Y
o
u
G
o
v
A
n
n
u
a
l
R
e
p
o
r
t
&
A
c
c
o
u
n
t
s
2
0
2
0
A platform
for growth
YouGov Annual Report & Accounts 2020
About YouGov
YouGov is an international research data and
analytics group.
Our data-led offering supports and improves a
wide spectrum of marketing activities of a customer-
base including media owners, brands and media
agencies. We work with some of the world’s most
recognised brands.
Our ground-breaking syndicated data solutions
include the daily brand perception tracker, YouGov
BrandIndex, and the media planning and segmentation
tool, YouGov Profiles. Our market-leading YouGov
Realtime service provides a fast and cost-effective
solution for reaching nationally representative and
specialist samples. YouGov’s Custom Research division
offers a wide range of quantitative and qualitative
research, tailored by sector specialist teams to meet
clients’ specific requirements.
As the pioneer of online market research, we have
a strong record for data accuracy and innovation.
A study by the Pew Research Center concluded that
YouGov “consistently outperforms competitors on
accuracy” as a vendor of choice. We are the market
research pioneer of Multi-level Regression with
Post-stratification (“MRP”) for accurate predictions
at a granular level.
YouGov data is regularly referenced by the press
worldwide and we are the most quoted market
research source in the UK.
With a proprietary panel of over 11 million registered
members globally and operations in the UK,
Americas, Mainland Europe, Middle East, India and
Asia Pacific, YouGov has one of the world’s largest
research networks.
For information on our products and services,
see yougov.com
For corporate and investor relations information,
see corporate.yougov.com
Strategic report
About YouGov
Summary of Financial Results
At a Glance
Understanding the YouGov Platform
Our Client Value Proposition
Chair’s Statement
Chief Executive Officer’s Review
Markets
Our Strategic Pillars
Strategy in Action
Our Strategic Priorities
Key Performance Indicators
Business Model
Operational Review
Section 172 Statement
Our Stakeholders
0
1
2
4
6
8
10
14
16
18
24
26
28
30
38
40
Environmental, Social and Governance 44
Chief Financial Officer’s Review
Principal Risks and Uncertainties
Governance report
Chair’s Introduction and Corporate
Governance Statement
Board of Directors
Corporate Governance Report
Nomination Committee Report
Audit & Risk Committee Report
Directors’ Remuneration Report
Directors’ Report
Directors’ Responsibilities Statement
Financial statements
Independent Auditors’ Report to the
Members of YouGov plc
Consolidated Income Statement
Consolidated Statement of
Comprehensive Income
Consolidated Statement of
Financial Position
Consolidated Statement of
Changes in Equity
54
60
64
66
68
73
74
77
92
95
96
102
103
104
105
Consolidated Statement of Cash Flows 106
Principal Accounting Policies of the
Consolidated Financial Statements
Notes to the Consolidated Financial
Statements
Group Five-Year Financial Summary
Parent Company Statement of
Financial Position
Parent Company Statement of
Changes in Equity
Parent Company Statement
of Cash Flows
Notes to the Parent Company
Financial Statements
Additional information
Notice of Annual General Meeting
Other Information
107
121
146
147
148
149
150
166
172
Summary of Financial Results
Revenue £m
Adjusted operating profit margin1 %
£152.4 +12%
2019: £136.53
14.3% +80bps
2019: £13.5%3
Adjusted profit before tax1 £m
Adjusted operating profit1 £m
£25.7 +25%
2019: £20.63
£21.8 +18%
2019: £18.53
Statutory profit before tax £m
Statutory operating profit £m
£15.2 -22%
2019: £19.43
£15.2 -24%
2019: £20.03
Adjusted earnings per share1 pence
Statutory basic earnings per share pence
18.1p +21%
2019: 15.0p3
9.0p -36% pts
2019: 14.1p3
Revenue per head
£142k
2019: £142k3
Staff costs as a % of revenue
50% +2% pts
2019: 48%3
Operating cash generation £m
£38.7 +1% pt
2019: £38.43
1 Defined in the explanation of non-IFRS measures on page 59.
2 Defined as growth in business excluding impact of current and prior period
acquisitions and business closures, and movement in exchange rates.
