfour Beatty and JV partner ongoing assessment of The failure of a cultures, values and practices. operational delivery risk. JV partner may expose Good practice, including the Group to increased the use of joint reporting resourcing costs systems where appropriate, and ongoing liability, is shared between all warranty and insurance partners to embed the risks. Group's expectations and Disputes with JV culture throughout JV partners could impact delivery teams. the Group's ability Balfour Beatty monitors to operate successfully the performance of its and/or expand within JV partners throughout its chosen markets. the lifecycle of a project. Failure to share and meet the Group's health and safety management expectations could result in increased potential for injury and/or fatality. ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- 5 Data protection ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- The Group is exposed A data breach may HR Data Protection Coordinators Owner to a significant be experienced due and Data Privacy Champions Group management data breach that to: remain embedded throughout Risk movement results in a breach * ineffective training/lack of competency; the business to ensure V
of the General Data breaches are reported Decreased Protection Regulation promptly and risks are Implementation (GDPR). * third-party error; appropriately escalated of increased What impact it might to the Group Data Protection controls since have Officer (GDPO) for consideration the introduction Crystallisation of * system failure, lack of system capability or system and assessment. of GDPR has this risk has the breach; Senior Information Risk reduced overall potential for: Officer acts as Executive exposure. * legal and regulatory proceedings, investigations or Committee representative disputes and associated costs; * malicious act (internal/external); for data protection. All employees undertake annual training in data * operational impact (disruption to business as usual); * lack of awareness; protection and information security management. Implementation of standardised * costs and losses, fines and penalties; * unforeseen or sudden increase in data handling; systems (including One Trust for managing data subject access requests * reputational harm and potential debarment; and * human error; and/or (DSAR) and incidents) and appropriate policies, procedures and standard * data subject rights process failure. * lack of corporate accountability. templates driving a culture of privacy across the organisation. Increased engagement with Site of the Future teams allows for early involvement in IT initiatives from a privacy and data governance perspective. ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- 6 Cybersecurity ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- A failure to protect Several internal The risk is managed via Owner key Company and employee and external factors the following controls: Group management data or other confidential could contribute * network and endpoint protection, encryption, patching Risk movement information resulting to the realisation and data back-up; - from a breach of of this risk such No movement system security. as: Whilst a What impact it might * poor internal governance; * awareness training with mandated annual refresher in potential have place across all users; impact increase Realisation of this in line with risk could result * failure to embed preventative culture; increased in: * employee vetting; attempts * reputational harm (loss of market and customer is being seen confidence); * increased exposure to phishing attacks and ransomware more broadly due to increased use of personal devices and remote * data governance framework regularly reviewed, and across other working; supported by policies and certifications; sectors and * potential fines and prosecution; organisations, increased * lack of retention policy applied to data; * incident management feedback mechanism (embeds resilience * loss of intellectual property and competitive lessons learned); as a result advantage; and of improved * operational failure. controls and * partner and supplier controls in place including ongoing * operational impact restricting ability to carry out vendor risk management assessments and established governance business critical activities (disruption to business * inconsistent approach to data security with joint relationships with external security authorities; has meant no as usual). venture / external partners; material change
to this risk. * roll out of One Drive to all users across the estate, * increased use of cloud services without equivalent enabling secure data storage in Microsoft cloud; investment in modern threat prevention; and/or * infoSec actively monitoring for security incidents * cyber attack. and remediating where necessary; * privileged access to all core systems subject to multi-factor authentication; * systems run security agents for additional (24x7) monitoring; and * legacy operating systems removed or minimised, including upgrade and removal of employee legacy mobile devices. ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- 7 People and talent ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- Inability to attract A failure to effectively Providing a positive working Owner and retain the required mitigate the Group's environment to support The Board levels of skilled people risks may the development of its Risk movement and competent staff arise through: employees has been central - and key talent to * overbidding or ineffective workload and location to Build to Last. No movement deliver project commitments scheduling; Specific controls to mitigate Through Build and meet the Group's this risk include: to Last, Balfour objectives. * implementation of HR strategy and plan and associated Beatty has What impact it might * overheating of market causing significant increase in measurement of KPIs to inform decision making against created have demand or competition for people, specifically in budgets; a culture with Failure to recruit certain sectors and regions; strong people and retain appropriately policies and skilled people or * a focus on strategic workforce planning protocol to processes which grow in-house talent * lack of visibility of long-term pipeline or perceived prevent resource conflicts; continue to could harm the Group's career progression resulting in existing workforce mitigate this ability to win or leaving the Group or sector; risk. perform specific * work winning and project delivery aligned to internal The Group will contracts, manage and external recruitment activities, with early monitor the delivery cost increases, * inability to recruit and retain strong performers; review of people and resourcing needs via GBL to impact that grow business and/or ensure adequate capability and capacity to deliver any delays to meet strategic objectives work prior to bidding; strategic including acquisition * failure to maintain a culture of pride and advocacy projects of future order book. across the workforce; has on the A high level of staff * competency frameworks within core job families availability turnover or low employee identify and support the development of key knowledge of skilled engagement could * ineffective and or lack of adequate investment and , resource. result in a loss decision making in the development of existing skills skills and expertise; of competency, reducing and capabilities; business confidence within the market, * recruitment and retention rates are measured and a loss of stakeholder * lack of a diverse workforce; and/or regularly reviewed across all parts of the business, confidence and an with succession plans identified for core inability to drive disciplines; business growth or * issues throughout labour supply chain including improvements. impact of Brexit/ onerous immigration controls. * annual PPR (people and talent reviews), with regular reviews of remuneration and incentive arrangements to ensure they are appropriate to help the Group attract , motivate and retain key employees; * Group-wide employee engagement surveys are undertaken to measure engagement and appropriate actions are
developed and communicated; * the Balfour Beatty Academy has been established in the UK to support professional and personal development in line with role requirements; * Training Needs Analysis and competency tools (COMEA) identifies role capability requirements and highlights development gaps to inform investment decision making; * strong employee communication channels are in place celebrating individual, business and Group-level successes and increasing visibility of future pipeline and opportunities; * affinity networks established to create a diverse and inclusive working environment; and * emerging talent is supported by strong graduate, apprenticeship, trainee and industrial placement/internship schemes. ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- 8 Sustaining focus on build to last strategy ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- The Group does not Failure to deliver Ensuring Build to Last Owner sustain and build and/or demonstrate continues to deliver and The Board upon the strong foundation sustained focus and demonstrate value is a Risk movement and culture created momentum could arise strategic priority for V through its Build from: the Group and is led by Decreased to Last strategy. * complacency and/or localised adaptations within core the Group Chief Executive. The recent What impact it might disciplines or siloed cultures; Controls include: launch have * continuous measurement and reporting of KPIs aligned of the refreshed Inconsistency in to Lean (cash flow and profit from operations), Cultural working practices * ineffective communication and reinforcement of Expert (employee engagement), Trusted (customer framework and siloed cultures messaging through a lack of leadership; satisfaction), Safe (Zero Harm) and Sustainable and associated could drive inefficiencies (carbon emissions) within each business unit; values and including increased behaviours costs and operational * inadequate resourcing (financial, physical assets and has strengthened errors resulting people); * refreshed cultural framework under Build to Last with and reinforced in reputational harm associated engagement and embedment in systems and Build to Last impacting all of processes aligning the UK and US under one unified principles and the Group's stakeholders * new systems and processes being used without cultural framework and reinforcing expected values disciplines as well as an impact appropriate controls being in place and/or tested; and behaviours across the on the Group's ability and /or business to deliver sustainable - improved profitable growth. * senior leadership team well experienced in delivering oversight * new people joining the organisation (including in business transformation successfully with clear and via regular leadership roles). frequent senior leadership engagement across the reporting and businesses; discussion around KPIs has reduced * upskilling, training and development initiatives at risk overall. key levels throughout the business to reinforce Build Continuous to Last principles in key job families i.e. messaging commercial, project management, engineering etc; and and reinforcement across all * induction, recognition and PDR approach heavily employee
