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REG - Pennon Group PLC - Publication of Annual Report and Accounts 2022

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RNS Number : 5401P  Pennon Group PLC  20 June 2022

PENNON GROUP PLC

 

PUBLICATION OF ANNUAL REPORT AND ACCOUNTS 2022 & NOTICE OF AGM 2022

 

In compliance with Listing Rule 9.6.1 Pennon Group Plc (the "Company")
announces that the following documents have been submitted to the Financial
Conduct Authority electronically via the National Storage Mechanism and will
shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) .

 

·    Annual Report and Accounts 2022

·    Notice of AGM 2022

 

These documents have been posted to those shareholders who have opted out of
receiving electronic communications from the Company and may also be viewed on
the Company's website at www.pennon-group.co.uk
(http://www.pennon-group.co.uk) .

 

The Company will hold its 2022 Annual General Meeting ("AGM") at Peninsula
House, Rydon Lane, Exeter, Devon EX2 7HR, at 9.30am on Thursday 21 July 2022.
Remote participation and electronic voting will be provided, with further
information on this set out in the Notice of AGM.

 

The following information in the Appendix to this announcement is as set out
in the Company's Annual Report and Accounts 2022. It should be read in
conjunction with the Company's Full Year Results announcement released on 31
May 2022, which included a set of consolidated financial statements, a fair
review of the development and performance of the business and the position of
the Company and its main trading subsidiary companies. Together these
documents constitute the information required by Disclosure and Transparency
Rule 6.3.5.

 

 

Simon Pugsley

Group General Counsel & Company Secretary

 

20 June 2022

 

APPENDIX

 

Principal risks and uncertainties

(The following is extracted from the Annual Report 2022 and page numbers
referred to are those in the Annual Report 2022.)

The Group's business model exposes the business to a variety of external and
internal risks which are influenced by the potential impact of macro
political, economic and environmental factors. Specifically, the UK is
currently experiencing a high inflationary environment as a result of a number
of global factors.

While the ability of the Group to influence these macro level risks is
limited, they continue to be regularly monitored and the potential
implications are considered as part of the ongoing risk assessment process.
The Group performs a range of scenario planning and analysis exercises to
understand the risk exposure of one, or a number, of these events occurring.

The Directors confirm that during 2021/22, they have carried out a robust
assessment of current and emerging risks facing the Group, including the
consideration of risks associated with the activities of Bristol Water. The
assessment of the Group's principal risks has considered the impact on its
business model, future performance, solvency and liquidity. These principal
risks have been considered in preparing the Viability Statement on page 123.

 

 Principal Risk                           Strategic Impact                         Mitigation                                                                                                                                              Net Risk                                             Appetite
 Law, regulation and finance
 A: Changes in Government policy
 Long-term priorities                                                              The current UK Government remains supportive of the existing regulatory model.                                                                          Medium                                               We recognise that Government policy evolves. The Group seeks to minimise the

                                                                                 During the year the UK Government has published its Strategic Policy Statement
                                                    potential risk and maximise opportunities through regular engagement and
 1, 2                                                                              (SPS) which sets the strategic priorities for Ofwat, enacted the Environment                                                                            Increasing                                           robust scenario planning.

                                                                                 Act and has consulted on their Storm Overflows Discharge Reduction Plan.
 Changes in Government policy may fundamentally impact our ability to deliver

 the Group's strategic priorities, impacting shareholder value.                    South West Water and Bristol Water have actively engaged and provided
                                                                                   responses during the consultation process.

                                                                                   The Group also regularly engages with MPs and other political stakeholders,
                                                                                   both directly and via Water UK, demonstrating the value from our operational
                                                                                   performance, continued investment in our network and wider societal
                                                                                   contribution.

