TIDMDLAR
RNS Number : 4316C
De La Rue PLC
18 June 2021
De La Rue plc
Annual Financial Report & Notice of Annual General
Meeting
Further to the announcement of its 2020/21 full year results on
26 May 2021 (the "Results Announcement"), De La Rue plc (the
"Company") announces that it has today posted to shareholders and
has submitted to the National Storage Mechanism, copies of the
following documents:
-- Annual Report and Accounts 2021 (the "Annual Report and Accounts ")
-- Circular relating to the Annual General Meeting to be held on 29 July 2021
-- Forms of Proxy for shareholders to vote at the Annual General Meeting
As required by LR 9.6.1 R, these documents will shortly be
available for inspection on the National Storage Mechanism
https://data.fca.org.uk/#/nsm/nationalstoragemechanism .
As required by DTR 6.3.5 R (3), the Company confirms that the
Annual Report and Accounts and the Circular relating to the Annual
General Meeting are now available to view or download in pdf format
from the Company's corporate website, www.delarue.com/
investors/agm-information-2021 .
The appendix to this announcement contains the following
additional information which has been extracted from the Annual
Report and Accounts for the purposes of compliance with DTR 6.3.5 R
and should be read together with the Results Announcement, which
can also be downloaded from the Company's corporate website:
-- A statement on the principal risk and uncertainties
-- A statement on related party transactions
Together these constitute the information required by DTR 6.3.5
R which is required to be communicated to the media in unedited
full text through a Regulatory Information Service.
Physical attendance and Voting at the Annual General Meeting
In light of the evolving guidance from the UK Government in
relation to the COVID-19 pandemic and specifically the potential
for restrictions on travel and large gatherings to be imposed at
short notice, we are asking our shareholders not to attend the
Annual General Meeting in person this year and to submit their
proxy form in advance, appointing the Chairman of the meeting as
their proxy rather than a named person. Instructions on how to vote
can be found on the Proxy Form enclosed with the Notice of AGM.
However, we value our engagement with all our shareholders and
will therefore be providing an audio webcast of the meeting so that
shareholders can follow the Annual General Meeting online. Full
details of how the webcast will work are available on the Company's
website, www.delarue.com .
Jane Hyde
Company Secretary
01256 605212
18 June 2021
De La Rue plc's LEI code is 213800DH741LZWIJXP78
Appendix
Principal risk and uncertainties
Certain of the principal risks and uncertainties which were set
out in the 2020 annual report no longer appear on our principal
risk register. These include: reliance on a small number of large
orders, banking, failure to convert modernisation into value, loss
of material contract, pension fund liability and failure in health,
safety and environment controls. Due to the changing nature of the
Group's risk profile, in particular taking account of the progress
of the Turnaround Plan and the Group's business transformation, the
Board believes these matters no longer represent principal risks
and, to the extent relevant, are now monitored as operational
risks.
Key for strategic focus
--------------------------------------------------------- ------------------------------------------- -----
1 Value stream excellence 2 Currency market leadership 3 Continued strong growth in Authentication
------------------------- ---------------------------- -------------------------------------------
Exposure Impact Mitigation Impact Outlook
Bribery and corruption
It is possible Major reputational We have Level 1 1 ,2, No change
that our employees and financial damage. accreditation to 3
or overseas A successful prosecution the Banknote Ethics
representatives, under anti-bribery Initiative (last
either individually legislation could recertification
or in collusion see the Company in 2020 following
with others, barred from participating external audit),
could act in in major tenders. which provides
contravention governments and
of our stringent central banks with
requirements assurance regarding
in relation our ethical standards
to bribery and and business practices.
corruption, Our commitment
anti-competitive to ethical standards
behaviours and is articulated
management of in the Code of
third-party Business Principles.
partners (TPPs). This is supported
On 23 July 2019, by underlying policies
the Company which are reviewed
announced that regularly and enforced
the Serious robustly. There
Fraud Office is zero tolerance
had opened an to non-compliance,
investigation and it is dealt
into the Group with through disciplinary
and its associated procedures.
persons in relation We have a focus
to suspected on raising awareness
corruption in through local Ethics
the conduct Champions as well
of business as training on
in South Sudan. anti-bribery and
As announced corruption, and
by the Company competition law.
on 16 June 2020, Our policies and
the SFO subsequently processes are independently
informed the audited.
