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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 |
From Apr 2021 to Apr 2024
TIDMMDC
RNS Number : 4462C
Mediclinic International plc
18 June 2021
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
LEI: 2138002S5BSBIZTD5I60
("Mediclinic", or the "Company", or the "Group")
18 June 2021
POSTING OF ANNUAL REPORT AND FINANCIAL STATEMENTS,
NOTICE OF ANNUAL GENERAL MEETING AND PROXY FORM
Mediclinic announces that its Annual Report and Financial Statements in respect of the financial year ended 31 March 2021 ("2021 Annual Report") and notice of the Company's 2021 annual general meeting ("AGM") (the "Notice") are being published today on the Company's website.
The 2021 Annual Report, together with the Group's 2021 Clinical Services and Sustainable Development Reports, are being made available on the Group's annual reporting website at: annualreport.mediclinic.com ; the Notice at: investor.mediclinic.com/shareholder-centre/shareholder-meetings .
In accordance with Listing Rule 9.6.1, the 2021 Annual Report and the Notice are also being submitted to the National Storage Mechanism and will shortly be available for inspection there at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism .
Shareholders who elected to receive shareholder information electronically are being noti ed that these documents are available on the Company's website and hard copies of the documents are being posted today to shareholders who elected to receive shareholder information in hard copy.
In accordance with DTR 6.3.5 of the FCA's Disclosure Guidance and Transparency Rules, additional information is set out in the appendix to this announcement. The information in the appendix is extracted from the 2021 Annual Report and should be read in conjunction with the Company's preliminary results announcement issued on 26 May 2021 (RNS number 8045Z). Together, these constitute the information required by DTR 6.3.5 to be communicated in full unedited text through a Regulatory Information Service. This material is not a substitute for reading the full 2021 Annual Report.
Arrangements for the AGM and Shareholder Event
The AGM will be held on Tuesday, 27 July 2021 at 15:00 BST at Rosewood London Hotel, 252 High Holborn, London, WC1V 7EN, United Kingdom ("UK"). Due to continued uncertainty regarding the UK Government's restrictions on large indoor public events and travel, as well as the higher potential COVID-19 transmission risk of indoor events, the AGM will be scaled back.
It is expected to be purely functional, principally putting the resolutions to shareholders and calling the poll. Shareholders and corporate representatives are strongly encouraged not to attend in person and not to appoint any proxy other than the chair of the AGM to attend.
However, to ensure that all shareholders have the opportunity to engage with the Board before submitting their proxy votes, there will be a live online shareholder engagement event on Monday, 19 July 2021 at 14:00 (BST). Further information can be found in the notice of AGM.
Mediclinic will continue to closely monitor the latest COVID-19 legislation and guidance issued by the UK Government. The Company will notify shareholders as soon as reasonably practicable of any proposed changes to the arrangements for the AGM through an announcement to the London Stock Exchange ("LSE") and JSE and on investor.mediclinic.com/events/event-details/2021-agm .
In compliance with JSE requirements, for shareholders on the South African Branch Register: (i) the record date for the purpose of determining which shareholders are entitled to participate in and vote at the AGM is Friday, 23 July 2021; and (ii) the last day to trade in the Company's shares in order to be recorded as a shareholder by the voting record date is therefore Tuesday, 20 July 2021.
About Mediclinic International plc
Mediclinic is a diversified international private healthcare services group, established in South Africa in 1983, with divisions in Switzerland, Southern Africa (South Africa and Namibia) and the United Arab Emirates ("UAE").
The Group's core purpose is to enhance the quality of life.
Its vision is to be the partner of choice that people trust for all their healthcare needs.
Mediclinic is focused on providing specialist-orientated, multi-disciplinary services across the continuum of care in such a way that the Group will be regarded as the most respected and trusted provider of healthcare services by patients, medical practitioners, funders and regulators of healthcare in each of its markets.