                                                                                   Horizon scanning of emerging changes in Government policy, including policies
                                                                                   designed to mitigate the impact of climate change, is regularly undertaken to
                                                                                   monitor and assess the potential direct or indirect impact on the Group.
 B: Regulatory Frameworks
 Long-term priorities                                                              Certainty over the 2020-25 regulatory framework has been provided through                                                                               High                                                 We accept that regulatory reform occurs and seek to leverage opportunities

                                                                                 South West Water's and Bristol Water's Final Determination.
                                                    where possible and minimise the potential risks by targeting changes which are
 1, 2
                                                                                                                                                       Stable                                               NPV neutral over the longer-term to protect customer affordability and

                                                                                 The Group's Regulatory Affairs Steering Committee monitors changes in the                                                                                                                                    shareholder value.
 Changes to regulatory frameworks may impact on the Group's priorities,            regulatory environment.
 performance and the service we provide to our customers which can impact

 shareholder value.                                                                There remains the potential that regulatory mechanisms within the next Price
                                                                                   Preview period do not provide sufficient funding to achieve the environmental
                                                                                   ambitions set out by the Government within the Environment Bill.

                                                                                   Internal PR24 planning has commenced and both South West Water and Bristol
                                                                                   Water have actively responded to positioning papers from Ofwat which will
                                                                                   inform the PR24 price review methodology which will be published in July 2022.
 C: Non-compliance with laws and regulations
 Long-term priorities                                                              The Group operates within robust and mature frameworks ensuring compliance                                                                              Medium                                               The Group maintains the highest standards of compliance and has no appetite

                                                                                 with permit and other requirements of Ofwat, the Environment Agency and other
                                                    for legal or regulatory breaches.
 1, 2                                                                              relevant regulators. These frameworks are subject to regular review and                                                                                 Increasing

                                                                                 enhancement to ensure the Group remains compliant with the increasingly
 The Group is required to comply with a range of regulated and non-regulated       complex legal and regulatory landscape. There remains an increased appetite
 laws and regulations across our businesses. Non-compliance with one or a          amongst regulators for pursuing enforcement action for perceived
 number of these may result in financial penalties negative impact on our          non-compliance with the Environment Agency and Ofwat both currently
 ability to operate effectively and reputational damage.                           undertaking industry-wide investigations of wastewater treatment works permit
                                                                                   compliance.

                                                                                   The Group also maintains a comprehensive internal framework to ensure
                                                                                   compliance with corporate laws and regulations. This is reinforced through key
                                                                                   policies which are endorsed by the Pennon Board and refreshed legal compliance
                                                                                   training has been provided to staff during the year.

                                                                                   Confidential whistleblowing processes exist which allows concerns to be raised
                                                                                   confidentiality and appropriately investigated. Activity through the
                                                                                   whistleblowing process is reported periodically to the Pennon Board.
 D: Inability to secure sufficient finance and funding, within our debt
 covenants, to meet ongoing commitments
 Long-term priorities                                                                                           The Group has well established treasury, funding and cash flow arrangements in                                             Low                                                                               The Group operates a prudent approach to our financing strategy in order to

                                                                                                              place, underpinned by a Treasury Management Policy endorsed by the Pennon
                                                                                 ensure our funding requirements are fully met.
 2, 3                                                                                                           Board.                                                                                                                     Stable

 Failure to maintain funding requirements could lead to additional financing                                    The impact of macro political, economic and regulatory risks on the Group's
 costs and put our growth agenda at risk. Breach of covenants could result in                                   financing commitments and cash flow, funding and covenant compliance is
 the requirement to repay certain debt.                                                                         regularly reviewed by the Group Executive and Pennon Board.

                                                                                                                The Group retains £827 million of cash and committed facilities as at 31
                                                                                                                March 2022. South West Water and Bristol Water are well funded for the 2020-25
                                                                                                                regulatory period.

