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REG - Accsys Technologies - Preliminary Results for year ended 31 March 2016 <Origin Href="QuoteRef">ACCS.L</Origin> - Part 2

- Part 2: For the preceding part double click  ID:nRSO2046Ba 

                                                                                                                                                                                                                                                                                                                                               exclusive region.  Accsys leading formation of proposed Tricoya consortium ensuring full involvement                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   in all business areas including sales, marketing, product development, operations and maintenance.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   Working with Masisa towards execution of full Tricoya licence agreement in respect of Latin America.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
 
 
 Strategic Priority        Ambition                                                                                                                                                                                                                                                                                                                                                   Progress in 2016                                                                                                                                                                                                                                                                                                                                           Priorities for 2017                                                                                   Risks                                                                                                                                                                                                                                                                                                            
 Research and Development  Continued R&D and product development activities to generate future value via development of additional and enhanced applications.  Further development of new species to aid licensing discussions and maximise value through reduced costs as well as generate new applications and increased revenue.Strengthened protection of intellectual property.  Progress included meeting US building code requirements for decking, working with coating companies to lengthen their warranties, through to validation of Accoya for use within velodromes. On-going programme of R&D, included progression of acetylated Beech which has been used a number of projects around the world.  Now over 40 granted patents   Further product specifications to be completed, working with Solvay, including for decking and        Additional applications and new species development remains uncertain given the inherent nature of R&D. An element of the Group's strategy for growth envisages existing or new products being sold into new markets such that slower development could impact longer term growth.                               
                                                                                                                                                                                                                                                                                                                                                                                      and over 120 pending patent applications.                                                                                                                                                                                                                                                                                                                  structural applications. Development of selective engineered timber options.  Development of                                                                                                                                                                                                                                                                                                                           
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 supplemental species to increase supply options as manufacturing capacity increases.   See CEO's                                                                                                                                                                                                                                                                                                                       
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 report for further details.                                                                                                                                                                                                                                                                                                                                                                                            
 Brand                     Continued development, advancement and protection of globally established Accoya® and Tricoya® brands.                                                                                                                                                                                                                                                     In country marketing campaigns, tailored for select audiences to increase brand loyalty. Established a network of joinery manufacturers and architects in North America to align with marketing focus and commenced a fully integrated programme of marketing activities.                                                                                  Introduce consumer facing online presence to target homeowners. Accoya digital campaign to reach new  Our brands are increasingly valuable asset for the Group however as we operate on a global basis the risk of damage to our brand also increases. As with our technical IP, our brands are carefully managed via our qualified in house IP manager working with external trade mark attorneys where appropriate.  
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 audiences and establish online presence to Accoya accredited joinery manufacturers through identified                                                                                                                                                                                                                                                                                                                  
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 digital marketing channels. Develop new markets for Accoya and Tricoya brands. Continue work with                                                                                                                                                                                                                                                                                                                      
                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 Solvay to accelerate marketing in their 13 countries.                                                                                                                                                                                                                                                                                                                                                                  
 
 
Further considerations of Risks can be found in the Directors report. 
 
Accsys Technologies PLC 
 
Financial review 
 
Income statement 
 
Revenue 
 
Total revenue for the year ended 31 March 2016 increased by 15% to E52.8m (2015: E46.1m). Within this total, Accoya® wood
revenue increased by 7% to E43.5m (2015: E40.7m) largely as a result of pricing. Accoya® revenue includes E6.6m of sales to
Medite for the manufacture of Tricoya, a 21% increase (2015: E5.5m). Licence income increased from E0.4m to E2.8m
reflecting the new agreements with our Accoya licensee Solvay in the period. 
 
Other revenue of E6.5m (2015: E5.0m) included E1.3m in respect of the Global Marketing agreement with Solvay which expired
in the period. E0.9m of other revenue was recorded in respect of the monies received attributable to the Tricoya® project
with the remainder of Other income largely attributable to sales of acetic acid, a by-product from the acetylation
process. 
 
Gross margin 
 
Gross profit margin improved from 27% to 34%, resulting from higher licence revenue, price increases and improved operating
efficiencies. The gross manufacturing margin increased from 25% to 27% largely as a result of price increases implemented
part way through the previous financial year. 
 
