TIDMRMG

RNS Number : 0680J

Royal Mail PLC

06 June 2014

Royal Mail plc

6 June 2014

Publication Announcement: Annual Report and Financial Statements 2013-14

In compliance with Listing Rule 9.6.1, the Company has today submitted a copy of the Annual Report and Financial Statements 2013-14 (the 'Annual Report') to the UK Listing Authority, which will shortly be available for inspection via the National Storage Mechanism which can be viewed at www.morningstar.co.uk/uk/NSM

In accordance with DTR 6.3.5(3) the Annual Report will be available to view on the Company's website: www.royalmailgroup.com/investor-centre/report-download-centre

A further announcement will be made for the Notice of 2014 Annual General Meeting and Form of Proxy.

In compliance with DTR 6.3.5(2), the following information is extracted from the Annual Report and should be read in conjunction with the Company's Preliminary Results announcement for the year ended 30 March 2014 issued on 22 May 2014. Both documents are available at www.royalmailgroup.com/investor-centre/report-download-centre and together constitute the material required by DTR 6.3.5(2) to be communicated to the media in unedited full text through a Regulatory Information Service. Page numbers and note references in the text refer to page numbers and notes in the Annual Report. This material is not a substitute for reading the Annual Report in full.

Business Risks

The Corporate governance section describes in detail how the Group manages its risk from the Group Board level, its respective sub-Committees and through the organisation. Further details can be found on pages 53 to 54.

The table below details the principal business risks, their current status and how the Group mitigates these risks.

