REG - Mountview Estates. - Annual Financial Report and Notice of AGM

Mountview Estates P.L.C.Announcement

07/07/2023 07:00

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RNS Number : 3252F  Mountview Estates PLC  07 July 2023

7 July 2023

Mountview Estates P.L.C.

Publication of 2023 Annual Report and Accounts

&

Notice of 2023 Annual General Meeting

 

Mountview Estates P.L.C. (the "Company") announces that the Annual Report and
Accounts for the year ended 31 March 2023 ("2023 ARA") together with the 2023
Notice of Annual General Meeting (the "2023 AGM") has been sent to
shareholders and is available to download from the Company's website
www.mountviewplc.co.uk (file:///C%3A/NRPortbl/CFD/DEBW/www.mountviewplc.co.uk)
.

Copies of these documents, together with the Form of Proxy for the Annual
General Meeting, will be made available for inspection on the National Storage
Mechanism at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) in accordance with
the Financial Conduct Authority's ("FCA") Listing Rule 9.6.1R.

AGM arrangements

 

The Company's 2023 AGM will be held at the offices of Norton Rose Fulbright
LLP, 3 More London Riverside, London DE1 2AQ on Wednesday, 9 August 2023 at
11.00 am. Any specific measures in place for the 2023 AGM will be published
prior to the meeting on the Company's website: www.mountviewplc.co.uk
(http://www.mountviewplc.co.uk) .

 

Voting

 

The Board urges all shareholders to exercise their vote and submit their proxy
as soon as possible. All shareholders are encouraged to appoint the chairman
of the meeting as their proxy even if they intend to attend in person. This is
to ensure their vote is counted even if they (or any other proxy appointed)
are not able to attend in person on the day of the 2023 AGM. Results of voting
will be published as soon as practicable following the conclusion of the
meeting.

 

Engagement with shareholders is important to the Company and arrangements have
been made so that shareholders can participate in the 2023 AGM by submitting
questions or matters of concern in connection with the business of the 2023
AGM in advance. Any specific questions on the business of the 2023 AGM and on
the resolutions can be submitted by email to reception@mountviewplc.co.uk
(mailto:reception@mountviewplc.co.uk) or by writing to the Company Secretary,
Mountview House, 151 High Street, Southgate, London N14 6EW. The Board
encourages questions to be submitted as soon as possible and no later than 28
July 2023 and the Board will provide responses to relevant questions by way of
a written Q&A posted on the Company's website as soon as practicable in
advance of the AGM, and no later than 4 August 2023. The Notice of 2023 AGM
explains the arrangements for submitting questions.

 

Preliminary results announcement

The Board announces that in the release of its preliminary unaudited results
for the financial year ended 31 March 2023 on 15 June 2023 it was stated the
profit before tax (in millions) had decreased by 6.3% when in fact the
decrease was 6.0%. This has been corrected in the 2023 ARA.

 

In compliance with paragraph 6.3.5 of the Disclosure Guidance and Transparency
Rules, the information in respect of Principal Risks, Related Party
Transactions and the Statement of Directors' Responsibilities, contained in
the Appendix, is extracted from the 2023 Annual Report and Accounts and should
be read in conjunction with the Company's preliminary results announcement of
15 June 2023 which can be viewed on the Company's website at
www.mountviewplc.co.uk.
(file:///C%3A/Users/nbutler/AppData/Local/Microsoft/Windows/INetCache/Content.Outlook/8EOMQHYF/www.mountviewplc.co.uk.)

 

The ESEF format of the 2023 ARA will be submitted to the FCA's National
Storage Mechanism in due course and will be available in compliance with
paragraph 4.1.14R and paragraph 6.3.5R of the FCA's Disclosure Guidance and
Transparency Rules.

 

 

Enquiries:

For further information on the Company, visit: www.mountviewplc.co.uk
(http://www.mountviewplc.co.uk)

SPARK Advisory Partners Limited (Financial Adviser)
www.sparkadvisorypartners.com (http://www.sparkadvisorypartners.com)

 Mark Brady  020 3368 3550

 

 

APPENDIX

 

PRINCIPAL RISKS AND UNCERTAINTIES

 

Making effective decisions to realise our strategic and operational aims is
underpinned by our risk management processes that embrace monitoring of
currently identified risks, scanning for emerging risks and then once
identified assessing those risks and our response to them within our context
and the challenges placed on us by the external environment. The Audit and
Risk Committee maintains our risk matrix which classifies risks broadly
between those for active and regular monitoring and those for reporting on by
exception and reports on them to the Board (Risk Matrix). The Risk Matrix also
includes risks where the impact would be high, but probability is deemed low
and it is these risks in particular that we consider when assessing longer
term resilience and viability. In particular in the recent years, and as
described in our annual reports from 2020 to 2022, the risk management
processes were tested by Covid-19. This year, following a Board discussion, we
have taken the view that we can move Covid-19 risks from the active monitoring
status to one of being ready to react in the event of a recurrence of a new
strain of Covid or other pandemic. Accordingly in this annual report the notes
describing our operational response to Covid-19, and many other references to
Covid-19 have been removed - though remain accessible from our earlier annual
reports.