Other operating costs 
 
Other operating costs increased by 15% to E18.5m (2015: E16.0m). This increase includes E1.6m of fully consolidated
operating costs from Tricoya Technologies Limited ('TTL'), which were previously equity accounted and shown separately
under share of joint venture loss. In addition, payroll and sales and marketing costs increased largely as a result of
higher activity levels. Headcount increased to an average of 121 (2015: 111), with staff costs increasing by 9.8% to
E11.1m. This included a share based payment charge of E1.0m (2015: E1.4m). E0.3m of the increase in staff costs is
attributable to foreign exchange, with a further E0.4m of the increase in other operating costs also attributable to
foreign exchange (see note 4). 
 
An exceptional item of E2.9m was also recorded in the prior period, in respect of the arbitration with Diamond Wood which
concluded in the prior period (see note 5). 
 
Loss from operations 
 
The loss from operations decreased by 96% to E0.3m (2015: loss of E6.7m) due to the improvement in gross margin described
above, offset by the increase in operating costs and exceptional costs of E2.9m in the prior period, as explained above.
Excluding exceptional costs, the loss from operations decreased by 92% to E0.3m (2015: E3.8m). 
 
Share of joint venture loss and gain on acquisition of subsidiary 
 
During the previous period TTL had been accounted for in the Accsys Group accounts using the equity method. In the year
ended 31 March 2015 TTL recorded revenue of E0.5m and total costs of E2.7m resulting in Accsys' share of loss of E1.1m. 
 
On 31 March 2015, Accsys acquired the remaining 50% equity interest in TTL held by Ineos and as a result owned 100% at the
end of the prior period and TTL was consolidated throughout the year ended 31 March 2016. The acquisition was accounted for
as an acquisition of a subsidiary and the assets and liabilities recorded at fair value. A gain of E0.3m was recorded as a
result of the difference between the consideration paid, the investment in joint venture immediately prior to the
acquisition and the fair value of the net assets acquired (see note 9). 
 
Finance income 
 
Finance income of E0.01m (2015: E0.07m) represents interest receivable on bank deposits. 
 
Finance expense 
 
The finance expense of E0.2m (2015: E0.2m) is primarily due to interest element arising on the payments attributable to the
sale and leaseback of part of the Group's land and buildings in Arnhem, together with interest arising on the new leases
for office equipment in the London office. This also includes any interest payable upon the group's finance facilities. 
 
Research & Development expenditure 
 
E2.0m was incurred on research and development activities in the period (2015: E1.4m). E0.1m (2015: E0.2m) has been
capitalised as an intangible asset (see note 16). 
 
Taxation 
 
The net tax charge of E0.4m (2015: E0.6m) primarily represents a tax charge arising from manufacturing offset by R&D tax
credits of E0.2m (2015: E0.2m) attributable to activities carried out in the current year. 
 
Dividends 
 
No final dividend is proposed in 2016 (2015 final dividend: ENil). The Board deems it prudent for the Company to maintain
as strong a balance sheet as possible during the current phase of the Company's growth strategy. 
 
Earnings per share 
 
Basic and diluted loss per share was E0.01 (2015 basic and diluted loss per share was E0.09). 
 
Balance sheet 
 
Intangible assets 
 
Intangible asset additions of E1.5m (2015: E0.2m) include E1.0m relating to the Front End Engineering Design ("FEED")
document for the construction of the world's first Tricoya® plant. In addition E0.5m relates to capitalised internal
development costs for both Accoya and Tricoya related activities. 
 
Property, plant and equipment 
 
Property, plant and equipment net additions of E2.8m (2015: E0.9m) includes E1.2m relating to the expansion of our existing
plant in Arnhem, predominantly relating to engineering work. In addition E1.0m relates to technology improvements and items
of maintenance equipment at our Arnhem production facility, and E0.4m relate to office equipment in London, including in
respect of the move to our new head office in London. 
 
Available for sale investments 
 
Accsys Technologies PLC has previously purchased a total of 21,666,734 unlisted ordinary shares in Diamond Wood China
Limited. The historical cost of the unlisted shares held at 31 March 2016 is E10m (2015: E10m). However, a provision for
the impairment of the entire balance of E10m continues to be recorded as at 31 March 2016 (see note 18). 
 
Inventory 
 
The Group had total inventory balances of E8.3m (2015: E7.9m). Finished goods consisting of Accoya represented E5.8m (2015:
E4.8m) and raw materials and work in progress, primarily consisting of unprocessed lumber, being E2.5m (2015: E3.1m). The
increase is attributable to the planned increase in sales in the new financial year together with the previously reported
overstocking of certain items. The utilisation of these items commenced in the second half of the financial year and will
continue in the new financial year. 
 