                                                                                                                Since March 2021 the Group has signed £295 million of new and renewed
                                                                                                                facilities at both Pennon and South West Water levels.
 E: Non-compliance or occurrence of an avoidable health and safety incident(1)
 Long-term priorities                                                                                           The effective management of health and safety risks continues to be a key                                                  Medium                                                                            The Group has no appetite for health and safety related incidents and

                                                                                                              priority for the Group Executive and Pennon Board. The review of health and
                                                                                 maintains the highest standards of compliance for our staff, contractors and
 1, 2, 3                                                                                                        safety performance is monitored regularly through the dedicated Board and                                                  Stable                                                                            other third parties.

                                                                                                              Executive Health and Safety Committees.

 A significant health and safety event could result in financial penalties,

 significant legal costs and damage to the Group's reputation.                                                  The Group has continued to deliver and embed the HomeSafe strategy during the
                                                                                                                year. Additionally, improvement plans and initiatives are being consolidated
                                                                                                                within Bristol Water and a Bristol Water specific HomeSafe Plan will be
                                                                                                                developed during 2022/23.

                                                                                                                Investment has also been accelerated for safety specific asset improvements,
                                                                                                                focused on operational sites and activities.

                                                                                                                These measures have helped to contribute to the Group's lowest ever health and
                                                                                                                safety score of 22 Lost Time Injuries. The Group has also set out the roadmap
                                                                                                                to becoming leaders in health and safety in the water sector.

                                                                                                                1.     2021/22 performance and target excludes Bristol Water - Actual LTIs
                                                                                                                for Bristol was 10 giving a Pennon Group total of 32 for the year. Future
                                                                                                                targets to 2025 includes Bristol Water.
 F: Failure to pay all pension obligations as they fall due and increased costs
 to the Group  should the defined benefit pension scheme deficit increase
 Long-term priorities                                                                                           The Group has in-house pensions expertise supplemented by external                                                         Low                                                                               The Group will ensure that all obligations are met in full but seeks to manage

                                                                                                              specialists, including professional advisors who manage the scheme's
                                                                                 this without unnecessary costs to the Group.
 2                                                                                                              investment strategy.                                                                                                       Stable

 The Group could be called upon to increase funding to reduce the deficit,                                      Following consultation, the Pennon Defined Benefit scheme was closed to future
 impacting our cost base.                                                                                       accrual from 30 June 2021.

                                                                                                                Following the disposal of Viridor, the Group has contributed £59 million over
                                                                                                                and above the agreed deficit recovery payments from the 2019 actuarial
                                                                                                                valuation.

                                                                                                                As at 31 March 2022, there is a surplus of £66.3 million relating to the
                                                                                                                Group's retirement obligations and the Pennon Group Pension Scheme is
                                                                                                                approximately 105% funded against its technical provisions.

                                                                                                                The 2022 triennial valuation is underway.
 Market and economic conditions
 G: Non-recovery of customer debt
 Long-term priorities                                                                                           South West Water and Bristol Water have robust collection strategies which                                                 High                                                                              While seeking to minimise non-recoverable debt, we recognise customer

                                                                                                              have continued to adapt in response to the impact of COVID-19 and the
                                                                                 affordability challenges and the inability to disconnect domestic customers
 1, 2                                                                                                           increasing inflationary environment on customers during the year. The                                                      Stable                                                                            results in a residual risk of uncollectable debt remaining.

                                                                                                              effectiveness of the measures taken have resulted in collection rates and debt
 Reduced customer debt collection would adversely impact on the Group's                                         levels at levels broadly comparable with prior year. Continued support has
 revenue.                                                                                                       also been provided to South West Water and Bristol Water customers most in
                                                                                                                need by proactively promoting affordability measures and tariffs.

                                                                                                                Similarly, Pennon Water Services' collection rates and debt levels have
                                                                                                                remained robust and there has been proactive engagement with customers most
                                                                                                                impacted by COVID-19 restrictions to provide tailored support, in line with
                                                                                                                market code requirements.