At 31 March 2021, Mediclinic comprised 74 hospitals, five subacute hospitals, two mental health facilities, 18 day case clinics and 18 outpatient clinics. Hirslanden operated 17 hospitals and four day case clinics in Switzerland with more than 1 900 inpatient beds; Mediclinic Southern Africa operations included 50 hospitals (three of which in Namibia), five sub-acute hospitals, two mental health facilities and 12 day case clinics (four of which operated by Intercare) across South Africa, and around 8 600 inpatient beds; and Mediclinic Middle East operated seven hospitals, two day case clinics and 18 outpatient clinics with more than 900 inpatient beds in the UAE. In addition, under management contracts, Mediclinic Middle East operates one hospital in Abu Dhabi and will open a 200-bed hospital in the Kingdom of Saudi Arabia in mid-2022.
The Company's primary listing is on the LSE in the UK, with secondary listings on the JSE in South Africa and the Namibian Stock Exchange in Namibia.
Mediclinic also holds a 29.9% interest in Spire Healthcare Group plc, a leading private healthcare group based in the United Kingdom and listed on the LSE.
For further information, please contact:
Company Secretary, Link Company Matters Limited
Caroline Emmet
+44 (0)333 300 1930
Investor Relations, Mediclinic International plc
James Arnold, Head of Investor Relations
ir@mediclinic.com
+44 (0)20 3786 8181
Media queries
FTI Consulting
Ben Atwell/Ciara Martin - United Kingdom
+44 (0)20 3727 1000
Sherryn Schooling - South Africa
+27 (0)21 487 9000
Registered address: 6(th) Floor, 65 Gresham Street, London, EC2V 7NQ, United Kingdom
Website: www.mediclinic.com
Corporate broker (United Kingdom): Morgan Stanley & Co International plc and UBS Investment Bank
JSE sponsor (South Africa): Rand Merchant Bank (A division of FirstRand Bank Limited)
NSX sponsor (Namibia): Simonis Storm Securities (Pty) Ltd
APPIX
A. PRINCIPAL RISKS AND UNCERTAINTIES
The Group's principal risks and uncertainties are detailed below, as extracted from pages 98-104 of the 2021 Annual Report. For further information, please refer to the 2021 Annual Report.
1. PANDEMICS AND INFECTIOUS DISEASES Type of Owner RISK APPETITE RISK risk: Group Chief Clinical Officer Low RATING External Critical risk/Threat ------------ ---------------------------------- ------------------------------------------------------- ----------- Principal Key stakeholders Key mitigation TR Risk * Clients * Hospital and business incident response planning FY21 : A pandemic Stable occurs when FY20 : an * Employees * Central coordination of task teams and clinical Increase infectious governance The risk disease relating rapidly * Governments and authorities to the infects * Monitoring COVID-19 many people pandemic and spreads * Investors remains at to multiple * Financial scenario planning an countries elevated and * Medical practitioners level. continents. * Communication strategy Link to These risks strategy refer to * Professional societies Goal 1 the Group's Goal 2 ability to Goal 3 respond Considered in viability effectively assessment to the Yes, modelled adverse impact on potential volumes caused by COVID-19 adverse pandemic. clinical, operational and business effects caused by a pandemic or infectious disease. ------------ ---------------------------------- ------------------------------------------------------- ----------- 2. Disruptive innovation and digitalisation
Hot Features
Premium
Type of risk: OWNER RISK APPETITE RISK RATING
Strategic Group Chief Innovation Moderate to significant Critical
Officer
------------------ ---------------------------- ----------------------------------------------------------- ---------------
Principal Risk Key stakeholders Key mitigation TR
Disruptive * Clients * Dedicated Innovation function which includes digital FY21 :
innovation and transformation Increase
digitalisation FY20 :
risks incorporate * Employees Increase
the * Strategic planning processes The increased
disintermediation risk relates
and erosion * Industry partners to increased
of the Mediclinic * Proactive monitoring demand from
business model clients and
due to the impact * Investors stakeholders
of technological * Continuum of care strategy for adoption
development. It of virtual
refers * Medical practitioners solutions and
to the extent and innovation.
speed at which Link to
new technologies Considered in viability strategy
(and combinations assessment Goal 1
thereof) change No. Goal 3
and transform
industries, and
to what extent an
organisation can
exploit these
opportunities by
being responsive
and innovative,
while managing
associated risks.
