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CKN Clarkson Plc

3,960.00
-35.00 (-0.88%)
26 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Clarkson Plc LSE:CKN London Ordinary Share GB0002018363 ORD 25P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  -35.00 -0.88% 3,960.00 3,975.00 3,990.00 4,085.00 3,945.00 4,085.00 40,721 16:35:23
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Trans Eq, Ex Motor Veh-whsl 639.4M 83.8M 2.7270 14.59 1.22B

Clarkson PLC Annual Report and Notice of AGM (0594V)

03/04/2019 5:58pm

UK Regulatory


Clarkson (LSE:CKN)
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From Apr 2019 to Apr 2024

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TIDMCKN

RNS Number : 0594V

Clarkson PLC

03 April 2019

CLARKSON PLC

(the "Company" or "Clarksons")

3 April 2019

Annual Report for the year ended 31 December 2018

and Notice of AGM

The Company announces that, pursuant to Listing Rule 9.6.1, the documents listed below have been submitted to the UK Listing Authority and will shortly be available for inspection through the National Storage Mechanism at: http://www.morningstar.co.uk/uk/NSM

   -     2018 Annual Report 
   -     Notice of 2019 Annual General Meeting 
   -     Form of Proxy 
   -     Form of Direction 

The mailing to shareholders of the documents mentioned above has commenced and the 2018 Annual Report and the Notice of 2019 Annual General Meeting will shortly be available to view on the Company's website at: https://www.clarksons.com/investors/

The Company's 2019 Annual General Meeting will be held at 12pm on Thursday 9 May 2019 at Commodity Quay, St. Katharine Docks, London E1W 1BF.

The information set out below should be read in conjunction with the Company's full year results announcement issued on 11 March 2019. Together these constitute the material required by DTR 6.3 to be communicated to the media in full unedited text through a Regulatory Information Service. This material is not a substitute for reading the Company's 2018 Annual Report. Page references in the text below refer to page numbers in the 2018 Annual Report.

For further details contact:

Clarkson PLC

Rachel Spencer, Group Company Secretary

Tel: +44(0) 20 7334 0000

Camarco

Billy Clegg

Jennifer Renwick

Tel: +44(0) 20 3757 4983 / 4994

About Clarkson PLC

Clarkson PLC is the world's leading provider of integrated services and investment banking capabilities to the shipping and offshore markets, facilitating global trade.

Founded in 1852, Clarksons offers its diverse and growing client base an unrivalled range of shipbroking services, sector research, on-hand logistical support and full investment banking capabilities in all key shipping and offshore sectors.

The Company has delivered 15 years of consecutive dividend growth. The highly cash generative nature of the business, supported by a strong balance sheet, has enabled Clarksons to continue to invest to position the business to capitalise on the upturn in its markets.

Clarksons is listed on the main market of the London Stock Exchange under the ticker CKN and is a member of the FTSE 250 Index.

For more information, visit www.clarksons.com.

Principal risks and uncertainties

The principal risks which may impact the Group's ability to execute its strategic objectives have not changed since 2017.

The principal risks that follow, whilst not exhaustive nor in any order of priority, are those which we believe could have the greatest impact on our business and have been the subject of debate at Board and Audit Committee meetings. The Board regularly reviews these risks in the knowledge that currently unknown, non-existent or immaterial risks could turn out to be significant in the future, and confirms that a robust assessment has been performed.

 
 Principal          Description        Controls/          Activities                     Link to 
  risk                                  mitigating         in 2018                        strategic 
                                        factors                                           objective 
 Failure            Due to the         Frequent           We have            ICON        Growth          See more 
  to achieve        size and            communication     continued           Stable                      on our 
  strategic         international       between           to focus            arrow                       strategic 
  objectives        coverage            Executive         on delivery                                     objectives 
                    of the Group,       Directors,        of our strategy                                 on pages 
                    there is            global Managing   through 'best                                   28 to 
                    a risk that         Directors         in class'                                       29. 
                    our objectives      and staff         service in 
                    are not             means we          challenged 
                    communicated        can react         markets. 
                    effectively         swiftly           We have closely 
                    throughout          to changes        and continuously 
                    the                 in the market     monitored 
                    organisation.       which could       developments 
                    We risk             impact our        in our industry. 
                    entering            strategic         We engaged 
                    into business       objectives.       with our 
                    areas in            Quarterly         clients to 
                    which we            divisional        ensure we 
                    have no             reviews           understand 
                    expertise,          of risks,         their needs 
                    compromising        operating         and priorities 
                    our strategy,       and financial     and deliver 
                    draining            performance       beyond their 
                    our resources       with Managing     expectations. 
                    from the            Directors. 
                    rest of             Daily review 
                    the business        of real-time 
                    for what            financial 
                    could               information. 
                    potentially 
                    be an 
                    unsuccessful 
                    venture. 
 