Company of its Our rigorous process
decision to for the appointment,
discontinue management and
such investigation. remuneration of
TPPs operates independently
of the sales function.
The behaviours
of TPPs are strictly
monitored and the
TPP process is
overseen by the
General Counsel
and Company Secretary,
who reports directly
to the Board on
these matters.
This is further
enhanced by external
due diligence checks.
Our whistleblowing
policy and associated
procedures are
integral aspects
of the compliance
framework, which
is complemented
by a whistleblowing
hotline.
--------------------------- ----------------------------- ------- ----------
Exposure Impact Mitigation Impact Outlook
Quality management and delivery failure
Each of our A shortfall in We operate an enhanced 1 ,2, No change
contracts has quality management end to end quality 3
a unique specification could have a material management system
on product quality adverse impact with defined standards
and delivery. on the Group's and acceptable
Given the nature relationship with limits for all
of the Group's key customers, products across
business and harm the Group's all production
the fact that reputation, and sites. The process
each product may lead to a material is run by dedicated
the Group makes increase in costs quality professionals.
and each service for the Group as All manufacturing
the Group provides a result of it sites are certified
is bespoke at having to pay damages to ISO 9001:2015
some level, in respect of the quality management
many of these late delivery, system standards.
contracts demand rectification and/or
a high degree the complete remake
of technical of relevant products
specification. and/or the termination
of key contracts.
This could have
a material adverse
effect on the Group's
business, operations
and financial condition
and/or prospects.
------------------------- ------------------------ ------- ----------
Exposure Impact Mitigation Impact Outlook
Failure to implement the Turnaround Plan and run the business
Our business As a result, key The business has 1 ,2, Decreasing
has seen a considerable processes may break developed a strong 3
level of organisational down and projects leadership commitment
change and it may fail to meet and an aligned
is a possibility milestones, resulting Executive Leadership
that business in operational Team.
leaders may disruption, financial We are executing
be unable to loss and serious the Turnaround
sustainably consequences for Plan to:
manage the level the business 1. Provide clear
of change required objectives classified
to simultaneously into Run, Fix and
Transform and Transform.
Fix the business 2. Cascade clear
(enact the Turnaround and concise objectives
Plan) while via business units
ensuring that and support functions,
day to day business to provide line
goals are achieved. of sight to strategy
The risk is and link business
further exacerbated as usual with longer
by the potential term goals.
impacts of the 3. Provide a robust
COVID-19 pandemic. prioritisation
process with regular
reviews of programmes
and projects.
Our aim is to continue
to provide clear
process improvement
programmes across
several areas of
the business.
----------------------- ------------------------ ------- -----------
Exposure Impact Mitigation Impact Outlook
Loss of a key site or process
All our manufacturing The total loss All our manufacturing 1 ,2, No change
sites are of any one of these sites and Head Office 3
exposed to sites could have are certified to
business interruption a major financial the ISO 22301: 2019
risks. impact, particularly Business Continuity
where the site standard, under
represents a single a single, Group
source of supply. level certification.
Although we coordinate
business continuity
risk centrally,
each site has a
business continuity
advisor and focal
point for all continuity
and resilience matters.
We maintain a degree
of interoperability
across all our manufacturing
sites, and where
this is not possible
look to partner
with the appropriate
third party. We
aim to minimise
risk by adopting
the highest standards
of risk engineering
in our production
processes. We also
maintain business
continuity stock
as appropriate.
These controls are
monitored via internal
auditing and through
monthly business
continuity reporting,
quarterly business
continuity management
steering committee
meetings and regular
ELT, Risk and Audit
Committee meetings.