------------------ ---------------------------- ----------------------------------------------------------- ---------------
3. Economic and business environment
Type of risk: OWNER RISK APPETITE RISK RATING
External Group CFO Moderate to significant High
risk/Threat
-------------- ---------------------------------- ---------------------------------------------------------- ------------
Principal Key stakeholders Key mitigation TR
Risk * Clients * Monitor developments and trends in the economic and FY21 :
These risks business environments and early warning indicators Stable
relate to the FY20 :
downturn in * Governments and authorities Increase
the general * Proactive monitoring and negotiation by the Group's The global
economic and Funder Relations functions economic
business * Healthcare insurers environment
environments and outlook
impacting * Focus on quality and continuum of care to reinforce remain
the * Investors the Group's market position uncertain.
affordability Link to
of healthcare strategy
for funders Considered in viability Goal 1
and assessment Goal 2
self-paying Yes, modelled volume reduction Goal 6
patients. and downturn in the macroeconomic
The business and business environment.
environment
risks include
the effect of
market
dynamics on
tariffs and
fees.
-------------- ---------------------------------- ---------------------------------------------------------- ------------
4. Regulatory and compliance
Type of risk: OWNER RISK APPETITE RISK RATING
External Group Chief Governance Officer Low High
risk/Threat and divisional CEOs
-------------- ---------------------------------- ---------------------------------------------------------- -------------
Principal Key stakeholders Key mitigation TR
Risk * Governments and authorities * Proactive engagement with stakeholders FY21 :
These risks Stable
relate to FY20 :
adverse * Industry partners * Health policy units created to conduct research and Increase
changes in provide strategic input into reform processes The risk
legislation remains
and * Investors stable for
regulations * Active industry participation across all divisions the period
impacting on under
the Group, * Medical practitioners review. It
or where * Company Secretarial, Legal and Compliance functions relates to
failure to support operational management, monitor regulatory the
comply with Considered in viability developments, and, where necessary, obtain expert continued
legislation assessment legal advice for the effective implementation of healthcare
and Yes, modelled reductions in compliance initiatives reform and
regulations tariffs and volumes. the
may result in introduction
losses, * Compliance risks identified and assessed as part of of new
fines, compliance management processes legislation
penalties or
or damage to regulations.
reputation. * Group's Sustainable Development Strategy addresses Link to
The Group is environmental risks (refer to page 55) strategy
also exposed Goal 1
to an Goal 2
increasing Goal 5
compliance Goal 6
monitoring
cost.
The risks
include
healthcare
reform by
regulators
aimed at
reducing the
cost of
healthcare,
broadening
the access to
quality
healthcare
and
increasing
quality
standards
monitoring by
regulators.
The Group
monitors the
emerging
risks from
climate
change in
line with
regulatory
changes
and
disclosure
requirements.
The actions
the Group is
taking to
mitigate the
impact of
climate
change, and
minimise its
impact on the
environment,
are described
on page 58.
-------------- ---------------------------------- ---------------------------------------------------------- -------------
5. Information systems security and cyberattacks
Type of risk: OWNER RISK APPETITE RISK RATING
External Group Chief Information Officer Low High
risk/Threat
--------------- ----------------------------------------- ----------------------------------------------------------- -------------
Principal Risk Key stakeholders Key mitigation TR
Information * Clients * Comprehensive information systems identity access FY21 :
systems management, change and physical access controls Stable
security and FY20 :
cyberattack * Employees and potential applicants Increase
risks relate * Regular security reviews The risk
to the relates to
unauthorised * Governments and authorities the
access to * Disaster recovery planning continued
information external
systems * Investors threat from
through * Group information security and data privacy policies cyberattacks
external or and
internal Considered in viability assessment breaches,
attack or No. * Group ICT Security Committee which has
unauthorised remained at
breaches similar
resulting in levels to
the the prior
unavailability reporting
of systems, period.