                    There is 
                    also the 
                    risk that 
                    our strategy 
                    does not 
                    deliver 
                    the required 
                    and expected 
                    outcomes 
                    for 
                    stakeholders. 
                   -----------------  -----------------  -----------------  ----------  --------------  -------------- 
 Changes            There is           We monitor         We continued       ICON        Understanding 
  in the            a risk that         and develop       to invest           Stable 
  broking           we do not           technological     in developing       arrow 
  industry          take advantage      applications      sophisticated 
                    of, or are          which will        technological 
                    overtaken           impact the        tools to 
                    by, changes         broking           enhance our 
                    in our industry.    industry.         service offering 
                    This could          We regularly      to our clients 
                    lead to             review our        and to future 
                    loss of             clients'          proof our 
                    market share,       broking           business. 
                    loss of             requirements. 
                    revenue 
                    and reputational 
                    damage. 
                   -----------------  -----------------  -----------------  ----------  --------------  -------------- 
 Economic           Changes            We are not         Our results        ICON        Growth          See more 
  factors           in world           dependent          show the            Stable                      on our 
                    trade, global      on any one         robustness          arrow                       markets 
                    GDP and            country's          of our strategy                                 on pages 
                    other general      economy            and business                                    18 to 
                    economic           as our             model against                                   23. 
                    fluctuations       operations         volatility 
                    impact the         and clients        in our markets, 
                    demand for         are located        particularly 
                    ships. The         in all major       those affected 
                    actions            maritime           by falling 
                    of owners          and trade          commodity 
                    and financiers     centres            prices. 
                    have a direct      globally.          We continue 
                    impact on          Our business       to monitor 
                    the supply         model is           Brexit 
                    side of            built on           developments 
                    our business.      the ability        closely. 
                                       to deal 
                    Supply/demand      with downturns 
                    imbalances         and remain 
                    cause              profitable. 
                    fluctuations       Our variable 
                    in freight         remuneration 
                    rates. If          schemes, 
                    freight            being 
                    rates, volumes     profit-related, 
                    or asset           mean that 
                    prices fall,       overheads 
                    the commission     react to 
                    that we            swings in 
                    receive            asset values 
                    on any deal        and freight 
                    would also         rates. 
                    fall.              We have 
                                       the resources 
                    The scheduled      and support 
                    departure          available 
                    of the UK          to open 
                    from the           offices 
                    EU in March        in new 
                    2019 is            locations, 
                    creating           mitigating 
                    uncertainties      the reliance 
                    surrounding        on regional 
                    global economic    performance. 
                    impacts.           Our broad 
                                       product 
                                       offering, 
                                       manned with 
                                       experts 
                                       in their 
                                       fields, 
                                       means we 
                                       are in the 
                                       best position 
                                       to find 
                                       new 
                                       opportunities 
                                       in volatile 
                                       market 
                                       conditions 
                                       and able 
                                       to take 
                                       advantage 
                                       of market 
                                       turnarounds. 
                                       We review 
                                       the performance 
                                       of each 
                                       office and 
                                       product 
                                       line on 
                                       a monthly 
                                       basis. 
                                       We do not 
                                       believe 
                                       that our 
                                       businesses 
                                       will be 
                                       materially 
                                       affected 
                                       by Brexit, 
                                       other than 
                                       any impact 
                                       arising 
                                       from movements 
                                       in the foreign 
                                       exchange 
                                       rates. 
                   -----------------  -----------------  -----------------  ----------  --------------  -------------- 
 Cyber              Financial          IT processes       We continued       ICON        Trust 
  risk and          loss,              include            to invest           Up arrow 
  data security     reputational       regular            significantly 
                    damage or          penetration        in enhanced 
                    operational        testing,           security 
                    disruption         anti-virus         policies 
                    resulting          and firewall       and measures, 
                    from a major       software,          people and 
                    breach in          quarterly          resources 
                    the                network            dedicated 
                    confidentiality,   vulnerability      to the 
                    integrity          scans, frequent    prevention 
                    or availability    password           of cyber 
                    of our IT          changes            crime. 
                    systems            including 
                    and data.          complexity 
                                       requirements, 
                    A breach           email 
                    could be           authentication 
                    caused by          and strict 
                    an insider,        procedures 
                    an external        on granting 
                    party,             and removing 
                    inadequate         access. 
                    physical           Operational 
                    security,          processes 
                    insecure           include 
                    software           segregation 
                    development        of duties, 
                    or inadequate      business 
                    supply chain       continuity 
                    management.        planning 
                                       and regular 
                                       training. 
                   -----------------  -----------------  -----------------  ----------  --------------  -------------- 
 Loss of            Losing key         We offer           We continued       ICON        People          See more 