                                                                                                                Despite the effectiveness of mitigations in place, further increases in
                                                                                                                inflation and the cost of living may result in future affordability challenges
                                                                                                                for our customers.
 H: Macro-economic near term risks impacting on inflation, interest rates and
 power prices
 Long-term priorities                                                                                           The volatility currently being experienced in the global economy is impacting                                              High                                                                              The Group seeks to take well-judged and informed decisions while ensuring

                                                                                                              on the Group's near term cost base through increased operational costs, power
                                                                                 plans are in place to mitigate the potential impact of macroeconomic risks.
 2, 3                                                                                                           prices and financing costs.                                                                                                Increasing

 Lower inflation or deflation could adversely impact on the Group's revenue and                                 Action is taken to mitigating these near term impacts through utilising the
 significant changes in interest rates and power prices could increase the                                      Group's in-house procurement function to drive value through competitive
 Group's cost base.                                                                                             tendering, regularly review of the Group's debt portfolio and level of index
                                                                                                                linked debt, monitoring of forward power prices to manage the exposure to
                                                                                                                price volatility and increasing the level of renewable energy.

                                                                                                                Despite these mitigations there remains a degree of exposure beyond the
                                                                                                                Group's control.

                                                                                                                Long-term protection from the increasing inflationary environment is provided
                                                                                                                through inflation linked revenues and RCV growth, along with regulatory
                                                                                                                true-ups.
 Operating Performance
 I: The Group's operations and assets are impacted as a result of climate
 change and extreme weather events
 Long-term priorities                                                                                           A low appetite remains amongst regulators and stakeholders for reduced                                                     Medium                                                                            The Group seeks to mitigate the impact of climate change and extreme weather

                                                                                                              performance arising from extreme weather and climate change.
                                                                                 events through long-term planning, forecasting and investment.
 1, 3
                                                                                                                          Stable

                                                                                                              The assessment of both transitional and physical climate change related risks
 Failure of our operations to cope with short-term extreme weather or long-term                                 on the Group's assets and operations has informed South West Water's Climate
 implications of climate change may result in an inability to meet customer                                     Change Adaptation Plan which was published in December 2021 and the Group's
 needs, environmental impacts, increased costs and reputational damage.                                         TCFD statement on pages 106 to 122.

                                                                                                                Additionally, extensive water resource scenario planning has been undertaken
                                                                                                                as part of the development of South West Water's updated 25 year Water
                                                                                                                Management Plan, which will be published later in the year, and drought plans
                                                                                                                are subject to regular review. Bristol Water's Water Resources Management Plan
                                                                                                                was last published in 2019 and Drought Plan was published in 2022.

                                                                                                                Proactive capital investment is undertaken on the Group's assets to ensure the
                                                                                                                continued resilience of both water and wastewater assets, particularly those
                                                                                                                located on or near flood plains or at risk of rising sea levels and coastal
                                                                                                                erosion. Additionally the CREWW venture with the University of Exeter was
                                                                                                                launched during the year which will consider the impact of climate change in
                                                                                                                delivering resilient water supplies.

                                                                                                                The Group is also minimizing its environmental and climate change impact
                                                                                                                through the delivery of its 2030 Net Zero and WaterFit plans.
 J: Failure of operational water treatment assets and processes resulting in an
 inability to produce or supply clean drinking water
 Long-term priorities                                                                                           Whilst the region continues to experience high levels of demand, water                                                     Medium                                                                            The Group operates a low tolerance for significant operational failure of its

                                                                                                              resources have remained resilient during the year and are in a robust position
                                                                                 water treatment assets and seeks to mitigate these risks where possible.
 1, 3                                                                                                           ahead of the summer period. The Group also seeks strategic value enhancing                                                 Stable

                                                                                                              opportunities and has procured a site for the development of a new reservoir
 An inability to produce or supply clean drinking water could result in                                         in the region.
 financial penalties, regulatory enforcement and damage to the Group's

 reputation.                                                                                                    Asset health is managed through a well-established programme of planned and
                                                                                                                preventative maintenance works which has continued to assist in delivering
                                                                                                                further improvements within the Group's drinking water operations.