weighted around Build to Last principles and culture touch points including expected values and behaviours. remains key. ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- 9 Financial strength ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- The Group's inability Failure to manage The Group continues to Owner to maintain the financial financial risks, operate within a low financial The Board strength required including forecasting risk environment. On 1 Risk movement to operate its business material exposures, July 2020 the Group redeemed - and deliver its objectives. and the financial in full its preference No movement What impact it might resources of the shares for GBP112m, reflecting Controls within have Group that underpin its continued strong liquidity Finance and Failure to protect its ability to: position. Treasury and effectively deliver * meet ongoing liquidity obligations so that it remains The Group operates with functions the required financial a going concern; and/or a centralised Treasury continue to strength will mean function that is responsible demonstrate the Group: for managing key financial a clear ability * fails to meet financial covenant tests, as set out in * meet financial covenants as set out in financing risks, cash resources to manage its financing facility agreements, leading to a facility agreements. and the availability of existing default event if not remedied within a specific grace liquidity and credit capacity. and anticipated period; The Group maintains significant risk. undrawn term committed bank facilities with a * fails to pass the required tests that allow it to banking group of high continue to use the going concern basis of accounting credit quality to underpin in preparing its financial statements; the liquidity requirements of the Group. The Group maintains significant * loses the confidence of its chosen markets; and/or bank and surety bonding facilities to deliver trade finance requirements * loses the ability to compete for key long-term of the Group on an ongoing contracts that are critical to its viability and basis. delivery of its long-term objectives. The Group operates standardised reporting, forecasting and budgeting financial processes. This allows monitoring of the impact of business decisions on financial performance over future time horizons. Assets from the Investments portfolio can be sold to generate cash. ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- 10 Supply chain ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- Supply chain partners Crystallisation of The Group aims to develop Owner fail to meet the capacity, competency long-term relationships Group management Group's operational and stability risks with key subcontractors, Risk movement expectations and to the Group's supply working closely with them - requirements in relation chain may arise through: to understand their operations No movement to capacity, competency, * lack of capacity or failing to retain subcontractors and dependencies. This The Group quality, financial in a buoyant market over-reliance on a limited includes relationship continues stability, safety, number of suppliers or a failure of key supplier mapping with strategic to be diligent environmental, social relationships; suppliers, lessons learned in its and ethical. from previous projects assessment What impact it might together and briefing of its supply have * failure to embed the Group's expectations within the on order book requirements. chain. The
Failure in delivery procurement process; The Group has undertaken reduction by, or management significant work to identify in the number of a subcontractor and understand who its of active or supplier, would * inadequate assessment of supply chain partner key supply chain partners suppliers result in the Group capabilities, capacity and process (including are, reducing the number and increased becoming involved liquidity, quality, safety, ethics, materials to 40 known core partnerships. system solutions in disputes, having stewardship, child labour, forced labour and modern The risk management framework to track to find a replacement slavery); and the Gateway review performance or undertaking the process allow for early and metrics task itself. This (Gates 1-4) and ongoing throughout could result in delays, * lack of supplier resilience (due to economic (Gate 6) assessment of operational business disruption, uncertainty including Brexit or any lagging effects the appropriateness of delivery improve additional costs seen as a result of COVID-19 and artificial 'propping resource allocation and oversight. or a reduction in up' from the furlough scheme); dependencies and development quality/increased of procurement strategies. defects owing to Pre-qualification accreditation lack of expertise * failure to accurately assess project resource in place for core suppliers or competency. requirements and key deliverables; (validated in Gates 1-3), Mistreatment of suppliers, with oversight of supplier subcontractors and metrics and overall 'health'. their