Opening the door
to property, mortgage
and franchise expertise
Belvoir Group PLC Annual report and accounts 2021
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Introduction
Belvoir Group is a leading UK property, mortgage
and franchise group operating through two divisions:
a network of property franchisees and a network
of mortgage advisers, combining to support
customers throughout their property journey.
Our purpose
Our purpose is to help people realise their
property, mortgage and franchise aspirations.
Our vision
Our vision is to be the agency of choice for our
colleagues and our customers, providing the
best property, mortgage and franchise expertise
in our industry.
In this report
Strategic report
01 At a glance
02 Our year in review
04 Our commitment to ESG
06 Chairman’s statement
08 Our markets
12 Our business model
14 Our stakeholders
22 Environmental, social
and governance
28 Financial review
31 Risk management
Corporate governance
34 Board of Directors
36
Introduction to corporate
governance
Financial statements
46
Independent auditor’s report
51
Group statement of
comprehensive income
52 Statements of financial position
53
Statements of changes in equity
54 Statements of cash flows
55
Notes to the financial statements
16 Chief Executive Officer’s statement
18 Our strategy
20 Our key performance indicators
(KPIs)
37
Statement of corporate governance
Shareholder information
41 Audit Committee report
42 Directors’ remuneration report
44 Directors’ report
78 Notice of Annual General Meeting
80 Corporate information
80 Corporate calendar
Read about our ESG strategy
from page 24
Read about our stakeholder
engagement from page 14
Read about our approach to
governance from page 36
At a glance
Since opening our first lettings office in 1995, to operating two
divisions, property franchise and financial services with 463
offices nationwide in 2021, Belvoir has been helping people
to realise their property aspirations for over 26 years.
Opening the door to property expertise
Established in 1995
Historically a lettings franchise, Belvoir
now offers both sales and lettings
services across the UK.
Acquired in 2015
Originally an East Midlands-based
estate agent, this network is now a
strong regional property brand covering
both the East and West Midlands.
Acquired in 2016
Northwood also started as a specialist
lettings franchise and now has nationwide
coverage offering both sales and lettings.
158 offices
39 offices
93 offices
Acquired in 2020
Based in North Lincolnshire and the
Humber, Lovelle is a strong regional,
predominantly sales network.
Acquired in 2021
Nicholas Humphreys specialises in
student lettings in university towns
across the UK.
Partnered since 2020
Dual-branded branches offering
estate agency services to members
of the Nottingham Building Society
("The Nottingham" or "NBS").
16 offices
20 offices
37 offices
Opening the door to mortgage expertise
Acquired in 2017
Brook trades as the largest appointed representative of
the Mortgage Advice Bureau (MAB), one of the UK’s leading
networks for mortgage intermediaries. Brook manages a
network of 243 mortgage, protection and financial services
advisers (advisers) operating through 100 businesses.
100 businesses
For more information visit our new website:
www.belvoirgroup.com
Strategic report Our year in review
Our highlights
Revenue (£m)
MSF (£m)
Profit before tax (£m)
EPS (p)
£29.6m
+37%
29.6
21.7
19.3
13.4
11.3
£10.7m
+18%
7.9
10.7
8.5
8.8
9.1
£9.3m
+39%
9.3
20.4p
+35%
20.4
6.7
5.51
5.6
15.1
12.91
13.3
3.9
8.6
17
18
19
20
21
17
18
19
20
21
17
18
19
20
21
17
18
19
20
21
Operational highlights
• Achieved growth across all three markets: lettings,
sales and financial services
• Acquired Nicholas Humphreys, a network of 20 offices
specialising in student lettings, in March 2021
• Acquired Nottingham Mortgage Services, the mortgage
advisory arm of the Nottingham Building Society, in July
2021 and dual-branded a further 26 NBS branches
• Expanded Belvoir’s mortgage adviser network by 20%
to 243 (2020: 202)
• Greater reach with the number of offices up 11%
to 463 (2020: 418)
• Managed portfolio up 12% to 72,900 (2020: 65,065)
properties
• Number of written mortgages up 37% to 16,585
(2020: 12,094)
• Number of house sales up 54% to 12,320 (2020: 8,003)
Financial highlights
• Group revenue increased by 37% to £29.6m
(2020: £21.7m) with 12% attributable to acquired
businesses and 25% to like-for-like growth
• Management service fees (MSF) grew by 18%
to £10.7m (2020: £9.1m)
• 39% increase in profit before tax to £9.3m (2020: £6.7m),
marking 25 years of consecutive profit growth
• Continued strong lettings bias reflected in gross profit
ratio of 56% lettings:19% sales:20% financial services:
5% other (2020: 60%:17%:19%:4%)
• Year-end cash of £7.4m (2020: £5.9m)
• Net debt significantly reduced by 65% to £1.3m
(2020: £3.7m) despite deploying £4.4m on two
corporate acquisitions
• Total dividend per share for the year up 18%
to 8.5p (2020: 7.2p)
1. 2018 includes net exceptional credit of £0.6m.
02
Belvoir Group PLC Annual report and accounts 2021
Covid-19 update
Impact on trading
The national lockdown in the first half of 2021 and
the “work from home” advice at the end of 2021 did
not close the property sector so our estate and
letting agency branches were able to operate whilst
observing the prevailing Covid-19 guidelines. Our
advisers serviced their clients remotely, and our central
teams supported all parts of the business from home.
Engaging with colleagues
The Board remained mindful of the wellbeing of
our franchisees, our advisers and all staff across the
Group. Whilst working from home, our central teams
met daily online to ensure regular engagement with
all staff. After 19 July 2021, the Board adopted a
phased return to the office reflecting both the needs
of the business and our staff. Our franchisees and
advisers were fully apprised of any changes to the
Government’s Covid-19 guidelines that would affect
their business to ensure that they operated a safe
environment for their staff and customers.
Looking forward
The successful roll out of the Government’s vaccination
programme has enabled the UK to release most
Covid restrictions, enabling all parts of our business
to operate as normal. Going forward, our interactions
will be a blend of physical and virtual meetings so
as to retain some of the efficiencies gained during
the pandemic.
Values in action:
Collaboration
Learn more about our response
to Covid-19 from page 7
Strategic report Statement of corporate governance
Our investment case
Belvoir has a proven track record in delivering growth, even during the 2007 financial crash
and the 2020 Covid-19 pandemic, built around a resilient business model of supporting
networks of entrepreneurial business owners. This is underpinned by a strong bias towards
lettings, providing a reliable recurring revenue stream.
Proven multi-brand franchise network model
History of strong financial growth
6 brands
25 years
Harnessing entrepreneurial self-motivated franchisees
and advisers coupled with specialist central support
Unbroken profit growth with EPS up 137% in four years
Learn more about our brands from page 1
Learn more about our performance from page 28
High degree of recurring revenue
Diversification
56%
gross profit from lettings/19% sales/
20% financial services/5% other
£3.8m
gross profit contribution from
financial services in 2021
Highly cash generative underpinned by recurring gross
profit from core lettings business
Up from £0.3m in 2016
Learn more about our risks from page 31
Learn more about our business model from page 12
Long-serving, experienced leadership team
Successful acquisition strategy
13 years average length of service
8 acquisitions since 2015
Stable management team with 29 years average
industry experience
Five franchise brands and three financial services
businesses fully assimilated into the Group
Learn more about our leadership from page 34
Learn more about our acquisitions from page 16
Annual report and accounts 2021 Belvoir Group PLC
03
Strategic report Our commitment to ESG
Committing to our ESG strategy
As a people focused business, we are committed to having a positive impact on our stakeholders.
What we do affects people’s lives across the UK, whether that be our franchisees, advisers, landlords,
buyers and sellers or the thousands of tenants who live in properties managed by us. A thorough and
relevant ESG strategy is vital in ensuring that we uphold our responsibilities to those stakeholders and
their communities and make our impact on them as positive as possible.
A sustainable direction of travel
Multiple environmental, social and governance (ESG) trends
impact on us, the way we do business and our stakeholder
expectations. The transition to using low carbon energy is
a key environmental trend and we intend to tackle this by
improving the green credentials of our business operations.
This also goes as far as influencing and supporting our
landlords and tenants where possible to make greener
choices for themselves. The Government is due to increase
minimum energy efficiency standards (EPC) for rental
properties to a grade C by 2025 for new tenancies which will
further support this shift. Digital transformation and disruptive
innovation in general are constantly affecting our industry.
New PropTech is being brought to market all the time and
some of it certainly has the ability to positively impact our
business or the customer journey.
Good governance is vitally important, with high ethical
and professional standards, openness and transparency
being integral to our success in this area so far. There are
unfortunately low levels of trust in our sector for a variety of
reasons, so open and honest dealings with our clients are
key. Policy developments, including a regulatory framework
for property agents in Scotland and Wales, with England to
follow, increasing protection of tenants and minimum energy
efficiency standards, should all help to support this.
Housing is at the centre of many social trends with
affordability, accessibility and quality of housing often
being a concern as a result of structural issues in the sector.
The pandemic has left many of us with a more emotional
attachment to our homes, resulting in different buyer
behaviours and a changing market. Social trends also impact
on our own people. Attracting, developing and retaining a
talented, diverse, happy and healthy team are paramount to
our operations. Developing and retaining skilled entrepreneurs
who maintain high professional standards are vital to our
business’ success.
As a business we understand that
the principles of ESG are becoming
increasingly important to people at
all levels of our business as well as our
clients, shareholders and society as a
whole. Our newly created ESG strategy
will act as a roadmap to ensure that
the future direction of our business is
completely aligned with the expectations
of our stakeholders.”
Dorian Gonsalves
Chief Executive Officer
04
Strategic report Our ESG strategy
Building
trust
Read more from
page 25
Building local
businesses
Read more from
page 27
Helping people
to realise their
property, mortgage
and franchise
aspirations
Raising
standards
Read more from
page 25
Harnessing
technology
Read more from
page 26
Nurturing
talent
Read more from
page 26
Read more on our materiality assessment
and matrix from page 22
Read more detail on our ESG strategy
from page 24
Progressing our approach
Throughout 2021 we worked with sustainability consultants
at Design Portfolio to undertake a detailed ESG materiality
assessment as part of a full strategic review, and to develop
a new ESG strategy for our business based on the findings.
As part of this process, we identified the following five
strategic pillars and devised ambition statements for
each of them:
Building trust
A strong culture of integrity and professional ethics underpin
what we do, and we develop trusted relationships with our
stakeholders by being straightforward, honest and open in
all our communications and transactions at every level of
our business.
Raising standards
We maintain the highest professional standards across
our network through guidance, support and training for our
franchisees and advisers, so they can offer a quality service to
customers, protect tenants and buyers, and support landlords
in providing safe homes that meet energy efficient standards.
Nurturing talent
We attract and retain a talented team that offers unrivalled
support to our network by investing in its development,
supporting its wellbeing and reinforcing an inclusive and
open Company culture.
Harnessing technology
We invest in integrated and fully supported IT solutions in
partnership with sector-specialist software providers to
build efficiency and effectiveness through our network,
to reduce our environmental impacts and to meet changing
customer needs.
Building local businesses
We find, support and develop skilled entrepreneurs to grow
their own businesses, expanding our network and providing
much-needed investment and employment opportunities
in local communities across the UK.
Annual report and accounts 2021 Belvoir Group PLC
05
Strategic report Chairman’s statement
Strategic and trading growth
2021 was an exceptional year for the property sector. Despite Covid-19
restrictions, the Belvoir Group has continued to operate effectively and efficiently,
ensuring that its property franchisees and financial services advisers were
best placed to respond to the strong market conditions.
Overview of performance
I am delighted to report that in 2021 the Belvoir Group
continued its record of uninterrupted profit growth, now
running to 25 years, which is a remarkable achievement. The
Group benefited from the strongest residential sales market
since 2007, boosting the performance of both our estate agency
and financial services businesses. Meanwhile, after a number
of years of very low rental growth, the excess demand for
properties within the residential lettings market gave rise
to substantial increases in rent for new tenancies.
Board and senior management
The Senior Management Team remained focused on the
principal aim of supporting our franchise and adviser networks
to maximise the opportunities for all stakeholders available
from a strong housing market. At the same time the Board
continued to pursue its growth strategy by identifying suitable
acquisition targets that would enlarge our existing footprint
or expand our service offering. The longevity, experience and
commitment of Belvoir’s Board and Senior Management Team
undoubtedly underpin the continued success of the Group.
All three of Belvoir’s main income streams performed
exceptionally well, resulting in a 37% increase in Group
revenues to £29.6m (2020: £21.7m). In addition to achieving
strong growth in the underlying business, the Group expanded
both its property and financial services networks during the
year through the strategic acquisitions of Nicholas Humphreys
and Nottingham Mortgage Services.
Profit before tax increased to £9.3m (2020: £6.7m), up £2.6m.
The Group now supports 363 franchised estate and lettings
agencies operating through physical high street shops and
100 financial services businesses, comprising 243 (2020: 202)
individual advisers.
At the start of 2022, we announced three Board changes.
Mark Newton retired from his executive role to become a
Non-Executive Director, continuing to add value through his
considerable expertise in estate agency. At the same time
Michelle Brook joined the Board as Financial Services Director,
underlining the increasing importance of the financial services
division to the Group’s growth strategy. The Board was
strengthened further through the appointment of an additional
independent Non-Executive Director, Jon Di-Stefano, who
brings a wealth of knowledge of the property sector, including
areas very complementary to Belvoir’s existing business,
and of strategic business growth.
Learn more about our Board of Directors from page 34
Governance
The Board promotes a culture of good governance and
recognises how important our people are to the success of
the Group. We continue to apply the 2018 Quoted Companies
Alliance Corporate Governance Code (the “QCA Code”) as
the basis of the Group’s governance framework.
Learn more about our governance from page 36
06
Michael Stoop
Non-Executive Chairman
Strategic report The Board is committed to the promotion
of strong environmental, social and
governance principles.”
Sustainability and ESG
With sustainability and other environmental, social and
governance (ESG) issues becoming of increasing importance
to the Belvoir Group and its stakeholders, we undertook a
detailed ESG materiality assessment in 2021 as part of a
full strategic review, and, based on its findings, developed a
new ESG strategy for the Group. As a result, we aim to set a
net zero target and are working towards understanding our
impacts in order to put a suitable timeline in place to achieve
this goal.
Learn more about our ESG strategy from page 24
Covid-19
The Group continued to operate effectively under the various
Covid-19 restrictions during 2021, with the property sector
remaining open throughout the year. During the third national
lockdown in the first half of 2021, the Group was able to quickly
revert to the practices adopted in 2020 as necessary to ensure
that all our office and central support team staff operated
safely and within Government guidelines.
Dividends
As a result of another outstanding year, the Board is pleased
to announce an 18% increase in our total dividend up to 8.5p
(2020: 7.2p) per share. There will be a final dividend for 2021
of 4.5p per share payable on 30 May 2022.
Outlook
Even before the invasion of the Ukraine, the property market
entered 2022 amid greater economic uncertainty and
inflationary pressures. The devastation wreaked by the war on
the Ukrainian people is shocking and our thoughts are with those
who have been affected; we hope for a peaceful resolution to
the crisis. It is too early to predict the full economic impact of the
war, but it has already resulted in further inflationary pressure
on energy bills that will affect the UK economy. As has been
demonstrated during other turbulent periods in recent years, the
Group has a proven resilient business model and a successful
growth strategy that enable it to outperform market conditions.
I am confident that a combination of our dedicated staff and
the entrepreneurial spirit of our franchisees and advisers will
continue to support the further development of the Group
to the benefit of all stakeholders.
Finally, I would like to thank our exceptional Executive Team,
staff, franchisees and advisers for their hard work in making
2021 another successful year for the Group. Despite the
challenges presented by Covid-19 during the year, our people
remained committed to delivering the very best service to all
our customers throughout the Group.
Michael Stoop
Non-Executive Chairman
Q A
&
with the Chairman
What are your key highlights from the year?
Our acquisition of Nottingham Mortgage Services
has strengthened our strategic alliance with the
Nottingham Building Society. This provides an
opportunity to significantly open up access to savers,
through The Nottingham’s Beehive Money savings
product, who will in the near future be needing
a mortgage to buy their first home.
The acquisition of Nicholas Humphreys proved, yet
again, how effective the Senior Management Team is at
integrating another network into the Group, with each new
business benefiting from our culture and good practices.
Over the year, what actions have you taken
to foster a positive culture?
Our comprehensive review of the ESG issues affecting our
business has highlighted how we nurture talent. As a result,
we are carrying out a staff survey to understand how our
staff feel about our business, how satisfied they are with
their role and how valued they feel by management.
What are your reflections on Belvoir’s
commitment to managing ESG issues?
I am encouraged by the significantly enhanced focus
of the Board and Executive Team on our commitment to
ESG matters and our use of Group-wide workshops to
hone our related strategy. ESG is of concern to all our
stakeholders but most importantly delivering our ESG
strategy is the right thing to be doing.
How does the Board stay abreast of the
ESG priorities that are important to the
Group’s stakeholders?
ESG is a standing item on the Board agenda. Through
engagement with our staff, franchisees, advisers, investors,
community and regulators, our Board members are
able to feed back any ESG matters raised by our
key stakeholders.
What are your strategic priorities for the
year ahead?
We will continue to drive organic growth whilst looking for
acquisitions that will help to enlarge the Group’s existing
networks further, as we have successfully done for
several years now. Furthermore, we aim to identify a new
strategic initiative that is complementary to our existing
revenue streams and utilises our significant market
know-how and infrastructure.
Annual report and accounts 2021 Belvoir Group PLC
07
Strategic report Our markets
Helping people to realise their
property and mortgage aspirations
2021 was one of the most successful years for moving home since 2007, with almost
1.5 million people buying a new house and demand for rental properties up 43%.
Market trends – property
Residential property sales –
strongest market since 2007
Annual housing transactions and
house price inflation
Residential lettings – shortage of
rental properties driving up rents
Excess demand prevails, impacting on
the rents on new tenancies4
Affordability – key to both
renters and owners
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Transactions
Price inflation
Source: Zoopla Research
Rental growth
Earnings growth
• Residential sales transactions were
41% up on 2020 and 22% ahead of
the six-year average to 2019.1
• Fears of a collapse in the sales
market at the end of the stamp
duty land tax (SDLT) holiday
proved unfounded.
• Property prices increased by 10.8%
year on year and were 17.8% up on
2019, with ongoing excess demand
expected to continue driving up
prices in 2022.2
• The increase in rent arrears was not
significant with Government funding
available to tenants who had built
arrears due to the pandemic.
• Stock is at one of the lowest levels
recorded since starting the Belvoir
Index in 2008 with renters looking for
more space. Demand might shift back
towards cities as workers return to
the office.
• The UK rental index, which reflects
all tenancies, was up 1.8%3 in 2021,
an increase not seen since 2017.
Meanwhile, rents on new tenancies
have risen sharply by 8.5%.4
• The ten-year average number of new
builds of less than 150,0008 is half the
Government’s annual target of 300,000.
• With rent as a percentage of
household income at 31%, down
from 32% in 2019/20 and from 35%
in 2010/119, the affordability ratio
remains below historical levels.
• Whilst the price to earnings ratio for
first-time buyers (FTBs) has hit a
record 5.510, historically low interest
rates have kept the cost of servicing
a mortgage below that seen pre-2007.
Our response
The residential sales market thrived
throughout 2021, with transactions just
under 1.5 million1, the highest level since
2007. Early signs in 2022 suggest that
demand and house prices continue
to be fuelled by the “race for space”,
relatively low interest rates and
availability of favourable mortgage deals.
Transaction numbers are expected to
revert to around the pre-pandemic
annual average of 1.2 million. Our Belvoir
and Northwood networks, traditionally
lettings agents, benefited from having
encompassed residential sales in recent
years, seeing a 62% increase in revenue
from property sales in 2021.
According to the English Housing Survey
2020/21, rental properties remain at
19%5 of the overall housing stock with no
change since 2019/20 and just 1% down
on 2015/16.
Giving the forecast rise in the population
from 67.16 million in 2020 to 69.2 million
by 2030, excess demand for rental
properties is likely to prevail. With 212,1777
build-to-rent homes in the UK at the end
of 2021 and completed developments
up 26% in Q4 2021 compared to Q4 2020,
build to rent is seen as one part of the
solution to stock shortage.
It is too early to judge whether the cost
of living squeeze will constrain demand
in the housing market, but whilst FTB
mortgage payments as a share of
income have increased to 31.5% in Q4
2021, the highest level since 201411, they
remain on average below previous highs.
During 2021, the majority of our
franchisees reported demand for
all types of properties at a high level.
With many renters seeing wages rise
in 2021, this has allowed rents to be
bid up accordingly.
08
Belvoir Group PLC Annual report and accounts 2021
Strategic report
Market trends – property
Our response
Sales, lettings and financial services all continued to thrive in 2021, despite the national lockdown in most of the first half
of the year. The main challenge currently faced by our industry is a shortage of stock, both to buy and to rent, to meet the
ongoing demand from people wanting to move home.
Revenue from lettings
Revenue from sales
Revenue from financial services
21%
49%
49%
Buy to let (BTL)
Quarterly BTL mortgage advances
(£m) 2014–202112
Technology and online models
PropTech advances
Our sector has a key role
to play in the transition
to net zero.
A major change for 2022
is the aim to make the UK
carbon neutral through
improving the efficiency
of our homes, with the
Government aiming to
bring all homes up to a
“C” EPC rating by 2035.
Belvoir is adopting its own
sustainability strategy
to encourage greener
choices throughout
the Group.”
Dorian Gonsalves
Chief Executive Officer
16,000
14,000
12,000
10,000
8,000
m
£
6,000
4,000
2,000
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2
3
Q
0
2
0
2
1
Q
0
2
0
2
3
Q
1
2
0
2
1
Q
1
2
0
2
3
Q
• 110,000 properties were acquired
by BTL landlords in the year to
September 2021 with the SDLT
holiday boosting demand from BTL
investors, which, at 7.3% of all property
transactions, was at least 1% higher
than pre-pandemic.
• The outstanding BTL mortgage
debt at the end of 2021 was up 3%13
compared to December 2020.
• The fundamentals for BTL landlords are
good with rents increasing and a higher
level of equity in their existing portfolio
available to fund future purchasing.
• The “PropTech” industry continues
to provide the solutions to improving
efficiencies in the home moving
process with increased adoption of
technology across the property sector.
• Initial virtual viewings are the norm,
and remote identity checks and digital
signatures are saving a significant
amount of time and cost.
• Online agents’ market share has fallen
from 8.0% in 2020 to 6.7%14 with no
lasting shift during the pandemic.
The SDTL holiday also marked the
strongest period for BTL landlords since
2016 when the 3% stamp duty surcharge
was introduced.
Although some landlords “cashed in”
their investments throughout 2021, the
strong performance of the housing
market has confirmed that property
is still a good investment, combining
a reliable recurring income stream
and capital growth returns. Gross BTL
lending is forecast to be £38bn in 2022
and £37bn in 2023.12
We have invested in technology to
improve efficiencies in the sales and
lettings process for both home movers
and our franchisees. This has eroded
the technology edge previously enjoyed
by the online agency model, with sellers
preferring the personal and reassuring
approach by highly skilled local agents.
In March 2022 we invested in a
home-based local personal agent
franchise model, Mr and Mrs Clarke,
that offers the same first-class customer
experience as our local offices.
Annual report and accounts 2021 Belvoir Group PLC
09
Strategic report
Our markets continued
Market trends – property continued
Legislation – aimed at
professionalising the sector
Laws and regulations that need to
be followed to legally let a property
in England and Wales
Levelling Up White Paper – England
Mission ten
• In 2022 the Government announced
the requirement for all rental
properties to have a minimum EPC
rating of “C”, up from “E”, applicable
to newly rented properties by 2025
and to existing tenancies by 2028.
• The new Fire Safety Act 2021, due
shortly, will strengthen the fire
safety regime for multi-occupancy
residential buildings.
• On 15 July 2022, the Renting Homes
(Wales) Act 2016 introduces changes to
the nature of tenancies from assured
shorthold to occupation contracts.
Our response
A major change for 2022 is the
Government’s aim to make the UK
carbon neutral through improving
the efficiency of our homes, with the
requirement to bring all homes up to
a “C” EPC rating by 2035. This might
involve both homeowners and landlords
investing in insulation and other “fabric
first” features to improve heating and
lighting efficiency in their property.
Belvoir has thorough systems in place
to ensure all franchisees, landlords
and tenants are aware of the latest
legislation, such that all involved
have time to prepare and act on
new regulations.
The Levelling Up White Paper centres
on twelve bold national missions,
given status in law, with the aim to
shift Government focus and resources
to Britain’s forgotten communities.
Mission ten relates to housing:
“By 2030, renters will have a secure
path to ownership with the number
of first-time buyers increasing in all
areas; and the Government’s ambition
is for the number of non-decent rented
homes to have fallen by 50%, with the
biggest improvements in the lowest
performing areas.”
The Government is focusing on two
fronts to deliver this:
• part one – building more houses
including affordable homes; and
• part two – a new drive on
housing quality.
Part one initiatives include:
• FTB Help to Buy schemes;
• maximising low deposit mortgages;
• improving the home selling and buying
process by ensuring key information is
available digitally; and
• more focus on funding for the
North and the Midlands after the
abolition of the 80/20 funding rule
for Greater London.
Part two initiatives include:
• new regulation for quality and
standards in social housing;
• new Decent Homes Standard
in the PRS;
• exploring a national landlord register;
• abolition of Section 21; and
• devising plans to crackdown
on rogue landlords.
The Levelling Up White Paper is very
much in line with reforms expected from
the delayed Renters’ Reform Bill, which
is expected to include:
• a landlord register;
• a compulsory regulator;
• abolition of Section 21 and amended
Section 8 grounds for notice;
• lifetime deposits;
• mandatory qualification for
agents; and
• improving standards of
accommodation in the PRS.
1. https://www.gov.uk/government/statistics/monthly-property-transactions-completed-in-the-uk-with-value-40000-or-above.
2. https://www.gov.uk/government/statistics/uk-house-price-index-for-december-2021/uk-house-price-index-summary-december-2021.
3. https://www.ons.gov.uk/economy/inflationandpriceindices/bulletins/indexofprivatehousingrentalprices/december2021#uk-private-rental-prices.
4. https://homelet-letting-agents.co.uk/wp-content/uploads/2022/02/HomeLet-Rental-Index-January-2022.pdf.
5. https://assets.publishing.service.gov.uk/government/uploads/system/uploads/attachment_data/file/1039214/2020-21_EHS_Headline_Report.pdf.
6. https://www.ons.gov.uk/peoplepopulationandcommunity/populationandmigration/populationestimates/articles/overviewoftheukpopulation/2020.
7. https://bpf.org.uk/about-real-estate/build-to-rent.
8. https://www.ons.gov.uk/peoplepopulationandcommunity/housing/datasets/ukhousebuildingpermanentdwellingsstartedandcompleted.
9. https://assets.publishing.service.gov.uk/government/uploads/system/uploads/attachment_data/file/945013/2019-20_EHS_Headline_Report.pdf.