Cash and cash equivalents 
 
The Group had cash and bank deposits of E8.2m at the end of the period (2015: E10.8m). The decrease in the year is mainly
due to the changes in working capital of E3.0m (2015: E1.0m), which includes E1.7m revenue released from deferred income,
plus increases of E0.7m in trade and other receivables, and E0.4m in inventories. 
 
E3.5m of cash in-flow was attributable to cash flows from operating activities before changes in working capital (2015:
E0.2m excluding exceptional items), as a result of the reduction in operating loss to E0.3m (2015: E3.6m excluding
exceptional items). This was offset by a total of E4.0m of investing activities (2015: E0.7m), including E0.4m in respect
of capitalised development costs (2015: E0.2m) and E2.6m in respect of tangible fixed assets (2015: E0.9m) including in
respect of the expansion of plant in Arnhem. In addition E1.1m of cash out-flow was in respect of intangible fixed assets
(2015: Enil) in TTL, relating to the completed FEED study for the new Tricoya plant. 
 
Trade and other receivables 
 
Trade and other receivables have increased to E5.6m (2015: E5.0m). Within this, trade receivables increased from E3.0m to
E4.0m due to higher sales in March 2016. 
 
Trade and other payables 
 
Trade and other payables decreased to E8.1m (2015: E9.6m). Included within this, trade payables increased to E4.3m (2015:
E3.8m). In addition accruals and deferred income decreased from E4.6m to E3.0m due to the release of E1.3m of deferred
income relating to the Global Marketing Agreement with Solvay and E0.1m of revenue in TTL which reflect funding received
from the EC in respect of a Life+ subsidy relating to the Tricoya project. Other Payables decreased from E1.0m to E0.4m,
reflecting the recognition of income associated with licensing activities referred to above. 
 
Finance lease creditor 
 
The Group has previously entered into a sale and leaseback agreement for part of the Arnhem land and buildings. The first
phase was resulted in proceeds of E2.2m which has been accounted for as a finance lease. At 31 March 2016 there are E2.0m
of payments committed to over the remaining life of the lease (2015: E2.1m) (see note 28). The second part of the sale and
leaseback of the land in Arnhem was completed in February 2013, however this has been accounted for as an operating lease
(see note 27). In addition the Group entered into a finance lease arrangement in respect of the fit out and furniture in
respect of the London office resulting in a liability of E0.3m at year end (2015: Enil) (see note 28). 
 
Capital structure 
 
Details of the issued share capital, together with the details of the movements in the Company's issued share capital in
the year are included in note 24. The Company has one class of ordinary shares which carry no right to fixed income. Each
share carries the right to one vote at general meetings of the Company. Details of non-controlling interests associated
with Tricoya Technologies Limited are set out in note 9. 
 
There are no specific restrictions on the size of a holding nor on the transfer of the Company's shares, which are both
governed by the general provisions of the Articles of Association and prevailing legislation. The Directors are not aware
of any agreements between holders of the Company's shares that may result in restrictions on the transfer of securities or
on voting rights. 
 
Details of employee share schemes are set out in note 15. No person has any special rights of control over the Company's
share capital and all issued shares are fully paid. 
 
Going concern 
 
The financial statements are prepared on a going concern basis, which assumes that the Group will continue in operational
existence for the foreseeable future, and at least 12 months from the date these financial statements are approved. 
 
As part of the Group's going concern review, the Directors have reviewed the Group's trading forecasts and working capital
requirements for the foreseeable future. These forecasts indicate that, in order to continue as a going concern, the Group
is dependent on the achievement of certain operating performance measures relating to the production and sales of Accoya
wood from the plant in Arnhem and the collection of ongoing working capital items in line with internally agreed budgets. 
 
The Directors have considered the internally agreed budgets and performance measures and believe that appropriate controls
and procedures are in place or will be in place to make sure that these are met. The Directors believe, while some
uncertainty inherently remains in achieving the budget, in particular in relation to market conditions outside of the
Group's control, that there are a sufficient number of alternative actions and measures that can be taken in order to
achieve the Group's medium and long term objectives. 
 
Therefore, the Directors believe that the going concern basis is the most appropriate on which to prepare the financial
statements. 
 