 
 Principal risk                      Status                Mitigation                                 Link to 
                                                                                                       Strategy 
==================================  ====================  =========================================  ================ 
 Changes in customer preferences 
===================================================================================================================== 
 The letter and parcel                                                                                Managing 
  markets are becoming                                                                                 the decline 
  more competitive, customer                                                                           in letters 
  behaviours are constantly                                                                            Being a 
  evolving and our competitors                                                                         successful 
  are responding quickly                                                                               parcels 
  to these changing demands:                                                                           business 
                                                                                                       Being customer 
                                                                                                       focused 
                                                                                                       Managing 
                                                                                                       the business 
                                                                                                       successfully 
 Customer behaviour                  No change             We are piloting Sunday afternoon 
  and Royal Mail's responsiveness     - as volumes          opening at around 100 Delivery 
  to market: Changes                  are broadly           Offices later this summer, when 
  in customer behaviour,              consistent            we will also trial Sunday parcel 
  and changes to the                  with expectations.    deliveries to home addresses 
  markets in which the                                      within the M25; 
  Group sells its products                                  Parcelforce Worldwide will also 
  and services, could                                       launch a Sunday delivery service 
  result in reduced demand                                  in June 2014 for online shoppers; 
  for the Group's products                                  We launched Mailmark(TM) barcode 
  and services and impact                                   technology for our large business 
  our forecast rates                                        mail customers. This increases 
  of decline and growth                                     our ability to track addressed 
  of letter and parcel                                      letters through our network 
  volumes respectively.                                     for these customers; 
  There is a risk that                                      We continue to focus on our 
  our product offerings,                                    advertising mail offering, both 
  and the customer experience                               on its own and in combination 
  we provide, may not                                       with other media, to ensure 
  adequately meet evolving                                  sustainable revenue streams 
  customer needs or that                                    through customer retention and 
  we are unable to innovate                                 acquisition; 
  or adapt our commercial                                   We are working with the Keep 
  and operational activities                                Me Posted campaign to protect 
  fast enough to respond                                    the rights of consumers to choose, 
  to changes in the market.                                 without penalty, to receive 
                                                            communications such as bills 
                                                            and statements by post; 
                                                            We continue to focus on meeting 
                                                            or exceeding our Quality of 
                                                            Service targets, and internal 
                                                            performance targets (such as 
                                                            composite parcel delivery performance); 
                                                            Through our continued transformation 
                                                            programme, we are seeking to 
                                                            improve first time delivery 
                                                            rates. This includes an emphasis 
                                                            on consistency and standardisation 
                                                            of key initiatives like Delivery 
                                                            to Neighbour across our operations; 
                                                            We continue to invest in technology 
                                                            to improve our service. In April 
                                                            2013, we introduced our tracked 
                                                            returns service. We have also 
                                                            introduced enhanced delivery 
                                                            information for our Special 
                                                            Delivery and Tracked offerings 
                                                            and we have introduced Local 
                                                            Collect, our own click and collect 
                                                            service, in Post Offices; and 
                                                            We have extended our network 
                                                            operating hours for parcels 
                                                            processing for some of our business 
                                                            customers. 
 Economic environment:               No change             We have robust econometric models 
  Historically, there                 - the economic        in place to 
  has been a correlation              environment           provide early warnings of changes 
  between economic conditions         is improving          to overall volumes 
  in the UK and Europe                in line with          and the profile of letter and 
  and the level of letter             expectations.         parcel volumes. We 
  and parcel volumes.                                       continually review and upgrade 
  There is a risk that                                      these models to better 
  flat or adverse economic                                  anticipate the impact of price 
  conditions could impact                                   rises and reflect the 
  our ability to stay                                       increasingly deregulated market; 
  profitable, either                                        and 
  by reducing letter 
  and parcel volumes                                        We continually review our cost 
  or by encouraging customers                               base to ensure we are as efficient 
  to adopt cheaper service                                  as possible. 
  options for sending 
  letters and parcels. 
==================================  ====================  =========================================  ================ 
 Cost management and business transformation 
===================================================================================================================== 
 Royal Mail must continuously                                                                         Managing 
  become more efficient                                                                                the business 
  and flexible in order                                                                                successfully 
  to compete effectively 
  in the letter and parcel 
  markets: 
                                                                                                     ================ 
 Cost management: The                No change             The initial phase of our transformation 
  success of the business             - due to              programme, which included the 
  strategy relies on                  effective             modernisation of all of our 
  effective control of                management            Delivery Offices, the automation 
  costs, and the delivery             of non-people         of letters sorting and a revision 
  of efficiency and other             costs.                of all delivery walks, is now 
  benefits from our transformation    People costs          largely complete; and 
  programme, whilst maintaining       growth mitigated      We track progress and outcomes 
  Quality of Service,                 by productivity       of all 
  safety, and employee                improvements.         transformational revisions to 
  engagement.                         Non-people            operational practice on a weekly 
                                      costs reduced         basis to ensure completion to 
                                      due to tight          time and the sharing of good 
                                      cost control.         practice and lessons learned. 
                                                            Quality of Service is a fundamental 
                                                            consideration prior to any change. 
                                                                                                     ================ 
 Employee awareness                  Reduced risk          Our recent agreement with the 
  and engagement: Lack                - due to              CWU includes an Agenda for Growth 
  of employee engagement              the award             to deliver change at the right 
