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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Spire Healthcare Group Plc | LSE:SPI | London | Ordinary Share | GB00BNLPYF73 | ORD 1P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
2.00 | 0.77% | 261.50 | 263.00 | 264.00 | 266.50 | 259.50 | 259.50 | 533,554 | 16:35:11 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
Health & Allied Services,nec | 1.36B | 27.3M | 0.0676 | 38.98 | 1.06B |
TIDMSPI
RNS Number : 5452U
Spire Healthcare Group PLC
06 April 2021
Spire Healthcare Group plc
6 April 2021
2020 Annual Report and 2021 Notice of Annual General Meeting
Spire Healthcare Group plc (the "Company") released its preliminary announcement of its annual results for the year ended 31 December 2020 ("Preliminary Announcement") on Thursday, 4 March 2021.
Further to that Preliminary Announcement, the Company confirms that its Annual Report and Accounts for the year ended 31 December 2020 ("2020 Annual Report"), 2021 Notice of Annual General Meeting and Form of Proxy have now been published. Printed copies have been posted to shareholders who have requested hard copies.
The following documents are available on the Company's website:
2020 Annual Report: www.spirehealthcare.com/AR2020 2021 Notice of Meeting: www.spirehealthcare.com/Notice2021
In accordance with Listing Rule 9.6.1, the Company will submit its 2020 Annual Report and other shareholder documents to the National Storage Mechanism. These documents should then be available for inspection within two working days at https://data.fca.org.uk/#/nsm/nationalstoragemechanism .
Arrangements for the Annual General Meeting in light of COVID-19
The Annual General Meeting of the Company will be held at 2.00pm on Thursday, 13 May 2021 at 3 Dorset Rise, London EC4Y 8EN (the "2021 AGM").
Due to the COVID-19 pandemic and the legislation and government guidance prohibiting public gatherings and restricting non-essential travel, shareholders will not be able to attend the 2021 AGM.
The Board always welcomes questions from shareholders and we request that these are submitted by e-mail to companysecretary@spirehealthcare.com . We will ensure that answers to questions are placed on the Company's website ahead of the meeting.
Details of the resolutions to be proposed at the 2021 AGM are set out in the 2021 Notice of Meeting. The voting results of all resolutions put before the 2021 AGM will be announced to the market following the meeting.
Should government guidelines change, and shareholders be able to attend the 2021 AGM in person, we will advise this via the Company's website, www.spirehealthcare.com and via a Regulatory Information Service.
Appendix
The Appendix to this announcement contains information required for the purposes of compliance with DTR 6.3.5 (1) of the Disclosure and Transparency Rules, including a Statement of Directors' responsibilities. This information is extracted, in full unedited text, from the 2020 Annual Report and should be read in conjunction with the Preliminary Announcement, which contained other information required by DTR 6.3.5 (1), released to the market on Thursday, 4 March 2021.