10
Belvoir Group PLC Annual report and accounts 2021
Strategic report Market trends – financial services
Mortgage lending
Forecasts for gross and net
lending (£m)13
Remortgages
Mortgage approvals – house
purchases and remortgages13
First-time buyers
Borrowers as a percentage
of gross advances17
400,000
350,000
300,000
250,000
200,000
m
£
150,000
100,000
50,000
0
7
0
0
2
8
0
0
2
9
0
0
2
0
1
0
2
1
1
0
2
2
1
0
2
3
1
0
2
4
1
0
2
5
1
0
2
6
1
0
2
7
1
0
2
8
1
0
2
9
1
0
2
0
2
0
2
e
1
2
0
2
f
2
2
0
2
f
3
2
0
2
100,000
90,000
80,000
70,000
r
e
b
m
u
N
60,000
50,000
40,000
30,000
20,000
10,000
0
1
2
0
2
n
a
J
1
2
0
2
b
e
F
1
2
0
2
r
a
M
1
2
0
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p
A
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y
a
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1
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0
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u
J
1
2
0
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u
A
1
2
0
2
p
e
S
1
2
0
2
t
c
O
1
2
0
2
v
o
N
1
2
0
2
c
e
D
100
n
b
£
90
80
70
60
50
40
30
20
10
0
9
1
0
2
4
Q
0
2
0
2
1
Q
0
2
0
2
2
Q
0
2
0
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3
Q
0
2
0
2
4
Q
1
2
0
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Q
1
2
0
2
2
Q
1
2
0
2
3
Q
50
45
40
35
30
25
20
15
10
5
0
s
e
c
n
a
v
d
a
s
s
o
r
g
f
o
%
Gross lending
Net lending
House purchase
Remortgages
• The mortgage market had its
• Both lenders and mortgage advisers
strongest year since 2007, with
estimated gross mortgage lending
up 24.6% to £304bn, mostly fuelled
by demand from house buyers.13
• House purchase mortgages are
forecast to fall as the residential
sales market returns to normal,
whilst a stronger remortgage
market is expected in 2022.
• Having been static since March 2020,
interest rates increased from 0.1% to
0.25% in December 2021 and again
to 0.5% in February 2022 but remain
historically low.15
were focused on meeting the demand
for house purchase mortgages for
much of 2021.
• The prospect of a base rate
increase in H2 2021 prompted
remortgage activity with the number
of homeowners refinancing their
properties hitting its highest level
for nearly two years by the end of
the year.16
• Given anticipated interest rate rises in
2022, transfers and remortgages are
forecast to increase by 5.4% in both
2022 and 2023.13
Buy to let (RHS)
Remortgage (RHS)
Total (LHS)
First-time buyers (RHS)
Home movers (RHS)
• The SDLT holiday had little impact on
FTBs, who do not pay stamp duty on
properties up to £300,000 (in England),
which covers most FTB transactions.
• Over 800 95% LTV mortgages were
completed in Q2 202118 through the
Government-backed mortgage
guarantee scheme, launched in
April 2021.
• The Bank of England’s Financial
Policy Committee decision to consult
on easing affordability stress tests
could help to boost the market,
especially for FTBs, while ensuring
lending remains prudent.
Our response
House purchase mortgage approvals
remained strong throughout 2021 and
beyond the end of the SDLT holiday with
house purchase approvals in November
2021 of 70,00013, above the monthly
average for 2019.
Mortgage intermediaries, such as Brook,
remained the dominant distribution
channel serving a record of nearly 80%
of the market.13
Low and stable interest rates in the
first half of 2021 did not encourage
borrowers to revisit their mortgage
deals. However, interest rates are now
rising, and many borrowers, who fixed
amid robust property markets in 2017
and at the start of 2020, are coming to
end of their two and five-year deals.
As a result, our financial services division
will benefit from having a substantial
client bank to service, and this will
mitigate some of the fall in the house
purchase mortgage activity.
The Government’s mortgage guarantee
scheme is helping FTBs to buy a home
costing up to £600,000 with a deposit of
5% and is available until December 2022.
This scheme and the return of lenders
to the 90% and 95% mortgage markets
in 2021 have given FTBs more funding
options in buying their own home. House
price rises have made the difficulties
of getting on the housing ladder
more acute, so the Bank of England’s
decision to consult on removing the
stress requirement in the affordability
calculation is welcome news for FTBs.
10. https://www.nationwidehousepriceindex.co.uk/reports/affordability-special-report-raising-a-deposit-still-the-biggest-hurdle-for-first-time-buyers-despite-
affordability-becoming-more-stretched.
11. https://www.nationwidehousepriceindex.co.uk/charts.
12. https://www.fca.org.uk/data/mortgage-lending-statistics.
13. http://www.imla.org.uk/resources/publications/the-new-normal-prospects-for-2022-and-2023.pdf.
14. https://www.twentyci.co.uk/phmr/twentyci-property-homemover-report-year-end-2021/.
15. https://www.bankofengland.co.uk/boeapps/database/Bank-Rate.asp.
16. https://www.thisismoney.co.uk/money/mortgageshome/article-10367583/End-2021-saw-remortgaging-flurry-Bank-England-data-shows.html.
17. https://www.bankofengland.co.uk/statistics/mortgage-lenders-and-administrators/2021/2021-q3.
18. https://www.yourmortgage.co.uk/first-time-buyers/more-than-800-government-backed-95-per-cent-mortgages-completed-in-q2/.
Annual report and accounts 2021 Belvoir Group PLC
11
Strategic report
Our business model
Focused on
achieving growth
Our business model is built on 26 years of experience of operating a Central
Office team providing support and guidance to a network of entrepreneurial
individuals with the drive and local knowledge to deliver success.
Our difference
Our process
Service excellence
Our experience and focus on
customer service have enabled us
to stand out from the crowd and
are critical to the success of our
Group. Our property franchisees and
financial services advisers undergo
intensive training and regular audits
to ensure that they are equipped to
deliver our required high standard
of service.
Greater financial stability
A strong lettings base providing a
recurring revenue stream coupled
with an increasing revenue stream
from property sales and financial
services provide the Group with
greater financial stability. Our
model also enables our property
franchisees to build a capital asset
which, unlike income-based franchise
options, provides a financial
return on exit.
Network model
Both our franchisees and advisers
benefit from the backup and support
of a Central Office team whilst
operating their own business with
the entrepreneurial drive of an
owner-manager.
Proactive growth
We proactively identify suitable
earnings enhancing businesses
for our property franchisees to
bolt onto their existing business,
whilst also initiating the roll out of
additional property services, such
as financial services, to be offered
by our franchisees, providing the
opportunity for accelerated and
sustained growth.
Belvoir sits at the centre of our two networks
Belvoir operates a network of property franchisees and a network
of financial services advisers supported by our Central Office team.
Franchisee
network
Belvoir
Adviser
network
These two networks overlap with our franchisees providing a lead
source to our advisers who are well placed to provide mortgage and
other property-related financial services advice to our landlords and our
homeowners. Our advisers benefit from the reliable lead source and our
property franchisees benefit from an additional revenue stream.
Learn more about our strategy from page 18
12
Belvoir Group PLC Annual report and accounts 2021
Strategic report Our process
Supporting both networks
Both networks are supported centrally to ensure that the individual
franchise owners and advisers achieve their growth potential.
Selection
We work closely with potential
new franchisees and advisers
to ensure that they are a good
fit for our business model of
high-quality service delivery and
sound business ethics. This process
minimises the risk to both the Group
and our business partners and
assures our high success rate.
Induction
All new franchisees and advisers
undertake an intensive induction
programme on joining to ensure
that they have the necessary
skills and know-how to make
their business a success.
Brand equity
Our brands are highly regarded
and respected for their core
values of professionalism and
customer service. We invest
continually in our brands to
ensure that messaging remains
fresh and relevant to our markets.
Networking
We facilitate a culture of learning
from each other and sharing
experiences through national and
regional networking groups and
at the annual conference held
by each network.
Support
Each franchisee and adviser
has a dedicated business mentor
who helps them to develop their
business. Advice and support are
available from Central Office in
specialist areas such as legal, IT,
compliance and marketing.
Training
In addition to the induction
training, a continual programme
of professional training and
development is conducted both
centrally and via webinars.
Delivering value
Franchisees and advisers
We provide a proactive support
system, bringing the best and
most up-to-date tools, advice,
training and services to our
business partners.
131 courses
offering specialist training
Employees
We recognise the need to attract,
retain and develop the best talent
to our Central Office team, offering
opportunities for ongoing learning
and professional development, to
ensure that we deliver a professional
service to our networks.
33 staff
holding or training towards
a professional qualification
Customers
Our professional service goes above
and beyond legal requirements.
Our franchisees’ key role is to deliver
exceptional customer service to
their clients.
4.6
online star rating (independently
generated by trustist.com)
Shareholders
Our Board is committed to building
a business capable of creating value
for our shareholders based on sound
business ethics.
EPS increased to
20.4p +35%
(2020: 15.1p)
Annual report and accounts 2021 Belvoir Group PLC
13
Strategic report Our stakeholders
Building strong partnerships
We set out how we
have engaged with key
stakeholders, which
provides valuable
input into the Board’s
decision making.
This engagement sets the context
for the strategy set out on pages 18
and 19. In particular our engagement
with shareholders has influenced our
acquisition, capital structure and
dividend policy. Our engagement with
our franchisees has influenced our
assisted acquisitions programme, our
diversification into financial services
and the roll out of our new technology
programme. Our employees are
fundamental to the execution of our
strategy. We aim to be a responsible
employer, providing a fair package
of pay and benefits including
opportunities for personal development
and sharing in the financial success of
the Group.
Directors’ Section 172 statement
Businesses do not operate in isolation.
Without a good understanding of who
the key stakeholders are and their
needs, a business will fail to deliver
sustainable value to shareholders and
other stakeholders.
The Directors take their duties under
Section 172(1) of the Companies Act 2006
seriously and consider that they have
acted in the way they consider, in good
faith, would promote the success of
the Company for the benefit of its
members as a whole, having regard
to the stakeholders and matters
set out in Section 172(1) (a–f) in the
decisions taken during the year ended
31 December 2021. Our key decisions
in 2021 are set out on page 39.
We set out on page 1 our aim to
support customers throughout their
property journey. We do this primarily
through our franchisees and our
network of advisers. The Board
considers its key stakeholders to be its
franchisees and advisers, employees,
the communities in which the Group
operates, shareholders and regulators.
The Board takes seriously the views
of these stakeholders in setting and
implementing our strategy. To the
extent that it is relevant, in addition to
the stakeholders discussed opposite,
the impact on the environment
and the communities in which the
Group operates is considered when
making decisions.
Franchisees and advisers
Employees
Why are they important?
Our local franchisees and advisers are
ultimately those who deliver the Group
services to our customers
Why are they important?
People lie at the heart of everything that
we do, so attracting and retaining talented
people is an important success factor
Why are they important?
Why are they important?
Why are they important?
The vibrance of our local communities
As owners of the Belvoir Group, our
The regulators are responsible for
is critical to the success of our
independent business networks
shareholders need to understand and
setting industry standards that give
have confidence the business strategy
customers confidence in our sector
Our priorities
opportunities
• Encouraging an ethos
of charitable giving
• Promoting investment
in local businesses
• Providing youth employment
• Transparency of our business
• Adhering to industry standards
Our priorities
Our priorities
operations with investors
as a minimum
• Aligning Group strategy with the
• Educating franchisees and advisers
interests of shareholders
on new regulations
• Making Belvoir an attractive and
• Meaningful engagement
reliable investment proposition
with the regulator and other
Government bodies
Our engagement
Our engagement
Our engagement
• Apprenticeship opportunities
• Regular virtual investor presentations
• Belvoir attends quarterly
for young people from our
local community
• Kickstart placements for
young people at risk of
long-term unemployment
providing institutional and private
meetings of The Lettings Industry
investors direct access to our
Council, which engages with the
CEO and CFO
Department for Levelling Up, Housing
• All recorded CEO interviews
and Communities
uploaded to the PLC website,
• Our Chairman, Michael Stoop, is a
www.belvoirgroup.com
non-executive director of The Property
• Participation in fundraising events
across the Group
• Clear guidance to shareholders
Ombudsman (TPO)
• Belvoir participates in discussions on
key industry legislation and regulatory
changes, including those proposed in
the RoPA report
Our priorities
• Excellent training and
professional development
• High satisfaction level from our
franchisees and advisers
• Embedding the best customer service
experience into our business model
Our priorities
• Recruitment and retention
• Staff training and wellbeing
to develop effective teams
• Incentivising and rewarding staff
Our engagement
• Dedicated Business Development
Manager to provide business support
through a hybrid of virtual and
physical meetings
• Regional networking groups and
an annual conference enabling
franchisees and advisers
to share ideas
• Ongoing training and
development programme
Our engagement
• Annual personal development review
and regular one-to-one meetings
between staff and their line manager
• Twice-yearly team briefings held by
the CEO and CFO to give update on
Company performance and gather
employee feedback
• Senior and long-serving staff are
incentivised through Company share
option schemes
Outcomes
• Increasing average revenue per
• 65% of staff have length of service
franchise office
of over two years
• Increased average written mortgage
business per adviser
• Eleven of our long-serving staff
exercised share options in 2021
• High level of success across
our networks
• Our recent staff survey reported that
80% of staff were proud to work for
the Company and would recommend
it as a good place to work
Links to KPIs
Links to risks
Links to KPIs
Links to risks
1
6
2
7
3
8
4
9
5
10
A
D
B
E
C
F
1
6
2
7
3
8
4
9
5
10
A
D
B
E
C
F
14
Belvoir Group PLC Annual report and accounts 2021
Strategic report Learn more about our key
decisions from page 39
Learn more about our KPIs
from page 20
Learn more about how we
manage risk from page 31
Communities
Shareholders
Regulators
Why are they important?
Why are they important?
Our local franchisees and advisers are
People lie at the heart of everything that
ultimately those who deliver the Group
we do, so attracting and retaining talented
services to our customers
people is an important success factor
Why are they important?
The vibrance of our local communities
is critical to the success of our
independent business networks
Why are they important?
As owners of the Belvoir Group, our
shareholders need to understand and
have confidence the business strategy
Why are they important?
The regulators are responsible for
setting industry standards that give
customers confidence in our sector
Our priorities
• Providing youth employment
opportunities
Our priorities
• Transparency of our business
operations with investors
Our priorities
• Adhering to industry standards
as a minimum
• Encouraging an ethos
of charitable giving
• Promoting investment
in local businesses
• Aligning Group strategy with the
• Educating franchisees and advisers
interests of shareholders
on new regulations
• Making Belvoir an attractive and
reliable investment proposition
Our engagement
• Apprenticeship opportunities
for young people from our
local community
• Kickstart placements for
young people at risk of
long-term unemployment
• Participation in fundraising events
Our engagement
• Regular virtual investor presentations
providing institutional and private
investors direct access to our
CEO and CFO
• All recorded CEO interviews
uploaded to the PLC website,
www.belvoirgroup.com
across the Group
• Clear guidance to shareholders
• Meaningful engagement
with the regulator and other
Government bodies
Our engagement
• Belvoir attends quarterly
meetings of The Lettings Industry
Council, which engages with the
Department for Levelling Up, Housing
and Communities
• Our Chairman, Michael Stoop, is a
non-executive director of The Property
Ombudsman (TPO)
• Belvoir participates in discussions on
key industry legislation and regulatory
changes, including those proposed in
the RoPA report
• Three apprentices were recruited
to our Central Office team and
23 Kickstart placements were created
across the Group in 2021
• Our Central Office team raised £6,000
for MIND, the mental health charity
• Five new franchise offices
opened in 2021, providing local
employment opportunities
• 50% of our shares are now
in the hands of retail investors
• Our two largest institutional
investors at flotation are still
substantial shareholders
• Encourages use of accredited,
trained and fully insured
property professionals
• Ensures all customers are
treated fairly
• Positive investor feedback
• Improves standards across the sector
on engagement, accessibility
and transparency
Links to KPIs
Links to risks
Links to KPIs
Links to risks
Links to KPIs
Links to risks
1
6
2
7
3
8
4
9
5
10
A
D
B
E
C
F
1
6
2
7
3
8
4
9
5
10
A
D
B
E
C
F
1
6
2
7
3
8
4
9
5
10
A
D
B
E
C
F
Annual report and accounts 2021 Belvoir Group PLC
15
Our priorities
• Excellent training and
professional development
• High satisfaction level from our
franchisees and advisers
• Embedding the best customer service
experience into our business model
Our priorities
• Recruitment and retention
• Staff training and wellbeing
to develop effective teams
• Incentivising and rewarding staff
Our engagement
Our engagement
• Dedicated Business Development
• Annual personal development review
Manager to provide business support
and regular one-to-one meetings
through a hybrid of virtual and
between staff and their line manager
physical meetings
• Regional networking groups and
an annual conference enabling
franchisees and advisers
to share ideas
• Ongoing training and
development programme
• Twice-yearly team briefings held by
the CEO and CFO to give update on
Company performance and gather
employee feedback
• Senior and long-serving staff are
incentivised through Company share
option schemes
Outcomes
Strategic report Chief Executive Officer’s statement
Demonstrating our
growth strategy
The Group was quick to capitalise on strategic growth opportunities
by investing both in the specialist student lettings market and in
strengthening our access to future mortgage clients.
Overview of performance
Group revenue increased by 37% to £29.6m (2020: £21.7m),
a record level. 2021 was one of the busiest years in recent
times for estate agents, with UK residential property sales
transactions up 41% on 2020 and 22% ahead of the six-year
average to 2019. The Group worked closely with its franchisees
and advisers to ensure that they were best placed to
respond to the strong market conditions, which gave rise to
organic growth of 25% in the underlying business. The Group
added a further 12% to revenue from the expansion of both
its property and financial services networks through two
strategic acquisitions.
The financial services division achieved revenue growth of
49% to £14.4m (2020: £9.7m), 44% of which arose from the
underlying business. The acquisition of Nottingham Mortgage
Services, the mortgage advisory arm of the Nottingham
Building Society (“The Nottingham”), increased revenue by
5%. Our network of advisers has grown by 41 advisers to
243 (2020: 202), 17 of whom are dedicated to servicing The
Nottingham’s members. Financial services clearly benefited
from the buoyancy in the residential property sales market
throughout most of 2021, and towards the end of the year was
sustained by a busy period for remortgages and associated
insurance products.
Revenue from the property division was up 27% to £15.2m
(2020: £12.0m) with like-for-like growth at 16%. The acquisition
of Nicholas Humphreys, a national specialist student lettings
franchise network, accounted for 18% of growth in the property
division from its 17 franchised and three corporate-owned
offices. Meanwhile, the planned franchising of five of the
Lovelle corporate-owned offices, in line with our franchising
strategy, reduced revenue by 7%.
Management service fees (MSF), the key underlying return
from franchisees, were up 18% for the year to £10.7m (2020: £9.1m)
and revenue from corporate-owned offices was up 61% to
£3.6m (2020: £2.3m). The exceptionally strong residential
property sales market in 2021 temporarily shifted the lettings
to sales ratio from its more traditional 80:20 split to 74:26.
Revenue from property sales, both MSF and corporate,
increased by 49% to £3.7m (2020: £2.5m) with the extension
of the stamp duty holiday ensuring that the residential sales
market remained highly active until September, and thereafter
returned to more normal transaction levels with unfulfilled
demand continuing to fuel house price inflation. Like-for-like
sales growth was 46%.
Lettings revenue increased by 21% to £10.7m (2020: £8.8m),
benefiting from the acquisition of the predominantly student
lettings-focused Nicholas Humphreys network. The underlying
lettings increase of 7% reflected a strong lettings market in
which the demand for more space and a return of young
people to UK cities as offices reopened post lockdown
resulted in an insufficient supply of available properties
to rent. As a result, rents on new tenancies were seen to
rise by around 8%.
All three markets continued to grow throughout 2021 with
revenue from lettings up 21%, sales up 49% and financial
services up 49%, combining to deliver an excellent year for
the Group. Belvoir now has a portfolio of 72,900 (2020: 65,065)
managed properties, and in 2021 Group house sales were
up 54% to 12,320 (2020: 8,003) and the number of mortgages
arranged by Belvoir’s advisers was up 37% to 16,585 (2020: 12,094).
The Group’s network revenue, being the total revenue across
all our Group companies, our franchisees and our advisers,
totalled £112m (2020: £96m).
16
Dorian Gonsalves
Chief Executive Officer
Strategic report Our strategic priorities
The majority of our mortgage business is currently being
introduced from non-Group sources, i.e. national contracts
serviced in partnership with MAB and independent estate
agency businesses, and leads generated by our online marketing
activities or from our extensive client database. A key focus for
2022 is to drive further collaboration between our property and
our financial services networks, so that we can maximise the
earnings potential for our franchisees and advisers from offering
financial services through all Group offices.
Our two corporate acquisitions in 2021 are further evidence
of our successful growth strategy of investing in similar
businesses that expand the footprint of both our franchise
and financial services networks, and where there is scope
for greater future growth as part of the Belvoir Group. The
acquisition of Nicholas Humphreys in March 2021 opened
up the specialist student lettings market for the Group and
provides a platform for extending the network into other
university towns. Having partnered with the Nottingham
Building Society in 2020 to undertake all estate agency
and lettings services through its branch network, Belvoir
strengthened this strategic alliance further through the
acquisition of Nottingham Mortgage Services in July 2021.
In addition to providing mortgage advice to The Nottingham’s
branch members, this partnership provides access to its
lifetime ISA members who will be saving for their first home
through the Beehive Money app, a new digital savings
platform launched at the end of 2021. With the Government
adding 25% to savings up to a maximum of £1,000 per
year, this will be a popular savings product for many
first-time buyers.
Creating value
The Group is highly cash generative and the Board aims
to deploy its cash reserves by acquiring businesses that
meet its strategic investment criteria, as demonstrated by
its investment in corporate acquisitions every year since
2015, including a further corporate transaction completed
post year end.
The acquisition of the Nicholas
Humphreys franchise network has
enabled us to extend our professional
lettings service to encompass the
specialist student lettings market.
We anticipate strong growth potential for
this network as part of the Belvoir Group.”
The Group’s continued success in acquiring and assimilating
additional franchise and financial services businesses, alongside
organic growth in our networks, has helped to deliver an increase
of over 138% in profit before tax to £9.3m (2017: £3.9m) and
137% in EPS to 20.4p (2017: 8.6p) over the last four years.
Our marketplace
The property sector had its busiest year for transactions
since 2007, with almost 1.5 million properties passing onto
new homeowners in 2021, compared with a yearly average
of 1.2 million since 2010. The requirement to work from home
during the pandemic and the subsequent hybrid home
and office arrangements for many have caused many
homeowners and tenants to reassess their lifestyle and
housing needs. With many seeking larger suburban homes
with gardens, there has been a ‘race for space’ which has
impacted both the sales and the lettings market. At the
same time the stamp duty holiday stimulated demand further,
enabling those with properties of a higher value to move with
little or no stamp duty payment. The market returned to more
traditional transaction levels towards the end of 2021 and
the challenge at the start of 2022 is a lack of stock in both the
lettings and sales markets. This is anticipated to ease as we
move into spring, which is traditionally the most active time
of the year for homeowners starting to look to move.
The financial services sector anticipates increased
remortgage activity by both homeowners and buy-to-let
(BTL) landlords whose mortgages, fixed amid robust property
markets in 2017 and at the start of 2020, are coming to an
end of their two and five-year deals. With further stimulus
stemming from predicted interest rate rises in 2022, transfers
and remortgages are forecast to increase. As a result,
our financial services division will benefit from having a
substantial client bank to service, and this will mitigate some
of the fall in the house purchase mortgage activity.
Outlook
Our significant recurring and reliable lettings revenue
stream, our substantial financial services client base and the
diversity and resilience of our business model are expected
to insulate the Group from what could be a more uncertain
market in 2022, especially given economic pressures and
geo-political turmoil.
We remain confident that we will continue to perform well
relative to the market as a whole, and that our business model
and growth strategy will continue to deliver enhanced value
for all our stakeholders.
Dorian Gonsalves
Chief Executive Officer
Annual report and accounts 2021 Belvoir Group PLC
17
Strategic report Our strategy
Strategy for growth
Our medium-term strategy is focused on leveraging our property and
franchising expertise to meet our purpose of helping people to realise
their property aspirations through a highly professional network of
franchisees and advisers.
Links to KPIs
1
2
3
4
5
6
7
8
9
MSF
Net financial
services commission
Profit before tax
EPS
Number of franchise offices
Average MSF per office
Number of
managed properties
MSF p.a. from
assisted acquisitions
Number of advisers
10
Number of
mortgages arranged
Learn more about our
KPIs from page 20
Links to risks
A
B
C
D
E
F
Ability to generate planned
revenue and profit growth
Ability to recruit and
retain skilled franchisees
and advisers
Reputational risk
Ability to execute our assisted
acquisitions strategy
Legislative and
regulation changes
Online threat
Learn more about how we
manage risk from page 31
Group acquisitions strategy
Assisted acquisitions
programme
Recruitment
Diversification
Marketing and PR
Accelerating business growth
through the acquisition of
additional franchised property
networks and property-related
services companies
Milestones of 2021
• Acquisition of Nicholas
Humphreys, specialist in student
lettings with offices in 20
university towns nationwide
• Strengthening of the strategic
alliance with The Nottingham
through the acquisition of
its mortgage advisory arm,
Nottingham Mortgage Services
• Fully assimilated Nicholas
Humphreys into the Belvoir Group
Focus for the future
• Identify other franchise property
or financial services networks to
bring into the Group
• Position Belvoir to take
advantage of further strategic
consolidation and alliances within
the property sector
• Identify alternative property-
related income streams
complementary to the Group
Increasing the market penetration of
existing franchise territories through
a proactive approach to finding
them a local portfolio acquisition
Milestones of 2021
• Seven (2020: eleven)
transactions completed by
franchisees under the assisted
acquisitions programme
• Added £1.2m (2020: £2.1m)
of acquired franchisee revenue
to the network and £130,000
(2020: £153,000) p.a. in MSF
• 122 (2020: 90) franchisees
enrolled on the acquisition
research programme
Focus for the future
• Target to add around £5.0m p.a.
of additional network revenue
under the assisted acquisitions
programme, dependent on
market conditions
• Provide a model to convert larger
acquisition opportunities for
our franchisees
• Position our franchisees to take
advantage of consolidation
within the sector
Links to KPIs
Links to risks
Links to KPIs
Links to risks
1
6
2
7
3
8
4
9
5
10
A
D
B
E
C
F
1
6
2
7
3
8
4
9
5
10
A
D
B
E
C
F
Increasing UK coverage of both our
Expanding our offering of
property franchise and financial
services networks
property-related services and
ways of engaging with clients
Continuous drive to increase brand
awareness across all Group brands
Milestones of 2021
Milestones of 2021
Milestones of 2021
• Eight new franchise owners
• Under our collaboration with
• New Belvoir brand website
joined the Group
• Four new franchise
offices opened
• 17 existing offices were resold
either to a new or an existing
franchise owner
• 84 new advisers joined Belvoir’s
financial services network
The Nottingham, there are
37 dual-branded Nottingham
Building Society branches
• 121 estate agency offices offer
financial services through a Brook
financial adviser
franchise networks, Belvoir and
Northwood, were active in selling
houses in 2021, reporting revenue
from sales up 62%
launched to take advantage
of the improved Group platform
• Market appraisals generated by
Group websites up by over 120%
• Launched an automated and
integrated email marketing
• Refreshed the recently acquired
Nicholas Humphreys brand to
make more contemporary
• 147 (59%) of our traditional lettings
platform for all Group brands
Focus for the future
Focus for the future
Focus for the future
• Continue to attract new franchise
• Encourage collaboration
• Launch new managed marketing
owners to the Group
• Open offices in new territories
• Facilitate the resale of existing
property franchise offices
• Extend our financial services
network of advisers across the UK
between franchisees and
initiative to help franchisees
advisers to maximise conversion
generate more leads from more
of mortgage leads
effective local marketing
• Build on the collaboration
with The Nottingham to offer
mortgage advice to its Beehive
Money online savers
• Extend the range of property-
• Launch live chat mortgage
lead generation across the
brand websites
• Build a Group cross-referral
system to improve inter-office
related services offered through
out-of-area vendor and landlord
our franchise networks
lead referrals
18
Belvoir Group PLC Annual report and accounts 2021
Strategic report Group acquisitions strategy
Assisted acquisitions
Recruitment
Diversification
Marketing and PR
programme
Accelerating business growth
through the acquisition of
additional franchised property
networks and property-related
services companies
Increasing the market penetration of
existing franchise territories through
a proactive approach to finding
them a local portfolio acquisition
Milestones of 2021
• Acquisition of Nicholas
Milestones of 2021
• Seven (2020: eleven)
Humphreys, specialist in student
transactions completed by
lettings with offices in 20
university towns nationwide
• Strengthening of the strategic
alliance with The Nottingham
through the acquisition of
its mortgage advisory arm,
Nottingham Mortgage Services
• Fully assimilated Nicholas
franchisees under the assisted
acquisitions programme
• Added £1.2m (2020: £2.1m)
of acquired franchisee revenue
to the network and £130,000
(2020: £153,000) p.a. in MSF
• 122 (2020: 90) franchisees
enrolled on the acquisition
Humphreys into the Belvoir Group
research programme
Focus for the future
Focus for the future
• Identify other franchise property
• Target to add around £5.0m p.a.
consolidation and alliances within
• Provide a model to convert larger
or financial services networks to
bring into the Group
• Position Belvoir to take
advantage of further strategic
the property sector
• Identify alternative property-
related income streams
complementary to the Group
of additional network revenue
under the assisted acquisitions
programme, dependent on
market conditions
acquisition opportunities for
our franchisees
• Position our franchisees to take
advantage of consolidation
within the sector
Increasing UK coverage of both our
property franchise and financial
services networks
Expanding our offering of
property-related services and
ways of engaging with clients
Continuous drive to increase brand
awareness across all Group brands
Milestones of 2021
• Eight new franchise owners
joined the Group
• Four new franchise
offices opened
• 17 existing offices were resold
either to a new or an existing
franchise owner
• 84 new advisers joined Belvoir’s
financial services network
Focus for the future
• Continue to attract new franchise
owners to the Group
• Open offices in new territories
• Facilitate the resale of existing
property franchise offices
• Extend our financial services
network of advisers across the UK
Milestones of 2021
• Under our collaboration with
The Nottingham, there are
37 dual-branded Nottingham
Building Society branches
• 121 estate agency offices offer
financial services through a Brook
financial adviser
• 147 (59%) of our traditional lettings
franchise networks, Belvoir and
Northwood, were active in selling
houses in 2021, reporting revenue
from sales up 62%
Focus for the future
• Encourage collaboration
between franchisees and
advisers to maximise conversion
of mortgage leads
• Build on the collaboration
with The Nottingham to offer
mortgage advice to its Beehive
Money online savers
• Extend the range of property-
related services offered through
our franchise networks
Milestones of 2021
• New Belvoir brand website
launched to take advantage
of the improved Group platform
• Market appraisals generated by
Group websites up by over 120%
• Launched an automated and
integrated email marketing
platform for all Group brands
• Refreshed the recently acquired
Nicholas Humphreys brand to
make more contemporary
Focus for the future
• Launch new managed marketing
initiative to help franchisees
generate more leads from more
effective local marketing
• Launch live chat mortgage
lead generation across the
brand websites
• Build a Group cross-referral
system to improve inter-office
out-of-area vendor and landlord
lead referrals
Links to KPIs
Links to risks
Links to KPIs
Links to risks
Links to KPIs
Links to risks
1
6
2
7
3
8
4
9
5
10
A
D
B
E
C
F
1
6
2
7
3
8
4
9
5
10
A
D
B
E
C
F
1
6
2
7
3
8
4
9
5
10
A
D
B
E
C
F
Annual report and accounts 2021 Belvoir Group PLC
19
Strategic report Our key performance indicators (KPIs)
Measuring our performance
The Group tracks a series of financial and non-financial metrics that
demonstrate the progress we are making. These have been discussed
in further detail throughout the Strategic report.
