TIDMNCC

RNS Number : 4088N

NCC Group PLC

29 September 2021

NCC Group plc

(the "Company" or the "Group")

Notice of Annual General Meeting 2021

The Company confirms that its Notice of Annual General Meeting 2021 ("AGM Notice") and its Annual Report and Accounts for the year ending 31 May 2021 ("Annual Report") have been posted or otherwise been made available to shareholders and published on the Investor Relations section of its website (www.nccgroup.com/investor-relations). The Annual General Meeting will be held at 2.00pm on Thursday 4 November 2021 at the Company's Head Office, XYZ Building, 2 Hardman Boulevard, Spinningfields, Manchester, M3 3AQ.

Copies of the Annual Report and the AGM Notice have been submitted to the National Storage Mechanism and will shortly be available for inspection at https://www.fca.org.uk/markets/primary-markets/regulatory-disclosures/national-storage-mechanism

A condensed set of the Company's financial statements and extracts were included in the Company's preliminary results for the year ended 31 May 2021 released on 14 September 2021 (the "Preliminary Announcement"). The information included within the Preliminary Announcement together with the information set out below, which is extracted from the Annual Report, constitute the material required by Disclosure Guidance and Transparency Rule 6.3.5 to be communicated to the media in full unedited text through a Regulatory Information Service. This announcement and the Preliminary Announcement are not a substitute for reading the full Annual Report. Page numbers and cross-references in the extracted information below refer to page numbers and cross-references in the Annual Report. To view the Preliminary Announcement, please visit the Investor Relations section of the Company's website at www.nccgroup.com/investor-relations

Directors' responsibilities statement

The following statement is extracted from page 123 of the Annual Report and is repeated here for the purposes of Disclosure Guidance and Transparency Rule 6.3.5. This statement relates solely to the Annual Report and is not connected to the extracted information set out in this announcement or the Preliminary Announcement:

"Statement of Directors' responsibilities in respect of the Annual Report and Accounts and the Financial Statements

The Directors are responsible for preparing the Annual Report and Accounts and the Group and Parent Company Financial Statements in accordance with applicable law and regulations.

Company law requires the Directors to prepare Group and Parent Company Financial Statements for each financial year. Under that law they are required to prepare the Group Financial Statements in accordance with International Accounting Standards in conformity with the requirements of the Companies Act 2006 and applicable law and have elected to prepare the Parent Company Financial Statements on the same basis. In addition the Group Financial Statements are required under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules (DTRs) to be prepared in accordance with International Financial Reporting Standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union ('IFRSs as adopted by the EU').

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 Company and of the Group's profit or loss for that period. In preparing each of the Group and Parent Company Financial Statements, the Directors are required to:

   --      Select suitable accounting policies and then apply them consistently 
   --      Make judgements and estimates that are reasonable, relevant and reliable 

-- State whether they have been prepared in accordance with International Accounting Standards in conformity with the requirements of the Companies Act 2006 and, as regards the Group Financial Statements, International Financial Reporting Standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union ('IFRSs as adopted by the EU')

-- Assess the Group and Parent Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern

-- Use the going concern basis of accounting unless they either intend to liquidate the Group or the Parent Company or to cease operations, or have no realistic alternative but to do so

The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Parent Company's transactions and disclose with reasonable accuracy at any time the financial position of the Parent Company and enable them to ensure that its Financial Statements comply with the Companies Act 2006. They are responsible for such internal control as they determine is necessary to enable the preparation of Financial Statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Group and to prevent and detect fraud and other irregularities.

Under applicable law and regulations, the Directors are also responsible for preparing a Strategic Report, Directors' Report, Directors' Remuneration Report and Corporate Governance Statement that comply with that law and those regulations.

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

Responsibility statement of the Directors in respect of the annual financial report

We confirm that to the best of our knowledge:

-- The Financial Statements, prepared in accordance with the applicable set of accounting standards, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole

-- The Strategic Report includes a fair review of the development and performance of the business and the position of the issuer and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face

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

Principal risks and uncertainties

The principal risks and uncertainties relating to the Company are set out on pages 40 to 47 of the Annual Report from which the following is extracted in full and unedited text:

"Risk management

Risk is an inherent part of doing business and risk management is a fundamental part of good corporate governance. A successful risk management process balances risk and reward and is underpinned by sound judgement of their impact and likelihood. The Board has overall responsibility for ensuring that NCC Group has an effective risk management framework, which is aligned to our business objectives.