  in relation to transformation       of Free Shares        pace and to ensure we are working 
  and understanding of                and the new           together towards agreed goals. 
  the need for change                 CWU agreement. 
  could mean that we, 
  or CWU, are unable 
  to execute the efficiency 
  changes enabled by 
  the pay deal. 
 Retaining and attracting            Risk remains          The Directors' remuneration 
  senior management:                  in place.             report sets out the Group's 
  Any failure by the                                        overarching approach to remuneration 
  Group to retain or                                        in its policy (pages 59 to 63). 
  attract Directors and                                     The policy sets out that the 
  highly skilled personnel                                  overall remuneration package 
  could have a material                                     should be sufficiently competitive 
  adverse effect on its                                     to attract, retain and motivate 
  ability to manage its                                     executives with the commercial 
  costs and transform                                       experience to run a large, complex 
  the business.                                             business in a highly challenging 
                                                            context. There is a risk if 
                                                            it is not. 
 IT transformation:                  No change             We are actively progressing 
  Our current IT estate               - as the              and monitoring the IT 
  requires significant                programme             transformation programme. This 
  investment and the                  is progressing        remains high risk due 
  IT transformation programme         as expected.          to the significant scale and 
  is complex and will                                       complexity of change, and 
  take several years                                        the ongoing requirement for 
  to complete.                                              effective management of 
  Failure to improve                                        the transition. 
  our IT systems or successfully 
  implement the IT transformation 
  programme would increase 
  the risk of security 
  breaches and attacks, 
  a material adverse 
  effect on the Group's 
  operations, and the 
  risk that the IT systems 
  might not be able to 
  support the business 
  plan. 
==================================  ====================  =========================================  ================ 
 Regulatory and legislative environment, including direct delivery 
===================================================================================================================== 
 The business operates                                                                                Managing 
  in a regulated environment.                                                                          the decline 
  Changes in legal and                                                                                 in letters 
  regulatory requirements 
  could impact our ability 
  to meet our targets 
  and goals: 
 Direct delivery and                 Increased             We have proposed changes to 
  the Universal Service:              risk - due            our access contracts to 
  In our liberalised                  to unfettered         help secure the provision of 
  postal market, other                rollout of            the Universal Service. Certain 
  operators are able                  direct delivery       of these proposed changes are 
  to offer direct delivery            competition           subject to a Competition Act 
  services by cherry                  and Ofcom             investigation by Ofcom. Under 
  picking easy-to-serve               not bringing          the terms of Royal Mail's access 
  urban areas, without                forward a             contracts, the price changes 
  having to adhere to                 review of             subject to the investigation 
  the same high delivery              the impact            are suspended pending the outcome 
  requirements and quality            of direct             of that investigation; and 
  standards as Royal                  delivery 
  Mail.                               on the USO.           We are preparing a regulatory 
  The combination of                                        submission calling for 
  mandated access, unfettered                               Ofcom to bring forward its full 
  rollout of direct delivery                                review of direct delivery 
  and structural decline                                    competition in the UK and how 
  in letters, poses a                                       it will protect the 
  serious risk to the                                       Universal Service from the serious 
  economics of the USO                                      risk this presents. 
  in the UK. 
  Any failure or delay 
  by Ofcom in undertaking 
  a review of direct 
  delivery in the future, 
  or any failure or delay 
  in introducing appropriate 
  regulatory safeguards 
  to protect the Universal 
  Postal Service, would 
  be likely to undermine 
  the Group's future 
  ability to earn revenue 
  necessary to ensure 
  the sustainable provision 
  of the USO. 
 VAT exemption: Mandated             No change             We consider that HM Revenue 
  Network Access services             - outcome             & Customs (HMRC) has 
  provided by Royal Mail              of judicial           correctly implemented VAT legislation 
  are currently exempt                review proceedings    in compliance 
  from Value Added Tax                pending.              with European law and we are 
  (VAT). This VAT exemption                                 continuing to support 
  is currently the subject                                  HMRC in defending the claim. 
  of judicial review 
  proceedings. There 
  is a risk that the 
  VAT exemption on access 
  services could be lost 
  as a result of these 
  proceedings, thus increasing 
  the cost to those customers 
  who cannot reclaim 
  VAT. In this case, 
  end-users that use 
  such network access 
  services for distribution 
  of their letters may 
  accelerate their adoption 
  of e-substitution or 
  alternative means of 
  communicating with 
  their customers or 
  switch to competing 
  third party direct 
  delivery services. 
 Employment legislation:             Increased             We have processes and controls             Managing 
  Changes to laws and                 risk - due            to ensure that we pay all of               the business 
  regulations relating                to evolution          our people correctly. If the               successfully 
  to employment (including            of case law.          law is changed or elements relevant 
  the interpretation                                        to the particular circumstances 
  and enforcement of                                        of Royal Mail are reinterpreted 
  those laws and regulations)                               by English courts, then we will 
  could, directly or                                        need to adapt to these as appropriate. 
  indirectly, increase 
  the Group's labour 
  costs, which, given 
  the size of the Group's 
  workforce, could have 
  an adverse effect on 
  the Group. There is 
  emerging European case 
  law which may provide 
  new guidance in relation 
  to the interpretation 
  of the Working Time 
  Directive, which subsequently 
  would need to be considered 
  by the English courts 
  in relation to the 
  implementation of that 
  directive through the 
  Working Time Regulations 
  1998 and UK employers' 
  compliance with it. 
==================================  ====================  =========================================  ================ 
 Industrial relations 
===================================================================================================================== 
 There is extensive                                                                                   Managing 
  trade union recognition                                                                              the business 
  in respect of our workforce                                                                          successfully 
  in the UK: 
                                                                                                     ================ 
 Industrial action:                  Reduced risk          We have reached an agreement 
  There is a risk that                - due to              with the CWU on an 
  one or more material                the new CWU           Agenda for Growth, including 
  disagreements or disputes           agreement.            a new legally binding 
  between the Group and                                     agreement, to promote industrial 
  its trade unions could                                    stability and provide 
  result in widespread                                      employee protections. The agreement 
  localised or national                                     represents a 
  industrial action.                                        joint aspiration to radically 
  Widespread localised                                      improve industrial relations 
  or national industrial                                    and create a can-do culture 
  action would cause                                        in the interests of 
  material disruption                                       customers, employees and the 
  to our business in                                        Company; and 
  the UK and would be 
  likely to result in                                       We continue to engage with both 
  an immediate and potentially                              Unite and the CWU 
  ongoing significant                                       at all levels across the business, 
  loss of revenue for                                       and there is constant 
  the Group.                                                visibility of issues, action 
  Widespread localised                                      taken and potential risks. 
  or national industrial 
  action may cause Royal 
  Mail to fail to meet 
  the Quality of Service 
  targets prescribed 
  by Ofcom, leading to 
  enforcement action 
  and fines. 
==================================  ====================  =========================================  ================ 
 