                                                                                                                In the event of a significant incident detailed contingency plans and incident
                                                                                                                management procedures are maintained which are regularly reviewed.
 K: Failure of operational wastewater assets and processes resulting in an
 inability to remove and treat wastewater and potential environmental impacts,
 including pollutions
 Long-term priorities                                                                                           Minimising the impact of our activities on the environment is a strategic                                                  High                                                                              The Group operates a low tolerance for significant operational failure of its

                                                                                                              priority for the Pennon Board and Executive.
                                                                                 wastewater processes and assets and maintains the highest level of
 1, 3
                                                                                                                          Stable                                                                            environmental standards.

                                                                                                              The continued delivery of South West Water's Pollution Incident Reduction Plan

 An inability to remove or treat wastewater could result in adverse environment                                 has resulted in one-third less pollutions compared with the previous year.
 impacts, financial penalties, regulatory enforcement and damage to the Group's                                 This has been achieved through continued asset investment and maintenance,
 reputation.                                                                                                    enhancing our systems and processes, collaborating with others in the industry
                                                                                                                to share best practice, helping customers to understand how their behaviour
                                                                                                                impacts on the local environment and a focus on culture, training, and
                                                                                                                standards with our workforce.

                                                                                                                It is recognised, however, that there is more to do to deliver the desired
                                                                                                                step change in this area.

                                                                                                                The Group's WaterFit investment programme will deliver £330 million of
                                                                                                                investment focused on protecting and improving the quality of the region's
                                                                                                                rivers and seas. Further detail is provided on page 42.
 L: Failure to maintain excellent service or effectively engage with our
 customers and wider stakeholders
 Long-term priorities                                                                                           The Group continues to invest in its customer services teams and expand the                                                Medium                         The Group continually seeks

                                                                                                              channels by which it can interact with and support customers. Both South West

 1                                                                                                              Water and Bristol Water hold the Institute of Customer Service's ServiceMark                                               Increasing                     to engage with and increase customer and wider stakeholder satisfaction

                                                                                                              accreditation. Additionally, South West Water is BSI18477 accredited, a                                                                                   levels.
 Failure to maintain an adequate level of service and engagement could lead to                                  dedicated standard for identifying and responding to customer vulnerability.
 financial penalties for South West Water, the inability of Pennon Water

 Services to retain and grow market share and damage to the Group's reputation.                                 While written complaints have decreased by 60% in South West Water, C-MeX
                                                                                                                performance is not where we would like it to be and action is underway to
                                                                                                                address this. Bristol Water's written complaints have halved during the year
                                                                                                                and were ranked sixth in the industry for C-MeX performance.

                                                                                                                Pennon Water Services continues to maintain high customer satisfaction scores,
                                                                                                                including a rating of 4.85 out of 5 on Trustpilot.

                                                                                                                The independent WaterShare+ advisory panel acts as a key mechanism for
                                                                                                                engaging and demonstrating to customers how South West Water is delivering on
                                                                                                                its business plan and Board pledges. During the year the first WaterShare+ AGM
                                                                                                                was held.

                                                                                                                The Group regularly engages with a wide variety of internal and external
                                                                                                                stakeholders including our people, customers, regulators, environmental
                                                                                                                stakeholders and our supply chain. During the year and extensive stakeholder
                                                                                                                engagement process was undertaken and the outcomes have been aligned with the
                                                                                                                Group's ESG Capitals framework. Further detail is on page 31.
 M: Insufficient skills and resources to meet the current and future business
 needs and deliver the Group's strategic priorities
 Long-term priorities                                                                                           There remains high demand nationally for skills and experiences utilised                                                   Medium                         While a certain level of employee turnover is desirable, we ensure the

                                                                                                              across the Group. The acquisition of Bristol Water has further enhanced the
                              appropriate skills and experience are in place with succession plans providing
 1, 2, 3                                                                                                        skills and talent available across the Group. During the year senior leaders                                               Stable                         adequate resilience.