The Board has established a Risk Management Policy, which has established protocols, including:

   --      Roles and responsibilities for the risk management framework 
   --      Risk scoring framework 
   --      A definition of risk appetite 

The integrated approach to risk management diagram summarises the Group's overall approach to risk management, which is supported by a web-based tool - the Integrated Risk Management System (IRMS). The tool is designed to follow the risk management model described in the next section and records both strategic and operational risk registers and tracks risk mitigation action plans, helping embed ownership of risks and treatment actions while also providing access to live management information, which is used at both a Board and operational management level.

NCC Group's approach to risk management

NCC Group adopts both a "top down" and "bottom up" approach to risk, to manage risk exposure across the Group to enable the effective pursuit of strategic objectives. The approach is summarised in the diagram on page 41.

The approach is one of collaboration, which supports our comprehensive approach to risk identification, from the "top down" and "bottom up". The Group believes that this is the most efficient and effective way to identify its business risks.

Top down

The Board, Audit Committee and Cyber Security Committee review risks on an ongoing basis and are supported by the Executive Committee and subject matter specialists (including Software Resilience, Assurance, information security, data protection and health and safety). The Board gives consideration to the Group's strategic objectives and any barriers to their achievement.

Bottom up

The Board and senior leadership team engage with colleagues at every level of the Group in recognition of the importance of their expertise, contribution and views. In relation to matters of wrongdoing, or risks not being recognised and adequately managed, the Group has a robust and effective whistleblowing procedure, which is supported by the Safecall reporting line.

Risk management model

The Board has overall responsibility for ensuring that NCC Group adopts an effective risk management model, which is aligned to our objectives and promotes good risk management practice. We have therefore adopted the model described in this section and summarised in the diagram above.

The Board, Audit Committee, Cyber Security Committee and Executive Team review risks on an ongoing basis throughout the year. The appropriateness and relevance of the risks and issues tracking system - IRMS - are monitored by the global governance team to ensure that it continues to be updated, meets the needs of the Group and remains in line with good risk management practice. In addition, there is a robust process in place for monitoring and reporting the implementation of agreed actions.

We are satisfied that the Risk Management Policy, framework and model currently in place are sufficient to manage risk across the Group.

The key areas of identifying, assessing, addressing and monitoring risks are explained in more detail below:

Identify

Risks exist within all areas of our business and it is important for us to identify and understand the degree to which their impact and likelihood of occurrence will affect the delivery of our key objectives. This is achieved through day-to-day working practices and incorporates risks in both the internal and external environment. Examples of identification include horizon scanning for legislative and market changes, operational and delivery reviews (such as SGT), procedures in relation to projects and change and independent systems audits.

All identified risks are initially assessed for their "inherent" risk (risk with no controls in place), using a scoring mechanism that accounts for the likelihood of an event occurring and the impact that it may have on the Group. The scoring mechanism adopted takes account of high impact, low likelihood events and these risks are managed in a timely manner.

In addition to ongoing risk identification, an annual exercise is undertaken to review the Group's strategic risk universe by the Board. This exercise is reliant on the "top down" "bottom up" approach discussed earlier.

