TIDMERM

RNS Number : 7557V

Euromoney Institutional InvestorPLC

15 December 2021

EUROMONEY INSTITUTIONAL INVESTOR PLC

PUBLICATION OF ANNUAL REPORT AND ACCOUNTS 2021 AND

NOTICE OF ANNUAL GENERAL MEETING 2022

15 December 2021

Euromoney Institutional Investor PLC ("Euromoney") the global B2B information services provider, has today published the following documents on its website euromoneyplc.com:

 
 Document                   Location 
 Annual Report and          euromoneyplc.com/investors/reports-and-presentations/year/2021 
  Accounts 2021 
                           --------------------------------------------------------------- 
 Notice of Annual General   euromoneyplc.com/investors/agm 
  Meeting 2022 
                           --------------------------------------------------------------- 
 

The Annual Report and Accounts 2021, together with the Notice of Annual General Meeting 2022 and Form of Proxy, have been posted or otherwise made available to shareholders.These documents have been uploaded to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism

The Company's Annual General Meeting in 2022 is scheduled to be held at 9.30am on Wednesday 9 February 2022 at 8 Bouverie Street, London, EC4Y 8AX. UK Government measures may change and impact on arrangements for the AGM. If there are any changes to the arrangements for the AGM from those set out in the Notice of Annual General Meeting, this will be communicated to shareholders before the meeting through the Company's website (euromoneyplc.com) and, where appropriate, by RIS announcement.

The information set out in the Appendix below, which is extracted from the Annual Report and Accounts 2021, is provided solely for the purpose of complying with the FCA's Disclosure and Transparency Rules. The information should be read in conjunction with the Full Year Results announcement made on 18 November 2021. Together these constitute the information required by DTR 6.3.5 to be communicated to the media in unedited full text through a Regulatory Information Service. This information is not a substitute for reading the full Annual Report and Accounts 2021.

Ends

For further information, please contact:

Euromoney Institutional Investor PLC

Tim Bratton, General Counsel & Company Secretary: +44 (0)20 7779 8288; tim.bratton@euromoneyplc.com

About Euromoney Institutional Investor PLC

Euromoney Institutional Investor PLC ("Euromoney") is a global B2B information-services business. We provide actionable data, analysis, intelligence and access through three divisions in markets where information and convening market participants are valued. Euromoney is listed on the London Stock Exchange and is a member of the FTSE 250 share index. ( euromoneyplc.com )

LEI number: 213800PZU2RGHMHE2S67

APPIX: ADDITIONAL INFORMATION REQUIRED BY DTR 6.3.5

Page and note references in this appendix refer to page numbers and notes in the Annual Report and Accounts 2021

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 international accounting standards in conformity with the requirements of the Companies Act 2006 and the Company financial statements in accordance with international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union. 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 the profit or loss of the Group and Company 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 international accounting standards in conformity with the requirements of the Companies 
      Act 2006 and international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it 
      applies in the European Union have been followed for the Group financial statements and United Kingdom Accounting 
      Standards, comprising FRS 102, 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 also 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 responsible for keeping adequate accounting records that are sufficient to show and explain the Group 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 and, as regards the Group financial statements, Article 4 of the IAS Regulation.

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

In addition, in accordance with DTR 4.1.12R, each of the Directors, whose names and functions are listed on pages 65 and 66 in the Annual Report and Accounts confirm that, to the best of their knowledge:

   -- The Company's Financial Statements, which have been prepared in accordance with United Kingdom Accounting 
      Standards, comprising FRS 102, and give a true and fair view of the assets, liabilities, financial position and 
      profit of the Company; 
 
   -- The Group financial statements, which have been prepared in accordance with international accounting standards in 
      conformity with the requirements of the Companies Act 2006 and international financial reporting standards 
      adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union, give a true and fair view 
      of the assets, liabilities, financial position and profit of the Group; and 
 
   -- The Strategic Report and the Directors' 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. 

Directors are also required to provide a broader assessment of viability over a longer period, which can be found on page 61.

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 and parent company's performance, business model and strategy.

The statement of Directors' responsibilities and the Strategic report are approved by a duly authorised committee of the Board of Directors on 17 November 2021 and signed on its behalf by Wendy Pallot, Group Chief Financial Officer.

Principal Risks

The Group's Principal Risks are outlined below and are extracted from pages 51 to 60 of the 2021 Annual Report and Accounts.

