The Directors present their annual report and the financial statements of the Group and the Company for the year ended 30 June 2018.
This annual report contains certain forward-looking statements. By their nature, any statements about the future outlook involve risk and uncertainty because they relate to events and depend on circumstances that may or may not occur in the future. Actual results, performance or outcomes may differ materially from any results, performance or outcomes expressed or implied by such forward-looking statements. Each forward-looking statement speaks only as of the date of that particular statement. No representation or warranty is given in relation to any forward-looking statements made by Inland Homes, including as to their completeness or accuracy. Nothing in this report and accounts should be construed as a profit forecast.
Both the Strategic report and the Directors' report have been drawn up and presented in accordance with and in reliance upon applicable English Company law, and the liabilities of the Directors in connection with that report shall be subject to the limitations and restrictions provided by such law.
Results and dividends
The financial statements set out the results of the Group for the financial year ended 30 June 2018 and are shown in the Group income statement, Statements of financial position, Statements of changes in equity, Group statement of cash flows and Notes to the financial statements. The Directors have proposed a final dividend of 1.55p per share (2017: 1.20p) payable on 25 January 2019, subject to shareholders' approval, to shareholders at the close of business on 28 December 2018. A review of the development and performance of the business during the year and the future outlook of the Group is set out in the Chairman's Statement, the Chief Executive's review, the Finance Director's review and the Portfolio review. The Group's key performance indicators are monitored closely by the Board and the details of performance against these are in Our KPIs.
Financial risk management objectives and policies
All potential areas of financial risk are regularly monitored and reviewed by the Directors and management. Any preventative or corrective measures are taken as necessary.
The Group uses various financial instruments. These include loans, cash and trade receivables that arise directly from its operations. The main purpose of these financial instruments is to raise finance for the Group's operations.
The existence of these financial instruments exposes the Group to a number of financial risks, which are described in more detail in note 26 to the Group financial statements.
Capital risk management
The Group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
Consistent with others in the industry, the Group monitors capital in relation to overall financing. Further information can be found in note 28 to the Group financial statements.
Directors and their interests
|As at 30 June 2018||As at 30 June 2017|
|Number of |
|S D Wicks||13,987,332||470||–||13,737,332||470||–|
|P Brett (resigned 16/04/2018)||n/a||n/a||n/a||4,204,214||150||400,000|
|G Skinner (appointed 09/05/2018)||40,000||–||–||n/a||n/a||n/a|
|L Duhot (appointed 27/06/2018)||–||–||–||n/a||n/a||n/a|
|B Johnson (appointed 27/06/2018)||–||–||–||n/a||n/a||n/a|
Each of the Directors listed on the Board of Directors held office as at 30 June 2018. Details of the Directors' beneficial interests in shares are shown in the table above.
Further information on the 2013 LTIP can be found in the Remuneration Committee report.
Qualifying third party indemnity provision
During the financial year, a qualifying third party indemnity provision for the benefit of all the Directors was in force.
Employee Benefit Trust
On 16 December 2016 the Group's Employee Benefit Trust ("EBT") purchased 600,000 shares of 10p each in Inland Homes plc under the terms of the Deferred Bonus Plan for total consideration of £365,000. This brought the total number of shares owned by the EBT to 1,627,500. No shares were purchased by the EBT during the year ended 30 June 2018.
As at 19 September 2018, the Company was aware of the following holdings, in addition to those of the Directors discussed above, of 3% or more of the nominal value of the Company's shares:
|M H Dixon||16,000,000||7.81|
|Henderson Global Investors||10,138,737||4.95|
|Premchand & Kanchangauri Shah||6,199,222||3.03|
The Board has reviewed the performance for the current year and forecasts for the future period. It has also considered the risks and uncertainties, including credit risk and liquidity risk.
The Directors have considered the present economic climate, the state of the housing market and the current demand for land with planning consent. The Group has continued to see an increase in demand for consented land in the areas in which it operates. The Group has significant forward sales of residential units as well as a substaintial order book for its Partnership homes and is in discussions for the sale of some land within its projects and expects to make sufficient disposals in the foreseeable future to ensure it has adequate working capital for its requirements. The Directors are satisfied that the Group will generate sufficient cash to meet its liabilities as and when they fall due for a period of at least 12 months from the date of signing these financial statements.
At 30 June 2018, the Group had £44.4m of borrowing facilities expiring within one year. Included within this figure was £18.4m relating to the Group's ZDP borrowings, the maturity of which was extended to April 2024 shortly after the year end. The balance of £26.0m relates to loans where we are in advance negotiations with the bank and have received strong indications that the facility will be extended by a further 12 months to expire in December 2019. The Directors therefore consider it appropriate to prepare the financial statements on the going concern basis.
The Directors are responsible for preparing the annual report and the financial statements in accordance with applicable laws and regulations.
Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have elected to prepare the Group financial statements in accordance with International Financial Reporting Standards (IFRSs) as adopted by the European Union and have elected to prepare the Parent Company financial statements in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable laws). 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. The Directors are also required to prepare financial statements in accordance with the rules of the London Stock Exchange for companies trading securities on the Alternative Investment Market.
In preparing these financial statements, the Directors are required to:
- select suitable accounting policies and then apply them consistently;
- make judgements and accounting estimates that are reasonable and prudent;
- state whether they have been prepared in accordance with IFRSs as adopted by the European Union for the Group and UK Accounting standards for the Parent Company, subject to any material departures disclosed and explained in the financial statements; and
- prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The Directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and enable them to ensure that the financial statements comply with the requirements of the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The Directors are responsible for ensuring the annual report and the financial statements are made available on a website. Financial statements are published on the Company's website in accordance with legislation in the United Kingdom governing the preparation and dissemination of financial statements, which may vary from legislation in other jurisdictions. The maintenance and integrity of the Company's website is the responsibility of the Directors. The Directors' responsibility also extends to the ongoing integrity of the financial statements contained therein.
Post balance sheet events
Details of post balance sheet events are given in note 31 of the financial statements.
Annual General Meeting
The Notice covering the Annual General Meeting ("AGM") together with the proposed resolutions is contained in the document accompanying this report. The AGM will be held on 27 November 2018.
A resolution to reappoint BDO LLP as Auditor for the ensuing year will be proposed at the AGM in accordance with Section 489 of the Companies Act 2006.
The Directors who held office at the date of approval of this Directors' report confirm that, so far as they are each aware, there is no relevant audit information of which the Company's Auditor is unaware and that each Director has taken all the steps that they ought to have taken as a Director to make themselves aware of any relevant audit information and ensure that the Auditor is aware of such information.
The Strategic report and Directors' report have been approved by the Board of Directors and signed on its behalf by:
19 September 2018