Links to strategy
Financial KPIs
1
2
3
4
5
Group acquisitions strategy
MSF (£m)
Net financial services commission (£m)
£10.7m
+18%
10.7
8.5
8.8
9.1
7.9
Assisted acquisitions programme
Recruitment
Diversification
Marketing and PR
Learn more about our
strategy from page 18
£3.8m
+37%
3.8
2.8
2.5
1.2
0.7
17
18
19
20
21
17
18
19
20
21
Definition
Fees to the franchisor based on a
percentage of franchisee revenue
Comment
18% growth with lettings up 10% and
sales up 56%, with lettings benefiting
from the acquisition of the Nicholas
Humphreys network
Definition
Commission receivable on financial
services less commission payable
to advisers
Comment
Reflects 41 net increase in advisers
Links to strategy:
1
2
3
4
5
Links to strategy:
1
2
3
4
5
Profit before tax (£m)
£9.3m
+39%
9.3
EPS (p)
20.4p
+35%
20.4
6.7
5.51
5.6
12.91
13.3
15.1
3.9
8.6
17
18
19
20
21
17
18
19
20
21
Definition
Profit before tax arising from
ongoing operations
Definition
Earnings per share equates to retained
profit divided by the number of shares
Comment
Organic growth and increased
profitability associated with the
two corporate acquisitions in 2021
Comment
Increase in EPS reflecting enlarged
Group and increased profitability
Links to strategy:
1
2
3
4
5
Links to strategy:
1
2
3
4
5
1. 2018 included net exceptional credit
of £0.6m.
2. Excludes NBS branches.
20
Belvoir Group PLC Annual report and accounts 2021
Strategic report Non-financial KPIs
Number of property franchise offices (#)
Average MSF per franchised office (£)
Number of managed properties (#)
363
+14%
£33,360
+13%
33.4k2
72,900
+12%
72.9k
363
300
300
313
318
28.3k
26.3k
29.5k
29.5k2
62.8k
64.0k
65.1k
58.0k
17
18
19
20
21
17
18
19
20
21
17
18
19
20
21
Definition
In 2021 all our franchised estate and
lettings agencies had a physical high
street presence
Comment
Office numbers extended to include
the Nicholas Humphreys network and
additional dual-branded Nottingham
Building Society branches
Definition
Total MSF divided by the number
of franchise offices
Definition
Total number of properties managed
on behalf of landlords within the Group
Comment
Focus on growth through diversification
and acquisition has increased the
average size of our offices
Comment
Growth relates to the additional
Nicholas Humphreys portfolio of
managed properties
Links to strategy:
1
2
3
4
5
Links to strategy:
1
2
3
4
5
Links to strategy:
1
2
3
4
5
MSF p.a. from assisted acquisitions (£)
Number of advisers (#)
Number of mortgages arranged (#)
£130,000
-15%
643k
580k
351k
153k
130k
243
+20%
123
37
243
202
166
16,585
+37%
16.6k
12.1k
9.3k
2.7k
1.4k
17
18
19
20
21
17
18
19
20
21
17
18
19
20
21
Definition
Additional MSF p.a. arising from the
assisted acquisitions programme
Definition
The number of advisers operating within
Brook at the year end
Definition
The number of mortgages written for
clients of Brook during the year
Comment
The strong property market has reduced
vendors’ appetite for selling
Comment
Brook extended its footprint of advisers
and is working with 121 Group offices
Comment
Strong property market and increased
adviser numbers resulting in increased
written mortgage business
Links to strategy:
1
2
3
4
5
Links to strategy:
1
2
3
4
5
Links to strategy:
1
2
3
4
5
Annual report and accounts 2021 Belvoir Group PLC
21
Strategic report Environmental, social and governance
Our ESG journey
Our aim was to create an ESG strategy that was relevant and
meaningful to our stakeholders and worked to resolve issues for which
we could have a significant impact. This marks the beginning of an
ongoing commitment to our ESG strategy and to working closely with
franchisees to help them to do the same.
Developing our strategy
We developed the new five pillar strategy through
collaboration with internal stakeholders, interviews with
external stakeholders, research and a comprehensive
review of our material ESG issues. The pillars are based
on a materiality assessment process, which enabled us to
understand our highest priority ESG issues, their significance
to stakeholders and their impact on the business. This is
shown in the form of a materiality matrix diagram below.
To get to the matrix, we worked with external consultants on
a detailed analytical process, including industry intelligence
gathering and macro trends analysis to develop a long-list
of 28 material topics across the environmental, social and
governance agenda. We then conducted risk and opportunity
analysis against each topic to establish its potential to impact
the business (plotted on the x-axis, “Impact”), and significance
based on stakeholder views and prevalence in the market,
policy and media (plotted on the y-axis, “Significance”).
Our materiality matrix
e
c
n
a
c
fi
n
g
S
i
i
Energy use and emissions
Diversity and equal opportunity
Trust and transparency
Waste management and resource use
Professional integrity and standards
Talent attraction/retention
Tax and economic contribution
Climate change
Employee wellbeing
Greener homes
Affordability and accessibility
Technology
Bribery and corruption
Tenants’ and landlords’ rights / Board diversity
Air quality / Executive compensation
Culture and values
Fleet impacts
Customer privacy
Biodiversity
Community development
Forced labour
Sustainable procurement
Social mobility
Access to green spaces
Homelessness
Supporting entrepreneurship/SMEs
Impact
Environment Social Governance
22
Belvoir Group PLC Annual report and accounts 2021
Strategic report
How we use the
materiality findings
We use the outcomes and insights from the assessment to
help us understand which areas we should prioritise and how
to manage a broad range of different issues. All the issues on
this matrix are important but we want to focus our efforts on
the areas that will deliver most value to our stakeholders and
best support our business aims.
Our most material issues are largely social and governance
focused, highlighting the importance of our culture and human
capital management, our role in maintaining and enhancing
professional standards, and how we harness technology
responsibly and build trust through open and transparent
practices. These form the basis of our ESG strategy.
There are a number of highly significant environmental issues
such as climate change, energy use and emissions, waste
and resource use and greener homes that are important
to stakeholders, but due to the nature and structure of our
business have less potential to impact us. These are areas
that we must manage closely or where we will aim to use our
influence, network and partnerships to have a positive impact.
The matrix highlights a number of emerging topics that may
be increasing in importance such as biodiversity, air quality
and social mobility, for example. Whilst these are not critical
areas in this assessment, we will need to continually monitor
for changes to the level of importance to our stakeholders
and the business. Because we evaluate topics over a two
to three-year time horizon, the growing importance of some
topics may not be captured by this matrix.
Materiality also helps us to understand where we need to focus
our reporting so we’re presenting information on areas that
are important to our stakeholders. Whilst we already report
against some of the issues that rated highly on our matrix, we
will be developing our reporting and targets to align with our
new strategy and the findings from our materiality assessment.
Our material issues and strategic focus areas
Building trust
• Culture and values
• Trust and transparency
• Affordability and accessibility
Read more detail on building trust on page 25
Raising standards
• Professional integrity and standards
• Tenants’ and landlords’ rights
• Greener homes
Read more detail on raising standards on page 25
Nurturing talent
• Talent attraction and retention
• Diversity and inclusion
• Employee wellbeing
Read more detail on nurturing talent on page 26
Harnessing technology
• Technology and digital transition
• Energy use and emissions
Read more detail on harnessing technology on page 26
Building local businesses
• Supporting entrepreneurship and SMEs
• Socioeconomic development
Read more detail on building local businesses on page 27
23
Strategic reportStrategic report Environmental, social and governance continued
Our Group ESG strategy
We are excited to share and introduce our new ESG strategy for the first time.
The strategy addresses our most material ESG issues and has been developed to
help us achieve our purpose by supporting sustainable business growth. We aim to
achieve this by keeping ahead of market trends, addressing key business risks and
opportunities, and leveraging Belvoir’s business strengths, all of which should deliver
value to all our stakeholders.
Building trust
A strong culture of integrity
and professional ethics
underpin what we do
Helping people
to realise their
property, mortgage
and franchise
aspirations
Building local
businesses
We find, support
and develop skilled
entrepreneurs
Raising
standards
We maintain the
highest
professional standards
Harnessing
technology
We invest in integrated
and fully supported
IT solutions
Nurturing
talent
We attract and retain a
talented team that offers
unrivalled support to
our network
24
Belvoir Group PLC Annual report and accounts 2021
Strategic report Building trust
Raising standards
We build trusted relationships with our stakeholders
by being straightforward, honest and open in all our
communications and transactions at every level of
our business.
Why is this important?
There are low levels of trust in the sector: Ipsos MORI’s
annual Veracity Index shows a net negative trust rating
for estate agents at just 27%. Transparency is important
at all levels of the organisation in increasing trust levels
which will result in a more efficient business operation.
How are we doing?
A culture of professionalism runs throughout the
entire business. It is embedded at the initial training and
reinforced at every touch point with staff, franchisees
and advisers to ensure a consistent approach for the
benefit of our clients. Supporting our franchisees and
advisers is one of our most important jobs, with a number
of the central workforce dedicated to this task alone. Our
comprehensive training programme helps to support this.
Our relationship with the franchisees and advisers is based
on trust and transparency with clear contracts and fee
structures. Rents to tenants and all fees to landlords, sellers
and borrowers are fair and transparent and in line with
market norms. We have open and regular engagement with
shareholders and a proven track record in achieving results
in line with reliable forecasts. Regular briefings are held to
update staff on the Group’s performance and frequent
Senior Management Team meetings encourage
collaboration between all departments.
We have developed a business model that enables
franchisees and advisers to set up their own business
whilst benefiting from the economies of scale of being
part of a large group.
How we measure our progress
• Star rating from independent review platforms
• BFA survey
Belvoir risks
• Public opinion of the sector easily influenced
by political agendas
• Reputational risk
Belvoir difference
• Service excellence
Trust score
Belvoir
Northwood
Newton Fallowell
70%* 58%* 82%*
*
Independent survey of our franchisees conducted by the
British Franchise Association (BFA).
We maintain the highest professional standards across
our network through guidance, support and training for
our franchisees and advisers, so they can offer a quality
service to customers, protect tenants and buyers, and
support landlords in providing safe homes that meet
energy efficient standards.
Why is this important?
There is a clear link between professional standards
and trust. The Government is expected to introduce
legislation around the Regulation of Property Agents
(RoPA), designed to raise standards, and there
are further policy shifts on the horizon through the
Levelling Up initiative and the Renters’ Reform Bill. High
standards are a general benefit of the network model,
where guidance and training can be consistently and
effectively applied.
How are we doing?
We audit all franchisees annually to ensure standards
are being upheld. Franchisees are given a report and
score based on the audit so they understand how
to improve.
Franchisees and advisers must either be fully qualified
or complete our comprehensive induction course before
starting to operate. Ongoing professional development
ensures that our high standards are maintained.
Our franchisees are all members of an independent
redress scheme such as The Property Ombudsman. We
also play an active role in The Lettings Industry Council
(TLIC), which aims to influence Government policy to
improve standards within the PRS.
Our franchisees ensure that rental properties comply
with minimum EPC standards. We have an objective to
take this further and provide advice to landlords as to
how they can make their houses more energy efficient.
How we measure our progress
• Results from annual audit of franchisees
Belvoir risks
• Reputational risk
• Breaching current regulations
Belvoir difference
• Service excellence
Average score for annual audit
85%
Annual report and accounts 2021 Belvoir Group PLC
25
Strategic report
Environmental, social and governance continued
Nurturing talent
Harnessing technology
We attract and retain a talented team that offers unrivalled
support to our network by investing in its development and
wellbeing and reinforcing an inclusive and open culture.
Why is this important?
Diversity, wellbeing and training are crucial to attracting
and retaining talent. These are also the most widely
addressed ESG issues amongst peers with increasingly
sophisticated approaches being employed to drive
business value.
How are we doing?
Each member of staff has an annual personal
development review where performance and objectives
are discussed and agreed. All members of the Senior
Management Team have recently completed a bespoke
mini-MBA training course. We also have a well-developed
apprenticeship programme offering career opportunities to
local young people with six currently employed centrally. We
have many long-standing members of staff with 29% with
more than five years’ and 10% with over ten years’ service.
Our overall gender split is currently 64% women and 36%
men, with the women to men ratio at 29%:71% at Board
level, 36%:64% at senior management level and 69%:31%
for all other levels.
A training session on “Discrimination, Diversity and
Inclusion in the Workplace” was conducted for our
franchisees and more are planned to support franchisees
to employ a diverse and representative workforce.
Six Central Office staff have undertaken Mental Health
First Aider training to offer better support to colleagues,
franchisees and advisers. Team building charity events
such as our recent charity walk help people to make
personal connections that improve their support network
within the business.
How we measure our progress
• Number of apprentices
• Gender diversity stats across different levels
of the business
• Length of service stats
Belvoir risks
• Ability to recruit and retain skilled employees
• Reputational risk
Belvoir difference
• Service excellence
Number of apprentices currently employed centrally
6
26
Belvoir Group PLC Annual report and accounts 2021
We invest in IT solutions in partnership with sector-specialist
software providers to build efficiency and effectiveness
through our network, to reduce our environmental
impacts and to meet changing customer needs.
Why is this important?
Accelerated by the pandemic, technology is continuing
to disrupt the sector. There is an opportunity to employ
technologies and platforms that drive efficiencies,
improve transparency and accessibility for clients
and reduce environmental impacts.
How are we doing?
Our offices are currently moving to one property
management system, SME Professional, which will
streamline processes and provide more accurate
management data. This cloud-based system enables
offices to retire their server-based systems, giving them
greater security and flexibility. The brand websites
have been moved onto one core platform, so that
we can better test and analyse customer journeys to
maximise conversion rate. Group deals with suppliers
give franchisees more affordable access to technology
to enhance interaction with clients.
In order to increase our cyber security across the Group
we are introducing anti-spoofing measures, phishing
simulations and user awareness training. We will also
be embracing Microsoft’s Modern Workplace for our
Central Office.
We aim to make changes to reduce our environmental
impact and our ambition is to set a net zero target. We
are beginning to understand our impacts to allow us to
put a timeline in place to achieve this. A working group
of franchisees will be set up to develop a framework
for offices to use to reduce their energy usage
and emissions.
How we measure our progress
• Number of offices with their own ESG strategy in place
• Percentage of offices using SME Professional
Belvoir risks
• Online threat
• Digital security
Belvoir difference
• Network model
Percentage of offices migrated to SME Professional
77%
Strategic report Case study – building local businesses
Gary Pemberton of Belvoir
Warrington is a keen
advocate of ESG and a
member of Belvoir’s ESG
Working Group.
“My wife, Amanda, and I started Belvoir Warrington
as a cold start 13 years ago, and it’s very much
a local business,” says Gary.
“A lettings and estate agency business really needs
to be community focused. We started during the
2007/08 recession, and, having survived that, we
began thinking how we could support the local
community each year with fundraising events and
sponsorship. As an example, this Christmas we held
three fun days and presented a cheque for £500 to
the Children’s Adventure Farm Trust, a charity that
looks after disadvantaged local children.
“My team all live locally, and our contractors,
some of whom have been with us for years, are
very much an extension of our team. By looking
after our contractors and developing a good
relationship with them we know we can rely on
them to go the extra mile for our clients. This paid
dividends during the pandemic when people really
needed to feel supported.
“We are also launching a new Acts of Kindness
initiative. Every month we will encourage our team,
including contractors, to let us know of any acts
of kindness they have been involved with in the
community, and will share their story on social
media in recognition of their efforts.
“The small things can make a big difference; for
example, we recently set up a recycling station for
batteries, we order recycled paper, and we use
an app to wirelessly operate our air-conditioning
system so that we don’t heat or cool the office
when it is closed. We are very much at the
beginning of our ESG journey, but we recognise
its importance and know how much it will influence
people’s decisions in the future.”
A lettings and estate agency
business really needs to be
community focused.”
Gary Pemberton
Franchise owner
Learn more about our local businesses from page 5
Annual report and accounts 2021 Belvoir Group PLC
27
Building local businesses
We find, support and develop skilled entrepreneurs to
grow their own businesses, expanding our network and
providing much-needed investment and employment in
local communities across the UK.
Why is this important?
Belvoir’s business model depends on finding and
retaining skilled entrepreneurs and supporting them to
grow their businesses. SMEs are widely recognised as
key to a strong economy given their importance to local
employment and economic development.
How are we doing?
Our business model is entirely geared to attracting talented
entrepreneurs and enabling them to set up and operate
their own business, whether as a property franchisee or
a financial services adviser. Potential franchisees are
identified and matched with an independent business
whose owner wishes to sell. We coordinate the process to
enable a brand-new franchisee to begin a new business
under one of our brand names with an existing portfolio
from which to build. Our intensive training course gives new
franchisees the skills they need to operate their business
successfully. Ongoing support through our Business
Development Managers and subsequent training help
franchisees grow and maximise that business’ potential.
Our Group offices, our franchisees and our advisers offer
good quality opportunities within their local communities.
We have 463 offices in our franchise property and financial
services networks with an average of around four staff
so, in addition to our Group staff of 225, our business has
a combined staff of over 2,000.
The Belvoir Group operates the Kickstart scheme with
23 people given placements, enabling unemployed young
people to access work experience across our network.
How we measure our progress
• No. of offices in network
• No. of people employed across the network
(not incl. Belvoir employees)
Belvoir risks
• Ability to recruit and retain skilled franchisees
and advisers
Belvoir difference
• Network model
• Proactive growth
Number of offices
463
Strategic report Financial review
Delivering strong results
Creating shareholder value underpins our growth strategy.
Revenue
Group revenue in 2021 increased by £7.9m to £29.6m
(2020: £21.7m). Corporate acquisitions and disposals during
the year added net £1.8m, whilst revenue on a like-for-like
basis increased by £6.1m.
Revenue from our financial services division was up £4.7m
to £14.4m (2020: £9.7m) resulting from growth generated
both organically and by acquisition. On 29 July 2021 the
Group acquired Nottingham Mortgage Services Limited,
renamed Brook Mortgage Services Limited (BMS), which
added 17 advisers and £0.5m of revenue in the last five
months of 2021. Revenue growth of £4.2m from the underlying
financial services business was generated from an additional
24 advisers and a strong mortgage market.
Revenue from the property division was up £3.2m to £15.2m
(2020: £12.0m). The acquisition of White Kite Group 2021 Limited,
which trades as Nicholas Humphreys through 17 franchised
and three corporate-owned offices, added £2.1m to revenue.
Meanwhile, the planned franchising of five Lovelle corporate-
owned offices between August 2020 and January 2021 reduced
revenue by £0.8m. On a like-for-like basis, the property division
achieved growth of £1.9m.
Income streams in the property division comprise:
management services fees (MSF), these being our key
underlying revenue stream from franchisees; revenue
generated by corporate-owned offices; franchise sales,
which include fees charged to franchisees joining the Group
and renewal fees from existing franchisees; and other fees.
MSF increased by £1.6m to £10.7m (2020: £9.1m) with £0.3m
arising from the 17 Nicholas Humphreys franchise offices and
the five newly franchised Lovelle offices. Lettings MSF were up
£0.7m, of which £0.4m arose from the underlying network. MSF
from property sales were up £0.9m to £2.5m (2020: £1.6m),
which arose predominantly from the pre-existing business.
Income from corporate-owned offices was up £1.4m.
The three Nicholas Humphreys corporate-owned offices
added revenue of £1.9m. Meanwhile, the franchising of five
Lovelle corporate-owned offices reduced revenue from
corporate-owned offices by £0.9m, against which there was a
compensatory impact from an increase of £0.1m in MSF and a
£0.8m reduction in overheads. The Group continues to operate
two corporate-owned offices in Grantham, which contributed
additional revenue of £0.4m in 2021, up 18% on 2020. With the
exception of these two offices, the Group will generally look to
identify a franchise solution in line with its franchise business
model at an appropriate time.
Revenue from franchise sales in 2021 was £0.3m (2020: £0.2m).
Five (2020: seven) new offices opened in 2021, all of which
resulted from an existing franchise owner opening an
additional office. A further 16 (2020: three) existing franchise
offices were resold, seven of which were to a new franchise
owner joining the Group and nine to an existing franchise
owner taking on an additional territory.
Other income was unchanged at £0.4m (2020: £0.4m).
Gross profit
Gross profit increased by 29% to £19.0m (2020: £14.8m)
with the gross profit ratio by business activity being
lettings 56%, sales 19%, financial services 20% and other
5% (2020: 60%:17%:19%:4%), reflecting the significant bias
towards our recurring lettings income stream.
The lower gross profit margin from financial services of
27% (2020: 29%) resulted in the Group gross margin of 64%
(2020: 68%). These shifts reflect the greater proportion of
independent Business Partners operating within the financial
services network, some of whom join together in ‘hubs’, and
who earn a higher rate. This operating model does not
require a comparable increase in overheads, and as such
has contributed to the improvement in the Group operating
profit margin to 32% (2020: 31%).
28
Louise George
Chief Financial Officer
Strategic report Administrative expenses
Administrative expenses increased by £1.5m to £9.7m
(2020: £8.2m). This comprised:
• Increase of £1.7m from operating Nicholas Humphreys.
• Increase of £0.1m from operating Brook Mortgage Services.
• Increase of £0.2m resulting from professional fees
associated with corporate acquisitions.
• Reduction of £0.8m from franchising of five Lovelle
corporate-owned offices.
• Reduction of £0.2m in share-based payments
(full disclosure is detailed in note 27 to the accounts).
• Increase of £0.5m in underlying overheads associated
with increased headcount and other operating costs.
Operating profit
Operating profit was up £2.7m to £9.3m (2020: £6.6m),
an increase of 41% over the prior year.
Other income
In May 2020, options over 40,000 shares in Mortgage Advice
Bureau, an AIM-listed company, vested. These were sold
during 2020 and a gain of £0.1m was recognised in other
income within the prior year.
Profit before taxation
Profit before taxation of £9.3m (2020: £6.7m) is after interest
receivable on franchisee loans of £0.2m (2020: £0.2m), which
is regarded by the Group as part of its ongoing operations
to extend the network reach.
Taxation
The effective rate of corporation tax for the year was
20.6% (2020: 20.3%). The March 2021 Budget commitment to
increase corporation tax to 25% with effect from April 2023
was substantially enacted in May 2021. As a result, deferred
tax balances expected to reverse after April 2023 have been
remeasured at 25% and £0.5m is reflected in the 2021 tax
charge. This was mitigated by a credit of £0.5m arising from
the difference between the deferred tax asset release and the
corporation tax deduction on share options exercised during
the year. The difference reflected a stronger share price at the
time of exercise compared to the price at the end of 2020, on
which the deferred tax asset was based.
Earnings per share
Basic earnings per share was up 35% to 20.4p (2020: 15.1p)
based on an average number of shares in issue in the year
of 36,142,000 (2020: 35,101,000). When the dilutive effect of
share options is incorporated, the earnings per share was
20.3p (2020: 14.6p).
Profit attributable to owners was £7.4m (2020: £5.3m).
Dividends
The Board is proposing a final dividend for 2021 of 4.5p
per share (2020: 5.1p, which included a catch-up of 1.3p on
the final 2019 dividend). Subject to shareholders’ approval
at the AGM on 26 May 2022, this dividend will be paid on
30 May 2022, based upon the register on 19 April 2022.
The ex-dividend date is 14 April 2022.
In total, the 2021 dividend for the year will be 8.5p (2020: 10.5p
including the catch-up on the final 2019 dividend of 3.3p)
with dividend cover at 2.3x. The Board aims to offer a reliable
and growing income stream to investors whilst retaining
sufficient funds for further investment to meet its strategic
growth objectives.
Cash flow
The Group continues to achieve a high conversion of cash
from operations activities with 100% (2020: 110%) of EBITDA
converting into cash of £10.3m (2020: £8.2m). The net cash
inflow from operations was £8.5m (2020: £6.8m) reflecting
the enlarged Group.
The net cash used in investing activities was £3.5m
(2020: £1.4m):
• On 15 January 2021 the sale of the Lovelle Grimsby
Lettings corporate office held for resale generated
proceeds of £0.6m.
• On 31 March 2021 the Company acquired the entire share
capital of White Kite Holdings 2021 Limited for £4.0m cash
consideration, net of cash acquired.