 
                          Description                                                     Mitigation                               Risk appetite 
                                             Risk 1: Slow post-covid economic recovery or poor business 
                                           economic conditions in major markets or environmental concerns 
                                            hinder the recovery of in-person events, and organic revenue 
                                                                       growth 
 
                                                                                                                                  Risk tolerant 
 
                                                                                                                                    Prior years 
                                                                                                                                (relative position) 
                                                                                                                                2020: Risk tolerant 
                                                                                                                                2019: Risk tolerant 
                                                                                                                                2018: Risk tolerant 
 
                                                                                                                                  Post-mitigation 
                                                                                                                                    risk trend 
 
                                                                                                                                     Unchanged 
 
 
                                                                                                                                  Description of 
                                                                                                                                   risk change 
 
                                                                                                                                  In addition to 
                                                                                                                                   the long-term 
                                                                                                                                      impact 
                                                                                                                                 of the pandemic, 
                                                                                                                                   cyclical and 
                                                                                                                                   geopolitical 
                                                                                                                                     economic 
                                                                                                                                    uncertainty 
                                                                                                                                     continues 
                                                                                                                               -------------------- 
                                                                   *    The Group's 3.0 strategy is to provide services that 
                                                                        are embedded in our customers' workflow, which makes 
                                                                         them more likely to be non-discretionary purchases, 
                                                                        and the resulting revenue is therefore more resilient 
 
 
 
                                                                    *    We have invested in the capability to deliver fully 
                                                                        digital and blended events, which helps mitigate any 
         *    Post-pandemic travel and public gathering                    in-person restrictions that continue to operate 
            restrictions continue to cause disruption and 
         recovery constraints to our event-related businesses 
 
                                                                   *    We have increased people and technology investment in 
                                                                         sales and marketing in a number of businesses which 
   *    Unrelated to covid-19 or triggered by it, there is an             helps improve our performance even in tough times 
             inherent risk of recession, a period of high 
        inflation, or poor market conditions in countries and 
                       regions where we operate 
                                                                        *    A high proportion of our revenue comes from 
                                                                          subscriptions, which are typically more resilient 
                                                                                  than other revenue in a downturn 
       *    Ongoing economic pressures could cause a more 
        structural shift away from travel and large functions, 
           resulting in more structural pressure on events 
                               recovery                              *    Investment in new technology to allow virtual or 
                                                                         blended events will enable the business to adapt to 
                                                                              structural changes in the events industry 
 
        *    The increased concern about and focus on the 
           environment reduces appetite for global business 
         travel or environmental legislation could result in         *    The Group operates in many geographical markets, 
         air travel becoming either economically unattractive            which provides some diversification; likewise, the 
          or socially disapproved of, which creates further                Group serves customers in different industries 
          challenges in the recovery of our in-person events 
 
 
                                                                   *    The Group serves large numbers of customers in nearly 
    *    More than half our revenue comes from North America,           every business and is not dependent on a small group 
           and therefore a downturn in the US in particular              of customers for a large proportion of its revenue 
            could reduce our customers' profitability and 
          therefore their willingness and ability to buy our 
                               services 
                                                                    *    The Group is sharing more resources across all its 
                                                                        businesses, for instance around event operations, in 
    *    We have exposure to financial services companies and           order to make them operate as efficiently as possible 
         any cyclical downturn that affects them will have an 
                             impact on us 
 
                                                                   *    The Group is considering the environmental footprint 
                                                                        and climate impact of events as part of its ESG work. 
        *    Lower demand for commodities stemming from a                The blended event model enables event access should 
            slow-down in China in particular, could have a               customers choose not to travel due to environmental 
                    knock-on effect on Fastmarkets                                            concerns 
                                                                -------------------------------------------------------------  -------------------- 
 
 
                         Description                                                     Mitigation                               Risk appetite 
                                           Risk 2: Compliance and Controls: failure to comply with group 
                                         policies and processes, complex global regulations and a litigious 
                                             environment causes reputational, legal or financial damage 
 
                                                                                                                                   Risk averse 
 
                                                                                                                                   Prior years 
                                                                                                                               (relative position) 
                                                                                                                                2020: Risk averse 
                                                                                                                                2019: Risk averse 
                                                                                                                                2018: Risk averse 
 
                                                                                                                                 Post-mitigation 
                                                                                                                                   risk trend 
 
                                                                                                                                    Unchanged 
 
                                                                                                                                 Description of 
                                                                                                                                  risk change 
 
                                                                                                                                  Large global 
                                                                                                                                  organisations 
                                                                                                                                  face multiple 
                                                                                                                                   regulatory 
                                                                                                                                 and compliance 
                                                                                                                               risks due to their 
                                                                                                                                global footprint. 
                                                                                                                                    There are 
                                                                                                                                   additional 
                                                                                                                                requirements for 
                                                                                                                                 information and 
                                                                                                                                 price reporting 
                                                                                                                               business. Customers 
                                                                                                                                may increasingly 
                                                                                                                                   rely on our 
                                                                                                                                    services 
                                                                                                                                  and data when 
                                                                                                                                     making 
                                                                                                                               their own business 
                                                                                                                                 decisions. The 
                                                                                                                                 Group continues 
                                                                                                                                   to focus on 
                                                                                                                                    managing 
                                                                                                                                these compliance 
                                                                                                                                 and regulatory 
                                                                                                                                  risks through 
                                                                                                                                   investment 
                                                                                                                                   in internal 
                                                                                                                                    resource, 
                                                                                                                                enhanced internal 
                                                                                                                                policies, and an 
                                                                                                                                ongoing programme 
                                                                                                                                   of training 
                                                                                                                              -------------------- 
                                                                    *    The Group has a central Legal, Risk & Secretariat 
                                                                        function and employs specialists across a range of 
                                                                          areas to help our businesses manage these risks 
 