William Rudge 
 
Finance Director 
 
14 June 2016 
 
Accsys Technologies PLC 
 
Directors Report for the year ended 31 March 2016 
 
The Directors present their report together with the audited consolidated financial statements for the year ended 31 March
2016. 
 
Results and dividends 
 
The consolidated statement of comprehensive income for the year shows the loss for the year. 
 
The Directors do not recommend the proposal of a final dividend in respect of the current year, consistent with the prior
year. 
 
Principal activities and review of the business 
 
The principal activity of the Group is the production and sale of Accoya® solid wood and licensing of technology for the
production and sale of Accoya wood and Tricoya® wood elements via the Company's subsidiaries, Titan Wood Limited, Titan
Wood B.V., Titan Wood Technology B.V., Titan Wood Inc, Tricoya Technologies Limited and Tricoya Ventures UK Limited
(collectively the 'Group'). Manufactured through the Group's proprietary acetylation processes, these products exhibit
superior dimensional stability and durability compared with alternative natural, treated and modified woods as well as more
resource intensive man-made materials. A review of the business is set out in the Chairman's statement and the Chief
Executive's report.  Accsys Technologies PLC is incorporated in the United Kingdom. 
 
Business model and Strategy 
 
The Business model and Strategy section sets out the Company's strategy, business model and key performance indicators. 
 
Financial instruments 
 
Details of the use of financial instruments by the Company and its subsidiary undertakings are set out in Note 29 of the
financial statements. 
 
Share issues 
 
On 6 July 2015, a total of 891,044 of E0.05 Ordinary shares were issued to an Employee Benefit Trust ('EBT'). 
 
On 6 July 2015, a total of 20,000 of E0.05 Ordinary shares were released to an employee following the exercise of options
granted in a prior year. 
 
On 14 August 2015, a total of 63,909 of E0.05 Ordinary shares were issued to a trust under the terms of the Employee Share
Participation Plan. 
 
On 14 August 2015, a total of 27,825 of E0.05 Ordinary shares were issued and released to employees together with 27,825 of
E0.05 Ordinary shares issued to trust on 18 August 2014. 
 
On 10 December 2015, a total of 16,123 of E0.05 Ordinary shares were issued to an Employee Benefit Trust ('EBT'). 
 
On 11 December 2015, a total of 16,302 of E0.05 Ordinary shares were issued to a trust under the terms of the Employee
Share Participation Plan. 
 
On 20 January 2016, a total of 53,922 of E0.05 Ordinary shares were issued and released to employees together with 53,922
of E0.05 Ordinary shares issued to trust on 19 January 2015. 
 
Principal risks and uncertainties 
 
The business, financial condition or results of operations of the Group could be adversely affected by any of the risks set
out below. The Group's systems of control and protection are designed to help manage and control risks to an appropriate
level rather than to eliminate them. 
 
The Directors consider that the principal risks to achieving the Group's objectives are those set out below. 
 
(a)           Economic and market conditions 
 
The Group's operations comprise the manufacture of Accoya® wood and licensing the technology to manufacture Accoya and
Tricoya® wood elements to third parties. The cost and availability of key inputs affects the profitability of the Group's
own manufacturing whilst also impacting the potential profitability of third parties interested in licensing the Group's
technology. The price of key inputs and security of supply are managed by the Group, partly through the development of long
term contractual supply agreements. 
 
An element of the Group's strategy for growth envisages the Group selling new or existing products and services into other
countries or into new markets. However, there can be no assurance that the Group will successfully execute this strategy
for growth. The development of a mass market for a new product or process is affected by many factors, many of which are
beyond the control of the Group, including the emergence of newer and more competitive products or processes and the future
price of raw materials. If a mass market fails to develop or develops more slowly than anticipated, the Group may fail to
achieve sustainable profitability. 
 
(b)           Regulatory, legislative and reputational risks 
 
The Group's operations are subject to extensive regulatory requirements, particularly in relation to its manufacturing
operations and employment policies.  Changes in laws and regulations and their enforcement may adversely impact the Group's
operations in terms of costs, changes to business practices and restrictions on activities which could damage the Group's
reputation and brand. 
 