• On 29 July 2021 Brook Financial Services Ltd acquired the
entire share capital of Nottingham Mortgage Services
Limited for £0.4m cash consideration, net of cash acquired.
• The cash outflow of franchisee loans granted was £0.8m
(2020: £0.7m) with the level of assisted acquisitions activity
remaining low compared to the period pre-pandemic.
• The cash inflow from repayments to the franchise loan book
was £1.0m (2020: £0.8m) with a Covid-19-related capital
repayment holiday reducing cash inflow in 2020 by £0.4m.
• Interest received on the franchise loan book was £0.2m
(2020: £0.2m).
During 2021 £0.9m (2020: £0.9m) was repaid against the HSBC
loan and associated finance costs were £0.2m (2020: £0.3m).
Dividend payments totalled £3.3m (2020: £1.9m), of which
£0.5m was a catch-up of the suspended final 2019 dividend
payment. As a result, net cash outflow from financing activities
totalled £3.6m (2020: £3.1m).
Annual report and accounts 2021 Belvoir Group PLC
29
Strategic report Financial review continued
Liquidity and capital resources
At the year end the Group had cash balances of £7.4m
(2020: £5.9m) and a term loan of £8.7m (2020: £9.6m). The
HSBC facility is repayable at £0.9m per year in half yearly
repayments until March 2023 followed by a final repayment
of £7.9m. Bank covenants are set at dividend cover of
greater than 4.0 and the debt service ratio at greater than
1.2, within which the business is forecast to operate with
substantial headroom.
Unearned indemnity commission
Associated with our growing financial services division is the
accounting treatment of unearned indemnity commission.
This comprises three elements, the net effect of which is
£0.7m (2020: £0.5m):
• The Group accounts for amounts withheld by Mortgage
Advice Bureau from weekly commission payments in respect
of unearned indemnity commission within other debtors.
At the year end this balance was £1.6m (2020: £1.3m).
• Revenue is reduced to reflect the estimated clawback
of commission by Mortgage Advice Bureau arising on the
cancellation of life assurance policies within four years
following inception and a refund liability is recognised
for unearned indemnity commission. At the year end the
refund liability was £1.5m (2020: £1.3m).
• Also, on a weekly basis the estimated clawback of
commission recoverable from our advisers is accounted
for within other debtors. At the year end this balance was
£0.6m (2020: £0.5m).
Post-year-end acquisition
On 10 March 2022 the Group acquired Mr and Mrs Clarke
Limited, a personal agent network offering estate agency
services nationwide. Consideration comprised an initial
payment of £23,000 satisfied in cash from existing cash
reserves, and a three-year earnout at 6x EBITDA. A further
£177,000 was applied to the settlement of certain liabilities
at completion. In the year to 31 August 2021 Mr and Mrs
Clarke Limited recorded revenue of £600,000 and operating
profit of £13,000 and at that date had net assets of
approximately £61,000.
Financial position
The Group continues to operate from a sound financial
platform with net assets of £33.6m (2020: £28.3m), with the
main change being the additional intangible assets arising
from the acquisitions of White Kite Holdings 2021 Limited and
Nottingham Mortgage Services Limited, which were funded
from existing cash reserves.
Key performance indicators
The Group uses a number of key financial and non-financial
performance indicators to measure performance, which are
regularly reviewed by the Board to ensure that they remain
relevant to the Group’s operations. These have been discussed
in detail throughout the Strategic report and are illustrated on
pages 20 and 21.
Louise George
Chief Financial Officer
The Board aims to offer a reliable
and growing income stream to
investors whilst retaining sufficient
funds for further investment to meet
its strategic growth objectives.”
30
Belvoir Group PLC Annual report and accounts 2021
Strategic report Risk management
How we manage risk
As with all businesses, we face a wide range of risks
and uncertainties on a daily basis.
Principal risks and uncertainties
The Board has determined the most significant risks to
achieving the business objectives, including those that would
threaten its business model, future performance, solvency
or liquidity. The table on pages 32 and 33 summarises these
principal risks and how they are managed or mitigated.
The risks listed do not comprise all those associated with
the Group and are not set out in any order of priority. There
could be additional risks and uncertainties that are not
presently known to management or currently deemed to
be less material, which may also have an adverse effect
on the business.
Going concern statement
The Group continues to operate from a sound financial platform
and is strongly cash generative. The bank balance as at the
date of this report is £8.3m. Whilst the Group continues to
generate profit and cash, demonstrating excellent resilience
despite the ongoing impact of the pandemic, the Board has
nonetheless revisited its forecasts against a range of possible
downside outcomes for the period to 31 December 2023. These
include the possible impact on the economy of post-pandemic
easing of restrictions; higher energy prices; increased tax and
interest rates; and geo-political uncertainty both home and
abroad on trading.
Sensitivities have been applied to the base case model to
reflect minimal impact on lettings income and moderately
lower levels of income from sales and mortgage activity but
no reduction in headcount or other overheads and no change
in terms of business with franchisees.
Under all reasonably foreseeable circumstances, the Board
has concluded that the Group has adequate resources to
continue in operational existence and to meet its financial
obligations as they fall due, whilst operating within its bank
covenants, in the period to 28 March 2023.
The final bank loan repayment of £7,868,000 is due
on 28 March 2023. The base case forecasts indicate the
cash to repay the loan will be available and other mitigating
actions remain available to ensure cash is maximised in
any reasonably foreseeable downside scenarios. However,
the Group’s growth ambitions, both organically and though
acquisition, will require additional facilities if growth is not
to be constrained. Negotiations to secure a new facility are
expected to commence during 2022 and initial indications
from the Group’s bankers suggest they are supportive, both
in relation to extending the existing facilities or providing
a new, larger facility.
In conclusion, the Board are satisfied that it remains
appropriate to prepare these financial statements on a
going concern basis and that no material uncertainties exist.
Our risk management framework
• Leadership of risk management, sets strategic
objectives and risk appetite and monitors performance
• Accountable for the effectiveness of the Group’s
internal control and risk management processes
Board of Directors
Audit Committee
• Delegated responsibility
from the Board to oversee
risk management and
internal controls
• Oversees the effectiveness of the
Group’s internal control and risk
management processes
• Monitors the independence and
expertise of the external auditor
Executive Directors
• Communicate and disseminate
risk policies
• Support and help operating
companies to assess risk
• Encourage open communication
on risk matters
• Assess materiality of risks in the
context of the whole Group and
monitor mitigation and controls
Operations Board
• Defines risk management roles
at operational and project level
• Uses approach to risk as
an explicit part of decision
making and management of
external relationships
• Continuous identification of risk,
assurance and self-assessment
Annual report and accounts 2021 Belvoir Group PLC
31
Strategic report Risk management continued
The Board has determined the most significant
risks to achieving the business objectives,
including those that would threaten its business
model, future performance, solvency or liquidity.”
Potential impact
Mitigating activities
Change in risk
Ability to generate planned revenue and profit growth
The economic instability post Covid-19
in terms of higher energy prices and
increases to both tax and interest rates,
and the political uncertainty in Eastern
Europe are likely to affect both consumers
and businesses. This could have a
negative impact on our ability to grow as
planned, organically, through corporate
acquisitions and under our assisted
acquisitions programme.
Both the economic and political
landscape are regularly reviewed by
the Board and mitigating action is taken
wherever possible. Given the extraneous
factors involved, there may be limits
to the level of direct action that can
be taken. However, the Board will be
prioritising work that puts our franchisees
and advisers in the strongest position
to weather any storms caused by wider
economic and political pressures.
Increase in risk
Our franchise business model
proved to be resilient throughout
both the 2007 crash and the
current Covid-19 pandemic. We will
continue to help our franchisees and
advisers to take advantage of all
growth opportunities as the market
conditions evolve post pandemic.
Links to strategy:
1
2
3
4
5
Ability to recruit and retain skilled franchisees and advisers
The ability of the Group to attract
new franchisees and advisers with
the appropriate expertise and skills, in
available and suitable locations, cannot
be guaranteed.
The Board continually monitors the
performance of the recruitment team
and is focused on identifying innovative
ways of attracting successful new joiners.
The recruitment marketing message is
aimed at attracting the widest possible
range of people irrespective of age,
gender and race.
Increase in risk
The unprecedented market
conditions have created an
environment where people are
looking for alternative employment
models and lifestyles which has
increased interest from potential
new franchisees and advisers.
Links to strategy:
1
2
3
4
5
Reputational risk
The Group’s reputation, in terms of
the way in which it and its franchisees/
advisers conduct their business and
the financial results which they achieve,
is central to the Group’s future success.
Failure by the franchisees/advisers to
meet the expectations of their customers
may have a material impact on the
reputation of the brands within the Group.
Links to strategy
1
Group acquisitions
strategy
2
Assisted
acquisitions
programme
Learn more about our
strategy from page 18
New joiners are subject to an intensive
training programme and subsequent
monitoring and support from a
dedicated business development
mentor. The Group also offers ongoing
training courses to ensure continuing
professional development.
No change in risk
Our franchisees and advisers are
both subject to ongoing training
and compliance which minimises
reputational risk.
Links to strategy:
1
2
3
4
5
3
Recruitment
4
Diversification
5
Marketing and PR
32
Belvoir Group PLC Annual report and accounts 2021
Strategic report Potential impact
Cyber risk
Mitigating activities
Change in risk
As the sector becomes more technology
led, and given the recent roll out of
a new Group-wide property platform,
our operations become more vulnerable
to cyber-attack, ransomware and data
breaches. Such an attack could affect
the Group’s ability to function as normal.
We cannot make the business bulletproof,
but are committed to adopting best
practice across the Group, including
anti-email spoofing measures, centralised
email signature management and
performing regular simulated phishing
attacks on our users, coupled with
continuous user awareness training.
Increase in risk
The roll out of new cyber security
measures is mandatory across the
Group giving improved business
protection at all levels
Links to strategy:
1
2
3
4
5
Legislative and regulation changes
Professionalising the sector, as originally
set out in the RoPA report, was referred
to again in the recent Levelling Up White
Paper. These recommendations include
the re-introduction of Home Information
Packs, the introduction of qualifications
for property agents with no “get out”
clause for experienced agents, licensing
of agents and a new code of practice
for the sector.
Online threat
The Board welcomes the proposed
changes aimed at professionalising
the sector. Our support system already
covers in-depth upfront and ongoing
training of all our franchisees and advisers.
We also have a comprehensive system
of audit and compliance to ensure
best practice.
No change in risk
The recommendations of the RoPA
report and the Levelling Up White
Paper might deter new entrants to
the sector but might also provide
opportunities for professionally run
reputable businesses.
Links to strategy:
1
2
3
4
5
The market share for online agencies
offering a low-cost solution fell to less
than 7% in 2021. The Group needs to
ensure that it can meet the demands of
a new generation of landlords, tenants,
buyers and sellers for whom a technical
platform is second nature, and for whom
a physical office presence is less critical.
The pandemic accelerated the use
of technology by both agents and the
public. The Group has adopted a new
technology platform aimed at improving
the customer journey. The Group has
also recently acquired a personal agent
network so as to extend the way in which
we deliver our services.
Decrease in risk
There was no significant consumer
shift to the online agencies during the
pandemic. The long-term viability of
online agencies is yet to be proved,
with several failures resulting in much
less willingness to continue funding
unproven models.
Links to strategy:
1
2
3
4
5
The Strategic report is contained on pages 1 to 33.
It was approved by the Board on 1 April 2022.
Annual report and accounts 2021 Belvoir Group PLC
33
Strategic report Board of Directors
An experienced Board
Belvoir has a highly experienced Board of Directors with a
commitment to driving profitability and long-term shareholder
value. The Directors of the Company who were in office during
the year up to the date of signing the financial statements were:
Michael Stoop
Non-Executive Chairman
Dorian Gonsalves
Chief Executive Officer
Louise George
Chief Financial Officer
Michelle Brook
Executive Director
Appointment
March 2018
Appointment
October 2011
Appointment
June 2014
Appointment
January 2022
Experience
Dorian has extensive
experience in the property
industry having spent seven
years with Countrywide
before joining Belvoir in 2005
as Business Development
Manager. Appointed Sales
Director a year later and
subsequently Chief Executive
Officer, Dorian also spent five
years as a director of The
Property Ombudsman. Dorian
has a deep understanding of
franchising and the strategic
vision to deliver a successful
franchise operation.
Key skills
Strategic business planning/
franchising/people
management
Experience
Louise is a Chartered
Accountant having qualified
with Ernst & Young in 1991.
She has 20 years’ board-level
experience with AIM-listed
companies overseeing a
wide range of corporate
transactions. Over the past
seven years Louise has
undertaken eight significant
acquisitions for the Group.
Louise, who is also a
Chartered Secretary, serves
as Company Secretary to
the Group.
Key skills
Financial management/
mergers and acquisitions/
investor relations
Experience
Michelle has 33 years’
experience within the
financial services sector.
Having previously worked
for Mortgage Advice Bureau,
Michelle set up her own
business in 2010, building it
to a network of 32 advisers
before selling to the Belvoir
Group in 2017. As Managing
Director of the financial
services division since 2017,
Michelle has overseen the
financial services network
increase to 243 advisers.
Key skills
Financial services/people
management
Experience
Michael has over 46 years’
experience of the franchise
property market, initially
with Winkworth as both a
franchisee and as the group
managing director. This
was followed by 22 years
as managing director of
Legal and General’s estate
agency network, Xperience,
which he was instrumental
in converting into a wholly
franchised network of 95
offices. In 2014, this was sold
to The Property Franchise
Group plc, where Michael
was group managing director
until he stood down in 2016.
Key skills
Estate agency/franchising
Committee membership
Audit Committee member
Remuneration Committee
Chairman
34
Belvoir Group PLC Annual report and accounts 2021
Corporate governance Learn more about our governance
from page 36
Learn more about our Audit
Committee from page 41
Learn more about our Remuneration
Committee from page 42
Learn more about our stakeholder
engagement from page 14
Paul George
Non-Executive Director
Mark Newton
Non-Executive Director
Jon Di-Stefano
Non-Executive Director
Appointment
June 2018
Appointment
March 2016
Appointment
April 2022
Experience
Paul has extensive
experience in audit, reporting
and governance having, until
April 2020, spent 16 years
as an executive director
at the Financial Reporting
Council (FRC), most recently
responsible for corporate
governance and reporting.
Prior to the FRC, Paul was
an executive director of MCG
PLC and an audit partner
at KPMG. Paul is also a
partner of Board Excellence,
a business providing board
advisory services, and a non-
executive director of Strip
Tinning Holdings plc.
Key skills
Corporate reporting/
corporate governance
Committee membership
Audit Committee Chairman
Remuneration Committee
member
Experience
Mark, a Chartered Surveyor,
has 46 years’ experience of
estate agency. He joined
Black Horse Agencies in
1984 and subsequently
was appointed managing
director of Legal & General
Estate Agents. In 1999 Mark
established Newton Fallowell,
which he built into a network
of 30 franchise offices before
selling to Belvoir in July 2015.
Initially joining the Board as
an Executive Director, Mark
changed role to become a
Non-Executive Director with
effect from 1 January 2022.
Key skills
Estate agency/
financial services
Committee membership
Audit Committee member
Experience
Jon has a deep
understanding of the
housebuilding and
construction sector from his
19-year tenure at AIM-listed
Telford Homes Plc. After
nine years as CFO, Jon was
appointed as CEO in 2011,
overseeing an increase in
profits from £3m in 2011 to
over £40m when the business
was sold to CBRE in 2019.
Key skills
Strategic growth/
stakeholder relations
Committee membership
Audit Committee member
Remuneration Committee
Chairman
Annual report and accounts 2021 Belvoir Group PLC
35
Corporate governance Introduction to corporate governance
Promoting a culture
of good governance
At Belvoir we recognise that high standards of
corporate governance underpin our continuing success.
The Directors confirm that:
• so far as each Director is aware, there is no relevant audit
information of which the Group and Company’s auditor
is unaware;
• the Directors have taken all the steps that they ought to
have taken as Directors in order to make themselves aware
of any relevant audit information and to establish that the
auditor is aware of that information; and
• the Directors are responsible for the maintenance and
integrity of the corporate and financial information included
on the Company’s website. Legislation in the United
Kingdom governing the preparation and dissemination
of financial statements may differ from legislation in
other jurisdictions.
High standards of corporate governance continue to be
a key priority for the Belvoir Board. We continually review
the framework within which we operate and the processes
implemented to ensure that they reflect the complexities of
our business and, whilst acknowledging our size, are also
capable of adding value as the business grows. In 2018
the Board adopted the 2018 Quoted Companies Alliance
Corporate Governance Code (the “QCA Code”) as the basis
of the Group’s governance framework.
The Board sets out the overall strategic direction for Belvoir,
regularly reviews management performance and ensures
that the Group has the right level of resources available to
support our strategic goals. The Board is satisfied that the
necessary controls and resources are in place such that these
responsibilities can be properly addressed.
Within Belvoir we promote a culture of good governance
in dealing with all key stakeholders: our franchisees, our
employees, our customers and our shareholders. This section
of the annual report describes our corporate governance
structures and processes and how they have been applied
throughout the year ended 31 December 2021.
Michael Stoop
Non-Executive Chairman
36
Belvoir Group PLC Annual report and accounts 2021
Corporate governance Statement of corporate governance
An established Board with
complementary skills
The Board has adopted the QCA Code as the basis of the
Group’s governance framework and set out below is a summary
of how, at 31 December 2021 and for the year then ended, the
Company was applying the key requirements of the Code.
The role of Company Secretary is undertaken by the Chief
Financial Officer, Louise George, who is a qualified company
secretary with the skills and capability to deliver this
function effectively.
Board of Directors
Throughout 2021 the Board comprised a Non-Executive
Chairman, three Executive Directors and one Non-Executive
Director. During the first quarter of 2022, Michelle Brook was
appointed as Financial Services Director, Jon Di-Stefano was
appointed as a Non-Executive Director, and Mark Newton
retired from his executive role to become a Non-Executive
Director. As from the date of this report, the Board comprises
a Non-Executive Chairman, three Executive Directors and three
Non-Executive Directors. Due to his substantial shareholding
and his prior role as an Executive Director, Mark Newton is not
considered to be independent. Notwithstanding their small
shareholdings, both Michael Stoop and Paul George are
considered to be independent, as is Jon Di-Stefano. At every
AGM one-third of the Directors must retire by rotation.
The Board has ten scheduled meetings a year, but meets more
frequently if required, and has full and timely access to all
relevant information to enable it to carry out its duties.
The Board reserves for itself a range of key decisions such
as strategy, acquisitions, significant contracts and internal
controls, to ensure it retains proper direction and control of the
Group, whilst delegating authority to individual Directors who
are responsible for the executive management of the business.
There is a clear division of responsibilities at the head of the
Company between the Chairman running the Board and the
Chief Executive Officer running the Group’s operations.
The role of the Chairman is to manage the Board in the best
interests of its stakeholders, to ensure that shareholders’ views
are communicated to the Board and to be responsible for
ensuring the Board’s integrity and effectiveness.
The role of the Chief Executive Officer is to manage the Group
on a day-to-day basis, to ensure that Board decisions are
implemented effectively and to develop and propose Group
strategy to the Board.
The Board considers the current Board structure appropriate
for the Company. There are processes in place enabling
Directors to take independent advice at the Company’s
expense in the furtherance of their duties and to have access
to the advice and services of the Company Secretary.
Board Committees
The Board has delegated specific responsibilities to the Audit
and Remuneration Committees. Given its relatively small size,
the Board as a whole fulfils the function of the Nominations
Committee. The Board considers that collectively the members
of each Committee have the appropriate experience and none
of them have interests which conflict with their positions on
the Committees. All Board Committees have their own terms
of reference, which are available from the Company Secretary
upon request.
Remuneration Committee
The Remuneration Committee has two scheduled meetings a
year and is responsible for determining the contractual terms,
remuneration and other benefits of the Executive Directors.
During the year the Remuneration Committee comprised Paul
George and Michael Stoop, who acted as the Chairman.
Details of the level and composition of the Directors’
remuneration are disclosed in the Directors’ remuneration
report on pages 42 and 43.
Audit Committee
The Audit Committee has three scheduled meetings a year.
During the year the Audit Committee comprised Michael
Stoop and Paul George, who acted as the Chairman and is
considered to have recent and relevant financial and legal
knowledge and experience.
Paul George reports in further detail on the work and
responsibilities of the Audit Committee on page 41.
Internal control
The Board is responsible for the Company’s system of internal
control and has delegated the review of its effectiveness to
the Audit Committee. This is reported on in detail within the
Audit Committee report on page 41.
Financial reporting
There is a comprehensive planning system, including regular
periodic forecasts which are presented to and approved by
the Board. The performance of the Group is reported monthly
and compared to the latest forecast and the prior period.
Board effectiveness
The Board continually assesses the appropriateness of
its agendas, and the information needed to support the
Board’s role in setting strategy, overseeing performance
and decision making. Building on this ongoing process and
the internally facilitated review conducted in Q1 2021, the
Board has undertaken a further survey to assess progress
against the actions agreed in the 2021 review and to
identify any emerging issues.
Results of the survey confirmed that the Board considered
that good progress had been made against all previously
agreed actions. Looking forward and in light of the
survey and discussion, the Board has agreed further
actions to ensure that it remains focused on the strategic
opportunities available, the identification and mitigation
of risk and ultimately meeting stakeholder needs.
In addition to the assessment of the effectiveness of the
Board as a whole, the Chairman discussed with each
individual Director their own performance and how they
can contribute to the continued success of the Group.
Annual report and accounts 2021 Belvoir Group PLC
37
Corporate governance Statement of corporate governance continued
2021 key shareholder engagements
January
• Pre-close trading update
RNS/CEO video interview
April
• Acquisition of Nicholas
Humphreys
RNS/CEO video interview
• Preliminary results
Online meetings/RNS/
CEO video interview
• Investor Meet Company
CEO and CFO online
presentation to
retail investors with
Q&A session
• Annual report published
Report
• Mello results round-up
CEO and CFO online
presentation to retail
investors with Q&A
session
May
• AGM trading update
RNS/CEO video interview
• AGM
Meeting under Covid-19
conditions
June
• Strengthening of alliance
with the Nottingham
Building Society
RNS/CEO video interview
• Proactive Investors
Forum
CEO and CFO online
presentation
• Exercise and sale
of management’s
share options
RNS
July
• Yellowstone investor
webinar
CEO online presentation
with CEO and CFO
Q&A session
• Pre-close trading update
RNS
September
• Interim results
Meetings/RNS/CEO
video interview
• Investor Meet Company
online presentation
CEO and CFO
presentation with
Q&A session
• Shares investor event
CEO online presentation
with CEO and CFO
Q&A session
• Exercise and sale
of management’s
share options
RNS
• Mello results round-up
CEO and CFO online
presentation to
retail investors with
Q&A session
October
• CEO interview
finnCap Ambition Nation
Listed 50 interview
with CEO
November
• CEO interview
CEO delivers Proactive
Investors investment
elevator pitch
December
• Trading update
RNS
Relations with shareholders
Keeping investors informed is an essential part of the
Company’s corporate communications strategy and is
achieved by means of an active investor relations programme.
The aim is to ensure that the Company’s business model,
strategic goals and future prospects are clearly understood
by the investment community. The Company operates a high
level of transparency with regard to its operations by providing
consistent information across all channels of communication.
The Board places a high emphasis on shareholder engagement
and, through an open and transparent dialogue with
shareholders, aims to ensure that shareholders’ objectives
and views on the Company’s performance are understood.
The Chairman makes himself available to major shareholders
on request and the CEO conducts interviews covering key
events during our corporate calendar which are published
online and made available through our corporate website.
The Group’s corporate website, www.belvoirgroup.com, aims to
provide investors with the required information to fully understand
the business, including the annual and interim reports, and to
potentially make an investment decision. The website is regularly
reviewed and updated to reflect new information.
All shareholders will receive at least 21 clear days’ notice
of the Annual General Meeting, which is normally attended
by all Directors. Shareholders are invited to ask questions
during the meeting and to meet with Directors after the
formal proceedings have ended.
In September 2021, Brendan Gulston, of the fund group
Gresham House, reported in The Telegraph that “his favourite
AIM stock was the estate agency Belvoir.”
Belvoir ended up exceeding expectations
for the year, despite its market being shut
for two months. It operates a franchise
model which makes its profits reliable
– franchises pay their fees irrespective
of what is happening in the market.”
Brendan Gulston
Gresham House
Our Company culture
Belvoir has developed from a family-owned lettings agency to the multi-
brand Group it is today based on the core principle of encouraging individual
endeavour within a supportive network. This lies at the heart of franchising.
Our ethos has always been that of encouraging and harnessing both the
entrepreneurial spirit of our franchisees and advisers and the ambition of
our employees to achieve their personal goals.
Values in action:
Collaboration
We foster an environment where franchisees and advisers are encouraged to learn from others within their network
whilst also testing out their own ideas in the knowledge that they have the wider safety net of the Group.
We nurture our staff to develop in their role, balancing individual performance with working as part of a team.
The continual growth of the Group has opened up new opportunities for our people to progress their career
in a dynamic environment where going above and beyond is both recognised and rewarded.
38
Belvoir Group PLC Annual report and accounts 2021
Corporate governance Board experience
Board composition, diversity and experience
Composition and roles
The QCA Code provides that the Board should be
balanced between Executive and Non-Executive
Directors and should have at least two independent
Non-Executive Directors.
Diversity
43+
28+
49+
Sector experience
3 Executive
3 Non-Executive
1 Non-Executive
Chairman
2 Female
5 Male
49% Property
24% Franchising
27% Finance
Main
Board
Remuneration
Committee
Audit
Committee
6
n
o
t
w
e
N
k
r
a
M
47
n
o
t
w
e
N
k
r
a
M
0
o
n
a
f
e
t
S
-
D
n
o
J
i
19
o
n
a
f
e
t
S
-
D
n
o
J
i
As of the date of this report.
Length of tenure (years)
11
l
s
e
v
a
s
n
o
G
n
a
i
r
o
D
8
e
g
r
o
e
G
e
s
u
o
L
i
4
p
o
o
t
S
l
e
a
h
c
M
i
4
e
g
r
o
e
G
u
a
P
l
0
k
o
o
r
B
e
l
l
e
h
c
M
i
Industry experience (years)
46
p
o
o
t
S
l
e
a
h
c
M
i
23
l
s
e
v
a
s
n
o
G
n
a
i
r
o
D
8
e
g
r
o
e
G
e
s
u
o
L
i
33
k
o
o
r
B
e
l
l
e
h
c
M
i
4
e
g
r
o
e
G
u
a
P
l
Attendance at meetings
Meetings attended
Total number of meetings
Michael Stoop
Dorian Gonsalves
Louise George
Mark Newton
Paul George
Meetings attended
Meetings missed
Not due to attend
Two key decisions in 2021
Acquisition of Nicholas Humphreys
This enabled the Group to extend the reach of its franchise
business model into the specialist student lettings market
providing valuable operational and business development
support to the franchisees within the Nicholas Humphreys
network and enhancing the quality of services available to
the local communities in meeting their property aspirations.
Acquisition of Nottingham Mortgage Services
This enabled the Group to strengthen its strategic alliance
with the Nottingham Building Society by providing
enhanced mortgage advice to local branch members
of The Nottingham, whilst generating longer-term growth
potential from access to online savers looking to buy
their first home.
Both acquisitions provide future incremental return
to investors.
Learn more about our acquisitions
from page 16
Annual report and accounts 2021 Belvoir Group PLC
39
Corporate governance43
+
14
+
J
72
+
J
24
+
27
+
J
Statement of corporate governance continued
Operations Board
The Operations Board comprises the Executive
Directors and the heads of each business unit.