staff, or poor * impact from Brexit including increased tariffs and Contingency plans address ethical standards delays; potential subcontractor in the supply chain, failure, including replacement could lead to legal supplier list. proceedings, investigations * lack of adequate oversight, supervision or management A central database tracks or disputes resulting during delivery; and/or individual subcontractor in business disruption, scoring in relation to losses, fines and capacity, compliance, penalties, reputational * unethical treatment of the supply chain. performance and financial damage and debarment. health. The Group obtains project retentions, bonds and/or letters of credit from subcontractors, where appropriate to mitigate the impact of any insolvency. Suppliers and subcontractors reviewed for third-party suitability compliance via PAS 91 Assessment (Industry Standard). Group-wide Code of Conduct and Supplier Code of Conduct, targeted training programmes and related policies and procedures in place. ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- 11 code of conduct compliance ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- Failure to comply Failure to comply A Group-wide Code of Conduct Owner with the Code of with the Code of and Supplier Code of Conduct, The Board Conduct across the Conduct and Balfour and related policies, Risk movement Group including employees, Beatty values could procedures and training V JV partners, and arise from: are in place, promoted, Decreased within the supply * failure to adopt a risk-based approach; monitored and assessed The Business chain. by the Business Integrity Integrity What impact it might function. function have * failure to establish appropriate corporate culture; The function provides continues to Failure to comply business integrity reports actively promote with the Code of to the Board biannually the required
Conduct and Balfour * failure to embed the Company's values and behaviours and has its full support. behaviours and Beatty values could through the organisation; Each business unit, supported learning tools leave the Group exposed by the Business Integrity to to: function, is responsible comprehensively * instances of bribery and corruption; * lack of effective training programme and compliance for embedding the Code support the monitoring; of Conduct and the Company's Group's conduct values and behaviours and compliance * fraud, deception, false claims or false accounting; within its operations. objectives. * failure to have a robust testing and monitoring The Group has a range The risk is programme in place; of operational controls assessed as * unfair competition practices; (commercial, including having reduced procurement, due diligence due to the * lack of appropriate whistle blowing processes and risk assessment) that consistent * human rights abuses, such as child and other labour including ensuring awareness of such outlets across are designed to identify application standards generally, illegal workers, human the organisation; and/or and manage risks internally of these trafficking and modern slavery; and with third parties. controls. An independent third-party * deliberate or reckless non-compliance. whistleblowing helpline * unethical treatment of and by the supply chain; and dedicated email contact and/or are in place and actively promoted. All in-scope complaints are independently * ethics and values being compromised as a result of investigated by the Business commercial pressures. Integrity function and appropriate action is taken, where necessary. Failures could result Balfour Beatty works with in legal proceedings a limited number of agents, (including prosecution all of whom are, in addition under the UK Bribery to the Group's due diligence Act), investigations and approval process, or disputes resulting subject to specific contractual in business disruption, clauses, policies and losses, fines and agreements. penalties, reputational Use of a central database damage and debarment. to track supplier and subcontractor performance history providing insight into their internal operating processes, governance and values. ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- 12 Legal and regulatory ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- The Group does not A failure to recognise The Group monitors and Owner respond to any change or adapt to potential responds to tax, legal The Board in relevant legal, impacts arising from and regulatory developments Risk movement tax and regulatory changes in applicable and requirements in the - requirements in a laws affecting the territories in which it No movement timely manner. Group's businesses operates. Unforeseen What impact it might may result from: Changes in the law and exposure have * lack of awareness of any changes in law or the requirements of them to legal and The Group could face regulations made; are clearly cascaded to regulatory legal proceedings, all affected businesses. change investigations or Local legal and regulatory is considered disputes resulting * ineffective communication of the requirements across frameworks are considered extremely in business disruption, relevant business units; and/or as part of any decision unlikely- losses, fines and to conduct business in the controls