---------------------- ------------------------------ ------- ----------
Exposure Impact Mitigation Impact Outlook
Sustainability and climate change
We recognise Moving towards De La Rue have 2, 3 Increasing
that the business carbon neutrality set a goal to reach
must undergo is a competitive carbon net zero
a climate change-related and an ethical by 2030 in our
transition by necessity within own operations
addressing carbon our business. Our and the areas under
reduction, energy customer base is our own operational
usage, waste becoming more demanding control. We have
management and in this area placing commenced a "Transform
use of plastics pressures on their Sustainability"
in our operations. supply chains, programme to address
Governments, including our business the key areas of
the financial and our material energy reduction,
community and suppliers. The increasing our
industries, impact of not addressing use of renewables,
including our this could be significant reducing our waste
own business and result in loss and reducing our
and our customers', of business and reliance on the
see the 2020s reputational damage. use of plastics
as a call to in packaging. We
action, with are also focusing
major new commitments on providing recycling
to achieving solutions for end
net zero carbon of life polymer
emissions. banknote products.
We continue to
work with our customers
and partners to
reduce the carbon
impact of our products.
--------------------------- ------------------------- ------- -----------
Exposure Impact Mitigation Impact Outlook
Breach of information security
A breakdown Any compromise Our corporate information 1 ,2, No change
in the control in the software security management 3
environment functionality or system is certified
including collusion, confidentiality to the ISO27001:2013
non-compliance of information Information Security
or an external could impact our standard. This
attack could reputation with is supported by
lead to a cyber current and potential an independent
security breach customers. information security
resulting in team which is focused
the loss of on ensuring that
critical data. all hardware and
software deployed
is compliant with
built in security.
We maintain a strict
control environment
to enforce disciplined
software development
and information
security practices
and behaviours.
Several key technical
controls are in
place to manage
this risk, including
agile software
development techniques,
behaviour analytics,
quality reviews,
regular testing,
network segregation,
access restrictions,
system monitoring,
security reviews
and vulnerability
assessments of
infrastructure
and applications.
We also conduct
supplier reviews
on a risk basis
and ensure all
our employees undertake
mandatory information
security
e-learning.
Our processes and
policies are monitored
and audited internally
and externally.
----------------------- -------------------------- ------- ----------
Exposure Impact Mitigation Impact Outlook
Failure of a key supplier
We have close Failure of a key Key suppliers are 2, 3 No change
trading relationships supplier, the inability monitored and managed
with several to source critical through supplier
key suppliers, materials or poor analytics, contract
including unique supplier performance management programmes
producers of in terms of quality and digitised contract
specialised or delivery could management tools.
components that disrupt our supply This ensures that
we incorporate and ability to all key supplier
into our finished deliver on time contracts have
products. and in full. This been reviewed on
could result in their financial
the payment of strength and their
damages and/or ability to deliver
forfeiting performance to our quality
bonds or loss of standards and security,
contracts and result as well as their
in material reputational business continuity
damage. arrangements as
a part of the onboarding
process. Key suppliers
are audited on
a rotational basis
and have a recovery
plan in case of
failure.
As a contingency,
alternative suppliers
are pre-qualified
wherever possible
and where necessary
we retain higher
levels of stocks.
-------------------------- -------------------------- ------- ----------
Exposure Impact Mitigation Impact Outlook
Breach of product security
Loss of product Any loss of product We have dedicated 2, 3 No change
or high security or high security security personnel,
components from components has robust standardised
a manufacturing the potential to physical security
site could occur cause reputational and materials control
as a result and financial damage. policies and procedures
of negligence In certain circumstances, at our production
or theft. Loss customer contracts sites, which reduce
of product while may mean that we the risk of inadvertent
in transit, are liable for loss or theft during
particularly those losses. manufacturing.
during transhipment, This is overseen
through the and monitored by
failure of freight Group Security,
companies or HSE and Risk to
through the ensure compliance.
loss of an aircraft Vetting of personnel,
or vessel as training and auditing
a result of is conducted in
an accident line with the Group
or natural disaster, Baseline Security
is also possible. Manual (our security
policies). All
manufacturing sites
are now vertically
aligned to ISO14298:2013
and INTERGRAF certification
Requirements. All
the finished product
manufacturing sites
certified to Central
Bank level, as
testament of our
commitment to product
security.