 

Using our Risk Matrix we have carried out a robust assessment of the principal
risks facing the Company, including those that would threaten its business
model, future performance or solvency. The following list of risks does not
comprise all of the risks the Company or Group may face, and they are not
presented in order of importance.

 

1.   TRADING STOCK - REGULATED TENANCIES

RISK

Reduced opportunity to replace asset sales of vacant properties due to the
reducing number of regulated tenancies available for purchase.

MITIGATION

The Group has developed clear criteria that are applied when considering asset
purchases. Using these, the Group has performed excellently in a difficult
market replacing this class of assets in the year ended 31 March 2023, with
substantial purchasing again during the year. The 'Analysis of Acquisitions'
is on page 8 of the 2023 ARA.

 

2.   MARKET

RISK

Weak macro-economic conditions triggered by external events including for
example the after effects of Brexit,  the war in Ukraine and the cost of
living crisis driven by rising inflation and interest rates.

MITIGATION

The Group's exposure is weighted towards the stronger London and South East
markets and this geographical area has over the long term consistently been an
above-average performer.

 

3.   FINANCIAL

RISK

Reduced availability of financing options resulting in inability to meet
business plans.

MITIGATION

The Group monitors its bank accounts and loans closely to maintain sufficient
capacity. We review our loan facilities regularly. The Group is conservatively
geared and operates well within financial covenants. Financial Key Performance
indicators are on page 10. Details of the Group's current facilities are set
out in Note 18 on page 78 of the 2023 ARA.

 

4.   DIVIDENDS

RISK

The Group seeks to provide shareholders with good returns on their investment.
This aim could be put at risk if the Group was unable to sustain the level of
dividends for any reason.

MITIGATION

We carefully monitor our strategy and our results in order to identify any
risk to dividend levels. The Group maintains a strong balance sheet. With
appropriate banking facilities, we are able to maintain our trading stock by
taking advantage of purchasing opportunities when they occur.

 

5.   PEOPLE

RISK

Capacity to maintain strategy is compromised due to inability to attract and
retain suitably experienced employees.

MITIGATION

Mountview employs a relatively small workforce which enables personal
interaction at all levels. The Company has a stringent recruitment process to
ensure we employ appropriately skilled staff. We carry out regular appraisals
and offer employees opportunities for training and development courses. The
Company has a good record of long-term service, a great number of our
employees have worked for the Group for over 10 years. Details of employees
and diversity are set out in Notes 9 and 10 of the Directors' Report in the
2023 ARA.

 

6.   REGULATORY

RISK

Risk of not meeting new or changed regulatory requirements and obligations
that affect the Group's business activities and could lead to fines or
penalties.

MITIGATION

The Group engages in close working relationships with appropriate authorities
and advisers to ensure it meets its obligations.

 

7.   OPERATIONS AND PROPERTY MAINTENANCE

RISK

Legal action against the Group for failure to meet its obligations under
property management and safety legislation.

MITIGATION

In addition to its own regular inspections, the Group engages professional
external companies to undertake health and safety, gas and electrical checks,
fire risk assessments, etc to ensure we meet our commitments as employers and
landlords. Our staff receive regular training to ensure their skills are kept
up to date. Our Compliance Officer monitors our performance against existing
regulations and tracks and prepares for new requirements as they are
published.

 

8.   CLIMATE

RISK

The impact on the Group of climate related matters. For example, changing
regulations or physical risks following changing weather patterns, including
extreme weather events, that could lead to increased wear and tear or other
property damage and transition risks, for example following regulatory
changes.

MITIGATION

The regular inspections noted above provide the Group with opportunities to
identify properties that may be at risk which would be considered for more
frequent inspections. Due diligence for purchases aims to identify properties
with higher than normal inherent risks for flooding or other water risks. We
explain more fully on pages 17 to 25 of the 2023 ARA in our notes on TCFD how
we approach and handle climate related risks.