Assess

Post identification of the Group's inherent risk exposure, a comprehensive assessment of the effectiveness of current mitigating controls is undertaken. This exercise takes account of the design of the current control environment and the application of these controls prior to assessing the Group's current exposure to risk - mitigated risk score. The Board uses a number of sources of information to support the scoring of risk and these include, but are not limited to:

   --      Management updates 
   --      Action tracking and reporting 
   --      Control environment policies and procedures 
   --      Independent audit activity 
   --      Project monitoring reports 

Address

Having identified and assessed the risks faced by the Group, the risks are scored according to likelihood of occurring and impact to the business should they occur. The risks are then mapped according to their rating onto a risk heat map, which reflects the Group's overall risk appetite set by the Board. The Group's Risk Management Policy then provides guidance on the expected level of response to those risks, depending on where they sit on the risk heat map. The heat map shows the four bandings in the different shades of risks as set out below as well as expected actions and responses to risks in these areas:

Green - within appetite. Ongoing monitoring in place

Amber - out of appetite. Some actions are required to treat the risk to bring this within acceptable levels

Purple - significantly out of appetite. High combination of residual probability and impact. Management actions required, with some urgency, to treat the risk, reducing this to acceptable levels

Grey/black - risks that are deemed to have such an impact that they could theoretically impact the ability of the business to continue in existence. If any, they would need consideration in assessing in the Directors' Viability Statement

An assessment of whether additional actions are required to reduce our risk exposure is undertaken, with actions falling into the one of four categories:

-- Treat - develop an action plan (applying responsibility, deadlines and prioritisation) that may include the implementation of additional controls, or increase the requirement for additional assurance over the adequacy and effectiveness of the existing controls

   --      Transfer - use a third party specialist to undertake the activity, thus mitigating the risk 
   --      Tolerate - determine the risk is within appetite 
   --      Terminate - exit the activity 

Output from the evaluation of strategic risks has resulted in milestone plans owned by senior business leaders, or has been used in the development of the Group's transformation programme.

Monitor

Ongoing monitoring of risks and related actions is key to the implementation of our risk management model and, therefore, NCC Group is committed to making enterprise-wide risk management part of business as usual. Examples of ongoing monitoring of business risks include, but are not limited to:

-- Annual review of the external audit strategy and plan by the Audit Committee and Chief Financial Officer to ensure inclusion of key financial risks

-- Annual review of the annual internal audit plan to validate that it incorporates key areas of business risk

-- At each Audit Committee, a review of internal audit reports issued during the period, including a summary of progress against previously raised management actions

-- Annual review of the strategic risk register by the Enterprise Risk Management Steering Group (introduced in FY21) and Board to ensure that it includes risks arising in year

Internal control

Whilst risk management identifies threats to the Group achieving its strategic objectives, internal controls are designed to provide assurance that these objectives are being achieved, such as the effectiveness and efficiency of operations and delivery, accurate and reliable financial reporting, and compliance with applicable laws and regulation.

NCC Group has established a robust internal control framework which is made up of a number of components:

Control environment

The control environment has primarily been established taking account of the Group's values (working together, being brilliantly creative and embracing difference) and its Code of Ethics, which sets the foundations for the expected behaviours, values and competencies for all colleagues across the Group. The Board, Executive Committee and extended leadership team lead by example and strive to maintain effective control environments, whilst also maintaining integrity and transparency.

Risk assessments

Risk assessments are conducted at both a strategic and operational level of the Group and support the Group in understanding the risks that it faces and the controls in place to mitigate them. Importantly, they provide a mechanism to identify operational improvements which is vital in our transformational programmes.

Policies and procedures

Established policies communicate expected behaviours and these are supported through procedures and guidelines defining required processes and controls. This in turn supports the business to adopt efficient and effective control environments.

Information and communication

Access to accurate and timely data is key in supporting our colleagues to make decisions and to be well informed in order to conduct, manage and control their areas of responsibility. During the year, the Group has continued to focus on its data systems - rolling out the Workday Finance system to support consistent controls and reporting.

Activity monitoring

Financial minimum controls were established during FY20 for local finance teams. The financial minimum controls have been self-assessed by all finance teams and a programme of audit against these standards launched in FY21. The financial minimum controls framework was established in consultation with the Chief Financial Officer, Group Financial Controller and local Finance Directors and has taken account of the implementation of Workday Finance. Further enhancement of the framework is being considered in preparation for potential changes proposed in the Brydon Review and related white paper issued by the Department for Business, Energy and Industrial Strategy.

Financial accounting and reporting follows generally accepted accounting practices.

Group review and approval procedures exist in relation to major areas of risk and require Executive Committee/Board approval, including mergers and acquisitions, major contracts, capital expenditure, litigation, treasury management and taxation policies.