We apply risk assessed
stringent operational
procedures - and
use vetted and
approved carriers
and personnel -
to handle movements
of security materials
between our sites
and onward delivery
to customers. All
movements are monitored,
risk managed and
conducted in line
with Transported
Asset Protection
Association standards.
We ensure that
product security
verification and
reconciliation
are embedded and
monitored throughout
all sites to ensure
that product is
stored, shipped,
reconciled and
destroyed securely
and safely. We
also maintain a
comprehensive global
insurance programme.
--------------------------- ----------------------------- ------- ----------
Exposure Impact Mitigation Impact Outlook
Sanctions
Entering a contract Breach could result We utilise strong 2, 3 No change
or other commitment in imprisonment policies and processes
with a customer, and/or substantial to ensure national
supplier or fines for individuals, and international
partner which the leadership sanction compliance.
is subject to team, the Board This is overseen
a sanction or and the Company. by the Sanctions
trade embargo In addition, it Board and internal
could lead De may lead to a withdrawal and external auditing
La Rue to be of our banking of the programme.
in breach of facilities, as Commercial opportunities
sanctions. well as disbarment are considered
from future tenders. against the sanction
risk as standard
within the request
for approval process
and we utilise
customer relationship
management systems
to identify medium
and high sanction
risk opportunities.
If identified these
are investigated
by legal, treasury
and commercial
teams to ensure
compliance.
-------------------------- -------------------------- ------- ----------
Exposure Impact Mitigation Impact Outlook
COVID-19
The COVID-19 If the COVID-19 As part of De La 1 ,2, Decreasing
pandemic could pandemic continues Rue's response 3
have a material and results in to COVID-19, the
adverse effect a prolonged period business has invoked
on the Group's of onerous restrictions, a long-standing
supply chain, there is potential Pandemic Incident
distribution impact to the global Management Plan
network, manufacturing supply and distribution throughout the
operations and/or infrastructure Group, and all
weakening customer of the business. sites are working
demand. If current measures towards the following
fail to adequately four key objectives:
mitigate the impact 1. Ensuring the
of the COVID-19 safety of our employees
pandemic in the and their families.
countries in which 2. Playing our
the Group has a part in restricting
manufacturing presence, the spread of the
there is also a virus.
risk that one or 3. Continuing to
more of the Group's run the business,
manufacturing sites serving our customers
may be forced to worldwide with
partially or fully the timely provision
cease operations of high-quality
for a prolonged products and services.
period as a result 4. Ensuring that
of the introduction De La Rue emerges
of more stringent resilient to the
restrictions by impact of the pandemic.
the relevant authorities Our manufacturing
and/or the absence sites are spread
of a significant across several
number of employees sites in the UK,
for COVID-19 related Malta, Kenya, North
reasons. America and Sri
Lanka which allows
us the ability
to reprioritise
and potentially
relocate production
in the event of
a business continuity
incident.
-------------------------- ------------------------- ------- -----------
Related Party Transactions (note 30 to the 2020/21 Financial
Statements)
During the year the Group traded on an arm's length basis with
the associated company Fidink S.A. (33.3% owned). The Group's
trading activities with this company included GBP8.2m (FY 2020:
GBP30.9m) for the purchase of security ink and other consumables.
At the balance sheet date there were creditor balances of GBP1.5m
(FY 2020: GBP2.5m) with Fidink S.A.
Intra-group transactions between the Parent and the fully
consolidated subsidiaries or between fully consolidated
subsidiaries are eliminated on consolidation.
Key management compensation
2021 2020
GBPm GBPm
------------------------------ ---- ----
Salaries and other short term
employee benefits 3.3 2.9
Retirement benefits:
- Defined contribution 0.1 0.4
Termination benefits - 1.1
------------------------------ ---- ----
3.4 4.4
------------------------------ ---- ----
Key management comprises members of the Board (including the
fees of Non-executive Directors) and the ELT. Termination benefits
include compensation for loss of office, ex gratia payments,
redundancy payments, enhanced retirement benefits and any related
benefits in kind connected with a person leaving office or
employment.
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