3 Prior year comparatives have been restated on the adoption of IFRS 16.
Financial and
operational highlights
― Revenue growth of 12%
(2019: 17%). Underlying business2
growth of 13%
― Adjusted operating profit1 up
by 18% to £21.8m (2019: £18.5m).
Underlying business2 growth
of 14%
― Adjusted profit before tax1 up by
25% to £25.7m (2019: £20.6m)
― Adjusted earnings per share1 up
by 21% to 18.1p (2019: 15.0p)
― Adjusted operating profit margin1
rises to 14.3% (2019: 13.5%)
― Statutory operating profit down
24% to £15.2m (2019: £20.0m)
due to separately reported items
charge of £6.6m
― Strong operating cash
generation of £38.7m enabling
us to continue investing in
the business
― Net cash balances of £35.3m
(31 July 2019: £37.9m)
― Proposed dividend increase of
25% to 5p per share (2019: 4p)
― Strong performance in the key
markets of the UK and US
― Significant and increased
investment of £7.9m
(2019: £4.8m) in building
the technology platform for
future growth
― Number of registered panellists
up 37% to over 11 million through
broadening geographic footprint
― No employees have been
furloughed during the pandemic
with no other Government
support needed
― The Group’s strategic and
financial position remains strong
and resilient and has not seen a
material impact of COVID-19 on
its financial performance to date
― Continued progress in the
development and roll-out of
YouGov Direct, a blockchain-
based audience insights
platform, with positive initial
feedback from clients
1
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 At a Glance
YouGov is an international research and data analytics group
Our mission
Our mission is to supply a continuous stream of accurate data and insight into what
the world thinks, so that companies, governments and institutions can better serve the
people and communities that sustain them.
Our vision
Our vision is for YouGov to be the world’s leading provider of marketing and
opinion data. We want YouGov data to be a valued public resource used by hundreds
of millions of people on a daily basis, enabling intelligent decision-making and
informed conversations.
Our values
We are driven by a set of shared values. We are fast, fearless and innovative. We work
diligently to get it right. We are guided by accuracy, ethics and proven methodologies.
We trust each other and bring these values into everything that we do.
Be fast
Be fearless
Get it right
Trust each other
Things are constantly
changing and as a
company we know we are
in constant competition.
We must always be fast to
adapt, and fast to deliver.
We are brave and believe
we can do anything.
We’ve proven we can.
We innovate, take savvy
risks, don’t follow the
crowd. Be yourself.
We are judged on our
ethics, our methodology,
and our accuracy – we
will do the right thing as
scientists, as technologists,
and as citizens.
We have a mission,
a strategy, and a plan
for implementation.
We work together in trust
– challenging, pushing,
improving each other to
fulfil our ambition.
Underpinned by our commitment to ESG
Public data
See page 46
People and
culture
See page 49
Governance
framework
See page 51
Risk
management
See page 60
Environment
See page 53
2
YouGov Annual Report & Accounts 2020 Our reach
YouGov has one of the world’s largest research networks
Key
YouGov proprietary panel
YouGov Partnerships Programme panels
Employees worldwide
+1,100
Offices worldwide
37
Clients worldwide
+3,300
Asia Pacific
9%
employees
8
offices
Mainland Europe
23%
employees
12
offices
Panellists worldwide
+11m
Americas
21%
employees
8
offices
UK
33%
employees
3
offices
MENA & India
14%
employees
6
offices
YouGov Global Partnerships Programme
The YouGov Global Partnerships Programme offers affiliate partner research agencies access to YouGov’s
platforms, expertise and (where required) panel, while establishing the YouGov brand and data products
in the local market. YouGov has partnerships in place with agencies in Egypt, Greece, Japan, Pakistan,
Philippines, Poland, Russia, South Africa, UAE and Vietnam.