 
                                                                       *    Our divisions employ compliance and/or risk 
                                                                                    specialists where required 
 
 
                                                                      *    Access to external advisors who are expert in 
                                                                                          specific areas 
 
 
                                                                    *    There is a Group sanctions compliance programme, 
                                                                          recently updated, that uses in-house expertise, 
                                                                        accredited software, and external specialist advice 
                                                                            to minimise the risk of a sanctions breach 
   *    The Group operates in multiple jurisdictions and must 
        be compliant with all applicable laws and regulations 
 
                                                                     *    An updated Event Risk Framework is in place to 
                                                                         facilitate management of covid-19 and operational 
    *    The Group's businesses publish, market and license                         risks in respect of events 
         increasingly complex content and data which in some 
           cases its customers may choose to rely on when 
                       executing transactions                       *    An updated Anti-Bribery and Corruption Policy was 
                                                                        launched during the year, supplemented with online 
                                                                       and classroom training, as well as the roll-out of an 
        *    Risk or reputational damage can arise from                     automated gifts and entertainment register 
        inappropriate reliance on third-party data, errors in 
            underlying data or content, failures of data 
            integrity and failure to educate customers on         *    All key Group policies are updated at least annually 
                      appropriate usage of data                        and made available on the Intranet, as well as having 
                                                                           compulsory online training for key risk areas 
 
    *    Several of our businesses operate in an environment 
        where privacy regulations are increasingly stringent       *    Processes and methodologies for assessing commodity 
                                                                         prices and calculating benchmarks and indices are 
                                                                                  clearly defined and documented 
       *    The Group relies on third parties, usually in 
          non-core markets, to represent the Group and the 
        Group may be legally responsible for their failure to         *    Compliance with International Organization of 
                    comply with law or regulation                      Securities Commissions (IOSCO) standards achieved for 
                                                                                     relevant pricing products 
 
      *    Geopolitical risks have increased the scope and 
        severity of sanctions, particularly from the US, UK,       *    Code of Conduct and other key policies in place for 
         and EU. The Group has a legal obligation to comply               price assessment, benchmark and index reporting 
         and it is customary for bank financing arrangements                                activities 
                 to include cross-default provisions 
 
                                                                   *    Specialist training in media law issues provided to 
    *    Claimants can forum shop when determining where to                             relevant employees 
               litigate or threaten legal proceedings 
 
                                                                           *    Group-wide Speak-up policy in place 
             *    Compliance risk is increasing for 
         information-providers as price, benchmark and index 
         reporting activities are coming under the scrutiny            *    Comprehensive legal disclaimers in place in 
                  and remit of different regulators                                  contracts/within products 
 
 
 
   *    A failure to comply with regulatory frameworks would        *    The Group holds a comprehensive set of insurance 
            result in reputational damage, and potential                policies that help mitigate the financial impact of 
                         regulatory censure                                    these risks, should they materialise 
                                                               -------------------------------------------------------------  -------------------- 
 
 
                         Description                                                     Mitigation                               Risk appetite 
                                        Risk 3: Inability to execute M&A strategy or integrate acquisitions 
                                             successfully into the Group on a timely basis prevents the 
                                                              delivery of the strategy 
 
                                                                                                                                  Risk neutral 
 
                                                                                                                                   Prior years 
                                                                                                                               (relative position) 
                                                                                                                               2020: Risk neutral 
                                                                                                                               2019: Risk neutral 
                                                                                                                               2018: Risk neutral 
 
                                                                                                                                 Post-mitigation 
                                                                                                                                   risk trend 
 
                                                                                                                                     Reduced 
 
 
                                                                                                                                 Description of 
                                                                                                                                  risk change 
 
                                                                                                                                   Successful 
                                                                                                                                    portfolio 
                                                                                                                               management remains 
                                                                                                                               part of the Group's 
                                                                                                                                  strategy and, 
                                                                                                                                     despite 
                                                                                                                                 the challenges 
                                                                                                                                      posed 
                                                                                                                                by the pandemic, 
                                                                                                                               the Group's strong 
                                                                                                                                balance sheet and 
                                                                                                                                 robust risk and 
                                                                                                                               controls framework 
                                                                                                                               means that the risk 
                                                                                                                                  is unchanged 
                                                                                                                              -------------------- 
                                                                    *    M&A strategy and execution is a regular topic of 
                                                                                         Board discussions 
 
 
                                                                  *    We buy and sell businesses within a clear and agreed 
                                                                       framework for identifying and evaluating acquisition 
                                                                            and disposal candidates and for integrating 
                                                                                         businesses we buy 
 
 
                                                                     *    The CEO and CFO are closely involved in all M&A 
 
 
                                                                      *    The Board regularly delegates authority to an 
                                                                        Investment Committee to make sure there is detailed 
    *    The Group continues to make strategic acquisitions            Board oversight of acquisitions and disposals and to 
            and disposals as part of its strategy. Active              enable quick decision-making, particularly where the 
             portfolio management remains important for                     schedule of Board meetings does not match a 
        accelerating the Group's strategy of becoming a fully                    particular transaction timetable 
                             3.0 company 
 