Compliance with all legislation, current and new, is closely monitored.

Risk and control reporting structure

During the current financial year, NCC Group has focused on establishing the "three lines of defence" to provide a robust internal controls structure that will support the Board, Audit Committee, Cyber Security Committee, Executive Committee and extended leadership team with accurate and reliable information in relation to the systems of internal control.

Three lines of defence:

   --      First line - Group policies and procedures 

-- Second line - Global Governance function, incorporating Health and Safety; Information Security; Data Protection; Compliance and Standards; and Corporate Legal

-- Third line - independent challenge and assessment, including ISO certification and internal and external audit

Principal risks and uncertainties

The Group continues to operate in a particularly dynamic and evolving marketplace. The current strategic risk register has been developed to reflect those factors and includes those risks that would threaten its business model, future performance, solvency or liquidity. Detailed descriptions of the current principal risks and uncertainties faced by the Group, their potential impact and mitigating processes and controls are set out below. A risk related to sustainability (10) has been added to the strategic risks for FY21 and reflects the importance being placed on a sustainable business strategy by NCC Group and its investors.

The heat map provides a pictorial representation of the Group's strategic risks and their direction of travel.

 
 Risk areas        Impact                                                    Key controls and mitigating 
                                                                              factors 
 Business          A poor strategy                                           (High impact, risk exposure 
 strategy           or ineffective                                            unchanged from 2020) 
 A comprehensive    execution of a                                            Members of the Board have 
 business           strategy could                                            significant experience 
 strategy           have a material                                           in evolving business strategies. 
 is essential       negative impact                                           The Board is significantly 
 to the             on the Group's                                            engaged in both setting 
 continued          financial performance                                     and reviewing strategy 
 success of the     and value. It would                                       and held a dedicated strategy 
 Group as we        potentially weaken                                        session in March 2021. 
 strive             the Group compared 
 to maximise        to its competitors 
 shareholder        and risk the Group's 
 value.             established position 
                    in the marketplace. 
                  --------------------------------------------------------  --------------------------------------------------------------- 
 Management of     Poor change management                                    (Low impact, risk exposure 
 strategic          could lead to ineffective                                 unchanged from 2020) 
 change             implementation                                            The Group has established 
 As the Group       of projects that                                          a strategic change management 
 adapts and         then cost more                                            capability and this includes 
 executes           to deliver, take                                          access to programme management 
 its strategy       longer to deliver                                         professionals and the 
 there are a        and result in fewer                                       deployment of associated 
 number             benefits being                                            change management processes, 
 of complex         realised (or all                                          for example the operation 
 projects           three). Poor delivery                                     of senior change oversight 
 and initiatives    of change could                                           committees. 
 that not only      ultimately impair 
 need to be         business performance. 
 delivered 
 but also 
 require 
 understanding 
 and support 
 from 
 all colleagues. 
                  --------------------------------------------------------  --------------------------------------------------------------- 
 Global pandemic   The potential impact                                      (Medium impact, risk exposure 
 - Covid-19         of a pandemic globally                                    decreased from 2020) 
 NCC Group has      is closed offices,                                        During 2021, we successfully 
 a number of        people who are                                            moved to remote working 
 features           unwell and unable                                         during the lockdown periods 
 which give the     to work for periods                                       across our offices and 
 Group greater      of time and a slow-down                                   were able to deliver our 
 resilience in      in business from                                          services off client sites. 
 the face of a      our clients.                                              We have also used remote 
 global                                                                       working as an opportunity 
 pandemic.                                                                    to develop our services 
 Failure to                                                                   to support remote delivery. 
 prepare                                                                      In addition, the Group 
 for this may                                                                 has developed an office 
 cause                                                                        re-opening programme, 
 disruption                                                                   which has taken into account 
 and uncertainty                                                              the health and wellbeing 
 to our                                                                       of our colleagues, which 
 business,                                                                    has further supported 
 as well as risk                                                              our successful service 
 the health and                                                               delivery. 
 safety of our 
 people. Any 
 disruption 
 or uncertainty 
 could have an 
 adverse effect 
 on our 
 business, 
 financial 
 results 
 and operations. 
                  --------------------------------------------------------  --------------------------------------------------------------- 
 Availability      If the Group's                                            (High impact, risk exposure 
 of critical        critical systems                                          decreased from 2020) 
 information        failed, this could                                        The Group continues to 
 systems            affect the Group's                                        make significant investment 
 The Group is       ability to provide                                        in its IT infrastructure 
 heavily reliant    services to our                                           to ensure it continues 
 on continued       customers.                                                to support the growth 
 and                                                                          of the organisation. This 
 uninterrupted                                                                has been particularly 