Enquiries:
Philip Davies
Company Secretary
Tel: 07803 508348
Appendix
Principal risks
Principal Risk Risk Description Risk Impact Risk Mitigation 1. Patient Safety and Clinical Quality Executive Owner(s) There is a risk to Reputational and financial In response to the Group Clinical the provision of high-quality loss could occur if COVID-19 pandemic, Director patient care due to: the Group fails to the Group introduced Group Medical Nosocomial Covid-19 address adequately a specific infection Director infection issues identified prevention control A shortage of skilled by incidents, audits, programme to minimise Risk movement workforce (see Risk complaints, PROMs, the risk of hospital in 2019 1); National Registries, acquired COVID-19 Decrease Clinical and non-clinical Whistleblowing, Freedom infections that included: staff and Consultants to speak up, workforce Red, Amber & Green failing to follow feedback and the internal patient pathways, Risk movement guidelines, standards Patient Safety Quality PPE, in 2020 and policies resulting Reviews and Care Quality Testing of patients, No change in patient harm; and, Commission. colleagues and Consultants. Failing to learn from incidents and Patient The Group maintains Link to Strategy Notification Exercises controls to mitigate Uncompromising against a failure on patient safety of patient safety and clinical and clinical quality: care. A reporting culture of openness and shared learning from Ward-to-Board, with a FSUG at each site Incident reporting via a database with central oversight Continual monitoring of clinical standards, reporting progress via the Clinical Governance and Safety Committee (CGSC). A schedule of robust and regular hospital audits including the Patient Safety and Quality Reviews, with an action plan for improvement. Colleague induction, clinical competencies requirements and mandated training. Reporting on clinical outcomes with workforce and Consultants including the Chairs of hospital Medical Advisory Committees. 2. Workforce Executive Owner(s) There is a global The Group is able The Group seeks to Human Resources shortage of nursing to provide safe patient retain staff through: Director and allied healthcare care only with delays A common purpose practitioners. In to treatment because and a positive workplace Risk movement addition, the Group of scarce resources. culture. in 2019 has an ageing workforce. Maintaining competitive Increase The Covid-19 pandemic Over the medium to pay and benefits. has caused up to 10%-15% long term, this could Responding to key of the workforce to result in a decline metrics such as staff Risk movement be absent at its peak. in the Group's profits turnover, rookie in 2020 and affect expected staff levels (less No change The Group's ability revenue growth from than one-years' service), to attract and retain more complex surgical vacancy rates and clinical practitioners, procedures and treatment levels of positive
Link to Strategy in particular, is of higher-risk patients. engagement from staff First choice affected by: surveys. for private Growth of waiting Continuous investment healthcare lists affecting more in its equipment, nurses required in facilities and services Uncompromising NHS/IS reducing availability to retain high-quality on patient safety of colleagues. clinicians. and clinical Demand for nursing/healthcare The Group seeks to care workers increases recruit staff through: resulting in more A centralised recruitment competitive pay rates. processes Government respond An overseas recruitment by raising pay in capability to secure the NHS. skilled healthcare Government immigration workers from outside policy and the post the EU where necessary. Brexit labour market Offering apprenticeship The impact of the programmes to support NHS Agenda for Change the development of causing inflationary clinical and non-clinical wage pressure teams across the Our business strategy business. of increasing complexity Working with the of medical procedures Royal Colleges to that requires a higher offer Consultant-training skilled workforce opportunities in The changing Pensions the private sector. and Tax (IR35) landscape Building of local that might reduce bank staff pools the availability of The Group manages Consultants, bank immediate staff shortages and agency staff. with agency and bank The reduction in elective workers. activity within Trusts reducing the training opportunities for new Consultants. 3. PMI Market Dynamics Executive Owner(s) The PMI market is Loss of, or renewal The Group works hard Chief Commercial concentrated, with at lower tariffs, to maintain good Officer the top four companies of an existing contractual relationships and (Bupa, AXA, Aviva relationship with a joint product/patient Risk movement and VitalityHealth) any of the key insurers health offering with in 2019 having a market share could significantly the PMI companies, Decrease estimated at over reduce revenue and which, in the opinion 85%. profit for the Group. of the Directors, assists the healthcare Risk movement In addition to this A slower recovery sector as a whole in 2020 market concentration, of the PMI market in delivering high-quality No change the major PMI providers could reduce revenues patient care. are collaborating and profits in the on service line tenders short term. The Group ensures Link to Strategy to increase their it has long-term First choice purchasing power. contracts in place for private There is a risk that with its PMI