Related party information

This note provides details of amounts owed to and from related parties, which include the Royal Mail Pension Plan (RMPP), the Group's associate companies, and payments to key management personnel. Details of the Group's principal subsidiaries and associates are also provided.

Related party transactions

During the reporting year the Group entered into transactions with related parties. The transactions were in the ordinary course of business and included administration and investment services recharged to the Group's pension plans by Royal Mail Pension Trustees Limited of GBP6 million (2013 GBP5 million) and services charged to the Group by its associate company, Quadrant Catering Limited (Quadrant) of GBP22 million (2013 GBP26 million). Amounts owed by the Group to Quadrant at 30 March 2014 were GBP2 million (at 31 March 2013 GBP1 million owed by Quadrant to the Group).

The Group also trades with numerous HM Government bodies on an arm's length basis. HM Government has retained a c.30 per cent stake in Royal Mail plc on the Company's stock market flotation. HM Government still owns 100 per cent of Post Office Limited through its Postal Services Holding Company Limited entity. Transactions with HM Government entities, including Post Office Limited, are not disclosed owing to the significant volume of transactions that are conducted.

The sales to and purchases from related parties are made at normal market prices. Balances outstanding at the year end are unsecured, interest free and settlement is made by cash.

Key management compensation

 
                                                  52 weeks     53 weeks 
                                                      2014         2013 
                                                  Reported     Reported 
                                                    GBP000       GBP000 
=============================================  ===========  =========== 
 Short-term employee benefits                      (3,173)      (3,753) 
=============================================  ===========  =========== 
 Post-employment benefits                                -            - 
=============================================  ===========  =========== 
 Other long-term benefits(1)                       (2,654)            - 
=============================================  ===========  =========== 
 Total compensation earned by key management       (5,827)      (3,753) 
=============================================  ===========  =========== 
 

(1) The 2014 other long-term benefits amount consists of GBP1,327,000 for each of the 2010 and 2011 LTIP awards that vested at 30 March 2014.

Key management comprises Executive and Non-Executive Directors of Royal Mail plc at 30 March 2014.

The ultimate parent and principal subsidiaries

Royal Mail plc is the ultimate parent Company of the Group. The consolidated financial statements include the financial results of Royal Mail Group Limited and the other principal subsidiaries listed below:

 
                                                                             % equity    % equity 
                                                          Country of         interest    interest 
 Company                       Principal activities        incorporation         2014        2013 
============================  =========================  ================  ==========  ========== 
 General Logistics Systems     Parcel services holding 
  B.V.                          company                   Netherlands             100         100 
============================  =========================  ================  ==========  ========== 
 Royal Mail Estates Limited    Property holdings          United Kingdom          100         100 
============================  =========================  ================  ==========  ========== 
 Royal Mail Investments 
  Limited                      Holding company            United Kingdom          100         100 
============================  =========================  ================  ==========  ========== 
 Romec Limited                 Facilities management      United Kingdom           51          51 
============================  =========================  ================  ==========  ========== 
 

Associates

 
                                                                                 %            % 
                                                      Country of         ownership    ownership 
 Company                      Principal activities     incorporation          2014         2013 
===========================  ======================  ================  ===========  =========== 
 Quadrant Catering Limited    Catering services       United Kingdom            51           51 
===========================  ======================  ================  ===========  =========== 
 G3 Worldwide Mail N.V. 
  (Spring)                    Mail services           Netherlands            32.45        32.45 
===========================  ======================  ================  ===========  =========== 
 

The majority of Board membership and voting power in Quadrant Catering Limited is held by the other investor company, hence it is not a subsidiary.

The investment in Quadrant Catering Limited is held by Royal Mail Group Limited, the investment in G3 Worldwide Mail N.V. (Spring) was held by Royal Mail Investments Limited until its disposal on 2 April 2013.

The Company has taken advantage of the exemption under section 410 of the Companies Act 2006, a schedule of interests in all undertakings will be filed with the Annual Return.

Directors' Responsibility Statement

Each of the Directors, whose names and functions are disclosed on page 38, confirms that, to the best of their knowledge:

-- The financial statements, prepared in accordance with applicable accounting standards, give a true and fair view of the assets, liabilities, financial position and profit of the Company and the Group taken as a whole; and

-- The Management report, which is incorporated into the Strategic report, and the Directors' report includes a fair review of the development and performance of the business and the Group taken as a whole, together with a description of the principal risks and uncertainties that they face.

In addition, the Board considers that the Annual Report and Financial Statements, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Company's performance, business model and strategy.

 
 Royal Mail plc 
 
 
  Media 
  Beth Longcroft 
  Phone: 020 7449 8241 
  Email: beth.longcroft@royalmail.com 
 
  Royal Mail press office out of hours: 0203 
  338 1007 
 
  Investor relations 
  Catherine Nash 
  Phone: 020 7449 8183 
  Email: investorrelations@royalmail.com 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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