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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Mediclinic International Plc | LSE:MDC | London | Ordinary Share | GB00B8HX8Z88 | ORD 10P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 501.00 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
TIDMMDC
RNS Number : 7063B
Mediclinic International PLC
21 June 2016
Mediclinic International plc
(Incorporated in England and Wales)
Company Number: 08338604
LSE Share Code: MDC
JSE Share Code: MEI
NSX Share Code: MEP
ISIN: GB00B8HX8Z88
21 June 2016
POSTING OF ANNUAL REPORT AND FINANCIAL STATEMENTS, NOTICE OF ANNUAL GENERAL MEETING AND PROXY FORM
Mediclinic International plc (the "Company") has today posted to shareholders its Annual Report and Financial Statements in respect of the financial year ended 31 March 2016 ("2016 Annual Report"), as well as the Notice of Annual General Meeting and Form of Proxy in relation to the Company's annual general meeting to be held on Wednesday, 20 July 2016 at the Rosewood London Hotel, 252 High Holborn, London, WC1V 7EN at 15:00 (UK time).
In accordance with Listing Rule 9.6.1, the above documents will be submitted to the UK Listing Authority via a National Storage Mechanism and will shortly be available to the public for inspection at www.morningstar.co.uk/NSM
The documents are also available on the Company's website at www.mediclinic.com.
The Company released its preliminary results on 25 May 2016 (RNS No. 1973Z), and this announcement should be read in conjunction with this. The financial information contained in the preliminary results announcement does not constitute the Company's statutory accounts for the years ended 2015 and 2016 but is derived from those accounts. Statutory accounts for 2016 will be delivered to the Registrar of Companies in due course. The Auditors have reported on those accounts; their report was (i) unqualified, (ii) did not include a reference to any matters to which the Auditors drew attention by way of emphasis without qualifying their report and (ii) did not contain a statement under Section 498(2) or (3) of the Companies Act 2006. The text of the Auditors' report can be found in the Company's full Annual Report and Financial Statements on the Company's website.
Registered address: 1st Floor, 40 Dukes Place, London, EC3A 7NH, United Kingdom
Website: www.mediclinic.com
JSE sponsor: Rand Merchant Bank (A division of FirstRand Bank Limited)
NSX sponsor: Simonis Storm Securities (Pty) Ltd
Enquiries:
Victoria Dalby
Capita Company Secretarial Services Limited
+44 (0)207 954 9600
Victoria Geoghegan/Liz Morley/Nick Lambert/Aarti Iyer
Bell Pottinger
+44 (0)203 772 2468
APPICES
The following appendices should be read in conjunction with, and not as a substitute for, reading the full 2016 Annual Report. Take note that references and definitions in the text below are as in the 2016 Annual Report.
APPIX A: PRINCIPAL RISKS
The Company's principal risks are detailed below. For further information on the risks for the financial year ended 31 March 2016 please refer to the 2016 Annual Report.
PRINCIPAL DESCRIPTION OF RISK MITIGATION OF RISK RISK -------------- ------------------------------------------------------------ ------------------------------------------------------------ Regulatory Adverse changes in risk laws and regulations * Proactive engagement strategies with stakeholders impacting on the Group or the failure to comply with laws * Health policy units created to conduct research and, and regulations which provide strategic input into, reform processes may result in losses, fines, prosecution or damage to reputation. * Active industry participation across all platforms The risk also includes ethical and governance * Company secretarial and/or legal departments support risks that refer operational management, monitor regulatory to unexpected negative developments and, where necessary, obtain expert consequences of unethical legal advice for the effective implementation of actions or the failure compliance initiatives of the control and oversight mechanisms which were designed * Compliance risks identified and assessed as part of and implemented to departmental risk registers uphold the ethical standards and controls of the Group. * Visible ethical leadership * Monitoring and investigation of incidents reported on the Ethics line * Board level oversight -------------- ------------------------------------------------------------ ------------------------------------------------------------ Competition The risk relating to the uncertainty * Proactive monitoring created by the existence of competitors or the emergence of * Strategic planning processes new competitors with their own strategies. * Quality and value of care processes -------------- ------------------------------------------------------------ ------------------------------------------------------------ Business The increased financial investment exposure relating * Strategic planning processes and to major strategic acquisition business investments risks and acquisitions. * Due diligence processes During the last financial year, Mediclinic made strategic investments * Investment mandates in Spire Healthcare, as well as acquired the Al Noor Hospitals * Board oversight Group. * Post-acquisition management processes -------------- ------------------------------------------------------------ ------------------------------------------------------------ Economic The downturn in the and business general economic * Systems to monitor developments in the economic and environment and business environment, business environment of trends and early warning including all those indicators factors that affect a company's operations, customers, competitors, * Proactive monitoring and negotiation by Group's stakeholders, suppliers Funder Relations Departments and industry trends. The business environment risk includes the * Focus on quality and continuum of care to reinforce power of funders company position and the potential negative impact on tariffs and fees resulting from the shift of the relative negotiating power towards funders, away from healthcare service providers. -------------- ------------------------------------------------------------ ------------------------------------------------------------ Operational Operational risk and credit refers to various * Preservation of a sound internal financial control risks types of operational environment events with a potential for financial loss. * Effective risk management processes Credit risk is the risk of loss due to a funder's inability * Extensive combined assurance processes to pay the outstanding balance owing, default by banks and/or other * Monitoring of operations through KPI's deposit-taking institutions, or the inability to recover outstanding * Continuous enhancement of operational efficiency and amounts due from cost reduction the patient.