                                                                   *    We typically use external and independent firms to 
   *    The risks are that the Group fails to acquire at all,            help with commercial due diligence to analyse the 
         acquires a business that does not have expected 3.0             quality of a business and the market in which it 
        characteristics, or we fail to integrate the acquired                                operates 
           business sufficiently to get expected benefits 
 
                                                                   *    We retain professional advisors who know the Group 
   *    The strongest 3.0 businesses attract valuations which            well in order to execute transactions quickly and 
          are high multiples of profit. Competitive auction                                 effectively 
        processes for high-quality assets can favour private 
        equity companies and large corporations, who can use 
        more debt to fund an acquisition than is prudent for       *    Acquisitions are subject to specific financial and 
         us. They are therefore sometimes able to justify a            other targets and these are monitored and reported to 
         higher price. Furthermore, an acquisition which is                             the Board regularly 
          large for the Group may be relatively small for a 
           larger corporation who can therefore complete a 
             transaction more quickly and offer a higher 
         likelihood of completion to a seller given that we          *    The divisional structure facilitates effective 
                  may require shareholder approval                             integration and creation of synergies 
 
 
    *    Acquiring smaller companies rather than fewer large      *    The Group regularly discusses the role of M&A in the 
        ones makes integration more complex, which increases                          strategy with investors 
                                risk 
 
                                                                      *    Although we will be prudent in our funding of 
     *    Failure to integrate the acquisition may mean an             acquisitions, our strong balance sheet means we still 
        acquired business does not generate expected returns,                    have some acquisition firepower. 
              which can lead to an impairment of value 
 
 
                                                                   *    We have regular meetings with our shareholders and 
     *    Larger transactions require shareholder approval                listen to their views on M&A, including funding 
                                                               -------------------------------------------------------------  -------------------- 
 
 
                         Description                                                    Mitigation                               Risk appetite 
                                         Risk 4: Geopolitical upheaval has a major impact on the business 
                                                                    environment 
 
                                                                                                                                 Risk neutral 
 
                                                                                                                                  Prior years 
                                                                                                                              (relative position) 
                                                                                                                              2020: Risk neutral 
                                                                                                                              2019: Risk neutral 
                                                                                                                                  (new risk) 
 
                                                                                                                                Post-mitigation 
                                                                                                                                  risk trend 
 
                                                                                                                                  Increasing 
 
 
 
                                                                                                                              Description of risk 
                                                                                                                                    change 
 
                                                                                                                                   Multiple 
                                                                                                                                 geopolitical 
                                                                                                                               factors continue 
                                                                                                                                   to create 
                                                                                                                                  instability 
                                                                                                                               at a macro level 
                                                                                                                              therefore the risk 
                                                                                                                                 is increasing 
                                                                                                                             -------------------- 
   *    Politics in and between major markets can have large 
          and sometimes sudden impacts on our business. The 
          nature of geopolitics is that even though we know 
            there is a risk, we often do not know how the 
           situation will play out e.g. changes in Chinese 
                             regulations 
 
 
   *    Despite an exit deal being reached between the UK and 
         the EU, there continues to be outstanding issues to 
        be negotiated and ongoing logistics and supply chain 
                  issues causing ongoing disruption 
                                                                     *    The Group's global footprint means we are not 
                                                                        completely reliant on any single country or region 
                                                                                         for our revenue 
   *    Fuel or power supply challenges in the UK and Europe 
        could increase political tensions with countries such 
           as Russia, with whom there are already tensions          *    The Group is relatively insulated from logistics 
                  following the invasion of Crimea                        disruptions, as it does not trade in physical 
                                                                        products and our UK-based workforce was not overly 
                                                                                     reliant on EU nationals 
   *    US-China trade hostilities could reduce trade volumes 
        or economic growth or increase restrictions on doing 
          business internationally, which would affect our        *    A trade sanctions policy and processing framework is 
                          customers and us                             in place and used by all Group businesses, who also 
                                                                           have access to internal and external experts 
 
    *    Sanctions policies in the US and elsewhere increase 
            the risk of carrying out business in certain          *    Hedging is in place to offset some of the impact of 
         countries or with certain companies and individuals            US dollar exchange rate movements against sterling 
 
 
   *    Mistreatment of journalists in certain countries may 
           put some of our employees at risk, or make our           *    The Group uses country risk-tracking services to 
                   journalists unwilling to travel                       monitor current and emerging risks in different 
                                                                                             markets 
 
 
    *    The socioeconomic environment in certain countries 
        may make them unattractive jurisdictions in which to       *    We have global sales teams who have multiple touch 
         base our business, or our customers may leave these              points with larger customers meaning that our 
                              countries                                 business with customers is not location dependent 
                                                               ------------------------------------------------------------  -------------------- 
 
 
                         Description                                                    Mitigation                               Risk appetite 
                                        Risk 5: Cyber security and information security threats compromise 
                                                  data integrity or result in a loss of key data 
 
                                                                                                                                  Risk averse 
 
                                                                                                                                  Prior years 
                                                                                                                              (relative position) 
                                                                                                                               2020: Risk averse 
                                                                                                                               2019: Risk averse 
                                                                                                                               2018: Risk averse 
 