                                                                                                              from across the Group have participated in a talent development programme and

 Failure to have a workforce of skilled and motivated individuals will                                          Bristol Water's future leaders programme.
 detrimentally impact all of our strategic priorities. We need the right people

 in the right places to innovate, share best practice, deliver synergies and                                    The Group's HR strategy enables the Group to attract, retain and develop our
 move the Group forward.                                                                                        employees and a number of reward and recognition initiatives have been
                                                                                                                launched during the year reflecting the significant contribution that our
                                                                                                                people make.

                                                                                                                During the year the Group has recruited a further 28 graduates, 136
                                                                                                                apprentices and offered 54 placements through the Kickstart programme and 13
                                                                                                                placements through the Black Intern initiative.

                                                                                                                The employee engagement forum has been refreshed during the year and nine new
                                                                                                                employee networks have been launched.

                                                                                                                The continued impact of the Group's Employee Benefits and Reward Strategy, a
                                                                                                                focus on talent management and prioritisation of the Group's diversity and
                                                                                                                inclusion agenda has again resulted in Pennon being an accredited Great Place
                                                                                                                to Work for a second year running.
 N: Non-delivery of regulatory outcomes and performance commitments
 Long-term priorities                                                                                           The delivery of our regulatory outcomes and performance commitments is           Medium                                              The Group is committed to achieving all performance commitments over the

                                                                                                              principally through our operational activities and initiatives.
                                                   length of each regulatory period. Where performance in an individual year
 1, 2, 3
                                                                                Stable                                              falls below expectations, action plans and targeted intervention are

                                                                                                              Performance against South West Water and Bristol Water's ODIs is subject to                                                          implemented to ensure performance returns to committed levels.
 South West Water's regulatory outcomes and performance commitments cover key                                   regular scrutiny and review by both the Executive and the Board. This is
 strategic focus areas.                                                                                         supplemented by a comprehensive programme of internal and external assurance

                                                                                                              over reported performance.
 Non-delivery against these could result in financial penalties being applied

 as well as reputational damage to the Group.                                                                   Approximately 80% of South West Water's and 75% of Bristol Water's ODIs are on
                                                                                                                track or ahead of target.
 Business systems and capital investment
 O: Inefficient or ineffective delivery of capital projects
 Long-term priorities                                                                                           Capital projects are subject to an established and robust business case          Medium                                              The Board has a low-risk appetite for risk associated with the delivery of

                                                                                                              process which includes challenge and modelling of key assumptions. Projects
                                                   capital investment within our regulated business plan.
 1, 3                                                                                                           are delivered utilizing skilled project management resource with Executive       Stable

                                                                                                              level oversight.
 Inability to successfully deliver on our capital programme may result in

 increased costs and delays, detrimentally impacting our ability to provide top                                 The delivery of projects during the currently regulatory period, including as
 class customer service and achieve our growth agenda.                                                          part of South West Water's Green Recovery Initiative, are progressing.

                                                                                                                The current volatility in the global economy is placing additional challenges
                                                                                                                on the Group's supply chain through reducing availability of goods and
                                                                                                                materials , increased costs and skills shortages.

                                                                                                                The Group works closely and regularly engages with its supply chain as well as
                                                                                                                monitoring the financial health of key partners. Established plans and
                                                                                                                alternative arrangements provide mitigation and early intervention where
                                                                                                                necessary.
 P: Inadequate technological security results in a breach of the Group's
 assets, systems and data
 Long-term priorities                                                                                           External threats to the Group's assets and systems remain heightened,            Medium                                              The Group seeks to minimise technology and security risk to the lowest

                                                                                                              particularly due to the war in Ukraine. External threats, including additional
                                                   possible level without detrimentally impacting on the Group's operations.
 1                                                                                                              risks resulting from the current conflict in Ukraine, are being regularly        Stable

                                                                                                              monitored by the Group's information security teams.
 Failure of our technology security, due to inadequate internal processes or

 external cyber threats, could result in the business being unable to operate                                   The Group maintains a strong preventive and detective information security
 effectively and the corruption or loss of data. This could have a detrimental                                  framework, aligned to guidance issued by the National Cyber Security Centre.
 impact on our customers and result in financial penalties and reputational

 damage to the Group.                                                                                           A refreshed information security awareness programme has been launched during
                                                                                                                the year and South West Water continues to hold the ISO27001 accreditation.