3
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Understanding the YouGov Platform
Why clients
buy from us
What clients
buy from us
How we grow
our business
4
Our client value proposition
Best panel
Our proprietary global panel of over 11 million
registered members across more than 40 markets
provide us with thousands of data points on
consumer attitudes, opinions and behaviour
on a daily basis.
Our divisions
Data Products
This division comprises our syndicated data
products, which are available to clients on a
subscription basis. It includes our YouGov Plan &
Track solution to help marketers plan and execute
their campaign strategy and track its success.
Our strategic pillars
Data
Integration
Read case study
see page 18
Our strategic priorities
Product
development
and technology
Panel
YouGov Annual Report & Accounts 2020 Best data
The YouGov Cube is a unique single-source
connected-data library that holds over ten years
of longitudinal data. We leverage this data using
our research expertise, including our application
of Multilevel Regression with Post-stratification
(“MRP”) methodology, to make accurate
predictions at a granular level.
Best tools
We maximise the value of our connected data
through the application of leading-edge analytics
technology and strong research expertise.
YouGov Crunch is the most advanced analytics
tool for research data, combining super-fast
processing with drag-and-drop simplicity.
Client value
proposition
see page 6
Data Services
This division comprises our YouGov RealTime
(YouGov Omnibus outside the UK and US) service
which provides clients a fast-turnaround and
cost-effective solution for reaching nationally
representative and specialist samples.
Custom Research
This division offers a wide range of quantitative
and qualitative research, including substantial
global trackers, that is tailored by sector specialist
teams to meet clients’ specific requirements.
Operational review
see page 30
Public
Data
Read case study
see page 20
Ethical
Activation
Read case study
see page 22
Global
infrastructure
Global
accounts
Acquisitions
Our strategic
pillars see page 16
5
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Our Client Value Proposition
Why clients
buy from us
Our 11 million registered panellists form
the foundation of our business and
ensuring they have a rewarding panel
experience is the key to our success.
They supply us with a continuous stream
of attitudinal, opinion and behavioural
data via various platforms, which we
connect using our powerful analytics
technology and sophisticated research
methodologies to deliver a best-in-
class dataset to our clients. This ensures
that our clients receive accurate and
actionable data and insights that
can be used across the marketing
workflow, from planning to developing
and evaluating their marketing and
communication activities. The quality of
our data means we are seen as a trusted
resource and regularly referenced by
media outlets worldwide.
Our panellists
We aim to build and retain panels that are nationally representative to ensure the accuracy
of our data. We acquire panellists in many different ways including via social media ads,
via stories in the press and through a panellist referral scheme. Panellists get paid for time
spent completing surveys using YouGov points, which can be redeemed for cash once
they reach a predetermined level. Since we are highly quoted in mainstream media, our
panellists enjoy a sense that their opinions are valued, that they are shaping agendas and
part of the public debate.
Our client value proposition
Continual
investment in our
business and high
visibility in
mainstream media
Best Panel
Best Data
Best Tools
Creating One Platform augmented by new product additions
Combined with YouGov Chat, YouGov Direct and YouGov Signal, we become a universal
platform that activates both YouGov and client data
Our clients
Our clients are key players in the advertising and marketing ecosystem – including brand
owners, media and advertising agencies, public relations firms and media owners. They use
our data products, tools and research services to manage their entire marketing workflow,
from strategy and planning, brand tracking and media planning to campaign effectiveness
and audience profiling. The interoperability and connectedness of our products and
services serves as a strong differentiator and we continue to work towards bringing
the entire YouGov offering onto a universal platform, while enriching its capability and
increasing the use cases of our offerings.