(c)           Employees 
 
The Group's success depends on its ability to continue to attract, motivate and retain highly qualified employees. The
highly qualified employees required by the Group in various capacities are sometimes in short supply in the labour market.
There are risks associated with operating a chemical plant and accordingly the health and safety of our staff is made a
priority. We continuously seek improvements to exceed industry expectations by challenging our methods, improving our
reporting and continuing to learn 
 
(d)           Intellectual property 
 
The Group's strategy of licensing technology depends upon maintaining effective protection of its intellectual properties
worldwide. Protection is afforded by a combination of trademarks, patents, secrecy, confidentiality agreements and the
structuring of legal contracts relating to key licensing, engineering and supply arrangements. Unauthorised use of the
Group's intellectual property may adversely impact its ability to licence the technology and lead to additional expenditure
to enforce legal rights. The wide geographical spread of our products increases this risk due to the increasingly varied
and complex laws and regulations in which we seek to protect the Group's intellectual property. 
 
Further details of how risks and uncertainties relate to our strategy and performance in the year are shown in the strategy
section. 
 
Greenhouse gas ('GHG') emissions 
 
The table below represents all the emission sources required under the Companies Act 2006 (Strategic Report and Directors'
Reports) Regulations 2013 for our manufacturing facility in Arnhem, the Netherlands. 
 
 Global GHG emissions data for period 1 April 2015 to 31 March 2016                                                                         
                                                                                                                     2016        2015       2014       
                                                                                                                     kg CO2eq    kg CO2eq   kg CO2eq   
 Electricity, heat, steam and cooling for own use - GROSS                                                            3,309,630   3,135,167  2,800,294  
 Electricity, heat, steam and cooling for own use - NET (including Renewable Energy Credits)                         1,651,470   88,714     40,211     
 Combustion of fuel & operation of production facility (MP4), in Arnhem, the Netherlands                             2,726,868   2,939,167  2,263,107  
 Total - Gross                                                                                                       6,036,498   6,074,334  5,063,401  
 External carbon offsets (VCS 2015)                                                                                  -1,420,000  -          -          
 TOTAL - NET (including Renewable Energy Credits)                                                                    2,958,338   3,027,882  2,303,318  
 Chosen intensity measurement: Emissions per cubic meter Accoya produced - GROSS                                     181         178        210        
 Chosen intensity measurement: Emissions per cubic meter Accoya produced - NET (including Renewable Energy Credits)  88          89         95         
 
 
Notes: 
 
-       We have reported on all the emission sources required under the Companies Act 2006 (Strategic Report and Directors'
Reports) Regulations 2013 for our manufacturing facility in Arnhem, the Netherlands. 
 
-       Due to unavailability of data, GHG emissions related to our offices and staff travel our not included in the
figures above. 
 
-       Emissions have been calculated following the GHG Protocol - Corporate Accounting and Reporting (revised edition)
using the following databases: IPCC 2006 Guidelines for National Greenhouse Gas Inventories, 2007 IPCC Fourth Assessment
Report and Eco-Invent v3.3. 
 
-       Note that following Environmental Reporting Guidelines of Defra (2013), carbon offsets may be accounted for
separately as a "NET" figure, while the original electricity consumption figures should be presented as a "GROSS" figure. 
 
-       Following the same (Defra 2013) guidelines, the emissions associated with our supply chain (inputs and outputs) are
not included in the figures above, for readers that are interested in the supply chain related figures we refer to our
publicly available carbon footprint report:
http://www.accoya.com/wp-content/uploads/2013/09/Verco-Cradle-to-gate-carbon-footprint-update-2012.pdf and Environmental
Product Declaration (EN 15804):
https://www.accoya.com/wp-content/uploads/2015/06/NEPD-376-262-EN-Accsys-Technologies-Accoya-Wood.pdf. 
 
-       For prior years, following Environmental Reporting Guidelines of Defra (2013), carbon offsets due to e.g. purchase
of Renewable Energy Credits may be accounted for separately as a "NET" figure, while the original electricity consumption
figures are presented as a "GROSS" figure. 
 
-       In the current year, Accsys has offset its CO2 emissions mainly through investing in verified carbon offset
projects instead of through Renewable Energy Credits (see external carbon offsets) resulting in an amended presentation as
recommended under the Defra guidelines. 
 
Further details concerning the environmental impact of our products as a whole are detailed in the Sustainability Report,
including an assessment of the overall life cycle of Accoya. 
 