The Operations Board meets monthly and
is responsible for executing the strategy as set
out by the Board. This is conducted through two
sub-boards: one for the property franchise division
and one for the financial services division. The CEO
and CFO attend the meetings for both divisions
to ensure the effective roll out of the strategic
integration of our property franchise and financial
services networks.
Each member of our senior team is a capable manager
with considerable sector experience averaging 28
years and length of service averaging twelve years.
The Operations Board meets
monthly and is responsible for
executing the strategy as set
out by the Board.”
Group operations structure
Belvoir Group PLC Board
Operations Board
• Phil Gee
Northwood,
Managing Director
• Dorian Gonsalves
Belvoir Group PLC,
Chief Executive Officer
• Michelle Brook
Belvoir Group PLC,
Financial Services Director
• Ian Maclean
Belvoir, Franchise Director
• Louise George
Belvoir Group PLC,
Chief Financial Officer
• Tim Wood
Brook, Financial
Services Director
• David Spackman
Newton Fallowell,
Managing Director
Property
franchise division
(comprising Belvoir, Northwood,
Newton Fallowell, Lovelle, Nicholas
Humphreys and Mr and Mrs Clarke)
Financial
services division
(comprising Brook)
Business
development support
Acquisitions, recruitment
and property
Compliance
and audit
Marketing
IT and legal
Senior team diversity and experience
As of 31 December 2021.
Gender diversity
Length of service (years)
Industry experience (years)
25+
2 Female
6 Male
4
2
0
1
–
6
1
1
5
1
–
1
1
0
2
–
6
1
5
2
–
1
2
3
2
1
1
0
1
–
1
0
2
–
1
1
0
3
–
1
2
0
4
–
1
3
1
0
5
–
1
4
40
Belvoir Group PLC Annual report and accounts 2021
Corporate governance75
+
J
Audit Committee report
Evaluating the effectiveness
of the audit process
As Audit Committee Chairman, I have great pleasure in reporting to you
how we have discharged our responsibilities during the year.
The Audit Committee’s responsibilities are to ensure the
integrity of the financial statements of the Group and the
effectiveness of the Group’s underlying internal controls on
behalf of the Board. I am a firm believer that to achieve these
responsibilities the Committee needs an open and transparent
culture, the required skills and expertise and excellent support.
We are fortunate in this regard.
The Audit Committee comprised Michael Stoop and me. We are
both independent and combine extensive industry knowledge with
a deep understanding of corporate reporting, governance and
audit. The Committee receives great support from Louise George,
our Chief Financial Officer, and Julie Wilson, our Group Financial
Controller, and input from our auditor, which attended two
meetings during the year. There is an excellent flow of information
from the Executive Team, an open dialogue on the key judgements
and respect for the challenge provided by the auditor.
Since I wrote to you last March the Audit Committee has
held three scheduled meetings. Ahead of the interim results
we met to review the interim accounts focusing on the key
judgement matters in preparing the results and in particular the
recoverability of loans to franchisees and the underlying financial
resilience of the Group. In December we met to consider the key
risks faced by the Group, the controls to mitigate those risks
and the audit plan in light of the risks and underlying controls.
We also discussed the auditor’s application of materiality, its
independence and the proposed audit fee for 2021.
In line with best practice, in March I had a one-to-one discussion
with the audit partner to discuss progress on the audit and any
emerging issues. Later in March the Audit Committee discussed
the report from the auditor on its work and the annual report and
accounts. The key issues discussed were the matters identified
by the auditor as significant risks. In addition to the presumed
risks in respect of management override and revenue recognition,
these related to the recoverability of franchise loans, the carrying
value of intangibles, accounting for share options, the unearned
indemnity commission provision and going concern. Through
discussion, the Committee satisfied itself on the approach to
the key judgements and as a result recommended to the Board
the approval of the annual report and accounts. So far as the
Committee is aware there were no matters of disagreement
between the auditor and management.
During the year BDO provided non-audit services to the
Group, including tax advice. The fees paid for these services
are outlined in note 3. The use of BDO for non-audit work has
been carefully evaluated by the Audit Committee and was not
considered to have impaired its independence and objectivity.
The Audit Committee is also responsible for reviewing the
Company’s system of internal control, including financial,
operational and compliance controls and risk management,
and for considering its effectiveness on behalf of the Board.
The procedures in place are designed to meet the particular
needs of the Company in managing the risks to which it is
exposed. As part of its audit work the auditor reported to
the Committee on its assessment of the control environment
and that it had not identified any significant deficiencies.
The Board receives regular reports from the Group’s audit and
compliance team on its programme of visits and testing of
controls operated by franchisees. In addition, the Committee
considered the extent to which monthly management
reporting was consistent with the audited financial statements
and received confirmation from the Chief Financial Officer and
Group Financial Controller that there had been no material
breaches in the internal control framework during the year.
As a result, the Committee is satisfied with the effectiveness
of the Group’s system of internal controls but, by their very
nature, these procedures can provide reasonable, but not
absolute, assurance against material misstatement or loss.
The Committee has again reviewed the need for an internal
audit function. The Committee has decided that, given
the nature of the Company’s business and assets and the
overall size of the Company, the systems and procedures
currently employed provide sufficient assurance that a sound
system of internal control, which safeguards shareholders’
investment and the Company’s assets, is in place. A traditional
internal audit function is therefore considered unnecessary,
particularly given the work of the audit and compliance team,
which carries out legal compliance checks and risk-based
audits on all franchisees at least once a year.
Finally, I would like to thank Michael and all attendees of the
meetings during the year for the open and constructive way
in which we met our responsibilities.
Paul George
Non-Executive Director
1 April 2022
Paul George
Non-Executive Director
41
Corporate governance Directors’ remuneration report
Setting the overall policy
on remuneration
The Directors present the Directors’ remuneration report for the year ended
31 December 2021.
The Remuneration Committee sets the overall policy on
remuneration and other terms of employment of Directors.
The Remuneration Committee aims to ensure that the
remuneration packages offered are competitive and designed
to attract, retain and motivate Directors of the right calibre.
When assessing the pay and benefits of the Directors, the
Remuneration Committee takes account of remuneration
and benefits information in the marketplace and the pay
and employment conditions elsewhere in the Group.
In June 2021 the Remuneration Committee awarded a tranche
of share options under the LTIP scheme that incorporated new
longer-term objectives designed to ensure that the Executive
Directors and Senior Management Team continue to be
incentivised to maximise profitability and shareholder return.
Remuneration for Non-Executive Directors consists of fees
for their services in connection with Board and Committee
meetings. These fees are to be determined by the Committee
without the involvement of the Non-Executive Director
concerned. Non-Executive Directors do not participate
in any Group pension or share option schemes.
All Directors are subject to retirement by rotation.
Basic salary or fees
Basic salary or fees for each Director are reviewed annually
by the Remuneration Committee, taking into account
the performance of the individual and information from
independent sources on the rates of salary for similar posts.
Annual bonus
The Company operates a bonus scheme to incentivise
Executive Directors to meet the financial and strategic
objectives of the Group. During the financial year ended
31 December 2021, a total bonus of £253,000 (2020: £290,000)
was awarded to the Directors.
Pension
During the year pension contributions of £42,000
(2020: £42,000) were paid to Executive Directors.
Taxable benefits
The Directors’ taxable benefits are tabled opposite.
Service contracts
The Executive Directors of the Company do not have
a notice period in excess of twelve months under the
terms of their service contracts. Their service contracts
contain no provisions for predetermined compensation on
termination which exceed one year’s salary and benefits in
kind. Non-Executive Directors do not have service contracts
with the Company but have letters of appointment.
Board members
Dorian Gonsalves
Louise George
Michelle Brook
Michael Stoop
Paul George
Mark Newton
Jon Di-Stefano
Notice period
Twelve months’ notice
Twelve months’ notice
Six months’ notice
Six months’ notice
Three months’ notice
Three months’ notice
Three months’ notice
Company policy on external appointments
The Company recognises that its Directors are likely to be
invited to become non-executive directors of other companies
and that exposure to such non-executive duties can broaden
their experience and knowledge, which will benefit the Group.
Executive and Non-Executive Directors are, therefore, subject
to the approval of the Company’s Board, allowed to accept
non-executive appointments, as long as these are not with
competing companies and are not likely to lead to conflicts
of interest. Executive and Non-Executive Directors are allowed
to retain the fees paid.
Share options
The Remuneration Committee is responsible for awarding
options over ordinary shares to Executive Directors and certain
senior managers under the Enterprise Management Incentive
(EMI) Scheme and Company Share Option Plan (CSOP) and
the Belvoir Performance Share Plan, a long-term incentive plan
(LTIP). These schemes are intended to offer long-term incentives
to Directors and senior management. The Remuneration
Committee believes that the potential for share ownership and
participation in the growing value of the Company increases
the commitment and loyalty of Directors and staff.
42
Michael Stoop
Non-Executive Chairman
Corporate governance
The share options exercised by the Directors during the year are tabled below:
Dorian Gonsalves
Louise George
Mark Newton
Dorian Gonsalves
Louise George
Date exercised
Option plan
10/06/2021
10/06/2021
10/06/2021
07/09/2021
07/09/2021
EMI
LTIP
LTIP
LTIP
EMI
Options
Number
200,000
515,782
171,927
644,727
175,000
Gain
£
221,000
1,245,614
415,204
1,676,290
225,750
1,707,436
3,783,858
On 10 June 2021 Directors exercised 887,709 options, 200,000 under the EMI and 687,709 under the LTIP share option plans.
The associated gain was £1,881,817. On 7 September 2021 the Directors exercised a further 819,727 options, 175,000 under
the EMI and 644,727 under the LTIP share option plans. The associated gain was £1,902,040.
Options outstanding as at 31 December 2021 are tabled below:
Directors’ share options
Executive Directors
Dorian Gonsalves
Louise George
Michelle Brook
Share option
scheme
LTIP
LTIP
LTIP
Number
247,347
207,122
9,527
Exercise
price
Date of
grant
Vesting
period
Expiry
date
£0.01
£0.01
£0.01
30/06/2021
30/06/2021
30/06/2021
33 months
33 months
33 months
30/06/2031
30/06/2031
30/06/2031
Directors’ emoluments
The figures below represent emoluments earned by Directors during the relevant financial year and relate to the period of each
Director’s membership of the Board. Benefits incorporate all benefits assessable to tax arising from employment by the Group.
Directors’ emoluments
Executive Directors
Dorian Gonsalves
Louise George
Mark Newton
Non-Executive Directors
Michael Stoop
Paul George
Total remuneration
Salary and fees
£’000
Bonus
£’000
Pension
£’000
Benefits
£’000
Total 2021
£’000
Total 2020
£’000
202
169
106
477
51
37
88
565
121
102
301
253
—
—
—
253
20
17
5
42
—
—
—
42
1
3
9
13
—
—
—
13
344
291
150
785
51
37
88
873
354
299
175
828
51
36
87
915
1. The bonus due to Mark Newton will be paid into his pension fund.
Directors’ interests
The interests of the Directors in the shares of the Company are tabled below:
Directors’ interests
Dorian Gonsalves
Louise George
Mark Newton
Michael Stoop
Paul George
31 December 2021
31 December 2020
Shares
Options
Shares
Options
646,322
409,114
435,507
20,000
20,000
247,347
207,122
—
—
—
483,595
56,607
435,507
20,000
20,000
844,727
690,782
171,927
—
—
Michelle Brook, who was appointed to the Board on 5 January 2022, holds 476,162 shares and 9,527 share options. Jon Di-Stefano,
who was appointed to the Board on 1 April 2022, has no interest in the shares of the Company.
Resolution
A resolution to shareholders to approve the Directors’ remuneration report will be put forward at the Annual General Meeting.
By order of the Board
Michael Stoop
Non-Executive Chairman
1 April 2022
Annual report and accounts 2021 Belvoir Group PLC
43
Corporate governance
Directors’ report
Focusing on supporting our
stakeholders and delivering value
The Directors present their annual report and audited consolidated financial
statements of the Group for the financial year ended 31 December 2021.
The Directors of the Company who were in office during the
year and up to the date of signing the financial statements
are detailed on pages 34 and 35.
Capital and equity structure
Details of the ordinary shares of the Company are shown
in note 21 of these financial statements.
Dividends
The Company paid its interim dividend for the financial
year ended 31 December 2021 of 4.0p per ordinary share
on 29 October 2021.
Directors’ indemnity
The Group maintains third-party Directors’ and officers’
liability insurance which gives appropriate cover against
any legal action that may be brought against them.
The Board recommends a final dividend for the financial year
ended 31 December 2021 of 4.5p (2020: 5.1p, which included
a catch-up of 1.3p on the final 2019 dividend) per share to be
paid on 30 May 2022 to all shareholders on the register at the
close of business on 19 April 2022 subject to shareholders’
approval on 26 May 2022. The ex-dividend date will be
14 April 2022.
Future developments
The Board continues to deliver growth through the support
of the Group’s franchise property networks to promote organic
growth, expansion into new territories, the financial and
commercial support of franchisee-led assisted acquisitions
and diversification into financial services. Furthermore, the
Board is pursuing strategic growth through the acquisition
of other franchised property networks and complementary
businesses (such as financial services) operating under a
similar business model, building on the Group’s strength as
a highly regarded franchisor within the residential property
sales and lettings sector.
Employees
The Group believes in a policy of equal opportunities.
Recruitment and promotion are undertaken on the basis
of merit regardless of gender, race, age, marital status,
sexual orientation, religion, nationality, colour or disability.
If an employee becomes disabled during the course of their
employment, adjustments are made where possible to enable
such employee to carry on working despite their disability.
Financial and risk management policies
Details of the Group’s financial and risk management policies
are discussed in note 23 of these financial statements.
Directors’ Section 172 statement
The Directors’ Section 172 statement is set out on page 14.
The Board continues to deliver growth
through the support of the Group’s
franchise property networks to promote
organic growth, expansion into new
territories, the financial and commercial
support of franchisee-led assisted
acquisitions and diversification into
financial services.”
44
Louise George
Chief Financial Officer
Corporate governance Statement of Directors’ responsibilities
The Directors are responsible for preparing the annual report
and the financial statements in accordance with applicable
law and regulations.
Company law requires the Directors to prepare financial
statements for each financial year. Under that law the
Directors have prepared both the Group and the parent
company financial statements in accordance with UK-adopted
international accounting standards. 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 parent company and of the
profit or loss of the Group for that period. In preparing the
financial statements, the Directors are required to:
Each of the Directors, whose names and functions are
listed in the Governance section, confirm that, to the best
of their knowledge:
• both the Group and the parent company financial
statements, which have been prepared in accordance
with UK-adopted international accounting standards
in conformity with the requirements of the Companies
Act 2006, give a true and fair view of the assets, liabilities,
financial position and profit of the Group; and
• the Strategic report includes a fair review of the
development and performance of the business and the
position of the Group and parent company, together with
a description of the principal risks and uncertainties that
they face.
Exemption from audit by parent guarantee
Belvoir Group PLC has agreed to guarantee the liabilities of its
trading subsidiaries, thereby allowing them to take exemption
from an audit under Section 479A of the Companies Act 2006.
See note 11.
Independent auditor
BDO LLP has expressed its willingness to continue as auditor.
In accordance with Section 489 of the Companies Act 2006
a resolution to re-appoint BDO LLP will be proposed at the
forthcoming Annual General Meeting.
By order of the Board
Louise George
Chief Financial Officer
1 April 2022
• select suitable accounting policies and then apply
them consistently;
• state whether applicable UK-adopted international
accounting standards have been followed for both the
Group and the parent 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
parent company will continue in business.
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 Group and
parent company and enable them to ensure that the financial
statements comply with the Companies Act 2006.
The Directors are also responsible for safeguarding the assets
of the Group and parent 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 are the
responsibility of the Directors. The Directors’ responsibility also
extends to the ongoing integrity of the financial statements
contained therein.
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.
Annual report and accounts 2021 Belvoir Group PLC
45
Corporate governance Independent auditor’s report
To the members of Belvoir Group PLC
Opinion on the financial statements
In our opinion:
• the financial statements give a true and fair view of the state
of the Group’s and of the parent company’s affairs as at
31 December 2021 and of the Group’s profit for the year
then ended;
• the Group financial statements have been properly
prepared in accordance with UK-adopted international
accounting standards;
• the parent company financial statements have been
properly prepared in accordance with UK-adopted
international accounting standards and as applied
in accordance with the provisions of the Companies
Act 2006; and
• the financial statements have been prepared in accordance
with the requirements of the Companies Act 2006.
We have audited the financial statements of Belvoir Group
PLC and its subsidiaries for the year ended 31 December
2021 which comprise the Group statement of comprehensive
income, the Group and Company statements of financial
position, the Group and Company statements of changes
of equity, the Group and Company statements of cash
flows and the notes to the financial statements, including
a summary of significant accounting policies. The financial
reporting framework that has been applied in their preparation
is applicable law and UK-adopted international accounting
standards and, as regards the parent company financial
statements, as applied in accordance with the provisions
of the Companies Act 2006.
Basis for opinion
We conducted our audit in accordance with International
Standards on Auditing (UK) (ISAs (UK)) and applicable
law. Our responsibilities under those standards are further
described in the auditor’s responsibilities for the audit of the
financial statements section of our report. We believe that the
audit evidence we have obtained is sufficient and appropriate
to provide a basis for our opinion.
Independence
We remain independent of the Group and the parent company
in accordance with the ethical requirements that are relevant
to our audit of the financial statements in the UK, including the
FRC’s Ethical Standard as applied to listed entities, and we
have fulfilled our other ethical responsibilities in accordance
with these requirements.
Conclusions relating to going concern
In auditing the financial statements, we have concluded that
the Directors’ use of the going concern basis of accounting
in the preparation of the financial statements is appropriate.
Our evaluation of the Directors’ assessment of the Group and
the parent company’s ability to continue to adopt the going
concern basis of accounting included:
• We assessed the Group’s trading and cash flow budgets
and forecasts, which cover the period to 31 December 2023,
including forecast compliance with banking covenants, the
impact of the bullet repayment due under the current banking
facilities in March 2023 and the post-year-end acquisition.
• Our work included assessing the key assumptions by reference
to past performance, specifically considering the impact of
the continued evolution of the Covid-19 pandemic, the wider
geo-political and economic factors currently affecting the UK
and how these may impact the future trading and prospects.
• We reviewed the alternative scenarios modelled
by management, together with their reverse stress
test, to assess the impact of the sensitivities on going
concern, checking that the alternative scenarios took
into consideration all reasonably foreseeable events
and circumstances of which we were aware.
• We assessed the budgets, forecasts and sensitivities
undertaken against the level of headroom in the banking
covenants along with available cash and undrawn facilities.
• We discussed with the Directors their plans regarding the
renewal of the existing banking facilities in March 2023,
together with the feasibility of contingency plans and
mitigation available should they be unable to agree
revised/alternative facilities.
• We also reviewed the disclosures in the financial statements
to ensure they are adequate and consistent with the Board’s
assessment and reflect any relevant uncertainties inherent
in forecasting future events.
Based on the work we have performed, we have not identified
any material uncertainties relating to events or conditions that,
individually or collectively, may cast significant doubt on the
Group and the parent company’s ability to continue as a going
concern for a period of at least twelve months from when the
financial statements are authorised for issue.
Our responsibilities and the responsibilities of the Directors
with respect to going concern are described in the relevant
sections of this report.
Overview
Coverage
Key audit matters
95% (2020: 100%) of Group profit before tax
100% (2020: 100%) of Group revenue
95% (2020: 100%) of Group total assets
Recoverability of franchisee loan debtors
Carrying value of Group intangible assets, including goodwill
and parent company investments
Materiality
Group financial statements as a whole
£465,000 (2020: £346,000) based on 5% (2020: 5%) of profit before tax
2021
2020
∙
∙
∙
∙
46
Belvoir Group PLC Annual report and accounts 2021
Financial statements An overview of the scope of our audit
Our Group audit was scoped by obtaining an understanding of the Group and its environment, including the Group’s system
of internal control, and assessing the risks of material misstatement in the financial statements. We also addressed the risk
of management override of internal controls, including assessing whether there was evidence of bias by the Directors that
may have represented a risk of material misstatement.
The Group manages its operations from one single location in Grantham, UK. At the statement of financial position date,
the Group consisted of the parent company, six trading subsidiaries (all of which operate within the UK) and a number
of dormant subsidiaries.
The Group engagement team has carried out full scope audits on the parent company and five trading subsidiaries.
We focused on these entities as they were significant components relevant to the Group’s financial position and performance.
For the remaining trading subsidiary, we performed specific procedures on revenue and cash and a desktop review on the
remaining financial information.
This work, together with the additional procedures performed at the Group level, including over the Group consolidation,
provided the evidence required to form our opinion on the Group financial statements as a whole.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
statements of the current period and include the most significant assessed risks of material misstatement (whether or not due to
fraud) that we identified, including those which had the greatest effect on: the overall audit strategy, the allocation of resources
in the audit, and directing the efforts of the engagement team. These matters were addressed in the context of our audit of the
financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Key audit matter
Recoverability of
franchisee loan debtors
The Group’s accounting
policy, significant
judgements and key
sources of estimation
uncertainty are
described in note 1.
Details of the
impairment provision
are included in note 15.
How the scope of our audit addressed the key audit matter
We reviewed the supporting documentation for the Group’s
loans to franchisees and examined management’s assessment
of their recoverability.
We tested the inputs into the Group’s model, including the
estimates used to assess the probability of cash shortfalls,
and compared this with recent evidence, including recent
defaults and the actual outcomes achieved.
We tested a sample of the loans to supporting evidence to
confirm that post-year-end repayments have been received
in line with the original loan agreements, or where appropriate,
reflecting any forbearance granted.
We compared the key inputs used in the assessment of the
values that could be achieved through repossession and
sale, being multiples of revenue achieved in historical sales
of franchisees’ businesses, with recent empirical evidence.
Key observations
Based on the procedures performed we consider the
judgements and estimates made by management in
its assessment of the recoverability of franchisee loan
debtors to be appropriate.
The Group provides loans to
franchisees which are held as
a financial asset measured at
amortised cost.
Management applies an expected
credit loss model in determining
the recoverability of the franchisee
loans which requires judgement and
includes estimation uncertainty.
The Group’s model considers both
the expected performance of the
loan and the ability of the Group to
recover loans through repossession
and sale of the franchisee’s business.
The repossession and sale values
are based on the average of the
multiples paid by the Group and
franchisees acquiring portfolios
during the year under the assisted
acquisitions programme.
There is a risk that the impairment
provision against franchisee loans
may be understated or overstated
due to the significant judgements
and estimates involved.
Annual report and accounts 2021 Belvoir Group PLC
47
Financial statements Independent auditor’s report continued
To the members of Belvoir Group PLC
An overview of the scope of our audit continued
Key audit matters continued
Key audit matter
Carrying value of
Group intangible assets,
including goodwill, and
the parent company’s
investments
The Group’s accounting
policy, significant
judgements and key
sources of estimation
uncertainty are
described in note 1.
Details of the
impairment
considerations are
included in note 10.
A significant proportion of the
Group’s net assets are goodwill
and intangible assets.
Goodwill is tested for impairment, at
least annually, with other intangible
assets tested where indicators of
impairment are identified. Testing
is undertaken through comparing
the recoverable amount of the cash
generating unit (CGU) to which the
goodwill and other intangible assets
are allocated, based on a value in
use calculation, to its carrying value.
Furthermore, the cost of investments
in subsidiaries at the parent company
level is tested for impairment where
an indicator of impairment arises.
Management’s review found no
evidence of impairment in any of
the CGUs tested, nor in relation to
the parent company’s investments in
subsidiaries.
The risk that Group’s intangible
assets including goodwill and the
parent company’s investments are
impaired is considered significant
due to the level of judgement
involved in the impairment review
and the opportunity for management
bias within the impairment model
assumptions.
How the scope of our audit addressed the key audit matter
We reviewed the financial performance of the CGUs to which
the Group’s intangible assets relate, considering any relevant
external information, to assess whether there were indicators
of impairment in the associated fixed assets at the Group level
and the investments in subsidiaries at the parent company level.
We also tested the impairment models prepared by
management and challenged the judgements adopted and
estimates applied in the calculation of the value in use for each
CGU including:
• the identification of CGUs and allocation of assets and
cash flows to check compliance with the requirements
of the applicable accounting standard;
• the integrity of the value in use models and appropriateness
of the discount rate used, using our internal valuation experts,
and the assumptions of forecast future trading and cash
generation. This included challenging the robustness of the
key assumptions, such as the growth rate.
• This was done by comparing the forecasts to recent financial
performance, budgets approved by the Board and external
market data and checking consistency with the going
concern forecasts.
We used external market data to independently verify the
discount rate and also performed our own sensitivity analysis
over the key valuation inputs.
Key observations
Based on the procedures performed, we found the
judgements made by management in its impairment
review to be appropriate.
Our application of materiality
We apply the concept of materiality both in planning
and performing our audit, and in evaluating the effect of
misstatements. We consider materiality to be the magnitude
by which misstatements, including omissions, could influence
the economic decisions of reasonable users that are taken on
the basis of the financial statements.
In order to reduce to an appropriately low level the probability
that any misstatements exceed materiality, we use a lower
materiality level, performance materiality, to determine
the extent of testing needed. Importantly, misstatements
below these levels will not necessarily be evaluated as
immaterial as we also take account of the nature of identified
misstatements, and the particular circumstances of their
occurrence, when evaluating their effect on the financial
statements as a whole.
Based on our professional judgement, we determined
materiality for the financial statements as a whole and
performance materiality as follows:
48
Belvoir Group PLC Annual report and accounts 2021
Financial statements Our application of materiality continued
Materiality
Basis for determining
materiality
Rationale for the
benchmark applied
Group financial statements
Parent company financial statements
2021
£
465,000
2020
£
346,000
2021
£
441,000
2020
£
329,000
5% of profit before tax
95% of Group materiality
Profit before tax is considered an appropriate
benchmark as it is the key performance measure
used by stakeholders to assess the
Group’s performance.
Capped at 95% of Group materiality given the
assessment of the components’ aggregation risk.
Performance materiality
348,000
260,000
330,000
247,000
Basis for determining
performance materiality
Performance materiality for the Group and parent company has been based upon 75% (2020: 75%)
of materiality. We have maintained the same level of performance materiality in 2021 as there have
been no significant changes in the Group’s operations, and there is a low expectation of known and
likely misstatements and no history of internal control deficiencies.
Component materiality
We set materiality for each component of the Group based on a percentage of between 34% and 95% of Group materiality
dependent on the size and our assessment of the risk of material misstatement in that component. In the audit of each
component, we applied performance materiality levels of 75% of the component materiality to our testing to ensure that the risk
of errors exceeding component materiality was appropriately mitigated.
Reporting threshold
We agreed with the Audit Committee that we would report to it all individual audit differences in excess of £23,000 (2020: £17,000).
We also agreed to report differences below this threshold that, in our view, warranted reporting on qualitative grounds.
Other information
The Directors are responsible for the other information. The other information comprises the information included in the annual
report and accounts, other than the financial statements and our auditor’s report thereon. Our opinion on the financial
statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not
express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider
whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course
of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material
misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements
themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information,
we are required to report that fact.
We have nothing to report in this regard.
Other Companies Act 2006 reporting
Based on the responsibilities described below and our work performed during the course of the audit, we are required by the
Companies Act 2006 and ISAs (UK) to report on certain opinions and matters as described below.
Strategic report
and Directors’
report
Matters on which
we are required to
report by exception
In our opinion, based on the work undertaken in the course of the audit:
• the information given in the Strategic report and the Directors’ report for the financial year for which
the financial statements are prepared is consistent with the financial statements; and
• the Strategic report and the Directors’ report have been prepared in accordance with applicable
legal requirements.