partners healthcare the PMI providers to avoid co-termination will put cost before of contractual arrangements. Improving revenue, clinical quality. profit and cash. The Group believes The Group has individual continuing to invest contractual relationships in its well-placed for the provision portfolio of hospitals of its services with provides a natural all the major PMI fit to the local providers. These contracts requirements of all come up for renewal the PMI providers on a recurring basis. long term. There is a risk that renewal of contract The Group continues terms cannot be secured to invest in efficiency on historical terms. programmes to ensure that it can offer Following the COVID-19 cost effective high pandemic, the speed quality patient care. of recovery of the PMI market for the Group is uncertain. There is a risk that PMI patient volumes will not recover to pre-pandemic levels as quickly as the Group anticipates. 4. Macroeconomics Executive Owner(s) In 2019, before the Reduction of Private The evidence available Chief Commercial COVID-19 pandemic, patients and associated to the Group indicates Officer the Group derived revenue and profit that the COVID-19 c.70% of its revenue contributions. pandemic has left Risk movement from private patients, high levels of pent in 2019 either through insurance Reduction in the operational up demand for the Increase paid for by their efficiency of our Group's services. employer or themselves, existing hospital or patients paying network. The ability for patients Risk movement for services directly. to access private in 2020 In 2020, as reported care does not appear Increase elsewhere, that model presently to be constrained changed completely financially. The after March 2020 when Group understands Link to Strategy the NHS contracted that private medical First choice private healthcare insurance policy for private providers to support renewals and sales healthcare. the pandemic response. remain healthy, and the Group has itself
Improving revenue, Since May 2020, and seen higher enquiries profit and cash. under the current from self-pay patients NHS contractual arrangements than in 2019 with in England, Scotland a rapid recovery and Wales, the Group in self-pay patient is able to use unutilised care seen in Q4 2020. capacity for private patients. In the medium to long term, the Group Given the uncertain seeks to have flexibility economic outlook, to respond to changing there is a risk that economic circumstances post the COVID-19 with a blend of private pandemic, private and NHS funded work patients may not be that does not leave able to access private the Group over reliant healthcare to the on one income source, same pre-pandemic supported by an efficient levels because of cost base. either: capacity constraints from contracted NHS work to address the NHS waiting lists for Elective treatment; or loss of insurance cover if withdrawn by an employer or patients lose employment; or they suffer a loss of disposal income. 5. Competitor Challenge Executive Owner(s) The Group operates The potential impact The Group maintains Chief Commercial in a highly competitive would be the loss a watching brief Officer market. New or existing of market share due on new and existing competitors may enter to aggressive competitor competitor activity Risk movement the market of one activity a new competitor and retains the ability in 2019 or more of our existing and reduced profitability to react quickly No change hospitals, or offer and cash flow. to changes in patient new services. and market demand. Risk movement In the current economic The Group considers in 2020 environment, there that a partial mitigation No change is a risk that the of the impact of pressures on competitors competitor activity results in irrational is ensured by providing Link to Strategy market behaviour manifesting patients with high-quality First choice itself in low pricing clinical care and for private on tenders or self by maintaining good healthcare. pay. working relationships with General Practitioners Key partner and Consultants. of the NHS. The Group continues to invest in the brand and deliver an effective acquisition capability both direct and via our partners in order to protect our market position. It has also strengthened its pricing and tendering capabilities. Despite the COVID-19 pandemic, the Group plans to maintain its investment into the estate and clinical equipment to differentiate our proposition. The Group monitors the market for opportunities, should they arise, to acquire or open facilities in specific geographies creating incremental volume. 6. Insurance & Indemnity Executive Owner(s) The Group procures The Group's insurance The Group reviews Group General insurance from global premiums may increase and maintains insurance Counsel insurers and syndicates and, if there is a to mitigate the possibility with a presence in significant deterioration of a major loss. Risk movement the Lloyds of London in its claims experience, Adequacy of cover in 2019 insurance market. insurance may not is reviewed annually Decrease be available on acceptable with the Group's The Group could be terms. brokers with coverage subject to litigation being maintained Risk movement for actions by third There may also be or increased depending in 2020 parties or may be costs relating to on that advice. No change found liable for damages damages and defence which may not be covered costs. Personal injury claims by its insurance policies, relating to patients, Link to Strategy if the claims are As a substantive buyer third parties and Uncompromising in excess of cover of corporate insurance, employees are covered on patient safety or claims are not the Group could be by insurance once and critical covered by the Group's faced with increased predetermined deductible care insurance due to other premiums, reduced levels have been policy limitations cover or withdrawal reached. or exclusions or where of cover because of it has failed to comply hardening global insurance The Group engages with the terms of markets. in consultation information the policy. events relating to