Directors 
 
The Directors of the Company during the year and up to the date of signing the financial statements were: 
 
Sean Christie 
 
Paul Clegg 
 
Sue Farr 
 
Montague John 'Nick' Meyer 
 
Hans Pauli 
 
William Rudge 
 
Patrick Shanley 
 
Directors' indemnities 
 
The Company maintains directors' and officers' liability insurance which gives appropriate cover for legal action brought
against its Directors. 
 
Employment policies 
 
The Group operates an equal opportunities policy from recruitment and selection, through training and development,
appraisal and promotion to retirement. It is our policy to promote an environment free from discrimination, harassment and
victimisation, where everyone will receive equal treatment regardless of gender, colour, ethnic or national origin,
disability, age, marital status or sexual orientation. All decisions relating to employment practises will be objective,
free from bias and based solely upon work criteria and individual merit. 
 
18% of employees in the period were female. 10% of the senior management team were female and one of the Board of Directors
was female. 
 
Health and safety 
 
Health and safety is the priority at all levels of the Group, in particular taking into account the chemical industry in
which Accsys operates. Group companies have a responsibility to ensure that all reasonable precautions are taken to provide
and maintain working conditions for employees and visitors alike, which are safe, healthy and in compliance with statutory
requirements and appropriate codes of practice. 
 
The avoidance of occupational accidents and illnesses is given a high priority. Detailed policies and procedures are in
place to minimise risks and ensure appropriate action is understood in the event of an incident. A dedicated health and
safety officer is retained at the Group's manufacturing facility. 
 
Significant shareholdings 
 
So far as the Company is aware (further to formal notification), the following shareholders held legal or beneficial
interests in ordinary shares of the Company exceeding 3%: 
 
·      Henderson Group PLC                                                                          5.94% 
 
·      Royal Bank of Canada                                                                          5.73% 
 
·      OP-Pohjola Group Central Cooperative                                                5.55% 
 
·      INEOS                                                                                                   5.43% 
 
·      Majedie UK Equity Fund                                                                        5.06% 
 
·      FIL Limited (formerly known as Fidelity International Limited)             4.93% 
 
·      Invesco Limited                                                                                    4.87% 
 
·      The London & Amsterdam Trust Company Limited                              4.51% 
 
·      Saad Investments Company Limited                                                    3.92% 
 
·      Zurab Lysov                                                                                         3.71% 
 
There are no restrictions in respect of voting rights. 
 
Going concern 
 
The Directors have formed a judgement, at the time of approving the financial statements, that there is a reasonable
expectation that the Group has access to adequate resources to continue in operational existence for at least the next 12
months. Further details are set out in note 1 to these financial statements. 
 
Corporate Governance 
 
The company's statement on corporate governance can be found in the corporate governance report. The corporate governance
report forms part of this directors' report and is incorporated into it by cross-reference. 
 
Disclosure of information to auditors 
 
Each of the persons who is a Director at the date of the approval of the Annual Report confirms that: 
 
·         So far as the Director is aware, there is no relevant audit information of which the Company's Auditors are
unaware; and 
 
·         The Director has taken all the steps that he ought to have taken as a Director in order to make himself aware of
any relevant audit information and to establish that the Company's Auditors are aware of that information. 
 
This confirmation is given and should be interpreted in accordance with the provisions of s418 of the Companies Act 2006. 
 
Independent Auditors 
 
PricewaterhouseCoopers LLP have expressed their willingness to continue in office as auditors and a resolution to
re-appoint them will be proposed at the annual general meeting. 
 
Directors' responsibilities pursuant to DTR4 
 
The Directors confirm to the best of their knowledge: 
 
·      The Group financial statements have been prepared in accordance with International Financial Reporting Standards
('IFRSs') as adopted by the European Union and Article 4 of the IAS Regulation and give a true and fair view of the assets,
liabilities, financial position and profit or loss of the Group. 
 
·      The annual report includes a fair review of the development and performance of the business and the financial
position of the Group and the parent Company, together with a description of the principal risks and uncertainties that
they face. 
 
By order of the Board 
 
Angus Dodwell 
 
Company Secretary 
 
14 June 2016 
 
Accsys Technologies PLC 
 
Corporate Governance 
 
Details of the Company's corporate governance arrangements are set out below. The Board of Directors acknowledges the
importance of the Principles set out in The UK Corporate Governance Code issued by the Financial Reporting Council. Neither
the 2010 or 2012 UK Corporate Governance Code are compulsory for AIM listed or Euronext listed companies. The Board has
applied the principles as far as practicable and appropriate for a relatively small public company. 
 