In light of the knowledge and understanding of the Group and parent company and their environment
obtained in the course of the audit, we have not identified material misstatements in the Strategic report
or the Directors’ report.
We have nothing to report in respect of the following matters in relation to which the Companies Act 2006
requires us to report to you if, in our opinion:
• adequate accounting records have not been kept by the parent company, or returns adequate
for our audit have not been received from branches not visited by us; or
• the parent company financial statements are not in agreement with the accounting records
and returns; or
• certain disclosures of Directors’ remuneration specified by law are not made; or
• we have not received all the information and explanations we require for our audit.
Annual report and accounts 2021 Belvoir Group PLC
49
Financial statements Independent auditor’s report continued
To the members of Belvoir Group PLC
Responsibilities of Directors
As explained more fully in the Statement of Directors’
responsibilities, the Directors are responsible for the
preparation of the financial statements and for being satisfied
that they give a true and fair view, and for such internal
control as the Directors determine is necessary to enable the
preparation of financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the financial statements, the Directors are
responsible for assessing the Group’s and the parent
company’s ability to continue as a going concern, disclosing,
as applicable, matters related to going concern and using the
going concern basis of accounting unless the Directors either
intend to liquidate the Group or the parent company or to
cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the
financial statements
Our objectives are to obtain reasonable assurance about
whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to
issue an auditor’s report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee
that an audit conducted in accordance with ISAs (UK)
will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered
material if, individually or in the aggregate, they could
reasonably be expected to influence the economic decisions
of users taken on the basis of these financial statements.
Extent to which the audit was capable of detecting
irregularities, including fraud
Irregularities, including fraud, are instances of non-compliance
with laws and regulations. We design procedures in line
with our responsibilities, outlined above, to detect material
misstatements in respect of irregularities, including fraud.
The extent to which our procedures are capable of detecting
irregularities, including fraud, is detailed below:
• enquiring of management and the Audit Committee, including
obtaining and reviewing supporting documentation,
concerning the Group’s policies and procedures relating to:
– identifying, evaluating and complying with laws and
regulations and whether they were aware of any instances
of non-compliance;
– detecting and responding to the risks of fraud and
whether they had knowledge of any actual, suspected
or alleged fraud; and
– the internal controls established to mitigate risks related
to fraud or non-compliance with laws and regulations;
• obtaining an understanding of the legal and regulatory
frameworks applicable to the Group based on our
understanding of the Group, sector experience and discussions
with management. The most significant laws and regulations for
the Group are UK-adopted international accounting standards,
the Companies Act 2006, corporate taxes and VAT legislation,
employment taxes, health and safety, the Bribery Act 2010,
the Housing Act and related legislation impacting the conduct
of business with landlords and tenants; and
• discussing amongst the engagement team to assess how
and where fraud might occur in the financial statements and
any potential indicators of fraud. As part of this discussion,
we identified potential for fraud in the following areas:
– management override of controls; and
– revenue recognition, specifically the manipulation
of revenue using fraudulent journals.
50
Belvoir Group PLC Annual report and accounts 2021
Our procedures in response to the above included:
• enquiries of management and those charged with
governance, and reviewing correspondence with the
relevant authorities to identify any irregularities, including
fraud or instances of non-compliance with laws and
regulations. We corroborated our enquiries through our
review of Board meeting minutes;
• testing the appropriateness of accounting journals,
including those relating to the consolidation process and
other adjustments made in the preparation of the financial
statements. We used data assurance techniques to identify
and analyse the complete population of all journals in the
year to identify any which we considered were indicative of
management override. We also tested the manual journals
posted for the recognition of the revenue. Testing over
these journals was performed by agreeing to the relevant
supporting documentation;
• reviewing the Group’s accounting policies for non-compliance
with the relevant accounting framework and testing
disclosures to supporting documentation. Our work also
included considering significant accounting estimates for
evidence of misstatement or possible bias and testing any
significant transactions that appeared to be outside the
normal course of business; and
• assessing the appropriateness of the revenue recognition
policies against the requirements of the applicable
accounting standards and testing the application of the
policies for a sample of transactions.
We also communicated relevant identified laws and regulations
and potential fraud risks to all engagement team members, and
remained alert to any indications of fraud or non-compliance
with laws and regulations throughout the audit.
Our audit procedures were designed to respond to risks of
material misstatement in the financial statements, recognising
that the risk of not detecting a material misstatement due to
fraud is higher than the risk of not detecting one resulting from
error, as fraud may involve deliberate concealment by, for
example, forgery or misrepresentations or through collusion.
There are inherent limitations in the audit procedures performed
and the further removed non-compliance with laws and
regulations is from the events and transactions reflected in the
financial statements, the less likely we are to become aware of it.
A further description of our responsibilities is available
on the Financial Reporting Council’s website at:
www.frc.org.uk/auditorsresponsibilities. This description
forms part of our auditor’s report.
Use of our report
This report is made solely to the parent company’s members, as a
body, in accordance with Chapter 3 of Part 16 of the Companies
Act 2006. Our audit work has been undertaken so that we might
state to the parent company’s members those matters we
are required to state to them in an auditor’s report and for no
other purpose. To the fullest extent permitted by law, we do not
accept or assume responsibility to anyone other than the parent
company and the parent company’s members as a body, for our
audit work, for this report, or for the opinions we have formed.
Andrew Mair (Senior Statutory Auditor)
For and on behalf of BDO LLP, Statutory Auditor
Birmingham UK
1 April 2022
BDO LLP is a limited liability partnership registered in
England and Wales (with registered number OC305127).
Financial statements Group statement of comprehensive income
For the financial year ended 31 December 2021
Revenue
Cost of sales
Gross profit
Administrative expenses
Operating profit
Finance costs
Finance income
Other income
Profit before taxation
Taxation
Profit and total comprehensive income for the financial year
Profit for the year attributable to the equity holders of the parent company
Earnings per share attributable to equity holders of the parent company
Basic
Diluted
The accompanying notes form an integral part of these consolidated financial statements.
Notes
2
3
3
5
5
6
7
9
9
2021
£’000
29,647
(10,602)
19,045
(9,705)
9,340
(211)
167
—
9,296
(1,912)
7,384
7,384
20.4p
20.3p
2020
£’000
21,692
(6,896)
14,796
(8,169)
6,627
(261)
181
123
6,670
(1,353)
5,317
5,317
15.1p
14.6p
Annual report and accounts 2021 Belvoir Group PLC
51
Financial statements
Statements of financial position
As at 31 December 2021
Group
2021
£’000
Notes
Company
2020
£’000
2021
£’000
2020
£’000
Assets
Non-current assets
Intangible assets
Investments
Property, plant and equipment
Right-of-use assets
Trade and other receivables
Current assets
Trade and other receivables
Assets held for sale
Cash and cash equivalents
Total assets
Liabilities
Non-current liabilities
Lease liabilities
Interest-bearing loans and borrowings
Deferred tax liability
Current liabilities
Trade and other payables
Lease liabilities
Interest-bearing loans and borrowings
Corporation tax liability
Total liabilities
Total net assets
Equity
Shareholders’ equity
Share capital
Share premium
Share-based payments reserve
Revaluation reserve
Merger reserve
Retained earnings
Total equity
10
11
13
14
15
15
16
17
14
19
24
18
14
19
21
21
32,878
44,677
40,391
34,761
29,942
—
501
699
1,788
37,749
5,605
—
7,413
13,018
50,767
522
7,867
2,872
11,261
—
511
455
1,970
5,063
591
5,934
11,588
44,466
289
8,728
1,446
10,463
4,526
3,849
191
861
281
5,859
17,120
33,647
373
13,159
238
162
(5,774)
25,489
33,647
175
861
821
5,706
16,169
28,297
351
12,150
968
162
(5,774)
20,440
28,297
—
44,656
21
—
—
—
40,354
37
—
—
6,830
—
5,144
11,974
56,651
—
7,867
5
7,872
565
—
861
—
1,426
9,298
47,353
373
13,159
238
(50)
8,101
25,532
47,353
6,839
—
4,411
11,250
51,641
—
8,728
5
8,733
78
—
861
—
939
9,672
41,969
351
12,150
968
(50)
8,101
20,449
41,969
The Company made a profit after tax in the year of £7,418,000 (2020: £5,904,000).
The financial statements on pages 51 to 77 were approved and authorised for issue by the Board on 1 April 2022 and signed
on its behalf by:
Louise George
Chief Financial Officer
Registered number 07848163
The accompanying notes form an integral part of these consolidated financial statements.
52
Belvoir Group PLC Annual report and accounts 2021
Financial statements
Statements of changes in equity
For the financial year ended 31 December 2021
Group
Balance at 1 January 2020
Changes in equity
Issue of equity share capital
Share-based payments
Dividends
Transactions with owners
Profit and total
comprehensive income
for the financial year
Balance at
31 December 2020
Issue of equity share capital
Share-based payments
Transfer upon exercise or
cancellation of share options
Dividends
Transactions with owners
Profit and total
comprehensive income
for the financial year
Balance at
31 December 2021
Company
Balance at 1 January 2020
Changes in equity
Issue of equity share capital
Share-based payments
Dividends
Transactions with owners
Profit and total
comprehensive income
for the financial year
Balance at
31 December 2020
Issue of equity share capital
Share-based payments
Transfer upon exercise or
cancellation of share options
Dividends
Transactions with owners
Profit and total
comprehensive income
for the financial year
Balance at
31 December 2021
Share
capital
£’000
Share
premium
£’000
Share-based
payments
reserve
£’000
Notes
21
27
8
21
27
8
349
12,006
2
—
—
2
—
351
22
—
—
—
22
—
144
—
—
144
—
12,150
1,009
—
—
—
1,009
—
373
13,159
524
—
444
—
444
—
968
—
223
(953)
—
(730)
—
238
Share
capital
£’000
Share
premium
£’000
Share-based
payments
reserve
£’000
Notes
21
27
8
21
27
8
349
12,006
2
—
—
2
—
351
22
—
—
—
22
—
144
—
—
144
—
12,150
1,009
—
—
—
1,009
—
373
13,159
524
—
444
—
444
—
968
—
223
(953)
—
(730)
—
238
Revaluation
reserve
£’000
Merger
reserve
£’000
Retained
earnings
£’000
Total
equity
£’000
162
(5,774)
17,020
24,287
—
—
—
—
—
162
—
—
—
—
—
—
—
—
—
—
—
—
—
(1,897)
(1,897)
146
444
(1,897)
(1,307)
5,317
5,317
(5,774)
20,440
—
—
—
—
—
—
—
—
953
(3,288)
(2,335)
28,297
1,031
223
—
(3,288)
(2,034)
7,384
7,384
162
(5,774)
25,489
33,647
Revaluation
reserve
£’000
Merger
reserve
£’000
Retained
earnings
£’000
Total
equity
£’000
(50)
8,101
16,442
37,372
—
—
—
—
—
—
—
—
—
—
—
—
(1,897)
(1,897)
146
444
(1,897)
(1,307)
5,904
5,904
(50)
8,101
20,449
41,969
—
—
—
—
—
—
—
—
—
—
—
—
—
—
953
(3,288)
(2,335)
1,031
223
—
(3,288)
(2,034)
7,418
7,418
(50)
8,101
25,532
47,353
The accompanying notes form an integral part of these consolidated financial statements.
Annual report and accounts 2021 Belvoir Group PLC
53
Financial statements
Statements of cash flows
For the financial year ended 31 December 2021
Group
Company
Operating activities
Cash generated from/(used in) operating activities
22
Notes
2021
£’000
2020
£’000
10,338
(1,782)
8,198
(1,379)
2021
£’000
(851)
—
2020
£’000
(1,259)
—
Tax paid
Net cash flows generated from/(used in)
operating activities
Investing activities
Acquisitions net of cash acquired
Sale of assets held for sale
Deferred and contingent consideration
Capital expenditure on property, plant and equipment
Disposal of corporate offices
Franchisee loans granted
Loans repaid by franchisees
Finance income received
Sale of MAB shares
Dividends received
Net cash flows (used in)/generated from
investing activities
Financing activities
Proceeds from share issue
Loan repayments
Equity dividends paid
Lease payments
Finance costs
Net cash used in financing activities
Net change in cash and cash equivalents
Cash and cash equivalents at the beginning of the
financial year
Cash and cash equivalents at the end of the
financial year
25
16
13
5
12
22
21
8
14
8,556
6,819
(851)
(1,259)
(4,374)
(2,039)
(4,078)
591
—
(101)
—
(796)
1,015
167
—
—
176
(37)
(46)
25
(653)
758
181
271
—
—
—
—
—
—
—
—
—
9,000
—
—
—
(9)
—
—
—
2
—
7,150
(3,498)
(1,364)
4,922
7,143
1,031
(890)
(3,288)
(221)
(211)
(3,579)
1,479
146
(890)
(1,897)
(205)
(261)
(3,107)
2,348
1,031
(890)
(3,288)
—
(191)
(3,338)
733
146
(890)
(1,897)
—
(244)
(2,885)
2,999
5,934
3,586
4,411
1,412
17
7,413
5,934
5,144
4,411
The accompanying notes form an integral part of these consolidated financial statements.
54
Belvoir Group PLC Annual report and accounts 2021
Financial statements
Notes to the financial statements
For the financial year ended 31 December 2021
1 Accounting policies
General information
Belvoir Group PLC is the ultimate parent company of the Group, whose principal activity during the year under review was
that of selling, supporting and training residential property franchises. The Group also operates a network of advisers who,
through our franchise property networks, provide advice to our residential property clients.
Belvoir Group PLC, a public company limited by shares listed on AIM, is incorporated and domiciled in the United Kingdom.
Registered office
The address of the registered office and principal place of business of Belvoir Group PLC is The Old Courthouse, 60A London
Road, Grantham, Lincolnshire NG31 6HR.
Basis of preparation
The Group and Company financial statements have been prepared under the historical cost convention with the exception
of the freehold property which has been revalued and certain financial assets which are included at fair value through profit
or loss. Being listed on AIM, the Company is required to present its consolidated financial statements in accordance with
UK-adopted international accounting standards and with those parts of the Companies Act 2006 applicable to companies
reporting under International Financial Reporting Standards (IFRS).
Going concern and Covid-19
The Group continues to operate from a sound financial platform and is strongly cash generative. The bank balance as at the date of
this report is £8.3m. Whilst the Group continues to generate profit and cash, demonstrating excellent resilience despite the ongoing
impact of the pandemic, the Board has nonetheless revisited its forecasts against a range of possible downside outcomes for the
period to 31 December 2023. These include the possible impact on the economy of post-pandemic easing of restrictions; higher
energy prices; increased tax and interest rates; and geo-political uncertainty both home and abroad on trading.
Sensitivities have been applied to the base case model to reflect minimal impact on lettings income and moderately lower
levels of income from sales and mortgage activity but no reduction in headcount or other overheads and no change in terms
of business with franchisees.
Under all reasonably foreseeable circumstances, the Board has concluded that the Group has adequate resources to continue
in operational existence and to meet its financial obligations as they fall due, whilst operating within its bank covenants, in the
period to 28 March 2023.
The final bank loan repayment of £7,868,000 is due on 28 March 2023. The base case forecasts indicate the cash to repay the
loan will be available and other mitigating actions remain available to ensure cash is maximised in any reasonably foreseeable
downside scenarios. However, the Group’s growth ambitions, both organically and though acquisition, will require additional
facilities if growth is not to be constrained. Negotiations to secure a new facility are expected to commence during 2022 and
initial indications from the Group’s bankers suggest that they are supportive, both in relation to extending the existing facilities
or providing a new, larger facility.
In conclusion, the Board are satisfied that it remains appropriate to prepare these financial statements on a going concern
basis and that no material uncertainties exist.
Standards adopted for the first time
One amendment to accounting standards impacting the Group that has been adopted in the annual financial statements for
the year ended 31 December 2021 is the Interest Rate Benchmark Reform – IBOR “Phase 2” (Amendments to IFRS 9, IAS 39, IFRS
7, IFRS 4 and IFRS 16). This amendment is mandatorily effective for reporting periods beginning on or after 1 January 2021. The
amendments provide relief to the Group in respect of certain loans (note 28) whose contractual terms are affected by interest
rate benchmark reform. See the applicable notes for further details on how the amendments affected the Group.
Standards, amendments and interpretations to existing standards that are not yet effective
There are a number of standards, amendments to standards, and interpretations which have been issued by the IASB that
are effective in future accounting periods that the Group has decided not to adopt early.
The following amendments are effective for the period beginning 1 January 2022:
• Onerous Contracts – Cost of Fulfilling a Contract (Amendments to IAS 37);
• Property, Plant and Equipment: Proceeds before Intended Use (Amendments to IAS 16);
• Annual Improvements to IFRS Standards 2018–2020 (Amendments to IFRS 1, IFRS 9, IFRS 16 and IAS 41); and
• References to the Conceptual Framework (Amendments to IFRS 3).
The following amendments are effective for the period beginning 1 January 2023:
• Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice Statement 2);
• Definition of Accounting Estimates (Amendments to IAS 8); and
• Deferred Tax Related to Assets and Liabilities arising from a Single Transaction (Amendments to IAS 12).
Annual report and accounts 2021 Belvoir Group PLC
55
Financial statements 1 Accounting policies continued
Standards, amendments and interpretations to existing standards that are not yet effective continued
In January 2020, the IASB issued amendments to IAS 1, which clarify the criteria used to determine whether liabilities are
classified as current or non-current. These amendments clarify that current or non-current classification is based on whether
an entity has a right at the end of the reporting period to defer settlement of the liability for at least twelve months after the
reporting period. The amendments also clarify that “settlement” includes the transfer of cash, goods, services, or equity
instruments unless the obligation to transfer equity instruments arises from a conversion feature classified as an equity
instrument separately from the liability component of a compound financial instrument. The amendments were originally
effective for annual reporting periods beginning on or after 1 January 2022. However, in May 2020, the effective date was
deferred to annual reporting periods beginning on or after 1 January 2023.
In response to feedback and enquiries from stakeholders, in December 2020, the IFRS Interpretations Committee (IFRIC) issued
a tentative agenda decision, analysing the applicability of the amendments to three scenarios. However, given the comments
received and concerns raised on some aspects of the amendments, in April 2021, IFRIC decided not to finalise the agenda
decision and referred the matter to the IASB. In its June 2021 meeting, the IASB tentatively decided to amend the requirements
of IAS 1 with respect to the classification of liabilities subject to conditions and disclosure of information about such conditions
and to defer the effective date of the 2020 amendment by at least one year.
The Group is currently assessing the impact of these new accounting standards and amendments. The Group will assess the
impact of the final amendments to IAS 1 on classification of its liabilities once they are issued by the IASB. The Group does not
believe that the amendments to IAS 1, in their present form, will have a significant impact on the classification of its liabilities,
as the conversion feature in its convertible debt instruments is classified as an equity instrument, and therefore, does not affect
the classification of its convertible debt as a non-current liability.
Basis of consolidation
The Group financial statements include those of the parent company and its subsidiaries, drawn up to 31 December 2021.
Subsidiaries are entities over which the Group obtains and exercises control through voting rights. Income, expenditure,
unrealised gains and intra-Group balances arising from transactions within the Group are eliminated. Unrealised losses
are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.
At the time of the IPO, the acquisition of the trading subsidiaries was achieved principally by way of share for share exchange
and the difference between the par value of the shares issued and the fair value of the cost of investment was recorded as
an addition to the merger reserve. The parent company statement of financial position shows a merger reserve of £8,101,000
and an investment of £12,450,000. On a Group basis, an accounting policy was adopted based on the pooling of interests
method. Under this method, the financial statements of the parties to the combination are aggregated and presented as
though the combining entities had always been part of the same group. The investment by Belvoir Group PLC in Belvoir Property
Management (UK) Limited was eliminated and the difference between the fair value and nominal value of the shares was
adjusted through the merger reserve in the Group statement of financial position.
Subsequent acquisitions of subsidiaries outside of common control business combinations are dealt with by the acquisition
method. The acquisition method involves recognition at fair value of all identifiable assets and liabilities, including contingent
liabilities of the subsidiary at the acquisition date, regardless of whether or not they were recorded in the financial statements
of the subsidiary prior to acquisition.
Acquisitions which include an element of deferred consideration which is contingent on events after the acquisition date
are recognised at the date of acquisition based on all information available at that date. Any subsequent changes to these
amounts are recognised through the income statement.
Goodwill is stated after separating out identifiable intangible assets. Goodwill represents the excess of fair value of
consideration transferred over the fair value of the Group’s share of the identifiable net assets of the acquired subsidiary at the
date of acquisition. Acquisition-related transaction costs are recorded as an exceptional administrative expense in the Group
statement of comprehensive income.
Goodwill is capitalised and reviewed annually for impairment. Goodwill is carried at cost less accumulated impairment losses.
Negative goodwill (where the fair value of the assets acquired exceeds the purchase price) is recognised immediately after the
acquisition in the Group statement of comprehensive income.
Revenue recognition
Revenue represents income from management service fees (MSF), fees from the sale of franchise licences (initial franchise
fees), commission on resales of franchise offices, fees generated from corporate-owned offices and commission receivable
on financial services.
MSF are invoiced to individual franchisees on a monthly basis in relation to a percentage of their turnover for any given month.
They are recognised in the month in which the income is receivable.
Initial franchise fees are recognised upon signing of the contract as it is at this point that the new franchisee has a legal obligation
to make good the terms of the contract. The initial fees are for branding, training, support and promotion during the opening
phase of the new office. As such the Group regards this as a separate initial transaction for which it has fulfilled its obligations.
Corporate-owned offices are those that are operated directly by the Group and not by franchisees. These corporate offices
invoice landlords on a monthly basis and so recognise the income during the period in which the work is carried out. Corporate
revenue also arises from fees on property sales which are recognised by reference to the legal exchange date of the housing
transaction as all obligations have been fulfilled at that point.
56
Belvoir Group PLC Annual report and accounts 2021
Notes to the financial statements continuedFor the financial year ended 31 December 2021Financial statements 1 Accounting policies continued
Revenue recognition continued
Commission from financial services is recognised on amounts receivable on a weekly basis from the Mortgage Advice Bureau
on policies written by Brook Financial Services Ltd. There is a clawback of the commission on the cancellation of the life policy
within four years of taking out the policy. The commission income is therefore considered to represent variable consideration
and the transaction price of commission income is determined by using the expected value method, such that revenue is
recognised only to the extent that it is highly probable that there will not be a significant reversal of revenue recognised in future
periods. The sum of the range of probabilities of clawback in different scenarios based on historical trends is used to calculate
the extent to which the variable consideration is reduced and a refund liability is recognised in current liabilities.
Cost of sales
Costs attributable to cost of sales comprise amounts paid to advisers and introducer commission paid to companies in relation
to financial services.
Dividend
Dividend income is recognised in the Company from its subsidiary companies when the right to receive payment is established.
Final dividends to the Company’s shareholders are recognised as a liability in the Group’s financial statements in the period
in which the dividends are approved by the Company’s shareholders. Interim dividends are recognised when paid.
Intangible assets
In accordance with IFRS 3 Business Combinations, an intangible asset acquired in a business combination is deemed to have
a cost to the Group of its fair value at the acquisition date. The fair value of the intangible asset reflects market expectations
about the probability that the future economic benefits embodied in the asset will flow to the Group.
Amortisation charges are included in administrative expenses in the statement of comprehensive income. Amortisation is
charged on intangibles with a finite life. Amortisation begins when the intangible asset is first available for use and is provided
at rates calculated to write off the cost of each intangible asset over its expected useful life, as follows:
Trade names/brands
Customer relationships
Master franchise agreements
–
–
–
between 10 and 20 years
15 years
25 years
Acquired trade names are identified as separate intangible assets where they can be reliably measured by valuation of future
cash flows. The trade names which have been identified separately are assessed as having a life reflecting their respective
trading histories.
Acquired customer relationships are identified as a separate intangible asset as they are separable and can be reliably
measured by valuation of future cash flows. This valuation also assesses the life of the particular relationship, which is
reassessed annually.
Acquired franchise master agreements are identified as a separate intangible asset as they are separable and can be reliably
measured by valuation of future cash flows. The life of the relationship is assessed annually. Master franchise agreements are
being written off over a remaining life of 25 years as historical analyses show that, on average, 4% of franchises will change
ownership p.a.
Subsequent to initial recognition, intangible assets are stated at deemed cost less accumulated amortisation and
impairment charges.
Property, plant and equipment
Freehold land and buildings held at the date of transition to IFRS were measured at fair value, which became their deemed
cost, and, going forward, these assets are carried at amortised cost, less accumulated depreciation and any provision for
impairment. Other property, plant and equipment is stated at historical cost, less accumulated depreciation and any provision
for impairment.
Depreciation is calculated so as to write off the cost or revaluation of an asset, less its estimated residual value, over the useful
economic life of that asset, as follows:
Freehold land
Freehold property
Fixtures and fittings
–
–
–
not depreciated
2% straight line on cost
20% to 33% straight line on cost
Material residual value estimates and expected useful lives are updated as required.
The revaluation reserve reflects a revaluation of the freehold property to market value. Revaluations are performed with
sufficient regularity such that the carrying amount does not differ materially from that which would be determined using
fair values at the reporting date.
Leases
Right-of-use assets are stated at the present value of the contractual payments due to the lessor over the lease term,
with the discount rate determined by reference to the Group’s incremental borrowing rate at commencement of the lease,
less accumulated depreciation. Depreciation is calculated so as to write off the value of an asset over the lease term.
Annual report and accounts 2021 Belvoir Group PLC
57
Financial statements
1 Accounting policies continued
Leases continued
The lease liabilities associated with right-of-use assets are measured at the present value of the contractual payments due
to the lessor over the lease term, with the discount rate determined by reference to the Group’s incremental borrowing rate at
commencement of the lease.
Low value and short-term leases have not been capitalised as right-of-use assets or recognised in the lease liability. The lease
payments are charged to administrative expenses.
Impairment testing of goodwill, other intangible assets, and property, plant and equipment
For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are largely independent cash
flows (cash generating units). Typically, this will be at an acquired network or company level other than for certain corporate
offices that have been brought back into the Group.
Goodwill is allocated to those cash generating units that are expected to benefit from synergies of the related business
combination and represent the lowest level within the Group at which the management monitors goodwill.
Cash generating units to which goodwill has been allocated are tested for impairment at least annually. All other individual
assets or cash generating units are tested whenever events or changes in circumstances indicate that the carrying amount
may not be recoverable.
An impairment loss is recognised for the amount by which the asset’s or cash generating unit’s carrying amount exceeds its
recoverable amount. The recoverable amount is the higher of fair value less costs to sell, reflecting market conditions, and the
value in use based on estimated future cash flows from each cash generating unit, discounted at a suitable rate in order to
calculate the present value of those cash flows. The data used for impairment testing procedures is directly linked to the Group’s
latest approved budgets, adjusted as necessary to exclude any future restructuring to which the Group is not yet committed.
Impairment losses for cash generating units reduce first the carrying value of any goodwill allocated to that cash generating
unit. Any remaining impairment loss is charged pro rata to the other assets in the cash generating unit. With the exception of
goodwill, all assets are subsequently reassessed for indications that an impairment loss previously recognised may no longer
exist. Impairment charges are included in operating costs in the statement of comprehensive income.
Assets held for sale
Assets are classified as held for sale as soon as they are made available for sale and completion is expected within twelve
months from the date of classification.
The assets are held at the lower of their carrying value immediately before being classified as held for sale and the fair value
less costs of disposal.
Investments
Investments in subsidiaries are stated at cost less provision for impairment.
Taxation
Current tax is the tax currently payable based on the taxable profit for the year.
Deferred income taxes are calculated using the liability method on temporary differences, at the tax rate that is substantively
enacted at the balance sheet date. Deferred tax is generally provided on the difference between the carrying amount of assets
and liabilities and their tax bases. However, deferred tax is not provided on the initial recognition of goodwill, nor on the initial
recognition of an asset or liability unless the related transaction is a business combination or affects tax or accounting profit.