failure of Link to
data integrity strategy
and loss of Goal 1
confidential Goal 3
data. Goal 4
--------------- ----------------------------------------- ----------------------------------------------------------- -------------
6. Competition
Type of risk: OWNER RISK APPETITE RISK RATING
External risk/Threat Group CEO and divisional Moderate Medium
CEOs
--------------------- ---------------------------- ------------------------------------------ ---------------------
Principal Risk Key stakeholders Key mitigation TR
This risk relates to * Clients * Proactive monitoring FY21 : Decrease
the uncertainty FY20 : Increase
created by existing Providers in the
and/or emerging * Employees * Strategic planning processes healthcare market
competitors with remain competitive
alternative business with a slightly
models. * Healthcare insurers * Quality and value of care processes improved risk
The risk includes exposure
the outmigration of for the Group.
care (partly driven * Industry partners Link to strategy
by further Goal 1
technological Goal 2
developments) * Investors Goal 3
and the development Goal 6
of alternative care
models. * Medical practitioners
Considered in viability
assessment
Yes, modelled reductions in
volumes as well as tariffs.
--------------------- ---------------------------- ------------------------------------------ ---------------------
7. Workforce risks
T ype of risk OWNER RISK APPETITE RISK RATING
Internal Group Chief Strategy and Human Resources Low Medium
preventable Officer and divisional CEOs
risk
--------------- ----------------------------------------- ----------------------------------------------------------- --------------
Principal Risk Key stakeholders Key mitigation TR
There is a * Employees and potential applicants * Systems to monitor satisfaction, movement and FY21 : Stable
shortage of profiles of medical practitioners FY20 : Stable
skilled Vacancies and
labour, * Investors turnover
particularly * Details on the relationship and engagement with ratios in
of qualified medical practitioners provided in the 2021 respect of
and * Medical practitioners Sustainable Development Report skilled
experienced resources and
nursing medical
employees Considered in viability assessment * Employment, recruitment and retention strategies practitioners
in Southern Yes, modelled shortage of qualified and explained in the 2021 Sustainable Development Report are
Africa. experienced healthcare employees. expected to
The remain at
availability * Extensive training and skills development programme similar
and support of and international recruitment programme explained in levels to the
admitting the 2021 Sustainable Development Report prior
medical reporting
practitioners, period.
whether * The wellbeing of all employees is actively monitored Link to
independent or and managed through well-established support strategy
employed, structures. Refer to the 'The people who set Goal 2
are critical Mediclinic apart' case study on page 18 and the 2021
to the Group's Sustainable Development Report for more information
services.
The risk
includes the
potential
negative
effect of
COVID-19 on
frontline
healthcare
workers,
who are
working under
immense and
unprecedented
pressure for
extended
periods and
putting
their
physical,
mental and
social
wellbeing at
risk
--------------- ----------------------------------------- ----------------------------------------------------------- --------------
8. Business Projects
T ype of risk OWNER RISK APPETITE RISK RATING
Strategic Group CEO, divisional CEOs Moderate Medium
and Group Chief Information
Officer
------------------- ---------------------------- ---------------------------------------------- -------------------
Principal Risk Key stakeholders Key mitigation TR
The Group is * Clients * Effective project governance practices, FY21 : Stable
adapting to the methodologies FY20 : Decrease
evolving and reporting These risks remain
operational and * Medical practitioners stable for the
regulatory year under review.
environment and * Experienced project management teams Link to strategy
healthcare * Industry partners Goal 1
market. Goal 2
These risks refer * Proactive monitoring and oversight Goal 3
to issues or * Investors Goal 6
occurrences that
could interfere
with successful * Suppliers
completion
of projects,
including * Employees
timelines, cost
and quality.
Considered in viability
assessment
Yes, modelled failure to
deliver sustainable cost
savings.