 access to its                                                                pertinent during home 
 IT systems. As                                                               working as part of the 
 well as                                                                      response to Covid-19. 
 environmental                                                                The Group has controls 
 and physical                                                                 in place in order to reduce 
 threats, the                                                                 the risk of actual loss 
 Group is a                                                                   of critical systems; this 
 natural                                                                      has included a review 
 target for                                                                   of single points of failure 
 individuals                                                                  and these have been mitigated. 
 who may seek                                                                 Further, controls are 
 to disrupt the                                                               operated to ensure the 
 Group's                                                                      availability of backup 
 commercial                                                                   media in the event of 
 activities.                                                                  prolonged loss of systems. 
                                                                              The Group also standardises 
                                                                              and simplifies processes 
                                                                              whilst increasing resilience. 
                                                                              Additional focus is given 
                                                                              to proving the recoverability 
                                                                              of systems and data. 
                  --------------------------------------------------------  --------------------------------------------------------------- 
 Attracting and    Loss of key colleagues                                    (Medium impact, risk exposure 
 retaining          or significant                                            decreased from 2020) 
 appropriate        colleague turnover                                        Colleagues are offered 
 colleague          could result in                                           a rewarding career structure 
 capacity           a lack of necessary                                       and attractive salary 
 and capability     expertise or continuity                                   and benefits packages, 
 The Group would    to execute the                                            which can include participation 
 be adversely       Group's strategy.                                         in share schemes. 
 impacted if it     An inability to                                           Comprehensive communications 
 were unable to     attract and retain                                        with our colleagues are 
 attract and        sufficient high-calibre                                   ongoing and include all-hands 
 retain             colleagues could                                          calls, The Wire and Group 
 the right          become a barrier                                          and local communications. 
 calibre            to the continued                                          Linked to the development 
 of skilled         success and growth                                        of our people, the Group 
 colleagues.        of NCC Group.                                             continues to review our 
 Some roles                                                                   values and continues to 
 within                                                                       use personal performance 
 the Group                                                                    management processes, 
 operate                                                                      and aligned development 
 in highly                                                                    programmes, which are 
 technical                                                                    linked to succession planning. 
 and extremely 
 specialised 
 areas 
 in which there 
 are shortages 
 of skilled 
 people. 
                  --------------------------------------------------------  --------------------------------------------------------------- 
 Information       Failure to maintain                                       (Medium impact, risk exposure 
 security           control over customer,                                    unchanged from 2020) 
 risk (including    colleague, commercial                                     The Board operates a Cyber 
 cyber risk)        and/or operational                                        Security Committee chaired 
 Due to the         data could lead                                           by the Chair of the Board 
 nature             to a range of impacts,                                    and is responsible for 
 of the services    including reputational                                    the ongoing oversight 
 provided by NCC    damage. The misuse                                        of this risk and related 
 Group, clients     of personal data,                                         control environments. 
 have a high        for example without                                       All colleagues globally 
 expectation        the customer's                                            are required to undertake 
 of the systems,    consent, or retaining                                     annual security training 
 processes and      data for longer                                           and updates to alert them 
 people handling    than is necessary,                                        to potential methods of 
 their data.        may also result                                           security breach and to 
 In addition,       in reputational                                           their responsibilities 
 as a cyber         harm, regulatory                                          in safeguarding information 
 security           investigations                                            and reporting potential 
 provider, NCC      and potential fines.                                      issues. 
 Group is more                                                                Security testing is regularly 
 exposed to its                                                               carried out on the Group's 
 systems being                                                                infrastructure and there 
 maliciously                                                                  are extensive response 
 compromised.                                                                 plans, which were reviewed 
 As a result,                                                                 during the year, in the 
 NCC Group could                                                              event of a major security 
 experience a                                                                 incident. 
 malicious                                                                    Comprehensive plans are 
 cyber-attack,                                                                in place and being delivered 
 inadvertent                                                                  associated with discharging 
 disclosure                                                                   our data protection obligations. 
 and/ or 
 compromise 
 of confidential 
 data and/or any 
 other 
 information 
 security 