  key personnel     personnel          competitive        to make             Stable                      on our 
                    may impair         remuneration       strategic           arrow                       people 
                    our coverage       and an excellent   hires.                                          on page 
                    of a particular    working            We monitor                                      33. 
                    line of            environment        staff turnover 
                    business           to help            and staff 
                    as our success     us to retain       absenteeism 
                    depends            staff.             in order 
                    on the             Appraisals         to understand 
                    experience,        enable us          the reasons 
                    reputation         to track           behind such 
                    and performance    progress           activity. 
                    of our             and discuss        A number 
                    specialist         career             of employees 
                    teams across       development.       transferred 
                    the Group.         Employment         locations 
                                       contracts          within the 
                                       include            Clarksons 
                                       restrictive        Group, 
                                       covenants,         accommodating 
                                       appropriate        both the 
                                       notice periods     employees' 
                                       and gardening      and the Group's 
                                       leave provisions   needs. 
                                       to prevent 
                                       the loss 
                                       of key 
                                       information. 
                                       Teamwork 
                                       is encouraged 
                                       across the 
                                       Group. 
                                       We invest 
                                       in our teams 
                                       through 
                                       training 
                                       and promote 
                                       further 
                                       learning 
                                       through 
                                       lectures 
                                       and encouraging 
                                       personal 
                                       study. 
                                       Succession 
                                       planning 
                                       and 
                                       documentation 
                                       of key 
                                       procedures 
                                       help minimise 
                                       any impact 
                                       of losing 
                                       personnel. 
                   -----------------  -----------------  -----------------  ----------  --------------  -------------- 
 Employee           Accidental         Strict             We continue        ICON        People 
  misuse             or deliberate     procedures         to invest           Stable 
  of confidential    disclosure        for leavers        in staff            arrow 
  information        of confidential   to ensure          training 
                     information       no data            and our 
                     could have        can be removed     commitment 
                     a significant     from the           to operating 
                     reputational      premises.          an ethical 
                     and financial     Employment         work environment 
                     impact.           contracts          in order 
                                       include            to promote 
                                       confidentiality    high standards, 
                                       and non-compete    consistency 
                                       clauses.           and a unified 
                                       Investment         approach. 
                                       in compliance, 
                                       quality 
                                       assurance 
                                       and legal 
                                       functions 
                                       to ensure 
                                       best practice 
                                       is consistently 
                                       applied 
                                       throughout 
                                       the Group. 
                   -----------------  -----------------  -----------------  ----------  --------------  -------------- 
 Adverse            The Group          The Group          We continued       ICON        Growth          See more 
  movements          can be exposed     hedges currency   to apply            Stable                      on our 
  in foreign         to adverse         exposure          our hedging         arrow                       financial 
  exchange           movements          through           strategy                                        risk 
                     in foreign         forward           consistently                                    management 
                     exchange           sales of          and, as at                                      objectives 
                     as our revenue     US dollar         31 December                                     and policies 
                     is mainly          revenues.         2018, the                                       note 
                     denominated        We also           Group had                                       on page 
                     in US dollars      sell US           hedges in                                       169. 
                     and the            dollars           place for 
                     majority           on the spot       2019 and 
                     of expenses        market to         2020 of US$40m 
                     are denominated    meet local        and US$20m 
                     in local           currency          respectively, 
                     currencies.        expenditure       being a 
                                        requirements.     proportion 
                                        We continually    of US dollar 
                                        assess rates      anticipated 
                                        of exchange,      revenue. 
                                        non-sterling 
                                        balances 
                                        and asset 
                                        exposures 
                                        by currency. 
                   -----------------  -----------------  -----------------  ----------  --------------  -------------- 
 Financial          Uncertainty        We regularly       We continued       ICON        Understanding   See more 
  loss arising       in our markets    monitor             to provide         Stable                      on our 
  from a             continues         global client       for doubtful       arrow                       trade 
  failure            to affect         debt levels         debts on                                       receivables 
  of a client        the amount        using               a prudent                                      note 
  to meet            of debt           information         basis.                                         on pages 
  its obligations    that may          from a range        There were                                     159 to 
                     be recoverable.   of sources.         no unexpected                                  160. 
                     Furthermore,      Provisions          losses arising 
                     any forward       are based           from a client 
                     order book        on ageing           failure during 
                     values may        of balances,        the year. 
                     have to           disputes 
                     be written        or doubts 
                     off, thereby      over 
                     impacting         recoverability. 
                     future income 
                     as well 
                     as existing 
                     booked income. 
                   -----------------  -----------------  -----------------  ----------  --------------  -------------- 
 