indemnity and has developed a bespoke affinity insurance product MedicaInsure to provide Consultants with a high-quality, regulated alternative to discretionary cover. The Group has made robust representations to Government and the Paterson Inquiry with regard to the need to end discretionary indemnity and to regulate the medical defence organisations. 7. Liquidity and Covenants Executive Owner(s) The Group may not Failure to meet its The Group actively Chief Financial have sufficient liquidity obligations or covenants monitors and manages Officer to meet its financial would have a substantial its liquid asset liabilities as they adverse effect on position, its financial Risk movement fall due, or breach the Group's reputation liabilities falling in 2019 financial covenants and may lead to borrowings due and the cover Decrease linked to its borrowings. becoming repayable against its loan earlier than contracted. covenants is actively The Group may not focused on cash management Risk movement be able to refinance and capital expenditure. in 2020 on favourable terms. No change At the onset of the COVID-19 pandemic, the Group was able Link to Strategy to engage positively Improving revenue, with its banking profit and cash group with the result that the Group benefited from covenant waivers in 2020. For June 2021, the banking group has again agreed to waive the covenant tests under its current loan agreements, and provide additional headroom for the December 2021 covenant tests. Note 22 to the Financial Statements describes the extended facility to 2023. The Group retains access to an unutilised GBP100m (reducing to GBP87m from July 2022 until July 2023) revolving credit facility should its current cash position materially deteriorate. The Group has a solid asset base with the ability to leverage in a short timescale, if required. The Board has considered the risk in detail as part of its assessment of the viability of the Group. 8. Government & NHS Policy Executive Owner(s) The COVID-19 pandemic Changes to NHS commissioning Historically, the Chief Commercial has seen significant models, if adverse, Group derived 70% Officer changes in the way could lead to reduced of its revenues from the NHS has interacted access to patients, PMI and Self-pay Risk movement with the private healthcare reduced tariffs, or patients that provided in 2019 sector. NHS England reduced prices adversely a natural hedge against Increase has contracted at influencing revenues exposure to Government a national level for and/or margins. and NHS policy. Post the first time. pandemic, the Group Risk movement A reduction in patient will seek to recover in 2020 The Group expects volumes could lead its private revenues No change the NHS to continue to a reduction in as far as possible to develop the pre-pandemic the operational efficiency to restore that hedge. policy of regional of our existing hospital Link to Strategy Integrated Care Systems. network. The Group has successfully Key partner secured accreditation of the NHS. There is a risk that Changes in HM Government on the NHS Framework the developments in fiscal policy or spending to be considered the provision of healthcare policy towards corporate for future contracts. in the UK could result organisations, or in a short- to medium-term the healthcare sector Through the COVID-19 material change in in particular, could pandemic, the Group NHS commissioning materially affect has increased its
models and/or changes the profitability relationships with in the tariff structures. of the Group. the Government via DoHSC, NHS England, The economic policy NHS Improvement and of HM Government post maintained close the COVID-19 pandemic communications with is unknown. There NHS leads in Scotland, is a risk that future Wales, the local economic policy is Trusts and Commissioners. unfavourable to the Contact is both direct healthcare sector and through the Independent as a whole. Healthcare Providers Network where the Group contributed staff across working groups set up to manage the private sector's response to the COVID-19 pandemic. 9. UK-EU Trade Relations Executive Owner(s) On 30 December 2020, The Group may experience In 2019, the Group Chief Financial the UK and European disruption to the undertook a risk Officer Union signed the UK-EU Group's business including: assessment. It developed Chief Operating Trade and Cooperation Supply Chain e.g. comprehensive plans Officer Agreement (TCA). The Medicines across all key risk Agreement introduced Consumables areas to minimise Risk movement new trading relationships Prostheses disruption, including: in 2019 between the EU and Food utilising its national Decrease UK. Transport disruption supply chain and Whilst the TCA clarified Cross border data distribution centre tariff regimes for flows to efficiently utilise Risk movement many physical goods, stock; undertaking in 2020 new border procedures supplier assurance; No change and custom duties liaising with NHS came into force on England and the Department 1 January 2021 with of Health planning Link to Strategy member states of the team and promoting First choice EU. the EU settlement for private scheme to relevant healthcare. 