6
YouGov Annual Report & Accounts 2020 Our investment case
1
2
3
4
5
6
7
8
9
Successful track record of
scaling the business and delivering
profitable growth
Unparalleled depth and breadth of
connected data increasingly being
valued by clients
Resilient, largely digital, business
model resulting in significant
operating leverage
Culture of innovation ensures our
offering is constantly evolving to
meet client needs
Increasing focus on account
management and global expansion
to drive next phase of growth
Growing syndicated data products
business providing strong margin
expansion potential
Developing from a supplier of data
products and services into a true
platform that includes activation
Strong financial performance and
solid balance sheet provides platform
to deliver on growth ambitions
Highly motivated leadership team
with a clear goal of enhancing
shareholder value
7
Survey responses
are captured in our
unique connected-
data library
and analysed using
best-in-class
analytics tools
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Chair’s Statement
An encouraging start
to the next phase of
YouGov’s growth
Roger Parry CBE
Chair
YouGov is an international data and
analytics group. We provide our clients
with the data and insights to help them
plan, develop and evaluate the impact
of their marketing and communication
activities. We now employ over 1,100
people worldwide, operating from 37
offices across 24 countries and serving
clients in more than 40 national
markets. We operate a proprietary,
high quality global panel of over
11 million registered members who
share their data with us in ways
that are fully compliant with data
protection, privacy and security laws.
The scale and duration of the COVID-19
pandemic is presenting a huge social
and economic challenge. Against this
backdrop in the second half of our
financial year, I am pleased to report
to shareholders that YouGov was able
to meet the Board’s expectations and
deliver strong financial performance in
the year to 31 July 2020. We took rapid
and agile action to ensure the safety and
wellbeing of our employees. We have
done extensive research on behalf of
governments to understand people’s
reaction to COVID-19 and we have made
much of this information available free
of charge as a public service.
Results and dividend
Group revenues were up 12% in reported
terms to £152.4m (13% up on underlying1
business) while adjusted operating
profit2 increased by 18% on the prior
financial year to £21.8m. These results
reflect an encouraging start to the
next phase of YouGov’s growth.
YouGov has a progressive dividend
policy and in line with this the Board
is pleased to recommend a dividend
increase of 25% to 5.0p a share payable
on 14 December 2020 to shareholders
on the register as at 4 December 2020.
Outlook
The social and economic problems
caused by the pandemic are far from
over but, in terms of our financial
performance, YouGov has started the
new financial year well and trading is in
line with the Board’s expectations. With a
very strong balance sheet and evidence
of growing demand for our products,
we remain confident of meeting our
long-term targets.
Strategic direction
The YouGov client base now spans
a wide range of commercial and
governmental clients in most of the
world’s major markets. We provide our
clients with insights to enable them to
carry out their work more effectively.
We do this by delivering research
and proprietary software tools which
interpret and display the data gathered
from our proprietary global panel of
over 11 million registered members.
Increasingly, our clients engage with
us on a subscription basis which allows
them to enjoy a highly flexible and
tailored real-time service.
8
Annual dividend per share
1.4p 2.0p 3.0p 4.0p 5.0p
6
1
/
5
1
0
2
7
1
/
6
1
0
2
8
1
/
7
1
0
2
9
1
/
8
1
0
2
0
2
/
9
1
0
2
YouGov Annual Report & Accounts 2020
Our strategy is to seek long-term
contractual relationships and to become
a crucial part of our clients’ business
processes to enable them to plan their
use of resources and to monitor the
results of their activity.
Long-term growth plans and incentives
The financial year to 31 July 2020 was
the first full year of our current long-
term strategic growth plan (“FYP2”).
The financial results for the year to
31 July 2019 set the base line for the
Board approved targets for the FYP2
period (which runs from 1 August
2019 to 31 July 2023) to double Group
revenue, double adjusted operating
profit margin2, and achieve compound
annual adjusted earnings per share2
(“EPS”) growth in excess of 30%.
These stretching FYP2 targets underpin
the current long-term incentive plan
(“LTIP 2019”), which was approved
by the Board in 2019 following a
thorough design process supported
by remuneration experts at Aon and
in consultation with the Company’s
major shareholders. The Board believes
the LTIP 2019 design produces close
alignment between shareholder and
management interests, with full vesting
of the LTIP 2019 requiring compound
annual adjusted EPS2 growth of 35%
by 2023. The Company’s previous
long-term growth plan, FYP1, delivered
compound annual adjusted EPS2 growth
in excess of 25% over 2014-19, resulting
in the full pay-out of the LTIP 2014
awards in November 2019.