------------------- ---------------------------- ---------------------------------------------- -------------------
9. Patient safety and clinical quality
T ype of risk OWNER RISK APPETITE RISK RATING
Internal Group Chief Clinical Officer Low Medium
preventable risk
-------------------- --------------------------------------------- ---------------------------------------------------------- -------------
Principal Risk Key stakeholders Key mitigation TR
These risks relate * Clients * Refer to the 2021 Clinical Services Report for a FY21 :
to all clinical detailed analysis of the strategies to manage and Stable
risks associated monitor clinical risks FY20 :
with the provision * Employees and potential applicants Stable
of clinical care Clinical
resulting * A Group-wide clinical risk register implemented per processes
in undesirable * Healthcare insurers division across all
clinical outcomes divisions
Clinical risks are remained a
managed daily at * Industry partners * Accreditation processes key focus
all facilities. area for the
High-priority Group.
clinical risk areas * Medical practitioners * Clinical governance processes Risk
include exposure
patient safety remained at
culture, adverse Considered in viability assessment * Monitoring of clinical performance indicators a comparable
obstetric outcomes, Yes, modelled reductions in volumes as level to the
medication errors, well as tariffs. prior
surgical and * Focus on quality management processes reporting
procedural period.
adverse events and Link to
multidrug-resistant * Stakeholder engagement and disclosure strategies strategy
organisms. Goal 1
Such risks may also Goal 2
result in damage to * Clinical audits
Mediclinic's
reputation and
impact on brand
equity(1)
.
-------------------- --------------------------------------------- ---------------------------------------------------------- -------------
Note
1. Brand equity refers to the commercial value derived
from the consumer perception of the Group's brand names
rather than the services provided under those brand names.
10. Availability and cost of capital
T ype of risk OWNER RISK APPETITE RISK RATING
External Group CFO Moderate Medium
risk/threat
----------------- ------------------ ------------------------------------------------------------ -----------------
Principal Risk Key stakeholders Key mitigation TR
The Group * Investors * Long-term planning of capital requirements and FY21 : Stable
requires capital cash-flow forecasting FY20 : Increase
to finance Interest rates
strategic * Banks are expected to
expansion * Scrutiny of cash-generating capacity within the Group remain at
opportunities comparable
and/or refinance Considered in levels during
or viability * Proactive and long-term agreements with banks and 2021. Long-term
restructure assessment other funders relating to funding facilities financing
existing debt - Yes, modelled arrangements are
the cost, terms increased cost of in place.
and availability capital as well * Systems to monitor compliance with requirements of The Group's
of which depend as working debt covenants leverage across
on prevailing capital the divisions is
market deterioration. at levels where
conditions. * Refer to note 17 of the Group annual financial the refinancing
statements for further details on capital risk at current
management and the Group's borrowings market
conditions
should be
possible.
Link to strategy
Goal 1
Goal 3
Goal 6
----------------- ------------------ ------------------------------------------------------------ -----------------
11. Financial and credit risk
T ype of risk OWNER RISK APPETITE RISK RATING
External Group CFO Low Medium
risk/threat
------------------ -------------------------- ---------------------------------------------------------- --------------
Principal Risk Key stakeholders Key mitigation TR
Credit risks * Healthcare insurers * Preservation of a sound internal financial control FY21 : Stable
relate to environment FY20 :
possible loss due Increase
to a funder's * Investors The credit
inability to pay * Effective operational risk management processes risks did not
the outstanding change
balance Considered in viability significantly
owing; default by assessment * Effective monitoring and oversight of operations and remained
banks and/or Yes, modelled working stable.
other capital deterioration. Link to
deposit-taking * Regulated minimum solvency requirements for funders strategy
institutions; or n/a
the inability to
recover * Monitoring of approved funders
outstanding
amounts due from
patients. * Group Treasury Policy
Credit risk with
respect to trade
receivables
consists mainly
of medical
schemes and
insurance
companies, which
are required to
maintain minimum
reserve levels.
In Switzerland
and the UAE,
a large part of
trade receivables
is owed by
cantonal or
government-funded
programmes, which
support
healthcare
providers with
early release of
payments due
during COVID-19
business
disruptions.