 

EMERGING RISK

As well as monitoring the incidence of currently identified risks we also look
for emerging trends in operations that could become active risks. In addition,
we carry out horizon scanning through our network of stakeholders, notably our
advisers, and also by reviewing published emerging risk reports. Where
emergent risks arise and are concluded to be relevant to Mountview's business
then when considering which risks, including climate risks, to include in our
framework we use the TRAP (Terminate; Reduce; Accept; Pass on) model to guide
our approach.

 

THE OVERALL RISK ENVIRONMENT

 

Given Mountview's business model and financial strength, while any risks
materialising could well have a negative impact on short term performance, and
lead to inconvenience, none are significant enough to threaten the continued
existence of the Group. We are confident that we can meet our strategic and
operational goals and in particular are in a strong position to take advantage
of purchasing opportunities as they arise. Where the likelihood

of a risk materialising becomes high and imminent, we factor accommodating the
risk, into our operational plans to be activated once the impact is clear.
This is the case with the Climate Transition risk related to tightening EPC
requirements where our teams are monitoring progress of the legislation. Other
risks are considered to be broadly unchanged from 2022 with moderate
assessments for both probability of occurrence and impact. Other These
principal risks were part of the Group's assessment of long term viability,
details of which are set out in the viability statement on page 13 of the 2023
ARA.

 

RELATED PARTY TRANSACTIONS

The following is extracted from the 2023 ARA

 

1. During the financial year there were no key management personnel
emoluments, other than remuneration.

2. (a) Mountview Estates P.L.C. provides general management and administration
services to Ossian Investors Limited and Sinclair Estates Limited, companies
of which Mr D.M. Sinclair is a Director. Fees of £28,612 (2022: £27,762)
were charged for these services.

(b) Transactions between the Group and its subsidiaries, which are related
parties, have been eliminated on consolidation and have not been disclosed in
this note.

(c) The only key management are the Directors.

(d) As at 31 March 2023 the Group owed Mr D.M. Sinclair £8,616 (2022:
£9,788) in relation to an informal loan.

 

 

STATEMENT OF DIRECTORS' RESPONSIBILITIES

The following statement is extracted from the 2023 ARA

 

The Directors are responsible for preparing the Annual Report, the Directors'
Remuneration Report and the Group and Company financial statements in
accordance with applicable law and regulations.

 

Company law requires the Directors to prepare financial statements for each
financial year. Under that law, the Directors are required to prepare the
Group financial statements in accordance with UK adopted international
accounting standards and applicable UK law.

 

The Directors have elected to prepare the Company financial statements in
accordance with United Kingdom Generally Accepted Accounting Practice (UK
GAAP) including FRS 102 and applicable law.

 

Under company law, the Directors must not approve the financial statements
unless they are satisfied that they give a true and fair view of the state of
affairs of the Group and Company and of their profit or loss for that period.
In preparing these financial statements, the Directors are required to:

• select suitable accounting policies and then apply them consistently;

• make judgements and estimates that are reasonable and prudent;

• present information, including accounting policies, in a manner that
provides relevant, reliable, comparable and understandable information;

• in respect of Group financial statements, state whether UK adopted
international accounting standards in conformity with the requirements of the
Companies Act 2006, have been followed, subject to any material departures
disclosed and explained in the Financial Statements;

• in respect of the Company financial statements state whether applicable UK
accounting standards in conformity with the requirements of the Companies Act
2006, have been followed, subject to any material departures disclosed and
explained in those statements; and

• prepare the financial statements on the going concern basis unless it is
inappropriate to presume that the Group and the Company will continue in
business.

 

The Directors are responsible for keeping adequate accounting records that are
sufficient to show and explain the Company's transactions and disclose with
reasonable accuracy at any time the financial position of the Company and
enable them to ensure that its financial statements comply with the Companies
Act 2006. They have general responsibility for taking such steps as are
reasonably open to them to safeguard the assets of the Group and to prevent
and detect fraud and other irregularities.

 

The Directors are responsible for the maintenance and integrity of the
corporate and financial information included on the Company's website.
Legislation in the UK governing the preparation and dissemination of financial
statements may differ from legislation in other jurisdictions.

 

Each of the Directors, (as set out on page 26 of the 2023 ARA) as at the date
of this Report, confirms to the best of their knowledge that:

• The Financial Statements, prepared in accordance with the applicable set
of accounting standards, give a true and fair view of the assets, liabilities,
financial position and profit of the Group and the Company.

• The strategic report includes a fair review of the development and
performance of the business and the position of the Group and the Company,
together with a description of the principal risks and uncertainties that they
face.

• The annual report and financial statements, taken as a whole, are fair,
balanced and understandable and provide the information necessary for
shareholders to assess the Group's performance, business model and strategy.

 

~ ENDS ~

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