                                                                                                                                Post-mitigation 
                                                                                                                                  risk trend 
 
                                                                                                                                   Unchanged 
 
 
                                                                                                                                Description of 
                                                                                                                                  risk change 
 
                                                                                                                              Cyber security and 
                                                                                                                               information risks 
                                                                                                                                  continue to 
                                                                                                                                   increase 
                                                                                                                               across nearly all 
                                                                                                                                sectors as the 
                                                                                                                                   frequency 
                                                                                                                              and sophistication 
                                                                                                                               of cyber attacks 
                                                                                                                                 increases and 
                                                                                                                                   therefore 
                                                                                                                              the Group continues 
                                                                                                                               to invest in the 
                                                                                                                              area of information 
                                                                                                                                   security 
                                                                                                                             -------------------- 
                                                                    *    Chief Information Security Officer continues to 
                                                                                      manage these threats 
 
 
                                                                  *    A new Chief Privacy Officer has joined the Group to 
                                                                       create a robust strategy for compliance with global 
                                                                      data protection regulations. We have also recruited a 
                                                                      Chief Privacy Officer to the FPS People Intelligence 
                                                                                             pillar 
 
 
                                                                    *    Information security strategy is demonstrating 
                                                                                effectiveness and is on schedule 
 
 
                                                                  *    Investment continues in 'BISO programme' (Business 
                                                                         Information Security Officers) for non-security 
                                                                          specialists who will attain accreditation and 
                                                                          know-how, leading to increased awareness and 
                                                                                     expertise in businesses 
 
 
                                                                  *    Security governance provided by the Risk Committee 
                                                                             and Information Security Steering Group 
 
 
                                                                 *    Approved information security standards and policies 
                                                                              which are reviewed on a regular basis 
 
 
                                                                     *    Continuing education and compulsory training 
                                                                        programmes for all employees, on a regular basis 
 
   *    As an information services business, the integrity of 
          the data embedded in our products is critical in         *    Active information security programme (including 
                    terms of trust and reputation                      access management and cyber-resilience planning) to 
                                                                        align all parts of the Group with its information 
                                                                                       security standards 
   *    The Group is a data business and creates high volumes 
             of proprietary, commercial data, while also 
         processing B2B customer personal data and employee      *    Crisis management and business continuity frameworks 
                            personal data                               cover all businesses including disaster recovery 
                                                                                     planning for IT systems 
 
     *    Increasing number of cyber attacks are affecting 
                       organisations globally                               *    Multi-layered defence strategy 
 
 
       *    The Group has many websites and is reliant on           *    Robust IT security due diligence framework for 
           distributed technology, increasing exposure to                                 acquisitions 
                               threats 
 
                                                                 *    Review carried out of data integrity issues and risks 
                                                                            and discussed with Board during the year 
    *    A successful cyber attack could cause considerable 
          disruption to business operations, lost revenue, 
              regulatory fines and reputational damage               *    Access to key systems and data is restricted, 
                                                                       monitored and logged with auditable data trails in 
                                                                        place and project underway for bolstered identity 
   *    Privacy regulations (e.g. GDPR in Europe, Californian                           access management 
          Consumer Privacy Act in the US) are increasingly 
        stringent and regulators vigilant in relation to data 
            breaches, increasing the risk of a breach and        *    Comprehensive backups for IT infrastructure, systems 
         associated fine, civil proceedings or reputational                             and business data 
                               damage 
 
                                                                 *    Increased assurance controls to ensure businesses are 
                                                                                   meeting required standards 
   *    Extended remote working - from home - has introduced 
         new, and heightened existing, information security 
                       threats (e.g. phishing)                    *    Investment in improved cloud security controls that 
                                                                        have been rolled out The Group holds appropriate 
                                                                         insurance cover for cyber risks including cyber 
   *    Threats such as ransomware and crypto mining malware                    attack and data breach incidents 
        require the Group to adapt to a continually shifting 
                              landscape 
                                                                    *    Information security is reviewed as part of our 
                                                                                     internal audit process 
 
    *    Phishing and similar enhanced attacks remain one of 
        the most serious threats to network security, and are     *    Incident response playbook and supporting policies 
                             increasing                                                   and processes 
                                                               ------------------------------------------------------------  -------------------- 
 
 
                         Description                                                     Mitigation                               Risk appetite 
                                            Risk 6: Inadequate ability of the business to manage talent 
                                         churn effectively results in the loss of key personnel in critical 
                                                                       roles 
 
                                                                                                                                   Risk averse 
 
                                                                                                                                   Prior years 
                                                                                                                               (relative position) 
                                                                                                                                2020: Risk averse 
                                                                                                                                2019: Risk averse 
                                                                                                                                2018: Risk averse 
 
                                                                                                                                 Post-mitigation 
                                                                                                                                   risk trend 
 
                                                                                                                                   Increasing 
 
 
                                                                                                                                 Description of 
                                                                                                                                   risk change 
 