Tax losses available to be carried forward as well as other income tax credits to the Group are assessed for recognition as
deferred tax assets.
Deferred tax liabilities are provided in full, with no discounting. Deferred tax assets are recognised to the extent that it is
probable that the underlying deductible temporary differences will be able to be offset against future taxable income. Current
and deferred tax assets and liabilities are calculated at tax rates that are expected to apply to their respective period of
realisation, provided they are enacted or substantively enacted at the balance sheet date. Changes in deferred tax assets or
liabilities are recognised as a component of tax expense in the statement of comprehensive income, except where they relate
to items that are charged or credited directly to equity, in which case the related deferred tax is also charged or credited directly
to equity.
Client money
The Group holds client monies on behalf of landlords in separate bank accounts that do not form part of the financial statements.
Financial assets
The classification of financial assets is based on the way a financial asset is managed and its contractual cash flow characteristics.
Financial assets are measured at amortised cost if both of the following conditions are met and the financial asset or liability
is not designated as at fair value through profit and loss (FVTPL):
• the financial asset is held with the objective of collecting or remitting contractual cash flows; and
• its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the
principal amount outstanding.
58
Belvoir Group PLC Annual report and accounts 2021
Notes to the financial statements continuedFor the financial year ended 31 December 2021Financial statements 1 Accounting policies continued
Financial assets continued
Neither the Group nor Company has any financial assets measured as fair value through other comprehensive income (FVOCI);
the treatment of financial instruments measured at FVTPL is set out below.
The amortised cost of financial assets is reduced by impairment losses as described below. Interest income, impairments
and gains or losses on derecognition are recognised through the statement of comprehensive income.
Financial assets are initially measured at fair value; trade receivables are held at their original invoiced value, as the interest
that would be recognised from discounting future cash flows over the short credit period is not considered to be material.
Impairment losses against financial assets carried at amortised cost are recognised by reference to any expected credit
losses against those assets. The simplified approach for calculating impairment of financial assets has been used for trade
receivables. Lifetime expected credit losses are calculated by considering, on a discounted basis, the cash shortfalls that would
be incurred in various default scenarios over the remaining lives of the assets and multiplying the shortfalls by the probability
of each scenario occurring. The allowance is the sum of these probability weighted outcomes. The loans to franchisees policy
below sets out the impairment rules applied to them.
Cash and cash equivalents
Cash and cash equivalents are defined as cash balances in hand and in the bank including short-term, highly liquid investments
that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.
Loans to franchisees
Impairment provisions against loans to franchisees are recognised based on an expected credit loss model. The methodology
used to determine the amount of provision is based on whether there has been a significant increase in credit risk since initial
recognition of these financial assets and is calculated by considering the cash shortfalls that would be incurred and probability
of these cash shortfalls using the Group’s model. Where a significant increase in credit risk is identified, lifetime expected
credit losses are recognised; alternatively, if there has not been a significant increase in credit risk, a twelve-month expected
credit loss is recognised. Such provisions are recorded in a separate allowance account with the loss being recognised within
operating expenses in the statement of comprehensive income. On confirmation that the franchisee loan will not be collectable,
the gross carrying value of the asset is written off against the associated provision.
Other debtors
The Group recognises amounts withheld by Mortgage Advice Bureau from weekly commission payments in respect of unearned
indemnity commission as a financial asset. This financial asset has no credit terms and management assesses that the credit
risk and probability of default are low. As such no provision for impairment is made.
On a weekly basis the estimated clawback of commission recoverable from our advisers arising on the cancellation of
life assurance policies within four years of inception is accounted for within other debtors. An assessment is made on the
recoverability of these amounts and the Board has determined the expected credit loss within twelve months to be insignificant.
Amounts owed by Group undertakings
Amounts due from Group undertakings represent dividends due from the subsidiary at the year end and interest-free loans
which are repayable on demand. In assessing the expected credit loss, the general approach has been applied. The subsidiary
has resources to repay the amount outstanding at the year end on demand and as such the probability of default is considered
to be very low and any expected credit loss is insignificant. There has been no change in credit risk since initial recognition.
Financial liabilities
Financial liabilities comprise trade payables, borrowings, lease liabilities and other short-term monetary liabilities, which
are initially recognised at fair value net of transaction costs and subsequently carried at amortised cost using the effective
interest method.
Refund liability
As there is a potential for clawback on financial services commissions, revenue is constrained such that it is recognised only
to the extent that it is highly probable that it will not reverse in future periods. The refund liability is recognised for indemnity
commission if the highly probable test for revenue recognition has not been met. The refund liability is made against new written
policies on a weekly basis to reflect the estimated clawback by Mortgage Advice Bureau (Holdings) plc. These clawbacks arise
on the cancellation of life assurance policies within four years following inception.
Share-based employee remuneration
The Group operates an Enterprise Management Incentive (EMI) scheme and a Company Share Option Plan (CSOP) and issues
equity-settled share-based payments to certain Executive Directors and employees. The Group also operates the Belvoir Group
Performance Share Plan 2017 to incentivise, retain and reward key Executive Directors and the Senior Management Team.
Equity-settled share-based payments are measured at fair value at the date of grant. The fair value so determined is expensed
on a straight-line basis over the vesting period, based on the Group’s estimate of shares that will eventually vest. The level of
vesting is reviewed annually, and the charge is adjusted to reflect actual and estimated levels of vesting.
The fair value of services received in return for share options granted is measured by reference to the fair value of share options.
The estimate of the fair value of the services received is measured based on the Black Scholes option pricing model. This model
takes into account the following variables: exercise price, share price at date of grant, expected term, expected share price
volatility, risk-free interest rate and expected dividend yield. Expected volatility is estimated by considering historical average
share price volatility.
Annual report and accounts 2021 Belvoir Group PLC
59
Financial statements 1 Accounting policies continued
Share-based employee remuneration continued
Belvoir Group PLC has the obligation to settle the share-based payment transaction and as such recognises the award to
employees of Belvoir Property Management (UK) Limited as an equity-settled transaction. Belvoir Group PLC does not have
a direct investment in Belvoir Property Management (UK) Limited. However, to reflect the substance of the transaction, Belvoir
Group PLC has recognised an investment in Belvoir Property Management (UK) Limited with a corresponding equity reserve.
This investment is tested for impairment annually.
Equity
Equity comprises the following:
• share capital represents the nominal value of equity shares;
• share premium represents the excess over nominal value of the fair value of consideration received for shares, net of expenses
of the share issue;
• share-based payments reserve represents the reserve arising from the fair value of the share options charge;
• revaluation reserve represents the accumulated net surplus on revaluation of freehold property;
• merger reserve represents the reserve arising in the Group and Company accounts following the application of merger
accounting in the treatment of the reorganisation and flotation of the Group and Company; and
• retained earnings represent retained profits and losses.
Significant judgements and key sources of estimation uncertainty
The Group makes certain estimates and assumptions regarding the future. Estimates and judgements are continually evaluated
based on historical experience and other factors, including expectations of future events that are believed to be reasonable
under the circumstances.
In the future, actual experience may differ from these estimates and assumptions. The estimates and assumptions that have
a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year
are discussed below.
Significant judgements
Acquisition accounting
On acquisition the assets and liabilities acquired are assessed to determine the separable intangibles acquired and the fair
value to be recognised on consolidation. The fair value of customer relationships, brands and Master Franchise Agreements
is recognised on each individual acquisition and requires the exercise of management judgement in each case to identify
relevant assets. The assessment is based on management’s knowledge of the sector and of the operating characteristics of the
business acquired.
Key sources of estimation uncertainty
Carrying value of intangible assets
The carrying value of intangibles is subject to impairment review. In the current year intangible assets have been tested for
impairment based on the Board approved cash forecast for the next five years which includes a sales growth rate and gross
margin estimates.
The discount rate used to derive the present value of the cash flow is based on a WACC analysis which takes into account
estimates of the risk-free rate, equity risk premium and company size premium. Further detail is given in note 10, which includes
sensitivity analysis performed on management’s estimates.
Carrying value of investments
The carrying value of investments in subsidiaries requires the exercise of management judgement in each case. This is assessed
for impairment against the discounted cash flow for each cash generating unit based on management’s estimates of growth
and discount rates. Potential impairment of carrying values or changes to estimates can result in significant variations in
the carrying value and amounts charged to the statement of comprehensive income in specific periods. Further details on
the movement on investments are presented in note 11.
Useful lives
Customer relationships, master franchise agreements and brands are amortised over their useful lives. Useful lives are based
on management’s estimates of the period that the assets will generate revenue. Changes to the useful life would increase or
decrease the level of amortisation charged to the income statement in the year.
Recoverability of franchise debtors
The recoverability of loans to franchisees is assessed by management by assessing the credit risk of each loan. A Board
approved model is used to determine if there has been a significant increase in credit risk by comparing the carrying value of the
loan to the underlying valuation of the franchisee using a revenue multiple and an assessment of current trading performance.
The multiple is determined by historical data.
60
Belvoir Group PLC Annual report and accounts 2021
Notes to the financial statements continuedFor the financial year ended 31 December 2021Financial statements 1 Accounting policies continued
Key sources of estimation uncertainty continued
Refund liability
The liability relates to the estimated value of repaying commission received upfront on life assurance policies that may lapse
in a period of up to four years following inception. The potential liability for unearned indemnity commission is assessed
by management based on an estimation of the level of policy cancellation and the associated clawback of commission.
The estimate is based on historical trends of cancellation in different scenarios and the liability is calculated as the sum
of the range of probabilities of clawback in the different scenarios.
2 Segmental information
The Executive Committee of the Board, as the chief operating decision maker, reviews financial information for and makes
decisions about the Group’s overall business. In the year ended 31 December 2021 the Board identified two operating segments,
that of franchisor of property agents and property-related financial services.
The Directors consider gross profit as the key performance measure. The reported segments are consistent with the Group’s
internal reporting for performance measurement and resource allocation.
Management does not report on a geographical basis and no customer represents greater than 10% of total revenue in
either of the periods reported. The Directors believe there to be: three material property franchise income streams, which are
management service fees, revenue from corporate-owned offices and fees on the sale or resale of franchise territory fees; and
one material financial services income stream, which is commission receivable on financial services. These revenue streams are
split as follows:
Lettings
Property sales
Total revenue
Management service fees
Corporate-owned offices
Initial franchise fees and other
resale commissions
Other income
Property franchise division
Financial services division
Total revenue
2021
£’000
8,227
2,431
10,658
2020
£’000
7,467
1,360
8,827
2021
£’000
2,483
1,200
3,683
2020
£’000
1,589
890
2,479
2021
£’000
10,710
3,631
14,341
314
555
15,210
14,437
29,647
2020
£’000
9,056
2,250
11,306
242
449
11,997
9,695
21,692
Revenue from corporate-owned offices of £3,631,000 (2020: £2,250,000) includes £14,000 (2020: £933,000) relating to one Lovelle
corporate-owned office (2020: five Lovelle corporate-owned offices and the Northwood Glossop portfolio) that was held as an asset
for sale pending being franchised out. This comprises £14,000 (2020: £578,000) of lettings revenue and £nil (2020: £355,000)
of sales revenue.
Gross profit for the two divisions is split as follows:
Property franchise division
Financial services division
Total gross profit
Gross profit
2021
£’000
15,210
3,835
19,045
2020
£’000
11,997
2,799
14,796
Profit for the financial year
The parent company has taken advantage of Section 408 of the Companies Act 2006 and has not included its own statement
of comprehensive income in these financial statements. The profit on ordinary activities after taxation of the Company for the
year was £7,418,000 (2020: £5,904,000).
Annual report and accounts 2021 Belvoir Group PLC
61
Financial statements
3 Cost of sales and administrative expenses
Group
Cost of sales and administrative expenses (non-exceptional) by nature:
Staff costs
Depreciation of property, plant and equipment and right-of-use assets
Amortisation of intangible assets
Marketing
Auditor’s remuneration:
– Fees payable to the Company’s auditor for the audit of the Company’s annual accounts
– Tax compliance services
Other cost of sales and administrative expenses
4 Directors and employees
Group
Staff costs (including Directors)
Wages and salaries
Social security costs
Pension costs
Share-based payment charge
2021
£’000
7,361
341
626
336
79
15
11,549
20,307
2021
£’000
6,131
840
167
223
7,361
2020
£’000
6,191
318
525
298
66
12
7,655
15,065
2020
£’000
4,768
750
229
444
6,191
The average monthly number of employees during the year was as follows:
Management and administration
178
137
Key management personnel is defined as the Directors of the Group.
The Company has no employees.
Directors’ remuneration
Directors’ emoluments
Social security costs
Share-based payment charge
Other pension costs
Executive Directors
Non-Executive Directors
The highest paid Director received remuneration of £344,000 (2020: £354,000).
2021
£’000
818
107
183
42
1,150
1,052
98
1,150
2020
£’000
873
112
419
42
1,446
1,350
96
1,446
62
Belvoir Group PLC Annual report and accounts 2021
Notes to the financial statements continuedFor the financial year ended 31 December 2021Financial statements
5 Finance income and costs
Group
Finance costs
Bank interest
Interest on right-of-use assets
Finance income
Deposit account interest
Interest on franchisee loans
6 Other income
Group
Financial asset
Share options in Mortgage Advice Bureau (Holdings) plc
2021
£’000
191
20
211
2021
£’000
—
167
167
2021
£’000
—
In 2020 other income relates to the gain on the sale of shares in Mortgage Advice Bureau (Holdings) plc (MAB) sold on
7 September 2020. This is reported on further in note 12.
7 Taxation
Group
UK corporation tax at 19% (2020: 19%)
Current taxation on profits for the year
Adjustments in respect of prior years
Deferred taxation origination and reversal of temporary differences
Impact of change in tax rate
Total tax charge in the statement of comprehensive income
Factors affecting the tax charge for the year:
Profit before taxation
Profit before taxation multiplied by the standard rate of corporation tax in the UK of 19% (2020: 19%)
Tax effects of:
– Expenses not deductible for tax purposes
– Adjustment in respect of prior years
– Remeasurement of deferred tax liability
– Net difference between the deferred tax asset release and the corporation tax deduction
on exercise of share options
– Capital gains chargeable to corporation tax
Total tax charge in the statement of comprehensive income
2021
£’000
1,138
11
305
458
1,912
2021
£’000
9,296
1,766
184
11
458
(507)
—
1,912
2020
£’000
244
17
261
2020
£’000
5
176
181
2020
£’000
123
2020
£’000
1,499
(3)
(284)
141
1,353
2020
£’000
6,670
1,267
68
(3)
141
(171)
51
1,353
The March 2021 Budget commitment to increase corporation tax to 25% with effect from April 2023 was substantially enacted
in May 2021. As a result, deferred tax balances expected to reverse after April 2023 have been remeasured at 25%.
Annual report and accounts 2021 Belvoir Group PLC
63
Financial statements
8 Dividends
Group
Final dividend for 2020
5.1p per share paid 16 June 2021 (2020: £nil)
Interim dividend for 2021
4.0p per share paid 29 October 2021 (2020: 5.4p per share paid 30 October 2020)
Total dividend paid
2021
£’000
1,796
1,492
3,288
2020
£’000
—
1,897
1,897
The Directors propose a final dividend of 4.5p per share totalling £1,678,000 for 2021, payable 30 May 2022, to shareholders
on the register on 19 April 2021. As this remains conditional on shareholders’ approval, provision has not been made in these
financial statements.
9 Earnings per share
Group
Earnings per share is calculated by dividing the profit for the financial year by the weighted average number of ordinary shares
in issue during the year. Options over ordinary shares and rights of conversion are described in note 27. The calculation of diluted
earnings per share is derived from earnings per share, adjusted to allow for the issue of shares under these instruments.
Profit for the financial year
Weighted average number of ordinary shares
Basic
Diluted
Earnings per share
Basic
Diluted
10 Intangible assets
Group
Gross carrying amount
At 1 January 2020
Additions (note 25)
Disposals
At 31 December 2020
Additions (note 25)
At 31 December 2021
Amortisation and impairment
At 1 January 2020
Amortisation for the year
Disposals
At 31 December 2020
Amortisation for the year
At 31 December 2021
Net book value
At 31 December 2021
At 31 December 2020
64
Belvoir Group PLC Annual report and accounts 2021
2021
£’000
7,384
2020
£’000
5,317
Number
Number
36,142
36,434
Pence
20.4p
20.3p
Brand
£’000
Goodwill
£’000
Master franchise
agreements
£’000
Customer
relationships
£’000
551
32
—
583
211
794
108
31
—
139
41
180
614
444
19,600
589
—
20,189
2,937
23,126
—
—
—
—
—
—
23,126
20,189
9,832
763
—
10,595
373
10,968
1,519
447
—
1,966
440
2,406
8,562
8,629
1,233
39
(40)
1,232
1,924
3,156
520
47
(15)
552
145
697
35,101
36,314
Pence
15.1p
14.6p
Total
£’000
31,216
1,423
(40)
32,599
5,445
38,044
2,147
525
(15)
2,657
626
3,283
2,459
680
34,761
29,942
Notes to the financial statements continuedFor the financial year ended 31 December 2021Financial statements
10 Intangible assets continued
Group continued
On 31 March 2021 Belvoir Group PLC acquired White Kite Holdings 2021 Limited, a network of 17 franchised estate agencies
and three corporate-owned estate and lettings agencies, which trades as Nicholas Humphreys. This transaction gave rise
to additional goodwill of £2,302,000.
The fair values determined on acquisition of the customer relationships, master franchise agreement and brand arising from
the Nicholas Humphreys network are based on actual cash flows to 31 December 2021. Thereafter, projected revenue growth
was assumed to be 2% over the valuation period. The cash flows arising were adjusted for attrition rates ranging between 5%
and 25% and discounted by the Group’s weighted average cost of capital.
On 29 July 2021 Brook Financial Services Ltd, a wholly owned subsidiary, acquired Nottingham Mortgages Services Limited, the
mortgage advisory business operated by the Nottingham Building Society. Renamed Brook Mortgage Services Limited (BMS)
on completion, the mortgage business acquired operated a team of 27 advisers and administrators servicing The Nottingham’s
branch members. This transaction gave rise to additional goodwill of £537,000.
On 31 December 2021 the assets and trade of BMS were hived up into Brook Financial Services Ltd, leaving BMS dormant.
Four London-based Belvoir territories came under corporate ownership with effect from 22 October 2021 giving rise to £98,000
of goodwill.
Goodwill is deemed to have an indefinite useful life. It is currently carried at cost and tested annually for impairment by reference
to the value of the relevant cash generating units (CGUs) to their recoverable amount. The Group has defined its key CGUs as
Northwood, Newton Fallowell, Lovelle, Brook (incorporating BMS), Nicholas Humphreys and corporate-owned Belvoir offices.
Where the recoverable amount is less than the carrying value, an impairment arises. During the year, goodwill was tested for
impairment, with no impairment charge arising.
Newton Fallowell
Lovelle
Northwood
Brook (incorporating BMS)
Nicholas Humphreys
Corporate-owned Belvoir offices
Total
At
31 December
2020
£’000
At
31 December
2021
£’000
Additions
£’000
5,869
589
8,373
5,210
—
148
20,189
—
—
—
537
2,302
98
2,937
5,869
589
8,373
5,747
2,302
246
23,126
The recoverable amount of all CGUs has been determined based on a value in use calculation. These calculations use pre-tax
cash flow projections over a period of five years, using Board approved budgets for the period to 31 December 2022, followed
by an annual growth rate of 2% followed by a terminal growth rate of 2% (2020: 2%), discounted at a pre-tax discount rate of
16.6% (2020: 12%) equivalent to the Group’s weighted average cost of capital.
The Directors do not consider goodwill to be impaired. The Directors believe that no reasonable possible change in assumptions,
based on facts and circumstances in place at the year-end date, will cause the value in use to fall below the carrying value and
hence impair the goodwill.
Annual report and accounts 2021 Belvoir Group PLC
65
Financial statements
11 Investments
Investments in subsidiaries
Cost
At 1 January 2020
Additions
At 31 December 2020
Additions
At 31 December 2021
Provision for impairment
At 1 January 2020, 31 December 2020 and 31 December 2021
Net book value
At 31 December 2021
At 31 December 2020
Company
£’000
39,910
444
40,354
4,302
44,656
—
44,656
40,354
On 31 March 2021 the Company acquired 100% of the share capital of White Kite Holdings 2021 Limited for £4,078,000.
The remaining addition of £223,000 (2020: £444,000) related to the obligation to settle the share-based remuneration awarded
to employees of Belvoir Property Management (UK) Limited.
On 31 December 2021 the assets and trade of Brook Mortgage Services Ltd were transferred to Brook Financial Services Ltd,
at which point Brook Mortgage Services Limited became dormant.
As at 31 December 2021 the Company owned 100% of the ordinary share capital and voting rights of the following companies:
Subsidiary
Country of incorporation
England and Wales
England and Wales
England and Wales
England and Wales
England and Wales
Belvoir Property Management (UK) Limited5
Newton Fallowell Limited5
Northwood GB Limited5
Brook Financial Services Ltd5
Brook Mortgage Services Limited1,5
White Kite Holdings 2021 Limited5
White Kite Ltd4,5
Nicholas Humphreys Franchise Limited4
MAB (Gloucester) Limited1
Purely Mortgage Consultants Limited1
Goodchilds Estate Agents & Lettings Limited England and Wales
Claygold Property Limited2
Redwoods Estate Agents Limited2
Uplong Ltd3
Newton & Derry Limited3
England and Wales
England and Wales
England and Wales
England and Wales
England and Wales
England and Wales
England and Wales
England and Wales
England and Wales
Company
number
3141281
5372232
3570861
7311674
Principal activity
Property sales and lettings franchising
Property sales and lettings franchising
Property sales and lettings franchising
Financial services
03089887
Financial services
13208817
4545088
04582891
09668913
6521922
05249161
02649237
03416122
05816728
3695733
Holding company
Property sales and lettings franchising
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
Dormant
1. Subsidiary of Brook Financial Services Ltd.
2. Subsidiary of Belvoir Property Management (UK) Limited.
3. Subsidiary of Newton Fallowell Limited.
4. Subsidiary of White Kite Holdings 2021 Limited.
5. The Company has agreed to guarantee the liabilities of its trading subsidiaries, thereby allowing them to take exemption from an audit under Section 479A
of the Companies Act 2006.
The registered office address for all subsidiary companies is the same as for the parent company (see note 1).
The carrying value of the investments has been considered for impairment and the Directors believe that the carrying value
is supportable.
66
Belvoir Group PLC Annual report and accounts 2021
Notes to the financial statements continuedFor the financial year ended 31 December 2021Financial statements
12 Financial assets
Financial assets at fair value through profit or loss
Cost
At 1 January 2020
Disposal – share options in Mortgage Advice Bureau (Holdings) plc
At 31 December 2020 and 31 December 2021
Provision for impairment
At 1 January 2020, 31 December 2020 and 31 December 2021
Net book value
At 1 January 2020
Disposal – share options in Mortgage Advice Bureau (Holdings) plc
At 31 December 2020 and 31 December 2021
Group
£’000
159
(159)
—
—
159
(159)
—
Financial assets at fair value through profit or loss comprised 40,000 share options in Mortgage Advice Bureau (Holdings)
plc (“MAB options”) which vested in May 2020 at 1p per share and were sold on 7 September 2020 at £6.80 per share. The net
proceeds were £271,000 and the gain of £123,000 on disposal was recognised in 2020 as other income.
13 Property, plant and equipment
Cost
At 1 January 2020
Additions
At 31 December 2020
Additions
At 31 December 2021
Accumulated depreciation
At 1 January 2020
Charge for the year
At 31 December 2020
Charge for the year
At 31 December 2021
Net book value
At 31 December 2021
At 31 December 2020
Group
Freehold
land
£’000
Freehold
property
£’000
Fixtures
and fittings
£’000
150
—
150
—
150
—
—
—
—
—
150
150
235
—
235
—
235
54
5
59
5
64
171
176
1,179
46
1,225
101
1,326
917
123
1,040
106
1,146
180
185
Company
Fixtures
and fittings
£’000
81
9
90
—
90
37
16
53
16
69
21
37
Total
£’000
1,564
46
1,610
101
1,711
971
128
1,099
111
1,210
501
511
Annual report and accounts 2021 Belvoir Group PLC
67
Financial statements
14 Leases
Right-of-use assets
At 1 January 2020
Additions
Amortisation
At 31 December 2020
Additions
Disposals
Amortisation
At 31 December 2021
Lease liabilities
At 1 January 2020
Additions
Interest expense
Lease payments
At 31 December 2020
Additions
Disposals
Interest expense
Lease payments
At 31 December 2021
Maturity of lease liabilities
At 31 December 2021
At 31 December 2020
15 Trade and other receivables
Current
Trade receivables
Loans to franchisees
Other debtors
Prepayments
Accrued income
Amounts owed by Group undertakings
Non-current
Loans to franchisees
Group
Property
£’000
Motor
vehicles
£’000
Office
equipment
£’000
475
—
(110)
365
423
—
(152)
636
140
27
(81)
86
65
(14)
(77)
60
1
5
(2)
4
—
—
(1)
3
Group
Property
£’000
Motor
vehicles
£’000
Office
equipment
£’000
482
—
13
(120)
375
423
—
17
(164)
651
137
27
4
(83)
85
65
(18)
3
(75)
60
1
5
—
(2)
4
—
—
—
(2)
2
Group
Up to 6 months
£’000
6–12 months
£’000
1–5 years
£’000
Over 5 years
£’000
101
91
90
84
436
289
86
—
Total
£’000
616
32
(193)
455
488
(14)
(230)
699
Total
£’000
620
32
17
(205)
464
488
(18)
20
(241)
713
Total
£’000
713
464
Group
Company
2021
£’000
1,616
805
2,300
405
479
—
5,605
2020
£’000
1,601
1,020
1,856
202
384
—
5,063
2021
£’000
2020
£’000
—
—
—
59
—
6,771
6,830
—
—
—
44
—
6,795
6,839
1,788
1,970
—
—
68
Belvoir Group PLC Annual report and accounts 2021
Notes to the financial statements continuedFor the financial year ended 31 December 2021Financial statements
15 Trade and other receivables continued
As at 31 December 2021 trade receivables of £1,460,000 (2020: £1,438,000) were not due. The expected loss rates are based
on the Group’s historical credit losses experienced over the three-year period prior to the period end. The historical loss rates
are then adjusted for current and forward-looking information on macro-economic factors affecting the Group’s customers
and isolated items not deemed to be indicative of future credit losses. Trade receivables are collected using direct debit
and historical credit losses are immaterial. At 31 December 2021 the Group has recognised a lifetime expected credit loss
of £32,000 (2020: £36,000).
At the year end £26,000 (2020: £45,000) of the franchise loan repayments were past the due date. Loans to franchisees
are spread across varying terms. In determining the lifetime expected credit losses, the Board considers the recoverability of
indebtedness from franchisees. There have been no changes to the estimation techniques or the significant assumptions made
during the financial year. The recoverable amount is assessed by management as being the average of the multiples paid in
acquiring portfolios during the year on behalf of our franchisees under our assisted acquisitions programme. Where relevant,
forward-looking information has been incorporated into management’s assessment. The franchisee indebtedness risk profile
has been assessed as follows:
• lower risk: loans where recoverable amounts are higher than indebtedness and the probability of default is considered less
than 1%, the impact of which would not be material; and
• higher risk (significant increase in credit risk): loans where recoverable amounts are lower than indebtedness.
During the year the lifetime expected credit loss on franchisee indebtedness was increased by £119,000 (2020: £68,000).