------------------ -------------------------- ---------------------------------------------------------- --------------
12. quality of service AND OPERATIONAL STABILITY
T ype of risk OWNER RISK APPETITE RISK RATING
Internal preventable risk Group Chief Clinical Low Medium
Officer and divisional
Chief Operating Officers
------------------------------------------------------------ ---------------------------- ------------------------------------------------------------ --------------
Principal Risk Key stakeholders Key mitigation TR
Operational risks refer to diverse types of operational * Clients * Patient satisfaction surveys (both internal and FY21 : Stable
events with a potential for financial external) FY20 :
loss, operational interruptions or reputational damage. Increase
These risks refer to the quality of service and the * Employees These risks
stability of the operations, including: * Complaints monitoring did not
* incidents of poor service or where operational change
management fails to respond effectively to * Investors significantly
complaints; * Training programmes and supervision of service levels and remain
stable.
* Medical practitioners Link to
* operational interruptions, which refer to any * Emergency backup electricity generation strategy
disruption of the facility and may include the threat Goal 2
of disrupted electricity or water supply; and Considered in viability Goal 5
assessment * Emergency and disaster planning
Not specifically. However,
* fire and allied perils causing damage or business volume reductions have been
interruption. modelled. * Extensive fire-fighting and detection systems,
including comprehensive maintenance processes
* Comprehensive insurance cover for financial impact of
potential disasters
------------------------------------------------------------ ---------------------------- ------------------------------------------------------------ --------------
13.Businessinvestments and acquisitions
T ype of risk OWNER RISK APPETITE RISK RATING
Strategic Group CFO Moderate Medium
--------------- ---------------------------------- -------------------------------------------- -----------------------
Principal Risk Key stakeholders Key mitigation TR
These risks * Governments and authorities * Strategic planning processes FY21 : Stable
relate to FY20 : Decrease
increased The investment and
financial * Industry partners * Due diligence processes governance processes
exposure due remained unchanged for
to major the period under
strategic * Investors * Investment mandates review.
business Link to strategy
investments Goal 1
and Considered in viability * Board oversight Goal 3
acquisitions. assessment Goal 6
They include No.
the * Post-acquisition management processes
sensitivity of
the
assumptions
made when
capital is
allocated and
the effective
implementation
of major
investment
decisions.
--------------- ---------------------------------- -------------------------------------------- -----------------------
Key:
Increase: Risk exposure has increased due to change in business
environment; increased investments; increased dependency
of operations on information technology; information
sensitivity; and associated cost.
Decrease: Proactive and continuous monitoring; favourable
results of negotiations; effective treasury; and
risk management processes have resulted in lowering
of risk exposure.
Stable: Risk exposure has remained largely unchanged as
the operating and regulatory environments have
remained stable, and enhanced risk mitigation measures
have kept the risk at the same level.
B. STATEMENT OF DIRECTORS' RESPONSIBILITIES
The Statement of Directors' Responsibilities In Respect of the Financial Statements below is extracted from page 182 of the 2021 Annual Report. This statement relates solely to the 2021 Annual Report and is not connected to the information presented in this announcement or the preliminary results announcement released on 26 May 2021.
The directors are responsible for preparing the annual report and the financial statements in accordance with applicable legislation and regulations.
The Act requires the directors to prepare financial statements for each financial year. Under the Act, the directors have prepared the Group annual financial statements and the Company annual financial statements in accordance with IFRS as adopted by the EU. Under the Act, the directors must not approve the financial statements unless they are satisfied that these give a true and fair view of the state of affairs of the Group and Company and of the profit or loss of the Group and Company for the reporting period. In preparing the financial statements, the directors are required to:
-- select suitable accounting policies and then apply them
consistently;
-- state whether applicable IFRS as adopted by the EU have
been followed for the Group annual financial statements
and for the Company annual 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 Company will continue in business.
The directors are also responsible for safeguarding the assets of the Group and 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 Company's transactions and disclose with reasonable accuracy at any time the financial position of the Group and Company and enable them to ensure that the financial statements and the Remuneration Committee Report comply with the Act and the Group financial statements with Article 4 of the IAS Regulation.
The directors are responsible for the maintenance and integrity of the Company's website.