Directors' responsibilities statement

The Directors are responsible for preparing the annual report and the financial statements in accordance with applicable law and regulation.

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have prepared the consolidated Group and Parent Company financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union. 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 profit or loss of the Group and Parent Company for that period. In preparing the financial statements, the Directors are required to:

   -     select suitable accounting policies and then apply them consistently; 

- state whether applicable IFRSs as adopted by the European Union have been followed for the consolidated Group and Parent Company financial statements, subject to any material departures disclosed and explained in the financial statements;

   -     make judgements and accounting estimates that are reasonable and prudent; and 

- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and Parent Company will continue in business.

The Directors are also responsible for safeguarding the assets of the Group and Parent Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Group and Parent Company's transactions and disclose with reasonable accuracy at any time the financial position of the Group and Parent Company and enable them to ensure that the financial statements and the Directors' remuneration report comply with the Companies Act 2006 and, as regards the Group financial statements, Article 4 of the IAS Regulation.

The Directors are responsible for the maintenance and integrity of the Parent Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

Directors' confirmations

The Directors consider that the annual report, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Group and Parent Company's position and performance, business model and strategy.

Each of the Directors, whose names and functions are listed in this annual report confirm that, to the best of their knowledge:

- the consolidated Group and Parent Company financial statements, which have been prepared in accordance with IFRSs as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position and profit of the Group and loss of the Parent Company; and

- the strategic report includes a fair review of the development and performance of the business and the position of the Group and Parent Company, together with a description of the principal risks and uncertainties that they face.

In the case of each Director in office at the date the Directors' report is approved:

- so far as the Director is aware, there is no relevant audit information of which the Group's and Parent Company's Auditors are unaware; and

- they have 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 Group and Parent Company's Auditors are aware of that information.

On behalf of the Board:

Bill Thomas

Chair

8 March 2019

Related parties transactions

26 Related party transactions

As in 2017, the Group did not enter into any related party transactions during the year, except as noted below.

Compensation of key management personnel (including Directors)

There were no key management personnel in the Group apart from the Clarkson PLC Directors. Details of their compensation are set out below.

 
                                2018   2017 
                                GBPm   GBPm 
=============================  =====  ===== 
Short-term employee benefits     4.8    5.9 
-----------------------------  -----  ----- 
Post-employment benefits         0.1    0.1 
-----------------------------  -----  ----- 
Share-based payments             0.5    0.7 
=============================  =====  ===== 
                                 5.4    6.7 
=============================  =====  ===== 
 

Full remuneration details are provided in the Directors' remuneration report on pages 108 to 123.

S Related party transactions

During the year, the Company entered into transactions, in the ordinary course of business, with related parties.

Transactions with subsidiaries during the year were as follows:

 
                           2018   2017 
                           GBPm   GBPm 
========================  =====  ===== 
Management fees charged     3.1    3.1 
------------------------  -----  ----- 
Rent receivable             5.1    4.3 
------------------------  -----  ----- 
Dividends received          0.7   34.9 
========================  =====  ===== 
 

Balances with subsidiaries at 31 December were as follows:

 
                                   2018   2017 
                                   GBPm   GBPm 
================================  =====  ===== 
Amounts owed by related parties    17.3   40.7 
--------------------------------  -----  ----- 
Amounts owed to related parties   (1.8)  (7.7) 
--------------------------------  -----  ----- 
Deferred income                   (1.2)      - 
================================  =====  ===== 
 

There were no terms or conditions attached to these balances.

Compensation of key management personnel (including Directors)

There were no key management personnel in the Company apart from the Clarkson PLC Directors. Details of their compensation are set out in note 26 to the consolidated financial statements.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

MSCSSAFMDFUSELL

(END) Dow Jones Newswires

April 03, 2019 12:58 ET (16:58 GMT)

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