Lower risk gross carrying value amount
Loss provision
Lower risk net carrying value amount
Higher risk gross carrying value amount
Loss provision:
At 1 January
Utilised during the year
Increase in provision during the year
At 31 December
Higher risk net carrying value amount
Total net carrying value amount
Group
2021
£’000
2,315
—
2,315
291
(252)
358
(119)
(13)
278
2020
£’000
2,511
—
2,511
731
(418)
234
(68)
(252)
479
2,593
2,990
Included within other debtors is £576,000 (2020: £461,000) due from advisers relating to commissions that are refundable to the
Group when a life policy is cancelled within 48 months of the policy being written. As these balances have no credit terms, they
can be recovered directly from subsequent new business entered into with the financial adviser.
Amounts owed by Group undertakings are due on demand and interest free. In assessing the expected credit loss, the general
approach has been applied. Based upon historical performance and forward-looking factors, the subsidiary has resources to
repay the amount outstanding at the year end; as such the probability of default is considered to be very low and any expected
credit loss is insignificant. There has been no change in credit risk since initial recognition.
Annual report and accounts 2021 Belvoir Group PLC
69
Financial statements
16 Assets held for sale
Group
At 1 January 2020
Additions
Disposals
At 31 December 2020
Disposals
At 31 December 2021
Total
£’000
—
767
(176)
591
(591)
—
The acquisition of Lovelle in January 2020 included five corporate-owned offices that have been held for resale. During 2020 the
Horncastle office was franchised to the adjacent Newton Fallowell franchisee and Hessle, Skegness and Grimsby Sales were
franchised to the respective branch managers. Total consideration was £176,000 in respect of these disposals. On 15 January
2021, the remaining Grimsby Lettings office was franchised to the branch manager for £591,000. The trading results from these
offices in 2020 were reported separately from continuing operations on the face of the Group statement of comprehensive
income. Given the insignificant amount represented by the Grimsby Lettings office trading results for the first two weeks of 2021,
these have not been reported separately.
17 Cash and cash equivalents
Cash and cash equivalents
18 Trade and other payables
Current
Trade payables
Refund liability
Other taxes and social security
Accruals
Deferred income
Other creditors
Amounts owed to Group undertakings
19 Borrowings
Current
Bank loans – term loan
Long term
Bank loans – term loan
Group
Company
2021
£’000
7,413
2020
£’000
5,934
2021
£’000
5,144
2020
£’000
4,411
Group
Company
2021
£’000
808
1,548
664
957
123
426
—
2020
£’000
632
1,293
766
924
18
216
—
4,526
3,849
2021
£’000
2020
£’000
4
—
24
74
—
7
456
565
9
—
—
68
—
—
1
78
Group
2021
£’000
Company
2020
£’000
2021
£’000
2020
£’000
861
861
861
861
7,867
8,728
8,728
9,589
7,867
8,728
8,728
9,589
All current amounts are short term and their carrying values are considered reasonable approximations of fair value.
70
Belvoir Group PLC Annual report and accounts 2021
Notes to the financial statements continuedFor the financial year ended 31 December 2021Financial statements
20 Maturity of borrowings
Group and Company
Repayable in less than six months
Repayable in seven to twelve months
Current portion of long-term borrowings
Repayable in years one to five
Total borrowings
Less: interest included
Total debt
Less: cash and cash equivalents
Net debt
2021
£’000
519
514
1,033
7,906
8,939
(211)
8,728
(7,413)
1,315
2020
£’000
528
523
1,051
8,939
9,990
(401)
9,589
(5,934)
3,655
Borrowings comprise a term loan of £8,764,000 (2020: £9,654,000) secured by a fixed and floating charge over the Group assets
which is repayable in half yearly instalments of £445,000 from June 2022 with a final payment of £7,868,000 in March 2023 and
bears interest at 1.95% over the Bank of England base rate. The arrangement fee of £144,000 is being amortised over the life of
the loan, which gave rise to a charge to the profit and loss account of £29,000 (2020: £29,000). All bank covenants were complied
with throughout the year.
21 Called up share capital
Group and Company
Allotted, issued and fully paid
Ordinary shares of 1p each
At 1 January 2020
Issue of shares during the year:
23 January 2020 – share price 75p
10 September 2020 – share price 116p
At 31 December 2020
Issue of shares during the year:
8 January 2021 – share price 98p
15 January 2021 – share price 98p
11 March 2021 – share price 98p
10 June 2021 – share price 1p
10 June 2021 – share price 132p
10 June 2021 – share price 98p
13 July 2021 – share price 132p
13 July 2021 – share price 116p
13 July 2021 – share price 98p
15 July 2021 – share price 98p
11 August 2021 – share price 98p
9 September 2021 – share price 132p
9 September 2021 – share price 116p
9 September 2021 – share price 98p
9 September 2021 – share price 1p
At 31 December 2021
2021
2020
Number
£’000
Number
£’000
37,292,113
373
35,122,005
351
Group and
Company
Number
Nominal
share capital
£’000
Share
premium
£’000
34,938,606
349
12,006
163,399
20,000
183,339
35,122,005
30,612
61,224
12,000
687,709
260,000
57,612
60,000
20,000
10,000
30,612
10,000
235,000
20,000
30,612
644,727
2,170,108
37,292,113
2
—
2
351
—
1
—
7
3
1
1
—
—
—
—
2
—
—
7
22
373
121
23
144
12,150
30
59
12
—
341
56
79
23
9
30
10
307
23
30
—
1,009
13,159
Annual report and accounts 2021 Belvoir Group PLC
71
Financial statements
22 Reconciliation of profit before taxation to cash generated from operations
Group
Profit before taxation
Depreciation and amortisation charges
Share-based payment charge
Impairment of franchisee loan book
Amortisation of debt costs
Finance costs
Interest paid on lease liabilities
Finance income
MAB share option recognition and related income
Increase in trade and other receivables
Increase in trade and other payables
Cash generated from operations
Company
Profit before taxation
Dividend received
Amortisation of debt costs
Finance income
Finance costs
Depreciation and amortisation charges
Decrease/(increase) in trade and other receivables
Increase/(decrease) in trade and other payables
Cash used in operations
2021
£’000
9,296
967
223
85
29
191
20
(167)
—
10,644
(186)
(120)
10,338
2021
£’000
7,418
(9,000)
29
—
191
16
(1,346)
9
486
(851)
2020
£’000
6,670
843
444
68
29
244
17
(181)
(112)
8,022
(569)
745
8,198
2020
£’000
5,901
(7,150)
29
(2)
244
17
(961)
(110)
(188)
(1,259)
23 Financial instruments
Capital management policy
The Group manages its capital to ensure its operations are adequately provided for as described below. The principal risks
faced by the Group are detailed on pages 32 and 33. The Group’s objective when managing capital is to safeguard its ability
to continue as a going concern and so provide increasing shareholder value. The Group is meeting this objective through a
combination of underlying organic growth and targeted growth by acquisition, which will generate regular and increasing
returns to shareholders.
The capital structure of the Group consists of cash and cash equivalents and equity attributable to the shareholders comprising
issued capital, reserves and retained earnings as disclosed in the statement of changes in equity.
Financial instruments – risk management
The Group is exposed through its operations to the following financial risks:
• interest rate risk;
• credit risk; and
• liquidity risk.
In common with all other businesses, the Group is exposed to risks that arise from its use of financial instruments. This note
describes the Group’s objectives, policies and processes for managing those risks and the methods used to measure them.
Further quantitative information in respect of these risks is presented throughout these financial statements. There have been
no substantive changes in the Group’s exposure to financial instrument risks, its objectives, policies and processes for managing
those risks or the methods used to measure them from previous periods unless otherwise stated in this note.
72
Belvoir Group PLC Annual report and accounts 2021
Notes to the financial statements continuedFor the financial year ended 31 December 2021Financial statements
23 Financial instruments continued
Principal financial instruments
The principal financial instruments used by the Group, from which financial instrument risk arises, are included in the
summary below.
Summary of financial assets and financial liabilities by category:
Financial assets
Trade receivables
Other receivables
Loans to franchisees
Cash and cash equivalents
Financial liabilities
Trade payables
Refund liability
Loans and borrowings
Other creditors
Lease liabilities
Maturity analysis of financial liabilities:
In less than one year
Trade payables
Refund liability
Loans and borrowings
Other creditors
Lease liabilities
In more than one year
Lease liabilities
Long-term borrowings
Group
Company
2021
£’000
1,616
3,989
805
7,413
2020
£’000
1,601
2,240
1,020
5,934
2021
£’000
—
6,771
—
5,144
2020
£’000
—
6,795
—
4,411
13,823
10,795
11,915
11,206
Group
Company
2021
£’000
808
1,548
8,728
426
713
2020
£’000
632
1,293
9,589
216
464
2021
£’000
4
—
2020
£’000
9
—
8,728
9,589
—
—
—
—
12,223
12,194
8,732
9,598
808
1,548
861
426
191
3,834
522
7,867
8,389
632
1,293
861
216
175
3,177
289
8,728
9,017
4
—
861
—
—
865
—
7,867
7,867
9
—
861
—
—
870
—
8,728
8,728
All of the financial assets and liabilities above are carried in the statement of financial position at amortised cost. The above
amounts reflect the contractual undiscounted cash flows, including future interest charges, which may differ from carrying
values of the liabilities at the reporting date.
General objectives, policies and processes
The Board has overall responsibility for the determination of the Group’s risk management objectives and policies and, whilst
retaining ultimate responsibility for them, it has delegated the authority for designing and operating processes that ensure
the effective implementation of the objectives and policies to the Group’s finance function. The Board receives monthly
reports through which it reviews the effectiveness of the processes put in place and the appropriateness of the objectives
and policies it sets.
The overall objective of the Board is to set policies that seek to reduce risk as far as possible without unduly affecting the
Group’s competitiveness and flexibility. Further details regarding these policies are set out below.
Interest rate risk
Interest rate risk arises from the Group’s management of interest-bearing assets and liabilities.
The Group does not use hedging products to manage interest rate risk but uses treasury products for deposits until such time
as required for acquisitions as part of the Group’s acquisition strategy.
Annual report and accounts 2021 Belvoir Group PLC
73
Financial statements
23 Financial instruments continued
Credit risk
Credit risk is the risk of financial loss to the Group if a franchisee or a counterparty to a financial instrument fails to meet
its contractual obligations. It is Group policy to assess the credit risk of new franchisees before entering contracts.
The highest risk exposure is in relation to loans to franchises and their ability to service their debt. The Directors have established
a credit policy under which each new franchisee is analysed individually for creditworthiness before a franchise is offered. The
Company’s review includes external ratings, when available, and in some cases bank references. The Group does not consider
that it has a significant concentration of credit risk.
The credit risk for liquid funds and other short-term financial assets is considered small. The substantial majority of these assets
are deposited with HSBC.
Liquidity risk
Liquidity risk arises from the Group’s management of working capital and the finance charges and principal repayments on
its debt instruments. It is the risk that the Group will encounter difficulty in meeting its financial obligations as they fall due.
In order to maintain liquidity to ensure that sufficient funds are available for ongoing operations and future developments,
the Group monitors forecast cash inflows and outflows on a monthly basis.
Fair values of financial instruments
Financial assets and liabilities are carried at amortised cost which equates to fair value. The Group’s management assessed
that the fair values of cash, trade receivables, trade payables and other current liabilities approximate their carrying amounts
largely due to the short-term maturities of these instruments.
24 Deferred taxation
Balance at 1 January
Acquisition in the year – attributable to intangible assets
Charged/(credited) to the income statement
Balance at 31 December
Deferred taxation has been provided as follows:
Attributable to intangible assets
Accelerated capital allowances
Recognition of deferred tax asset short-term timing differences
Group
Company
2021
£’000
1,446
631
795
2,872
2,862
120
(110)
2,872
2020
£’000
1,440
151
(145)
1,446
1,836
46
(436)
1,446
2021
£’000
2020
£’000
5
—
—
5
—
5
—
5
7
—
(2)
5
—
5
—
5
The March 2021 Budget commitment to increase corporation tax to 25% with effect from April 2023 was substantially enacted
in May 2021. As a result, deferred tax balances expected to reverse after April 2023 have been remeasured at 25%. There are
no temporary differences for which deferred tax balances are unrecognised.
25 Acquisitions
Belvoir Group PLC acquired White Kite Holdings 2021 Limited on 31 March 2021, for cash consideration of £4,078,000. White Kite
trades as Nicholas Humphreys, a network of 17 franchised estate agencies and three corporate-owned estate and lettings agencies.
Brook Financial Services Ltd acquired Nottingham Mortgages Services Limited, the mortgage business operated by the
Nottingham Building Society (“The Nottingham” or “NBS”) for cash consideration of £730,000. Renamed Brook Mortgage Services
on completion, the mortgage business acquired operated a team of 27 advisers and administrators servicing The Nottingham’s
branch members.
For both acquisitions, the goodwill represents the value attributable to the new businesses and the assembled and trained workforce.
Deferred tax at 25% has been provided on the value of the separable intangible assets. In respect of White Kite, initial deferred
tax liability has been recognised on the customer relationships, brand and master franchise agreement acquired which is
reduced subsequently in line with the amortisation period. Whilst the initial book value of goodwill is higher than the tax base,
no deferred liability is recognised on goodwill.
In October 2021 Belvoir Property (UK) Limited took back four London franchises which are now being managed by our Central
Office in Grantham until a new franchise owner is appointed.
74
Belvoir Group PLC Annual report and accounts 2021
Notes to the financial statements continuedFor the financial year ended 31 December 2021Financial statements
25 Acquisitions continued
The above transactions met the definition of a business combination and have been accounted for using the acquisition method
under IFRS 3. The assets and liabilities below are shown at their provisional fair values as at acquisition.
Intangible assets – customer relationships
Intangible assets – master franchise agreement
Intangible assets – trade names
Trade and receivables
Cash
Trade and other payables
Deferred tax liabilities
Identifiable net assets acquired
Goodwill on acquisition
Consideration
Consideration settled in cash
Post-acquisition financial results
Revenue
Profit and loss
Belvoir London
£’000
White Kite
£’000
NMS
£’000
161
—
—
—
—
—
(44)
117
98
215
—
1,763
373
211
535
56
(575)
(587)
1,776
2,302
4,078
4,078
—
—
—
36
378
(221)
—
193
537
730
730
Nicholas
Humphreys
£’000
2,147
579
Brook
Mortgage
Services
£’000
520
61
Total
£’000
1,924
373
211
571
434
(796)
(631)
2,086
2,937
5,023
4,808
Total
£’000
2,667
640
If the acquisitions had completed on the first day of the financial year, Group revenues would have been £31.1m and Group profit
before tax would have been £9.6m.
26 Related party disclosures
During the year the Group paid fees of £55,000 (2020: £40,000) to The Property Ombudsman Limited, a company of which
Michael Stoop is a director. The balance outstanding as at 31 December 2021 was £nil (2020: £nil).
During 2021, emoluments were paid to a person related to a Director of £950 (2020: £nil). The amount paid was commensurate
with other employees performing a similar role with a similar level of qualification and experience.
During the year the Directors received the following dividends from their shareholdings:
Dorian Gonsalves
Louise George
Mark Newton
Michael Stoop
Paul George
Total dividends
During the year the Directors exercised the following share options:
Dorian Gonsalves
Louise George
Mark Newton
Dorian Gonsalves
Louise George
Total options exercised
29 October 2021
16 June 2021
30 October 2020
2021 interim
£’000
2020 final
£’000
2020 interim
£’000
26
16
17
1
1
61
25
3
22
1
1
52
Option
plan
Date
exercised
EMI
LTIP
LTIP
LTIP
EMI
10/06/2021
10/06/2021
10/06/2021
07/09/2021
07/09/2021
26
3
24
1
1
55
Options
Number
200,000
515,782
171,927
644,727
175,000
1,707,436
Annual report and accounts 2021 Belvoir Group PLC
75
Financial statements
26 Related party disclosures continued
During the year Belvoir Group PLC received a dividend of £9.0m (2020: £7.2m) from its subsidiary companies.
At the year end the Company was owed/(owing) the following amounts by/(to) subsidiary companies, all of which are payable
on demand:
Belvoir Property Management (UK) Limited
Newton Fallowell Limited
Northwood GB Limited
Brook Financial Services Ltd
Goodchilds Estate Agents & Lettings Limited
White Kite Ltd
2021
£’000
5
1,370
20
5,376
(1)
(456)
2020
£’000
484
1,444
348
4,518
(1)
—
27 Share-based employee remuneration
The following share options issued were outstanding as at 31 December 2021:
Share option scheme
Date of issue
Quantity
Long-term incentive plan
Company Share Option Plan
30/06/2021
28/01/2020
532,142
253,365
785,507
The movement in the number of share options was as follows:
Exercise price
£
0.01
1.48
Vesting period
Expiry date
2 years and 9 months
30/06/2031
3 years
27/01/2030
Share option movement
At 1 January
Options granted in the year
Recognition of dividend equivalents upon options vested
Options exercised in the year
Options lapsed in the year
At 31 December
Exercisable at the end of the year
Options have been valued using the following inputs to the Black Scholes model:
Expected volatility (based on closing prices in the year prior to issue)
Expected life
Risk-free rate
Expected dividend yield
The Group recognised the following expenses relating to equity-settled share-based transactions:
Employee benefits (note 4)
2021
Number
2020
Number
2,443,473
2,149,071
635,183
—
(2,170,108)
(123,041)
285,689
216,436
(183,399)
(24,324)
785,507
2,443,473
Nil
595,000
CSOP
40%
LTIP
30%
3 years
3 years
0.5%
4.60%
0.5%
3.75%
2021
£’000
223
2020
£’000
444
28 Contingent liabilities
Belvoir Group PLC and its subsidiaries have a cross-company guarantee, which creates a fixed and floating charge on the
assets of each company. As at 31 December 2021 the outstanding contingent liability under this agreement amounted to
£8,764,000 (2020: £9,654,000).
76
Belvoir Group PLC Annual report and accounts 2021
Notes to the financial statements continuedFor the financial year ended 31 December 2021Financial statements
29 Post-balance sheet events
Acquisition of Mr and Mrs Clarke
On 10 March 2022, Belvoir Group PLC acquired the entire share capital of Mr and Mrs Clarke Limited, which operates a national
network of ten partners and associates operating a personal estate agency model. This transaction meets the definition of
a business combination and will be accounted for using the acquisition method under IFRS 3.
The initial consideration of £0.023m was settled in cash from existing reserves post year end, and comprised substantially
intangible assets and goodwill. A further £0.177m of cash was applied to the settlement of certain liabilities at completion.
At the time that the financial statements have been authorised for issue, the initial accounting for this business combination
is incomplete. As such the full disclosure of this business combination cannot be made at this time.
Annual report and accounts 2021 Belvoir Group PLC
77
Financial statements Notice of Annual General Meeting
Belvoir Group PLC
Notice is hereby given that the Annual General Meeting of Belvoir Group PLC (the “Company”) will be held at Belvoir’s Central
Office, The Old Courthouse, 60A London Road, Grantham, Lincolnshire NG31 6HR, at 10 am on 26 May 2022 for the purpose
of considering and, if thought fit, passing the following resolutions. Resolutions 1–7 will be proposed as ordinary resolutions
and resolutions 8–10 will be proposed as special resolutions.
Ordinary resolutions
1. Report and accounts
To receive the Company’s financial statements for the financial year ended 31 December 2021, together with the Directors’
and the auditor’s reports thereon.
2. Declaration of dividend
To declare a final dividend for the financial year ended 31 December 2021 of 4.5p per ordinary share payable on 30 May 2022.
3. Re-appointment of auditor
To re-appoint BDO LLP as auditor of the Company to hold office from the conclusion of this meeting until the conclusion
of the next general meeting of the Company at which the Company’s accounts are laid.
4. Auditor’s remuneration
To authorise the Directors of the Company (the “Directors”) to determine the auditor’s remuneration.
5. Re-election of Paul George
To re-appoint Paul George, who retires by rotation and offers himself for re-election under Article 71 of the Company’s
Articles of Association, as Director.
6. Appointment of Michelle Brook
To appoint Michelle Brook, who having been appointed by the Board since the last Annual General Meeting is required under
Article 71 of the Company’s Articles of Association to be re-elected, as Director.
7. Appointment of Jon Di-Stefano
To appoint Jon Di-Stefano, who having been appointed by the Board since the last Annual General Meeting is required under
Article 71 of the Company’s Articles of Association to be re-elected, as Director.
Special resolutions
8. Directors’ authority to allot shares
That the Directors of the Company be and are hereby generally and unconditionally authorised for the purposes of Section
551 of the Companies Act 2006 (as amended) (the “Act”) to exercise all the powers of the Company to allot shares in the
Company, or to grant rights to subscribe for or to convert any security into shares in the Company (such shares and such
rights to subscribe for or to convert any security into shares in the Company being “equity securities”) being on such terms
and in such manner as they shall think fit, provided that this authority shall be limited to the allotment of equity securities up
to a maximum aggregate nominal amount of £124,307, being one-third of the nominal value of the Company’s share capital,
at any time (unless and to the extent previously renewed, revoked or varied by the Company in general meeting) during the
period from the date hereof until the conclusion of the next Annual General Meeting of the Company or 15 months after the
passing of this resolution (whichever is earlier), provided that the Directors of the Company may make an offer or enter into
an agreement which would or might require equity securities to be allotted, offered or otherwise dealt with or disposed of
after the expiry of such authority and the Directors of the Company may allot any equity securities after the expiry of such
authority in pursuance of any such offer or agreement as if this authority had not expired.
9. Directors’ powers to issue shares for cash
That the Directors of the Company be given power pursuant to Sections 570 and 573 of the Act to allot equity securities (as
defined by Section 560 of the Act) of the Company for cash pursuant to the authority conferred by resolution 8 as if Section
561 of the Act did not apply to any such allotment. This power is limited to the allotment of equity securities up to a maximum
aggregate nominal amount of £37,292 (being equal to 10% of the Company’s share capital) and otherwise to the allotment of
equity securities for cash in connection with a rights issue or other pre-emptive offer to holders of ordinary shares where the
equity securities respectively attributable to the interest of such holders are proportionate (as nearly as may be practicable)
to the respective numbers of ordinary shares held by them, but subject to such exclusions or other arrangements as the
Directors of the Company may deem necessary or expedient to deal with any fractional entitlements or any legal or practical
problems under the laws of, or the requirements of any regulatory body or any recognised stock exchange in, any territory,
in each case at any time (unless the authority conferred by resolution 8 is previously renewed, revoked or varied) until the
conclusion of the next Annual General Meeting of the Company or 15 months after the passing of this resolution (whichever
is earlier), provided that before any such expiry the Directors of the Company may make an offer or enter into an agreement
which would or might require equity securities to be allotted after the expiry of such power and the Directors of the Company
may allot equity securities after such expiry under this power in pursuance of any such offer or agreement as if this power
had not expired.
The power granted by this resolution applies in relation to any sale or shares in an allotment of equity securities by virtue
of Section 560(3) of the Act as if in the first paragraph of this resolution the words “pursuant to the authority conferred by
paragraph 6 of this resolution” were omitted.
78
Belvoir Group PLC Annual report and accounts 2021
Shareholder information
Special resolutions continued
9. Directors’ powers to issue shares for cash continued
The authority granted by this resolution shall replace all existing authorities to allot any shares in the Company and to
grant rights to subscribe for or convert any security into shares in the Company previously granted to the Directors pursuant
to Sections 551, 570 and 573 of the Companies Act 2006, save for any existing authorities in respect of options granted
to employees.
10. Authority to purchase shares (market purchases)
That the Company be and is hereby unconditionally and generally authorised for the purposes of Section 701 of the Act
to make market purchases (within the meaning of Section 693(4) of the Act) of its ordinary shares of 1p each (“Ordinary
Shares”) provided that:
(i) the maximum number of Ordinary Shares authorised to be purchased is 3,729,211;
(ii) the minimum price which may be paid for any such Ordinary Share is 1p;
(iii) the maximum price which may be paid for an Ordinary Share shall be the higher of:
a.
an amount equal to 105% of the average middle market quotations for an Ordinary Share as derived from the London
Stock Exchange Daily Official List for the five business days immediately preceding the day on which the Ordinary
Share is contracted to be purchased; and
b.
the higher of the price of the last independent trade and the highest current independent bid on the trading venue
where the purchase is carried out; and
(iv) this authority shall, unless previously renewed, revoked or varied, expire on the earlier of the date falling 15 months after
the date of the passing of this resolution and the conclusion of the next AGM, but the Company may enter into a contract
for the purchase of Ordinary Shares before the expiry of this authority which would or might be completed (wholly or
partly) after its expiry.
The Directors have no present intention to make such market purchases but consider it desirable for the proposed general
authority from shareholders to be available providing the flexibility to do so.
By order of the Board
Louise George
Company Secretary
Notes:
1. Please arrive 15 minutes prior to the start of the meeting.
2. A member entitled to attend and vote at this meeting is entitled to appoint one or more proxies to attend and vote on his or her behalf. A proxy need not be
a member of the Company.
3. Completion and return of a form of proxy does not preclude a member from attending and voting at the meeting in person should he or she wish.
4. A form of proxy is available on the Company’s website, www.belvoirgroup.com, or by request from the Company Secretary. To be valid for use at the
Annual General Meeting, the form of proxy must be completed, signed and returned in accordance with the instructions printed on it, to Belvoir Group PLC’s
registrar, Computershare Investor Services PLC, at The Pavilions, Bridgwater Road, Bristol BS99 6ZY, so as to be received as soon as possible but in any
event not later than 10 am on Tuesday 24 May 2022.
5. As permitted by Regulation 41 of the Uncertificated Securities Regulations 2001, members who hold shares in uncertificated form must be entered on the
Company’s register of members by 6 pm on 24 May 2022 in order to be entitled to attend and/or vote at the meeting in respect of the number of shares
registered in their name at such time. Changes to entries on the register of members after that time will be disregarded in determining the rights of any
person to attend and/or vote at the meeting.
6. Copies of the Directors’ service contracts will be available for inspection at the registered office of the Company during normal business hours.
Annual report and accounts 2021 Belvoir Group PLC
79
Shareholder information
Corporate information
Board of Directors
Michael Stoop
Non-Executive Chairman
Dorian Gonsalves
Chief Executive Officer
Louise George
Chief Financial Officer
Michelle Brook
Financial Services Director
Jon Di-Stefano
Non-Executive Director
Paul George
Non-Executive Director
Mark Newton
Non-Executive Director
Company Secretary
Louise George, FCA, ACIS
Registered office
The Old Courthouse
60A London Road
Grantham
Lincolnshire
NG31 6HR
Registered number
07848163
Country of incorporation
England and Wales
Website
www.belvoirgroup.com
Principal banker
HSBC UK plc
Donington Court
Pegasus Business Park
Herald Way
East Midlands
DE74 2UZ
Nominated adviser and broker
finnCap Limited
1 Bartholomew Close
London
EC1A 7BL
Registrar and transfer office
Computershare Investor Services PLC
The Pavilions
Bridgwater Road
Bristol
BS99 6ZZ
Independent auditor
BDO LLP
Chartered Accountants
and Statutory Auditor
2 Snowhill
Birmingham
B4 6GA
Lawyers
Browne Jacobson
Mowbray House
Castle Meadow Road
Nottingham
NG2 1BJ
Hamilton Pratt
Franchise House
3a Tournament Court
Tournament Fields
Warwick
CV34 6LG
Corporate calendar
Preliminary announcement of full year results:
4 April 2022
Annual General Meeting:
26 May 2022
Half year results:
On or around 5 September 2022
80
Belvoir Group PLC Annual report and accounts 2021
Shareholder information We are
Number 17
Find us on social media
@Belvoir-Group
@BelvoirFranch
@BelvoirUK
@BelvoirUK
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Belvoir Group PLC
07848163
The Old Courthouse
60A London Road
Grantham
Lincolnshire
NG31 6HR
www.belvoirgroup.com