                                                                                                                During the year both South West Water and Bristol Water have continued to
                                                                                                                implement improvements as part of the roadmap to meet the requirements of the
                                                                                                                Network and Information Systems Directive (NIS), with activities aligned to
                                                                                                                the priorities identified by the Drinking Water Inspectorate.

                                                                                                                Disaster recovery plans are in place for both corporate and operational
                                                                                                                technology and are regularly reviewed.
 Q: Failure to fully realise the strategic value arising from the acquisition
 of Bristol Water
 Long-term priorities                                                                                           Following the clearance of the Bristol Water merger by the CMA, integration      Low stable                                          Opportunities that support the Group's strategic priorities are assessed

                                                                                                              planning has commenced focused on highlighting and adopting best practices                                                           against an expected level of return adopting clearly defined factors and
 3                                                                                                              from across the enlarged Group.                                                                                                      metrics.

 The inability to effectively integrate the acquired business could result in a                                 Synergies of c.£20 million per annum by 2024/25 have been identified through
 failure to maximise the value of this transaction, impacting on shareholder                                    service improvements, supply chain efficiencies, creating common systems and
 return.                                                                                                        processes and sharing of vest practice.

                                                                                                                The delivery of the integration programme includes Executive involvement with
                                                                                                                oversight by the Pennon Board.

 

Statement of Directors' responsibilities

(This statement is extracted from the governance section of the Annual Report
2022 and page numbers referred to are those in the Annual Report 2022.)

The Directors are responsible for preparing the annual report and the Group
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 have elected to prepare the Group
and parent company financial statements in accordance with UK adopted
international accounting standards (IFRSs) in conformity with the Companies
Act 2006. 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 the Company and of the profit or loss of
the Group for the year.

In preparing these financial statements the Directors are required to:

· select suitable accounting policies in accordance with IAS 8 Accounting
Policies, Changes in Estimates and Errors and then apply them consistently;

· make judgments and accounting estimates that are reasonable and prudent;

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

· provide additional disclosures when compliance with the specific
requirements of IFRSs is insufficient to enable users to understand the impact
of particular transactions, other events and conditions of the Group's
financial position and financial performance;

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

· in respect of the parent company financial statements, state whether UK
adopted international accounting standards in conformity with the Companies
Act 2006 have been followed; and

· prepare the financial statements on the going concern basis unless it is
appropriate to presume that the Company and/or Group will not continue in
business.

The Directors are responsible for keeping adequate accounting records that are
sufficient to show and explain the Company's and Group's transactions and
disclose with reasonable accuracy at any time the financial position of the
Group and the Company; and enable them to ensure that the Company and Group
financial statements comply with the Companies Act 2006. They are also
responsible for safeguarding the assets of the Group and the Company and hence
for taking reasonable steps for the prevention and detection of fraud and
other irregularities. Under applicable law and regulations, the Directors are
also responsible for preparing a Strategic Report, Directors' Report,
Directors' Remuneration Report and Corporate Governance Statement that comply
with the law and those regulations. The Directors are responsible for the
maintenance and integrity of the corporate and financial information included
on the Company's website.

Each of the Directors, whose names and functions are listed on pages 130 and
132, confirms that, to the best of his or her knowledge:

· The consolidated financial statements, prepared in accordance with UK
adopted international accounting standards in conformity with the Companies
Act 2006 give a true and fair view of the assets, liabilities, financial
position and profit of the parent company and undertakings included in the
consolidation taken as a whole.

· The Annual Report, including the Strategic Report (pages 1 to 125),
includes a fair review of the development and performance of the business
during the year and the position of the Company and undertakings included in
the consolidation taken as a whole, together with a description of the
principal risks and uncertainties they face.