Legislation in the UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
DIRECTORS' CONFIRMATIONS
The directors consider that this Annual Report, and accounts, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Group and Company's position and performance, business model and strategy.
Each of the directors, whose names and functions are listed from page 107 of this Annual Report, confirm that, to the best of their knowledge:
-- the Company annual financial statements, which have been
prepared in accordance with IFRS as adopted by the EU,
give a true and fair view of the assets, liabilities,
financial position and profit or loss of the Company;
-- the Group annual financial statements, which have been
prepared in accordance with IFRS as adopted by the EU,
give a true and fair view of the assets, liabilities,
financial position and profit or loss of the Group; and
-- the Directors' Report includes a fair review of the development
and performance of the business and the position of the
Group and Company, together with a description of the
principal risks and uncertainties that these entities
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 and 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 Company's auditors are aware of that information.
CA van der Merwe PJ Myburgh
Group Chief Executive Officer Group Chief Financial Officer
25 May 2021 25 May 2021
C. RELATED PARTY TRANSACTIONS
The following description of related party transactions involving the Company and is subsidiaries during the financial year ended 31 March 2021 is extracted from page 274 of the 2021 Annual Report.
35. RELATED PARTY TRANSACTIONS
Remgro Ltd owns, through various subsidiaries (Remgro Healthcare [Pty] Ltd, Remgro Health Ltd and Remgro Jersey GBP Ltd), 44.56% (2020: 44.56%) of the Company's issued share capital.
The following transactions were carried out with related parties:
2021 2020
GBP'm GBP'm
i) Transactions with shareholders
-------------------------------------------- ------- -------
Remgro Management Services Ltd (subsidiary
of Remgro Ltd)
-------------------------------------------- ------- -------
Managerial and administration fees 0.3 0.4
--------------------------------------------------- ------- -------
ii) Key management compensation(1)
-------------------------------------------- ------- -------
Key management includes the directors
(executive and non-executive) and members
of the Group Executive Committee
-------------------------------------------- ------- -------
Salaries and other short-term benefits
-------------------------------------------- ------- -------
Short-term benefits 8 5
--------------------------------------------------- ------- -------
iii) Transactions with associates and joint
ventures
-------------------------------------------- ------- -------
Zentrallabor Zürich
-------------------------------------------- ------- -------
Fees earned - (1)
--------------------------------------------------- ------- -------
Purchases 11 8
--------------------------------------------------- ------- -------
Wits University Donald Gordon Medical
Centre (Pty) Ltd
-------------------------------------------- ------- -------
Fees paid 2 2
--------------------------------------------------- ------- -------
Agency fees received (1) (2)
--------------------------------------------------- ------- -------
Spire Healthcare Group plc
-------------------------------------------- ------- -------
Non-executive director fee(2) - -
-------------------------------------------- ------- -------
iv) Loans to related parties
-------------------------------------------- ------- -------
Wits University Donald Gordon Medical
Centre (Pty) Ltd 2 2
--------------------------------------------------- ------- -------
Bourn Hall LLC 2 2
--------------------------------------------------- ------- -------
Zentrallabor Zürich ZLZ(3) - -
-------------------------------------------- ------- -------
v) Other receivables & payables due from/(to)
related parties
-------------------------------------------- ------- -------
Wits University Donald Gordon Medical
Centre (Pty) Ltd 2 2
--------------------------------------------------- ------- -------
Zentrallabor Zürich ZLZ (1) (1)
--------------------------------------------------- ------- -------
Notes
(1.) Details of directors' remuneration are contained in the Remuneration Committee Report on pages 164-181.
(2.) Amount is less than GBP0.1m.
(3.) Amount is less than GBP0.5m.
Terms and conditions
Managerial and administration fees were bought on a cost-plus basis. All other transactions were made on normal commercial terms and conditions and at market rates.
The loan to Wits University Donald Gordon Medical Centre (Pty) Ltd is interest free and repayable on demand. The loan to Bourn Hall LLC earns interest at a rate of 7% per annum and is repayable in March 2022. The loan to Zentrallabor Zürich ZLZ is interest free and repayable in August 2022.
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END
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