The Board of Directors 
 
During the period the Board comprised a Non-executive Chairman, three Non-executive Directors and three Executive
Directors. 
 
The Board meets regularly and is responsible for strategy, performance, approval of major capital projects and the
framework of internal controls. To enable the Board to discharge its duties, all Directors receive appropriate and timely
information. Briefing papers are distributed to all Directors in advance of Board meetings. All Directors have access to
the advice and services of the Company Secretary. The appointment and removal of the Company Secretary is a matter for the
Board as a whole. In addition, procedures are in place to enable the Directors to obtain independent professional advice in
the furtherance of their duties, if necessary, at the Company's expense. 
 
During the year, all serving Directors attended the quarterly Board meetings that were held. In addition to the scheduled
meetings there is frequent contact between all the Directors in connection with the Company's business including Audit and
Nomination and Remuneration committee meetings which are held as required, but as a minimum twice per annum. 
 
Directors are subject to re-election by the shareholders at Annual General Meetings. The Articles of Association provide
that Directors will be subject to re-election at the first opportunity after their appointment and the Board submit to
re-election at intervals of three years. 
 
Day to day operating decisions are made by the Senior Management Team of which the Chief Executive Officer, the Executive
Director, Corporate Development and Finance Director are members. 
 
Audit Committee 
 
The Audit Committee consisted of Sean Christie (Chairman), Patrick Shanley, Nick Meyer, Sue Farr and Sean Christie. The
Audit Committee meets at least twice a year and is responsible for monitoring compliance with accounting and legal
requirements and for reviewing the annual and interim financial statements prior to their submission for approval by the
Board. The Committee also discusses the scope of the audit and its findings and considers the appointment and fees of the
external auditors. The Audit Committee continues to believe that it is not currently appropriate for the Company to
maintain a dedicated internal audit function due to its size. 
 
The Audit Committee considers the independence and objectivity of the external auditors on an annual basis, with particular
regard to non-audit services. The non-audit fees are considered by the Board not to affect the independence or objectivity
of the auditors. The Audit Committee monitors such costs in the context of the audit fee for the period, ensuring that the
value of non-audit service does not increase to a level where it could affect the auditors' objectivity and independence.
The Board also receives an annual confirmation of independence from the auditors. 
 
Nominations & Remuneration Committee 
 
The Nominations and Remuneration Committee consists of Sue Farr (Chairman, following appointment on 19 November 2015),
Patrick Shanley, Sean Christie and Nick Meyer. The Committee's role is to consider and approve the nomination of Directors
and the remuneration and benefits of the Executive Directors, including the award of share options and bonus share awards.
In framing the Company's remuneration policy, the Nominations & Remuneration Committee has given full consideration to
Section D of The UK Corporate Governance Code. 
 
Internal Financial Control 
 
The Board is responsible for establishing and maintaining the Company's system of internal financial control and places
importance on maintaining a strong control environment. The key procedures which the Directors have established with a view
to providing effective internal financial control are as follows: 
 
·      The Company's organisational structure has clear lines of responsibility; 
 
·      The Company prepares a comprehensive annual budget that is approved by the Board.  Monthly results are reported
against the budget and variances are closely monitored by the Directors; and 
 
·      The Board is responsible for identifying the major business risks faced by the Company and for determining the
appropriate courses of action to manage those risks. 
 
The Directors recognise, however, that such a system of internal financial control can only provide reasonable, not
absolute, assurance against material misstatement or loss. 
 
Relations with shareholders 
 
Communications with shareholders are given high priority. 
 
There is regular dialogue with shareholders including presentations after the Company's preliminary announcement of the
year-end results and six monthly results. The Board uses the Annual General Meeting to communicate with investors and
welcomes their participation. The Chairman aims to ensure that the Directors are available at Annual General Meetings to
answer questions. 
 
Directors' attendance record 
 
The attendance of individual Directors at meetings of the Board and its committees in the year under review was as
follows: 
 
                             Board               Audit Committee            Nominations & Remuneration Committee  
 Number of meetings          Attended1  Serving                   Attended  Serving                                 Attended  Serving  
                                                                                                                                       
 Sean Christie               9          10                        3         3                                       6         6        
 Paul Clegg                  10         10                        3         -                                       2         -        
 Sue Farr                    8          10                        3         3                                       6         6        
 Montague John 'Nick' Meyer  10         10                        3         3                                       6         6        
 Hans Pauli                  9          10                        3         -                                       -         -        
 Patrick Shanley             9          10                        3         3                                       6         6        
 William Rudge               9          10                        3         -                                       -         -        
                                                                                                                                       
 
 
Whilst all Directors are not members of the Board Committees they attend by invitation. 
 