80% of the Group consumable staff. supplies are sourced Key partner from, or via, the In 2021, the Group's of the NHS. EU. Brexit Steering Committee continues to monitor Uncompromising There is a risk that the Group's resilience on patient safety the Group's operations to the identified and clinical may experience disruption key risk areas. The care. from the new border Group has maintained procedures. its pre-Brexit key Improving revenue, supply levels as profit and cash. a precautionary measure. To date there has been minimal disruption to the Group's operations. 10. Information Governance and Security Executive Owner(s) The Group has to maintain The Group's business The Group has a governance Chief Financial and manage a range could be disrupted structure, with Board Officer of physical and digital if its information oversight, that monitors data assets including systems fail are breached, the risk and mitigations Risk movement patient records, commercial destroyed or damaged. for information governance. in 2019 information and staff To support the governance Increase data. Staff and patient structure the Group data could be stolen has a range of policies Personal data has or compromised. and practices covering Risk movement to be managed in compliance information governance. in 2020 with the principles The Group could also All staff have to Increase set out in the Data be subject to litigation complete annual mandatory Protection Act 2018 by third parties and training on information and the General Data law enforcement agencies. governance and data Link to Strategy Protection Regulations protection. First choice (GDPR). A successful cyber-attack for private and a breach of data The Group's IT team healthcare. The level of risk security could result have a cyber-security to Spire Healthcare's in: strategy for continuous Key partner IT architecture and material costs to improvement based of the NHS. systems continues recover operations, on industry standards. to grow as the volume material financial It covers the processes Uncompromising of cyber security penalties for breaches from identifying on patient safety threats are increasing of Data Protection specific risks, to and clinical and becoming more law, protecting physical care. sophisticated. compensation for patients and digital data or staff if personal assets through to Improving revenue, Healthcare and pharmaceutical data is compromised; recovery in the event profit and cash. organisations saw and, of a successful cyber-attack. increased hostile Reputational damage. cyber activity in The Group works with 2020 because of the a number of industry COVID-19 pandemic. leading technical The group anticipates partners to provide: that the Healthcare multiple layers of sector will remain business protection a higher risk sector through the use of from cyber-attacks. advanced detection
and protection systems, Regular third-party penetration testing on new and existing IT systems. Assessment of maturity of control environment against international control frameworks. 11. COVID-19 Pandemic (NEW) Executive Owner(s) Repeated waves of Further lockdown measures To maximise the utilisation The whole Executive infection occur that could adversely impact of the hospitals Committee, led risk overwhelming Spire Healthcare's the Group has: by the Chief the NHS and forcing operations and its Negotiated a short-term Executive Officer. HM Government to re-introduce profitability by: contract from 1 Jan severe lock-down measures Reducing the amount 2021 - 31 March 2021 Risk movement either regionally of elective procedures based on activity in 2019 or nationally. the hospitals can with a minimum activity N/A carry out because underpin. of additional Infection Negotiated national Risk movement Prevention Control contracts with the in 2020 measures or patients NHS to support them Increase reluctance to attend to provide capacity hospital. for treating the A substantive number backlog of elective Link to Strategy of staff have to self-isolate procedures. Uncompromising because they or household Maintained capacity on patient safety members show symptoms, within the contractual and clinical are tested positive arrangements with care. or are instructed the NHS for PMI and to self-isolate by Self-pay patients First choice the HM Government's (overridden in Surge for private contact tracing operations. scenarios). healthcare. Spire Healthcare hospitals Maintained close are required to support links with the Consultant Key partner local NHS trusts that community and support of the NHS. declare Surge, preventing them build their them from treating private patient activities. Improving revenue, private patients. Maintained the Infection profit and cash. There is a short-term Prevention Control risk of material financial measures to reduce losses under the current the risk of cross contract to 31 March contamination amongst 2021 before mitigations. staff at Spire Healthcare Consultants and anaesthetists facilities. These are required to support measures include their NHS trusts to regularly testing treat Covid-19 patients all staff and patients reducing their availability for COVID-19. to undertake work The Group is supporting in Spire Healthcare the national vaccination facilities. programme. Frontline clinical staff will be prioritised with NHS frontline clinical staff. 