 incident. 
                  --------------------------------------------------------  --------------------------------------------------------------- 
 Quality of        Suboptimal business                                       (High impact, risk exposure 
 Management         decision making                                           decreased from 2020) 
 Information        and performance                                           The Group finance function 
 Systems            as key financial                                          has developed a forward-facing 
 (MIS) and          performance data                                          Finance Functional Strategy. 
 internal           is not available                                          Enhancements were identified 
 business           or trusted.                                               covering system and process 
 processes                                                                    standardisation. A comprehensive 
 We need to                                                                   milestone plan is in place 
 ensure                                                                       and progress is tracked 
 that trusted                                                                 and reported to each Audit 
 and relevant                                                                 Committee. 
 MIS are                                                                      The rollout of Workday 
 available                                                                    across our global finance 
 on a day-to-day                                                              teams has been significantly 
 basis to inform                                                              completed and will support 
 management                                                                   the standardisation of 
 decisions                                                                    policies and procedures, 
 and drive                                                                    in addition to improving 
 performance.                                                                 efficiency and effectiveness. 
                                                                              Standardised business 
                                                                              process control standards 
                                                                              are in place across all 
                                                                              parts of the Group. Financial 
                                                                              year 2021 has seen the 
                                                                              implementation of the 
                                                                              new control self-assessment 
                                                                              questionnaires along with 
                                                                              an aligned programme of 
                                                                              internal audits. 
                  --------------------------------------------------------  --------------------------------------------------------------- 
 Quality and       The risk of the                                           (High impact, risk exposure 
 Security           Group failing to                                          decreased from 2020) 
 Management         retain a core standard,                                   We operate a comprehensive 
 Systems            e.g. 9001, 27001                                          programme to ensure the 
 We aspire to       or PCI, with a                                            retention of our core 
 attain and         consequential loss                                        standards. This includes 
 retain             of key customer                                           a portfolio of aligned 
 key                accounts or ability                                       policies and cascading 
 internationally    to operate.                                               business processes. A 
 recognised                                                                   programme of internal 
 standards,                                                                   audit provides assurance 
 which form an                                                                over the design and application 
 important                                                                    of these policies and 
 component                                                                    procedures. 
 for many of our                                                              External assessors provide 
 customers.                                                                   a further layer of review 
                                                                              and challenge, confirming 
                                                                              during the year the retention 
                                                                              of our Quality and Security 
                                                                              standards, which were 
                                                                              renewed in April 2021. 
                  --------------------------------------------------------  --------------------------------------------------------------- 
 Post-Brexit       There remains some                                             (Low impact, risk exposure 
                    uncertainty around                                             decreased from 2020) 
 Failure to         the detail of EU 
 comply             regulatory changes                                             Similar to any UK company, 
 with changing      as these are finalised                                         we list post-Brexit as 
 EU regulations     (for example, finalisation                                     a significant risk due 
 as a result of     of trade negotiations                                          to the continued uncertainty 
 Brexit may         with the wider                                                 surrounding the final 
 cause              world), which may                                              EU post-Brexit trade deals 
 disruption to      impact on some                                                 with Europe and other 
 our business.      of the services                                                international countries, 
 Any disruption     delivered by the                                               which are still being 
 could have an      Group, which fall                                              negotiated. 
 adverse effect     under export control                                           As our operations around 
 on our business    regulations.                                                   the world include business 
 operations.                                                                       entities based in Continental 
                                                                                   Europe and the wider world, 
                                                                                   we believe NCC Group is 
                                                                                   structurally resilient 
                                                                                   to the post-Brexit trading 
                                                                                   environment. The main 
                                                                                   risks to our business 
                                                                                   post-Brexit are: 
 