Figures in the left hand column denote the number of meetings attended and figures in the right hand column denote the
number of meetings held whilst the individual held office. 
 
Notes 
 
1.         A number of board committee meetings were held in the year in addition to the scheduled board meetings in order
to address certain routine matters such as the issue of shares in respect of the Employee Share Scheme. 
 
Accsys Technologies PLC 
 
Consolidated statement of comprehensive income for the year ended 31 March 2016 
 
                                                                                                                               2016      2015                      2015               2015      
                                                                                                                               E'000     E'000                     E'000              E'000     
                                                                                                                         Note  Total     Before exceptional items  Exceptional items  Total     
                                                                                                                                                                   Note 6                       
                                                                                                                                                                                                
                                                                                                                                                                                                
 Accoya wood revenue                                                                                                           43,466    40,661                    -                  40,661    
 Licence revenue                                                                                                               2,849     389                       -                  389       
 Other revenue                                                                                                                 6,454     5,027                     -                  5,027     
                                                                                                                                                                                                
 Total revenue                                                                                                           3     52,769    46,077                    -                  46,077    
                                                                                                                                                                                                
 Total cost of sales                                                                                                           (34,597)  (33,842)                  -                  (33,842)  
                                                                                                                                                                                                
 Gross profit                                                                                                                  18,172    12,235                    -                  12,235    
                                                                                                                                                                                                
 Other operating costs                                                                                                   4     (18,460)  (15,985)                  (2,937)            (18,922)  
                                                                                                                                                                                                
 Operating loss                                                                                                          8     (288)     (3,750)                   (2,937)            (6,687)   
                                                                                                                                                                                                
 Share of joint venture loss                                                                                             9     -         (1,098)                   -                  (1,098)   
 Gain on acquisition of subsidiary                                                                                       9     -         -                         267                267       
 Finance income                                                                                                          10    13        73                        -                  73        
 Finance expense                                                                                                         11    (191)     (208)                     -                  (208)     
                                                                                                                                                                                                
 Loss before taxation                                                                                                          (466)     (4,983)                   (2,670)            (7,653)   
                                                                                                                                                                                                
 Tax expense                                                                                                             12    (402)     (607)                     -                  (607)     
                                                                                                                                                                                                
 Loss for the year                                                                                                             (868)     (5,590)                   (2,670)            (8,260)   
                                                                                                                                                                                                
 (Loss)/Gain arising on translation of foreign operations, which could subsequently be reclassified into profit or loss        (27)      158                       -                  158       
                                                                                                                                                                                      
                                                                                                                                                                                      
                                                                                                                                                                                                
 Total comprehensive loss for the year                                                                                         (895)     (5,432)                   (2,670)            (8,102)   
                                                                                                                                                                                                
 Total comprehensive loss for the year is                                                                                                                                                       
 attributable to:                                                                                                                                                                               
 Owners of Accsys Technologies PLC                                                                                             (885)     (5,432)                   (2,670)            (8,102)   
 Non-controlling interests                                                                                                     (10)      -                         -                  -         
                                                                                                                                                                                                
 Total comprehensive loss for the year                                                                                         (895)     (5,432)                   (2,670)            (8,102)   
                                                                                                                                                                                                
 Basic and diluted loss per ordinary share                                                                               14    E(0.01)   E(0.06)                                      E(0.09)   
 
 
The comparative figures for the year ended 31 March 2015 include exceptional costs (see note 5). 
 
The notes form an integral part of these financial statements. 
 
Accsys Technologies PLC 
 
Consolidated statement of financial position as at 31 March 2016 
 
Registered Company 05534340 
 
                                                                  Note  2016       2015       
                                                                        E'000      E'000      
                                                                                              
 Non-current assets                                                                           
 Intangible assets                                                16    10,980     10,014     
 Investment in joint venture                                      8     -          -          
 Property, plant and equipment                                    17    20,272     19,548     
 Available for sale investments                                   18    -          -          
                                                                                              
                                                                        31,252     29,562     
                                       

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