penalties, reputational a new territory. embedded across damage and exclusion entering into new Appropriate and responsive the Group are from bidding. markets and/ or sections policies, procedures, considered Such action could with limited expertise training and risk management effective also impact upon and due diligence. processes are in place in managing the valuation of throughout the business. this risk. assets within the affected territory as well as have an impact on shareholder confidence. ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- 13 Legacy pension liabilities ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- The Group is exposed The Group is unable The Group constructively Owner to and must therefore to ensure that the and regularly engages The Board effectively manage trustees of the pension with the trustees of the Risk movement significant defined funds react effectively pension funds to ensure - benefit pension risks. to or manage: that they are taking appropriate No movement What impact it might * changes in interest rates or outlook for inflation; advice and the funds' Triennial have assets and liabilities funding Failure to manage are being managed appropriately. review of the these risks adequately * an increase in life expectancies; This includes quarterly main UK fund could lead to the performance reporting was completed Group being exposed and investment committee in January 2020. to significant additional * regulatory intervention or legislative change; meetings in which the Diverse liabilities due to Company is represented. investment increased pension The funding and investment portfolio deficits. * prudent funding assumptions; and/or arrangements of the pension remains This has the potential funds are subject to an in place, with to affect the ongoing in-depth triennial valuation regular review sustainability of * investment performance of the funds' assets. and funding review with on the trade the Group as well regular monitoring in off between as incur reputational years between. risk and cost. harm. The Group's main UK fund No change in has hedged in excess of risk. 80% of its exposure to interest rate and inflation movements. ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- 14 Economic uncertainty ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ---------------- The effects of national Potentially negative The Group primarily operates Owner or market trends impacts related to across three geographies The Board including political the effects of: (UK, US and Hong Kong) Risk movement or regulatory change, * customers postponing, reducing or changing and three sectors (Construction - may cause customers expenditure plans including any delays in funding or Services, Support Services No movement to re-evaluate existing planning associated with COVID-19; and Infrastructure Investments). Whilst there or future infrastructure This balanced portfolio has been some expenditure and the of projects provides resilience shorter-term procurement of services. * wider than expected fluctuations in inflation; and stability as the Group movement seen, It may also lead is less exposed to a downturn including to changes in the in a single geography opportunities price and availability * lagging effects from Brexit - e.g. inflation, exits or sector. associated with of labour and products. from market or lack of UK investment having a The Group continues to government What impact it might knock-on effect; actively monitor market infrastructure have trends and potential impacts. spend, the Any significant delay A well-established cross-functional longer-term or reduction in the * increased competition (e.g. in the UK from foreign Brexit working group remains outlook remains
level of customer investors acquiring competitors); in place following the uncertain. spending or investment end of the transition plans could adversely period. impact the Group's * political change in both the UK and the US (new US The financial solvency strategy and order administration may have potential impact on Federal and strength of counterparties book, reduce revenue spend); is always considered before or profitability contracts are signed and in the near or medium assessments are updated term, and negatively * increased supply chain risks (e.g. solvency, people and reviewed whenever impact the longer-term and materials); and/or possible during the project viability of the lifecycle. The business Group. also seeks to ensure that Restrictions on the * reduced revenue or pressure on margins. it is not over-reliant availability of skilled on any one counterparty. labour and competitively The annual review of market priced materials forecasts continues to could lead to increased remain a core part of costs and hence potentially the Group's Budget and a devaluation of Plan processes, and a the business. focus on medium-term market Financial failure outlook is considered of a customer, including and presented by each any government or Strategic Business Unit. public sector body, could result in increased financial exposure to counterparty risk. ----------------------------------------------------------- ----------------------------------------------------------- ----------------------------------------------------------- ----------------
Other risks
Climate change
Whilst climate change is not currently considered to be a principal risk to the business, it has been included as a risk on the Group Risk Register in 2020. The establishment of a sustainability specific functional risk register ensures the identification and management of climate related risks at a granular level to inform any movement or assessment at Group level.