* Regulated minimum solvency requirements for funders. * Monitoring of approved funders * Treasury policy * Board level oversight -------------- ------------------------------------------------------------ ------------------------------------------------------------ Availability The cost, terms and and cost availability of capital * Long-term planning of capital requirements and of capital to finance strategic cash-flow forecasting (Including expansion opportunities financing and/or the refinancing and liquidity or restructuring * Scrutiny of cash-generating capacity within the Group risk) of existing debt which has been affected by prevailing capital * Proactive and long-term agreements with banks and market conditions. other funders relating to funding facilities The impact of negative interest rates currently * Monitoring of compliance with requirements of debt prevalent in Switzerland. covenants * Further details on capital risk management and the Group's borrowings are contained in the annual financial statements -------------- ------------------------------------------------------------ ------------------------------------------------------------ Clinical All clinical risks risks associated with the * Refer to the Clinical Services Report for a detailed provision of clinical analysis of the strategies to manage and monitor care resulting in clinical risks undesirable clinical care or clinical outcomes. * A group-wide clinical risk register implemented per platform The risks include a pandemic and disease outbreak: A pandemic * Accreditation processes is an epidemic of infectious disease that is spreading * Clinical governance processes through human populations across a large region. Disease outbreak * Monitoring of clinical performance indicators involves highly infectious diseases with a high mortality rate. * Implementation of comprehensive processes for infection control and prevention Such risks may also result in damage to the Mediclinic * Marketing and communication strategies brand equity. Brand equity refers to the value of the * Focus on quality management processes Group's brand names. * Stakeholder engagement and disclosure strategies -------------- ------------------------------------------------------------ ------------------------------------------------------------ Information Information systems systems security risk (including * Comprehensive IT logical access, change and physical security cyber risk) relates access controls and to the unauthorised availability access to information risk systems, failure * Disaster recovery planning of data integrity and confidentiality. Availability risk * System design and architecture relates to the instances where systems are not available for * Group ICT security committee use by its intended users. A risk which is closely * Experienced project management team associated with Information Systems risk is project delivery. Project * Proactive monitoring and oversight Delivery risk refers to issues or occurrences that may potentially * Reallocation of tasks and resources interfere with successful completion of projects, including its scope, timeliness and appropriateness of delivery. -------------- ------------------------------------------------------------ ------------------------------------------------------------ Quality The risk refers to and stability the quality of service * Patient satisfaction surveys (both internal and of and the stability external) operational of the operations. services It includes but is not limited to: * Complaints monitoring * Incidents of poor service or incidents where operational management fail to respond effectively to complaints. * Training programmes * Operational interruptions which refers to any * Supervision of service levels disruption of the facility and may include the threat of disrupted power or water supply. * Emergency backup power generation * Fire and allied perils causing damage or business interruption. * Emergency planning * Plans to deal with disasters * Extensive fire-fighting and detection systems, including comprehensive maintenance processes. * Comprehensive insurance to deal with financial impact of potential disasters -------------- ------------------------------------------------------------ ------------------------------------------------------------ Availability, The availability recruitment and support of admitting * Monitoring of doctor satisfaction, movement and and retention doctors, whether doctors' profiles of skilled independent or employed, resources are critical to the and medical services the Group * Details on the relationship with doctors provided in practitioners provides. the Sustainable Development Report. There is a shortage of skilled labour, * The employment, recruitment and retention strategies particularly a shortage explained in the Sustainable Development Report. of qualified and experienced nursing staff in Southern * Extensive training and skills development programme, Africa. and foreign recruitment program, further explained in the Sustainable Development Report. -------------- ------------------------------------------------------------ ------------------------------------------------------------
APPIX B: RELATED-PARTY TRANSACTIONS
The following description of related-party transactions involving the Company and its subsidiaries during the financial year ended 31 March 2016 is extracted from page 200 of the 2016 Annual Report and is repeated in this announcement solely for the purpose of complying with DTR 6.3.5:
GROUP ------ --------------------------------------------- -------------------- 2016 (Restated) GBP'm 2015 GBP'm ------ --------------------------------------------- ------- ----------- 33. RELATED-PARTY TRANSACTIONS Remgro Limited owns, through various subsidiaries (Remgro Healthcare Holdings (Pty) Ltd, Remgro Health Limited and Remgro Jersey GBP Limited) 44.56% (2015:41.35%) of the Company's issued share capital. ------ --------------------------------------------- ------- ----------- The following transactions were carried out with related third parties: ------ --------------------------------------------- ------- ----------- i) Transactions with shareholders ------ --------------------------------------------- ------- ----------- Share subscription - Remgro Group and its subsidiaries 600 - In addition to the share subscription (February 2016), Remgro also participated in the Rights Offer (August 2015). Remgro Management Services Limited (subsidiary of Remgro Limited) - Managerial and administration fees* - Internal audit services* - Management fee relating to the - - acquisition of equity investment (Spire Healthcare Group plc) - Underwriting fees in respect - - of the rights offer 2 - 4 - ------ --------------------------------------------- ------- ----------- Balance due to - - ------ --------------------------------------------- ------- ----------- V&R Management Services AG (subsidiary of Remgro Limited) - - - Administration fees* ------ --------------------------------------------- ------- ----------- Acquisition of equity investment (Spire Healthcare Group plc) - During the period under review, Mediclinic International Limited and Remgro Limited jointly negotiated the terms of the transaction to acquire an equity investment in Spire Healthcare Group plc with the seller. Refer to note 29 for additional information. ------ --------------------------------------------- ------- ----------- ii) Key management compensation ------ --------------------------------------------- ------- ----------- Key management includes the directors (executive and non-executive) and members of the Executive Committee. ------ --------------------------------------------- ------- ----------- Salaries and other short term benefits 4 3 - Short-term benefits 4 3 - Post-employment benefits* - - - Share-based payment - - ---------------------------------------------------- ------- ----------- iii) Transactions with associates ------ --------------------------------------------- ------- ----------- Zentrallabor Zürich (ZLZ) - Fees earned (1) (1) - Purchases 7 7 ---------------------------------------------------- ------- ----------- Spire Healthcare Group plc - Non-executive director fee* - n/a ---------------------------------------------------- ------- ----------- *Amount is less than GBP0.5m. ---------------------------------------------------- ------- -----------
APPENDIX C: DIRECTORS' RESPONSIBILITY STATEMENT
The consolidated financial statements are prepared in accordance with International Financial Reporting Standards as adopted by the European Union and are based on appropriate accounting policies consistently applied and supported by reasonable and prudent judgements and estimates.
The directors are responsible for preparing the annual financial statements in accordance with applicable law and regulations.
Company law requires the directors to prepare financial statements for each financial year. Under that law the directors have prepared the group and parent company financial statements in accordance with 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 the company and of the profit or loss of the company and group for that period. In preparing these financial statements, the directors are required to:
-- select suitable accounting policies and then apply them consistently;
-- make judgements and accounting estimates that are reasonable and prudent;
-- state whether applicable IFRSs, as adopted by the European Union, have been followed, subject to any material departures disclosed and explained in the financial statements;
-- prepare the financial statements on the going concern basis, unless it is inappropriate to presume that the company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and the Group and enable them to ensure that the financial statements and the Directors' Remuneration Report comply with the Companies Act 2006 and, as regards the Group financial statements, Article 4 of the IAS Regulation. They are also responsible for safeguarding the assets of the Company and the Group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The directors are responsible for the maintenance and integrity of the Company's website. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
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 Company's position, performance, business model and strategy.
The directors confirm that, to the best of their knowledge:
-- the Group financial statements, which have been prepared in accordance with IFRSs as adopted by the EU, give a true and fair view of the assets, liabilities, financial position and profit of the Group; and
-- the Directors' Report, Risk Management Report (including Viability Statement), Financial Review and Divisional Reviews contained in the Annual Report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal risks and uncertainties that it faces.
The consolidated financial statements have been prepared on a going concern basis and the directors believe that the Group will continue to be in operation in the foreseeable future.
The consolidated financial statements set out in the Annual Report and Financial Statements have been approved by the Board of Directors and are signed on their behalf by:
Danie Meintjes Craig Tingle Director Director
London
25 May 2016
This information is provided by RNS
The company news service from the London Stock Exchange
END
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June 21, 2016 04:00 ET (08:00 GMT)
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