12. Brand Reputation Executive Owner(s) The COVID-19 pandemic If we fail to protect The Group's primary Chief Commercial has resulted in a or grow the brand mitigations against Officer substantial amount it may harm our ability: damage to its brand of positive media to maintain or grow reputation is through Risk movement coverage for the Group. income the good management in 2019 The Group's actions to attract and retain of its principal Increase to support the NHS the best staff and risks, in particular: has generated a substantial clinicians Patient safety and amount of goodwill to win new contracts clinical quality; Risk movement at national and regional to raise capital at Cyber security and in 2020 level within the NHS. competitive rates data protection; No change to meet our regulatory and, Its brand presence obligations Compliance and regulation. within the consumer Link to Strategy and NHS & HM Government Specifically in 2021 First choice is higher than at the Group will: for private any point. Continue to support healthcare. the NHS through the The Group's future COVID-19 pandemic; Key partner growth depends upon Continue to focus of the NHS. its ability to maintain, on enhanced infection and continue to enhance, prevention control its reputation amongst to minimise patient patients, clinicians and staff risk from and other stakeholders. COVID-19 Substantially complete As the Group's brand its response to the presence grows, the recommendations of risk increases that the Independent Inquiry adverse events such into the issues raised as: by Ian Paterson patient notifications Launch its first and recalls; national television mishandling of patient advertising campaign data; or, focused on its core a breach of law or purpose. regulation will have a more material impact The Group has built
on the Group. greater capability to manage its social media, online presence and public relations during 2020. 13. Compliance & Regulation Executive Owner(s) The increasing range Failure to comply The Group has a Ward-to-Board Group General and complexity of with laws, regulations system of governance Counsel the legislation and or regulatory standards that ensures compliance Chief Financial regulation which impact may expose the Group with law and regulation Officer on the Group, plus to claims, fines, and provides the Chief Commercial the fact that, alongside penalties, and damage pathways to add different Officer many other complex to reputation, suspension elements of compliance, Chief Operating and highly-regulated from the treatment should regulation/laws Officer entities, the Group of NHS patients, loss change and thus the Group Clinical fully expects that of hospital licence need arise. Director the legal and regulatory and loss of private Group Medical landscape in which patients. Key components that Director it operates will change support the Ward-to-Board and become more onerous, New laws and regulations governance structure Risk movement complex and demanding, may require new compliance for compliance and in 2019 means that this is programmes to provide regulation include: No change considered an area assurance that the A dedicated legal of potential risk Group is in compliance team and company Risk movement for the Group and increasing overhead secretary that, with in 2020 its operations. costs. external counsel, Increase monitors legal and In addition, as the regulatory developments UK makes the transition and advises the group Link to Strategy from being part of thereon. First choice the EU, there will Regular, role specific, for private be flux in legal and mandatory training healthcare. regulatory developments, for all staff (both potentially arising clinical and non-clinical) Key partner from the interpretation across a range of of the NHS. of retained EU law the most important by the UK courts or legal and regulatory Uncompromising from the direction compliance areas, on patient safety taken by the UK following e.g. data protection, and clinical the end of the transition health & safety laws care. period; it is not and safeguarding. possible to determine Centralised clinical with any degree of and non-clinical certainty the speed, internal audit teams impact or direction that carry out site of forthcoming legal audits and assists or regulatory change. hospitals in establishing This will therefore and maintaining a require monitoring, high level of internal compliance and assurance. control. --------------------- ------------------------------ ------------------------------- ------------------------------
Statement of Directors' responsibilities
The Directors are responsible for preparing the annual report and the group financial statements in accordance with applicable United Kingdom law and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the directors have elected to prepare the group and parent company financial statements in accordance with International Accounting Standards in conformity with the requirements of the Companies Act 2006 (and IFRSs adopted pursuant to Regulation (EC) No. 1606/2002 as it applies in the European Union). Under company law the directors must not approve the group 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 group and the company for that period.