                                                                                                                                The Group remains 
                                                                                                                               committed to hiring 
                                                                                                                                and retaining key 
                                                                                                                               employees in order 
                                                                                                                                to implement its 
                                                                                                                                 strategy. Over 
                                                                                                                               the past 12 months, 
                                                                                                                                  the Group has 
                                                                                                                                    invested 
                                                                                                                                  in training, 
                                                                                                                                    employee 
                                                                                                                                forums, diversity 
                                                                                                                                  and inclusion 
                                                                                                                                  initiatives, 
                                                                                                                                 and town halls 
                                                                                                                                to improve skills 
                                                                                                                                  and employee 
                                                                                                                                   engagement 
                                                                                                                              -------------------- 
                                                                  *    The Group has launched a Working 3.0 strategy, which 
                                                                       is enhancing flexible working for employees. This not 
                                                                       only allows employees to improve their well-being, it 
                                                                          will also support sustainable performance. The 
                                                                         approach improved our ability to attract talent, 
    *    The covid-19 crisis created significant uncertainty              including work-life balance, it also widens the 
           for employees, particularly in managing virtual             geographic range of potential talent to recruit from, 
            working with home responsibilities. With some                        and our ability to retain talent 
          countries in which the Group has employees still 
        subject to lockdowns or other mobility restrictions, 
        supporting employees with this is important to reduce     *    The Working 3.0 programme is being supplemented with 
             retention risk and to attract new employees               employee training to provide managers with the tools 
                                                                        to effectively and sustainably manage remote teams 
 
   *    Those markets that have seen restrictions lifted are 
          also seeing very active recruitment markets with        *    Regular and transparent Town Halls led by the CEO and 
         upward wage pressures, creating more competition to                    CFO replicated through the business 
                    recruit and retain employees 
 
                                                                  *    Our individual businesses have strong brands in their 
    *    Increasing well-being challenges directly from the             own verticals making them attractive places to work 
          pandemic and also underlying challenges that have                           for sector specialists 
         become more visible during this period e.g. mental 
         health affecting day-to-day productivity as well as 
                              retention                             *    Increased support and awareness of mental health 
                                                                               issues and broader well-being issues 
 
    *    The importance of providing an inclusive culture to 
         attract and retain diverse talent remains critical         *    The global Inclusion & Diversity Council is fully 
                                                                            supported across the business, with several 
                                                                         specialist network groups being formed to provide 
   *    As the Group continues to move towards becoming a B2B            support to relevant groups, including a new group 
            3.0 information services business, the skills                             focused on disabilities 
                required within the Group will change 
 
                                                                    *    We continue to benchmark and review remuneration 
       *    An inability to recruit, retain and train for                  packages with the objective of paying fairly 
         critical roles will adversely impact our ability to                          according to benchmarks 
                  deliver the strategy successfully 
 
                                                                   *    Core training solutions are available, and we have 
   *    Competitors may poach key talent which would provide           implemented a common online training platform during 
        them with a competitive advantage and means that the                2021 to provide more consistently available 
            Group loses institutional knowledge from its                  development opportunities for all our employees 
                             businesses 
 
                                                                        *    Maintaining the Group's reputation for an 
    *    Partnership with the global Staff Forum to identify             entrepreneurial approach, making it an attractive 
           and address both concerns and opportunities to                                  place to work 
               strengthen the experience of employees 
 
                                                                     *    The large number of employees and roles in each 
   *    The Group needs to provide an employment environment              division mitigates the impact of departures of 
        which appeals to emerging talent as a place they want                             critical staff 
                               to work 
 
                                                                  *    Contractual notice periods are designed to manage the 
                                                                          risk of critical staff leaving on short notice 
   *    General business, societal and work environment along 
         with changes in Group organisation and staff levels 
        impact well-being and morale of employees, as well as 
            employee engagement, which adversely affects           *    Implementing actions resulting from culture surveys 
                    productivity and performance                              and other sources of employee sentiment 
                                                               -------------------------------------------------------------  -------------------- 
 
 
                        Description                                                  Mitigation                              Risk appetite 
                                       Risk 7: Uncertain tax liabilities lead to material cash outflows 
 
                                                                                                                          Risk averse 
 
                                                                                                                          Prior years 
                                                                                                                          (relative position) 
                                                                                                                          2020: Risk averse 
                                                                                                                          2019: Risk averse 
                                                                                                                          2018 Risk averse 
 
                                                                                                                          Post-mitigation 
                                                                                                                          risk trend 
 
                                                                                                                          Unchanged 
 
 
                                                                                                                          Description of 
                                                                                                                          risk change 
 
                                                                                                                          The Group is 
                                                                                                                          experienced 
                                                                                                                          at managing the 
                                                                                                                          tax risks that are 
                                                                                                                          inherent in a 
                                                                                                                          multinational 
                                                                                                                          business. 
                                                                                                                          Nonetheless, 
                                                                                                                          the Group has a 
                                                                                                                          complex structure 
                                                                                                                          with an 
                                                                                                                          international 
                                                                                                                          footprint, subject 
                                                                                                                          to an ever-changing 
                                                                                                                          tax environment 
                                                                                                                         -------------------- 
                                                              *    Tax strategy is to take a low-risk approach to the 
                                                                   management of tax. This is signed off by the Board 
                                                                   and communicated to all individuals who have a 
                                                                   responsibility for tax 
 