Climate change increasing the intensity and frequency of weather events, infrastructure being deemed incompatible with targets and tightening of environmental legislation are identified as some the key drivers of the risk. It is acknowledged that whilst there remains risk associated with climate change to the Group's business, it also presents a significant opportunity as Balfour Beatty works alongside clients to be part of the solution.
Further commentary on the potential impacts of climate change and Balfour Beatty's approach to managing them is set out in the sustainability section on pages 55 to 70. Climate change risk is on pages 63 and 64.
Brexit
Following the end of the UK's transition period on 31 December 2020, which ended previous exposures associated with the prolonged uncertainty around the terms of exit, the Group risk register no longer captures Brexit as a stand-alone risk. Any ongoing potential impacts or factors associated with Brexit are reflected as part of broader Group risks around supply chain and economic uncertainty.
Common industry-wide risks
In parallel with those principal and emerging risks identified and managed by the Group, Balfour Beatty faces significant risks and uncertainties that are prevalent to many companies - including financial and treasury, communications and marketing, regulatory reporting, information management, business continuity and disaster recovery, and general hazard risks.
2) Related party transactions
Joint ventures and associates
The Group has contracted with, provided services to, and received management fees from, certain joint ventures and associates amounting to GBP345m (2019: GBP334m). These transactions occurred in the normal course of business at market rates and terms. In addition, the Group procured equipment and labour on behalf of certain joint ventures and associates which were recharged at cost with no mark-up. The amounts due from or to joint ventures and associates at the reporting date are disclosed in Notes 24 and 25 respectively.
Transactions with non-Group members
The Group also entered into transactions and had amounts outstanding with related parties which are not members of the Group as set out below. These companies were related parties as they are or were controlled or jointly controlled by a non-executive director of Balfour Beatty plc.
2020 2019 GBPm GBPm ------------------------------- ----- ----- Sale of goods and services Anglian Water Group Ltd(+) 5 19 URENCO Ltd - 2 Purchase of goods and services Anchor QEA, LLC 1 - ------------------------------- ----- -----
+ Anglian Water Group Ltd ceased to be a related party of the Group on 31 March 2020 following the retirement of Stephen Billingham as chairman from the board of Anglian Water. The sales of goods and services to Anglian Water Group Ltd represents the sales carried out in periods up until his retirement.
All transactions with these related parties were conducted on normal commercial terms, equivalent to those conducted with external parties. At 31 December 2020, there were no amounts owed by or to these related parties (2019: GBPnil) and no guarantees have been given or received and no expense has been recognised in either year for bad or doubtful debts in respect of amounts owed by related parties.
Compensation of key management personnel of the Company
2020 2019 GBPm GBPm --------------------- ----- ----- Short-term benefits 2.610 3.034 Share-based payments 1.278 1.314 --------------------- ----- ----- 3.888 4.348 --------------------- ----- -----
Key management personnel comprise the executive Directors who are directly responsible for the Group's activities and the non-executive Directors. The compensation included above is in respect of the period of the year during which the individuals were Directors. Further details of Directors' emoluments, post-employment benefits and interests are set out in the Remuneration report on pages 134 to 150.
3) Statement of Directors' responsibilities
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 international accounting standards in conformity with the requirements of the Companies Act 2006 and applicable law and have elected to prepare the parent Company financial statements in accordance with UK accounting standards and applicable law, 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 the Group's 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 estimates that are reasonable, relevant, reliable and prudent;
-- for the Group financial statements, state whether they have been prepared in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006 and, as regards the Group financial statements, International Financial Reporting Standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union (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;
-- assess the Group and parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and
-- use the going concern basis of accounting unless they either intend to liquidate the Group or the parent Company or to cease operations or have no realistic alternative but to do so.
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 are responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and 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 complies 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.
Balfour Beatty plc's Legal Entity Identifier is CT4UIJ3TUKGYYHMENQ17.
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