Under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules, group financial statements are required to be prepared in accordance with IFRSs adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union.
In preparing these financial statements the directors are required to:
- select suitable accounting policies in accordance with IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- present information in a manner that provides relevant, reliable, comparable and understandable information;
- provide additional disclosures when compliance with the specific requirements in IFRSs is insufficient to enable users to understand the impact of particular transactions, other events and conditions on the group's financial position and financial performance;
- in respect of the group financial statements, state whether IFRSs in conformity with the Companies Act 2006 and IFRSs adopted pursuant to Regulation(EC) No 1606/2002 as it applies in the European Union have been followed, subject to any material departures disclosed and explained in the financial statements;
- in respect of the parent company financial statements, state whether IFRSs in conformity with the Companies Act 2006 have been followed, subject to any material departures disclosed and explained in the financial statements, and
- prepare the financial statements on the going concern basis unless it is appropriate to presume that the company and/ or the group will not continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the company's and group'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 company and the group financial statements comply with the Companies Act 2006 and, with respect to the group financial statements, Article 4 of the IAS Regulation. They are also responsible for safeguarding the assets of the group and parent company and group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
Under applicable law and regulations, the directors are also responsible for preparing a strategic report, directors' report, directors' remuneration report and corporate governance statement that comply with that law and those regulations. The directors are responsible for the maintenance and integrity of the corporate and financial information included on the company's website.
Each of the Directors confirms that, to the best of their knowledge:
- that the consolidated financial statements, prepared in accordance with IFRSs in conformity with the Companies Act 2006 and IFRSs adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union, give a true and fair view of the assets, liabilities, financial position and profit of the parent company and undertakings included in the consolidation taken as a whole;
- that the annual report, including the strategic report, includes a fair review of the development and performance of the business and the position of the company and undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face; and
- that they consider 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.
Related party transactions
31. Related party transactions
Key management personnel
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the Group, directly or indirectly. They include the Board and Executive Committee, as identified on pages 120 to 123.
Compensation for key management personnel is set out in the table below:
Key management compensation
(GBPm) 2020 2019 ------------------------------------------------ ---- ---- Salaries and other short term employee benefits 4.4 3.6 ------------------------------------------------ ---- ---- Post-employment benefits 0.5 0.5 ------------------------------------------------ ---- ---- Termination benefits 0.4 - ------------------------------------------------ ---- ---- Share-based payments 0.8 0.8 ------------------------------------------------ ---- ---- 6.1 4.9 ------------------------------------------------ ---- ----
Further information about the remuneration of individual Directors is provided in the audited part of the Directors' Remuneration Report on pages 146 to 155.
There were no transactions with related parties external to the Group in the year to 31 December 2020 (2019: nil).
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