 
                                                              *    Increased engagement with tax authorities, including 
                                                                   quarterly meetings with HMRC. Open and transparent 
                                                                   communication with local tax authorities 
 
 
                                                              *    Continued investment in the tax team to ensure they 
                                                                   are sufficiently qualified and resourced 
  *    The Group is a multinational group with tax affairs 
       in many complex geographical locations. Tax 
       legislation is not always clear cut and often          *    Third-party advisors are engaged to resolve known 
       requires judgement and interpretation which may be          issues or where there is sufficient tax technical 
       challenged by tax authorities                               uncertainty 
 
 
  *    Disputes with tax authorities could lead to            *    New transfer pricing policy in place with supporting 
       unexpected tax costs and tax litigation which could         benchmarking study and documentation to reduce risk 
       take many years to resolve                                  of challenge 
                                                            -----------------------------------------------------------  -------------------- 
 
 
                         Description                                                    Mitigation                               Risk appetite 
                                            Risk 8: Existing and emerging competitor activity creates 
                                           product and pricing pressures, as well as potentially eroding 
                                                                      margins 
 
                                                                                                                                 Risk tolerant 
 
                                                                                                                                  Prior years 
                                                                                                                              (relative position) 
                                                                                                                              2020: Risk tolerant 
                                                                                                                              2019: Risk tolerant 
                                                                                                                              2018: Risk tolerant 
 
                                                                                                                                Post-mitigation 
                                                                                                                                     risk 
                                                                                                                                     trend 
 
                                                                                                                                   Unchanged 
 
 
                                                                                                                              Description of risk 
                                                                                                                                    change 
 
                                                                                                                               The Group ensures 
                                                                                                                                 it invests in 
                                                                                                                                 high-quality 
                                                                                                                               products for its 
                                                                                                                                  customers, 
                                                                                                                                  as well as 
                                                                                                                                 implementing 
                                                                                                                              the 3.0 strategy to 
                                                                                                                              embed our products 
                                                                                                                               into our client's 
                                                                                                                                 workflows and 
                                                                                                                                    create 
                                                                                                                              long-term business 
                                                                                                                                 relationships 
                                                                                                                             -------------------- 
                                                                *    Our 3.0 strategy seeks to embed our products and 
                                                                     services in customers' workflow. This creates greater 
                                                                     value for the client. The more tightly the products 
                                                                     are embedded, the less likely the client is to move 
                                                                     to a competitor 
 
 
                                                                *    One of our key strategic pillars is to invest in, 
                                                                     develop, and release new products and features to 
                                                                     keep our products functionally competitive 
 
 
                                                                *    Divisional senior teams regularly discuss competitor 
                                                                     activity and it is also covered in regular reviews 
                                                                     between the CEO and CFO and the divisional leadership, 
                                                                     particularly in respect to its impact on financial 
                                                                     performance 
 
 
                                                                *    We have improved the sophistication of how we price 
                                                                     our products and services in our most important 
                                                                     sectors, and the analysis that has underpinned that 
                                                                     has included scrutiny of perceived value of our 
                                                                     products relative to competitors 
 
 
                                                                *    In most of our subscription businesses, account 
                                                                     cancellations are analysed including identifying 
                                                                     where a competitor has won the account and these 
                                                                     trends are monitored 
 
 
                                                                *    Group-wide sales training includes handling 
                                                                     competitive pitches; authority to discount is tightly 
  *    Although the Group has no single competitor competing         controlled; and businesses have gross margin targets 
       in all the markets in which the Group operates, every 
       business within the Group has at least one strong 
       competitor                                               *    Marketing materials and sales collateral highlight 
                                                                     the benefits of our solutions over other providers 
 
  *    As well as taking market share or putting pressure on 
       pricing, competitors can also seek to recruit key        *    Where appropriate and available, we maintain a list 
       employees. There is also the additional risk of new           of competitive products and services, and 
       entrants into the market offering the same or similar         periodically review to understand where we have 
       services to our Group's businesses, but with                  threats and opportunities and update product and 
       aggressive pricing, impacting margins                         sales and marketing plans accordingly 
 
 
  *    Competitors may invest in superior products or           *    All employees are regularly made aware of our 
       technology that attracts potential new customers away         policies to prevent unlawful anti-competitive 
       from our businesses                                           behaviour 
                                                              -------------------------------------------------------------  -------------------- 
 
 
                         Description                                                   Mitigation                               Risk appetite 
                                           Risk 9 : Exposure to USD exchange rate leads to unexpected 
                                                            swing in reported results 
 
                                                                                                                                Risk tolerant 
 
                                                                                                                                 Prior years 
                                                                                                                             (relative position) 
                                                                                                                             2020: Risk tolerant 
                                                                                                                             2019: Risk tolerant 
                                                                                                                             2018: Risk tolerant 
 
                                                                                                                               Post-mitigation 
                                                                                                                                 risk trend 
 
                                                                                                                                  Unchanged 
 
 
                                                                                                                               Description of 
                                                                                                                                 risk change 
 