                                                                                    *    Changes to export control requirements and related 
                                                                                         tariffs being implemented which may impact on some 
                                                                                         areas of service delivery 
 
 
 
                                                                                    *    Real or perceived differences in data protection 
                                                                                         standards, which impact our global ways of working 
                  --------------------------------------------------------  --------------------------------------------------------------- 
 Sustainability    Non-compliance                                                 (New impact, no risk exposure) 
                    with the Group's 
 NCC Group          frameworks related                                            The Group has developed 
 recognises         to ESG will impact                                            an ESG framework which 
 the importance     on our ability                                                continues to evolve. Examples 
 of good            to display robust                                             of progress to date include: 
 environment,       working practices, 
 social and         grounded in good                                               *    Ongoing review of key policies, such as the Code of 
 governance         working practice,                                                   Ethics, Whistleblowing Policy, Anti-Bribery and 
 (ESG)              which take account                                                  Corruption Policy and Anti-Trust Policy. These 
 frameworks         of our environment,                                                 policies reflect our global footprint and will be 
 as a key           people and communities.                                             translated into all of our jurisdictional languages 
 indicator          This in turn could                                                  in 2022 
 of the Group's     impact on our ability 
 sustainability     to develop and 
 and ethical        maintain business 
 impact             relationships and                                              *    Maintained our corporate governance and 
 of our             may lead to the                                                     decision-making structures during the "move to 
 business.          loss of key customer                                                remote" during Covid-19 lockdowns 
                    accounts and shareholder 
                    investment. 
 
                                                                                  More examples are outlined 
                                                                                  in the sustainability 
                                                                                  section of the report. 
                  --------------------------------------------------------  --------------------------------------------------------------- 
 Acquisition of         Ineffective implementation                           (New impact, no risk exposure) 
 IPM                    of the integration                                    The Group has established 
 (Intellectual          plan may lead to:                                     a comprehensive integration 
 Property                                                                     plan, which has been sub-divided 
 Management)             *    Staggered transition to key systems             into specific workstreams, 
                                                                              including, but not limited 
 NCC Group                                                                    to, finance; legal; compliance; 
 obtained                                                                     and IT. 
 shareholder             *    Increased costs against the budgeted GBP2.5m    Each workstream has specific 
 approval                                                                     deliverables, along with 
 to acquire Iron                                                              deadlines, and these are 
 Mountain's                                                                   being regularly monitored 
 Intellectual                                                                 to validate "on time" 
 Property                                                                     delivery and to enable 
 Management                                                                   additional actions/resource 
 (IPM), post                                                                  to be deployed if required. 
 extensive 
 due diligence 
 on 1 June 2021. 
 The acquisition 
 of the IPM 
 division 
 significantly 
 grows the US 
 Software 
 Resilience 
 customer base 
 and allows us 
 to support them 
 with a broader 
 set of 
 services. 
 
 A comprehensive 
 integration 
 plan 
 has been 
 established 
 to support the 
 effective and 
 efficient 
 transition 
 of IPM into the 
 Group. 
                  --------------------------------------------------------  --------------------------------------------------------------- 
 

Extraordinary risk during the year

During the year, the global pandemic of Covid-19 continued, with minimal impact on financial performance; it also provided opportunities. The Group mobilised its Executive Support Team and its business continuity plan in January 2020 and this enabled a number of planned initiatives to be brought forward to support a Group-wide response to remote working and delivery.

We have continued to successfully negotiate with our customers where appropriate to work remotely, which has minimised disruption to service delivery."

LEI - 213800DJCGZRB6523934

Classification - Annual Report and Financial Statements and Notice of AGM.

 
 Enquiries: 
NCC Group plc                                    0161 209 5200 
 Adam Palser - CEO                                0161 209 5200 
 Tim Kowalski - CFO                               0161 209 5374 
 Jonathan Williams, Deputy Company Secretary 
 
 

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