· They consider that the Annual Report, taken as a whole, is fair, balanced
and understandable, and provides the information necessary for shareholders to
assess the Company's position, performance, business model and strategy.

 

Related party transactions

(The following is Note 43 to the Financial Statements set out in the Annual
Report 2022.)

Group companies entered into the following transactions with joint ventures
which were not members of the Group. Transactions listed below with INEOS
Runcorn (TPS) Limited and Lakeside Energy from Waste Limited related to
Viridor and were reported as part of discontinued operations in 2021. Bristol
Wessex Billing Services Limited and Water 2 Business Limited are joint venture
investments of Bristol Water plc.

                                          2022  2021

                                          £m    £m
 Sales of goods and services
 INEOS Runcorn (TPS) Limited              -     3.5
 Water 2 Business Limited                 14.5  -
 Purchase of goods and services
 Lakeside Energy from Waste Limited       -     3.8
 INEOS Runcorn (TPS) Limited              -     2.2
 Bristol Wessex Billing Services Limited  2.4   -

 

Year-end balances

                                                                        2022  2021

                                                                        £m    £m
 Receivables due from related parties
 Water 2 Business Limited (including loan receivable of £9.6 million)   11.1  -
 Bristol Wessex Billing Services Limited                                0.9   -
 Payables due to related parties
 Water 2 Business Limited                                               0.4   -
 Bristol Wessex Billing Services Limited                                1.4   -

 

The receivables due from related parties are unsecured and will be settled in
cash. No guarantees have been given or received. No provisions have been made,
or are considered necessary, for doubtful debts in respect of these amounts
due.

The loans to Water 2 Business Limited are due to be repaid on 28 February 2023
and carry interest at LIBOR plus 1.75%.

 

Company

The following transactions with subsidiary undertakings occurred in the year:

                                                    2022  2021

                                                    £m    £m
 Sales of goods and services (management fees)      9.0   10.5
 Purchase of goods and services (support services)  0.5   3.3
 Interest receivable                                1.3   4.7
 Dividends received                                 94.5  101.6

 

Sales of goods and services to subsidiary undertakings are at cost. Purchases
of goods and services from subsidiary undertakings are under normal commercial
terms and conditions which would also be available to unrelated third parties.

Year-end balances

                                               2022  2021

                                               £m    £m
 Receivables due from subsidiary undertakings
 Loans                                         31.5  26.1
 Trading balances and other receivables        48.2  59.9

 

£26.1 million of the loan balance is due for repayment in instalments over a
five-year period following a receipt of a request to repay. No request to
repay has been issued at the current time. Interest on £13.1 million (2021
£13.1 million) of the loans has been charged at a fixed rate of 5%. Interest
on £13.0 million (2021 £13.0 million) of the loans has been charged at
12-month LIBOR +3.0%.

The remaining loan receivable of £5.4 million is with Bristol Water Holdings
UK Limited (BWHUK). As part of the acquisition of the Bristol Water Group,
Pennon Group plc acquired a loan receivable from BWHUK with a principal
repayable of £5.5 million. This loan receivable is due for repayment on

31 December 2023 and the rate of interest charged on the amount outstanding is
0%. Under the requirements of IFRS9 the fair value of the loan is recognised
using the rate of 3.565% (comprising an indicative market rate of 0.765% and a
margin of 2.8%). The difference between the fair value and

the notional value is amortised over the remaining term of the loan with the
effective interest being charged to the income statement.

No material expected credit loss provision has been recognised in respect of
loans to subsidiaries (2021 nil).

 

                                          2022   2021

                                          £m     £m
 Payables due to subsidiary undertakings
 Loans                                    282.8  283.4
 Trading balances                         8.6    8.6

 

The loans from subsidiary undertakings are unsecured and interest-free without
any terms for repayment.

 

 

20 June 2022

 

www.pennon-group.co.uk

 

End transmission

 

 

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