                                                                                                                                The Group is 
                                                                                                                                 experienced 
                                                                                                                              in managing risks 
                                                                                                                               related to its 
                                                                                                                               exposure to the 
                                                                                                                               US dollar, but 
                                                                                                                               recognises that 
                                                                                                                             domestic political 
                                                                                                                              volatility in the 
                                                                                                                              short term could 
                                                                                                                              increase the risk 
                                                                                                                            -------------------- 
                                                                *    Sensitivity analysis is performed regularly to assess 
                                                                      the impact of currency risk 
 
 
                                                                 *    US dollar forward contracts are used to hedge up to 
                                                                      80% of UK-based US dollar revenues for the coming 12 
                                                                      months and 50% of the following six months 
 
 
                                                                 *    Exposure from the translation of US 
                                                                      dollar-denominated earnings is not directly hedged 
                                                                      but is partially offset by US dollar costs and the 
                                                                      use of US dollar-denominated debt when debt is 
                                                                      required 
 
 
                                                                 *    Exposures are well communicated in the Annual Report 
  *    Approximately three-quarters of revenue and profit is          and in investor presentations meaning our 
       generated in US dollars, including approximately 40%           shareholders are aware of the USD exposures when 
       of the revenue in the UK-based businesses. This gives          investing in the Company. 
       significant exposure to movements in the US dollar 
       for both UK revenue and the translation of results of 
       foreign subsidiaries                                      *    Natural hedging is put in place where possible 
                                                              ------------------------------------------------------------  -------------------- 
 
 
                         Description                                                   Mitigation                               Risk appetite 
                                          Risk 10: Changing customer needs, new technology or changing 
                                           governmental priorities cause structural changes in markets 
                                            reducing the value delivered by our products and services 
 
                                                                                                                             Risk tolerant 
 
                                                                                                                             Prior years 
                                                                                                                             (relative position) 
                                                                                                                             2020: Risk tolerant 
                                                                                                                             2019: Risk tolerant 
                                                                                                                             2018: Risk tolerant 
 
                                                                                                                             Post-mitigation 
                                                                                                                             risk trend 
 
                                                                                                                             Unchanged 
 
 
                                                                                                                             Description of 
                                                                                                                             risk change 
 
                                                                                                                             As an 
                                                                                                                             entrepreneurial 
                                                                                                                             business, the Group 
                                                                                                                             is experienced at 
                                                                                                                             managing this risk, 
                                                                                                                             with the divisions 
                                                                                                                             investing in their 
                                                                                                                             products and 
                                                                                                                             technologies 
                                                                                                                             to mitigate the 
                                                                                                                             challenges 
                                                                                                                            -------------------- 
  *    As well as the risk of the Group's results being 
       affected by the ups and downs of the business cycle,     *    Our 3.0 strategy is designed to evaluate structural 
       we also have the risk of structural changes to our            risks and opportunities and respond to them 
       markets. In these situations, revenue can decline and 
       never rebound because of permanent changes to 
       customer needs or demographics or the introduction of    *    We hold regular CEO-led reviews across all divisions 
       disruptive technology. In addition, new competitors           including discussion around structural change 
       sometimes give away, or sell at a low price, content 
       or services similar to that which we sell 
                                                                *    The Group can deliver either more localised events or 
                                                                     blended events which could be more attractive to 
  *    Environmental or Climate Risk legislation could               attendees who cannot or will not engage in high 
       result in air travel becoming either economically             levels of air travel 
       unattractive or socially disapproved of, which 
       creates further challenges in the recovery of our 
       in-person events                                         *    We encourage product development based on market need 
                                                                     rather than Group capability, and aim to foster an 
                                                                     entrepreneurial approach to stay aligned with 
  *    Some competitors have a capital structure and                 customers' emerging requirements 
       investors such that they never have to make a profit, 
       or can sustain large losses for many years, allowing 
       them to invest massively in technology or on             *    Effective management reporting with regular forecast 
       marketing and promotion including giving away their           reviews means the financial impact of disruptive 
       product to build market share                                 change can be spotted early 
 
 
  *    Government policy or new regulations, particularly in    *    The range of our business spreads the risk to some 
       financial services, but in other markets too, can             degree 
       permanently disrupt markets. For example, governments 
       can mandate that information that we collect from a 
       market and then sell is made public by market            *    We outsource our technology requirements to 
       participants for free. Although this is often a               third-party experts where it makes no sense to manage 
       source of opportunity, it can also undermine our              them in-house 
       business or business model 
 
                                                                *    Our commitment to active portfolio management allows 
  *    Typically, acquiring businesses who use disruptive            the Group to sell structurally challenged businesses 
       techniques can be prohibitively expensive for us              and to buy structurally strong ones 
       because they are attractive to many possible buyers 
       and so sell for very high prices. Typically, they 
       have low margins or are loss-making, so that they do     *    The Risk Committee regularly reviews each division 
       not generate the financial returns we require from            and function, which present their key risks to the 
       our acquisitions                                              Committee for debate and challenge 
                                                              ------------------------------------------------------------  -------------------- 
 

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December 15, 2021 06:12 ET (11:12 GMT)

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