REG - Rolls-Royce Holdings - Annual Report 2021 and General Meetings 2022

Rolls-Royce HoldingsAnnouncement

17/03/2022 09:00

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RNS Number : 0569F  Rolls-Royce Holdings plc  17 March 2022

17 March 2022

Rolls-Royce Holdings plc

 

Annual Report 2021, Annual General Meeting 2022 and General Meeting of C
Shareholders

 

Rolls-Royce Holdings plc (the Company) announces that it has today published
its Annual Report for the year ended 31 December 2021 (Annual Report 2021).

 

The Company also announces that it has today posted to shareholders the Notice
of Annual General Meeting (AGM) to be held at 11.00am on Thursday 12 May 2022
at the Rolls-Royce Flight Operations Centre, 4 Vanguard Road, East Midlands
Airport, Derby, DE74 2SA and the Notice of General Meeting of C Shareholders
to be held at 12 noon, or, if later, immediately after the conclusion of the
AGM on Thursday 12 May 2022 at the Rolls-Royce Flight Operations Centre
(together the Meetings).

 

In accordance with Listing Rule 9.6.1, copies of the following documents have
been submitted to the Financial Conduct Authority and will shortly be
available for inspection from the National Storage Mechanism at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) :

 

-     Annual Report 2021;

-     Notice of Annual General Meeting 2022 and associated Proxy Form;

-     Notice of General Meeting of C Shareholders and associated Proxy
Form; and

-     Combined Proxy Form for the Meetings.

 

The above documents are also available at www.rolls-royce.com
(http://www.rolls-royce.com)

 

This information should be read in conjunction with the Company's preliminary
results announcement. A condensed set of the Company's financial statements,
information on important events that have occurred during the financial year
and their impact on the financial statements and the Company's principal risks
were included in the preliminary results announcement released on 24 February
2022. That information, together with the information set out below in the
appendix, which is extracted from the Annual Report 2021, is provided in
accordance with the Disclosure and Transparency Rule (DTR) 6.3.5R, which
requires it to be communicated to the media in full unedited text through a
Regulatory Information Service. This announcement is not a substitute for
reading the full Annual Report 2021. Page and note references in the text
below refer to page numbers and note numbers in the Annual Report 2021.

 

Enquiries:

 

Investor Relations:

 

Isabel Green     +44 7880 160976

 

Media:

 

Richard Wray   +44 7810 850055

 

Rolls-Royce Holdings plc LEI: 213800EC7997ZBLZJH69

 

 

Appendix

 

Statement of Directors' responsibilities in respect of the Financial
Statements

 

The Directors are responsible for preparing the Annual Report and the
Financial Statements in accordance with applicable law and regulation.

 

Company law requires the Directors to prepare financial statements for each
financial year. Under that law, the Directors have prepared the Group
Financial Statements in accordance with UK-adopted international accounting
standards and the Company Financial Statements in accordance with United
Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting
Standards, comprising FRS 101 Reduced Disclosure Framework, and applicable
law).

 

Under company law, 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 the profit or loss of the Group for that
period.

 

In preparing the Financial Statements, the Directors are required to:

 * select suitable accounting policies and then apply them consistently;

 * state whether applicable UK-adopted international accounting standards have
been followed for the Group Financial Statements and United Kingdom Accounting
Standards, comprising FRS 101 have been followed for the Company Financial
Statements, subject to any material departures disclosed and explained in the
Financial Statements;

 * make judgements and accounting estimates that are reasonable and prudent; and

 * prepare the Financial Statements on the going concern basis unless it is
inappropriate to presume that the Group and Company will continue in business.

 

The Directors are responsible for safeguarding the assets of the Group and
Company and hence for taking reasonable steps for the prevention and detection
of fraud and other irregularities.

 

The Directors are also responsible for keeping adequate accounting records
that are sufficient to show and explain the Group's and Company's transactions
and disclose with reasonable accuracy at any time the financial position of
the Group and Company and enable them to ensure that the Financial Statements
and the Directors' Remuneration Report comply with the Companies Act 2006.

 

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

 

Directors' confirmations

 

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

 

Each of the Directors, whose names and functions are listed in the Directors'
Report confirm that, to the best of their knowledge:

 * the Group Financial Statements, which have been prepared in accordance with
UK-adopted international accounting standards, give a true and fair view of
the assets, liabilities, financial position and profit of the Group;

 * the Company Financial Statements, which have been prepared in accordance with
United Kingdom Accounting Standards, comprising FRS 101, give a true and fair
view of the assets, liabilities and financial position of the Company; and

 * the Strategic Report includes a fair review of the development and performance
of the business and the position of the Group and Company, together with a
description of the principal risks and uncertainties that it faces.

 

In the case of each Director in office at the date the Directors' Report is
approved:

 * so far as the Director is aware, there is no relevant audit information of
which the Group's and Company's auditors are unaware; and

 * they have taken all the steps that they ought to have taken as a Director in
order to make themselves aware of any relevant audit information and to
establish that the Group's and Company's auditors are aware of that
information.

 

 

By order of the Board

 

Pamela Coles

Chief Governance Officer

24 February 2022

 

 

Related party transactions

 

                                                                        2021     2020

                                                                        £m       £m
 Sales of goods and services to joint ventures and associates(1)        3,548    3,768
 Purchases of goods and services from joint ventures and associates(1)  (3,677)  (4,292)
 Lease payments to joint ventures and associates                        (225)    (226)
 Guarantees of joint arrangements' and associates' borrowings           1        3
 Guarantees of non-wholly owned subsidiaries' borrowings                3        3
 Dividends received from joint ventures and associates                  27       60
 Other income received from joint ventures and associates               3        3

 

(1) Sales of goods and services to joint ventures and associates and purchases
of goods and services from joint ventures and associates are included at the
average exchange rate, consistent with the statutory income statement.

 

Included in sales of goods and services to joint ventures and associates are
sales of spare engines amounting to £157m (2020: £102m). Profit recognised
in the year on such sales amounted to £47m (2020: £91m), including profit on
current year sales and recognition of profit deferred on similar sales in
previous years. Cash receipts relating to the sale of spare engines amounted
to £181m (2020: £193m).

 

The aggregated balances with joint ventures are shown in notes 14 and 19.
Transactions with Group pension schemes are shown in note 22.

 

In the course of normal operations, related party transactions entered into by
the Group have been contracted on an arm's-length basis.

 

Key management personnel are deemed to be the Directors (pages 71 to 73) and
the members of the Executive Team (described on page 70). Remuneration for key
management personnel is shown below:

                                   2021  2020

                                   £m            £m
 Salaries and short-term benefits  20    7
 Post-retirement schemes           -     -
 Share-based payments              4     1
                                   24    8

 

More detailed information regarding the Directors' remuneration,
shareholdings, pension entitlements, share options and other long-term
incentive plans is shown in the Directors' Remuneration Report on pages 87 to
104. The charge for share-based payments above is based on when the award is
charged to the income statement in accordance with IFRS 2 Share-Based
Payments, rather than when the shares vest, which is the basis used in the
Directors' Remuneration Report.

 

 

 

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