Clearly the COVID-19 crisis creates
considerable uncertainty but based on
the experience of trading in the second
half of the last financial year (1 February
to 31 July 2020) the Board believes
the YouGov business model is well
placed to provide value to our clients
and therefore that the targets of FYP2
remain reasonable and achievable.
Board composition
The Board consists of three Executive
Directors and four Independent Non-
Executives. All appointments have
been made following external advice.
The Directors have a wide range of
commercial expertise, and we believe
the Board has the right balance of
skills and experience to provide robust
oversight and develop a well-informed
strategy. While there are no immediate
plans to make changes to the Board
composition, we have a detailed
succession planning process in place.
20 years of growth
YouGov celebrates its 20th anniversary
in 2020. It is two decades since Stephan
Shakespeare and Nadhim Zahawi
founded the Company as a pioneer of
the then ground-breaking use of the
internet to do market research. Since that
time, many other players have come
to use the internet for data collection,
but we believe we have maintained our
pioneering lead in terms of data analytics
methodology and technology, and the
duration of a proprietary global panel
which is fully compliant with data privacy
and security legislation.
YouGov has thrived by having the
right products and through constant
innovation. But the strategy only works
because it is executed well by YouGov’s
management and wider workforce.
This past year has been immensely
challenging for our employees and on
behalf of the Board I would like to thank
the YouGov team for their flexibility,
commitment and hard work.
Roger Parry CBE
Chair
15 October 2020
1 Defined as growth in business excluding impact of current and prior period acquisitions and
business closures, and movement in exchange rates.
2 Defined in the explanation of non-IFRS measures on page 59.
9
YouGov Annual Report & Accounts 2020 Chief Executive Officer’s Review
Strong growth in line
with our strategic
growth plan
Stephan Shakespeare
Chief Executive Officer
10
YouGov Annual Report & Accounts 2020 We continue to grow strongly with 12%
revenue growth and 18% increase in
adjusted operating profit1. This has
been achieved despite undergoing
an operational shift to a new client
management model, as anticipated in
our strategic plan, and the expected
closing of our Kurdistan operations, as
well as headwinds from the COVID-19
pandemic in the second half of our
financial year. We were able to mitigate
some of the early impacts of the
pandemic by rapidly developing and
delivering the global YouGov COVID-19
Tracker that engaged existing and new
clients. The ability of our business
model, to drive innovations quickly in
response to market changes, gives us
confidence that we will continue to
outperform our competitors as
demonstrated by our above market
growth in 2019 (ESOMAR estimates
that the market research industry
grew 3.9% in 20192).
Based on our performance, our
confidence in the outlook for the business
and our ability to fund growth without
the need for government COVID-19
support funding, we are comfortable
with continuing our progressive annual
dividend policy and recommending a
dividend of 5.0 pence per share for the
year ended 31 July 2020.
The key factors driving our continued
strong growth are:
― robust performance of our two main
geographies, the US and the UK,
where we continue to focus our
efforts and investments;
― full integration of YouGov Sport,
which is expanding our client
coverage beyond traditional sports
products and contributing to sales
performance; and
― panel growth in line with client
demand as global Cube-aligned
trackers become an increasingly
important part of our offering.
We are beginning to appeal to a wider
market as innovations in technology,
such as YouGov Chat, self-service and
ethical activation through YouGov Direct,
broaden our offering to an activation
platform with capabilities beyond
market research.
The dynamics within the data analytics
and market research industry are
constantly evolving as increasing
digitalisation, the use of artificial
intelligence to gather data and scrutiny
on privacy and transparency are opening
up opportunities beyond traditional
use cases.
Furthermore, the COVID-19 pandemic
presented a unique challenge for
traditional research players, hampering
their ability to conduct day-to-day
operations and deliver on client projects.
The qualities of YouGov’s digital business
model came to the fore during this crisis
as we were able to quickly adapt and
remain relevant to our clients with our
suite of COVID-19 products.
Execution against our strategy to drive
future growth
Data Integration
Strategic focus: Fully integrating custom
research and client service with our data
products and tools to create new value
from existing data and open up new
revenue streams through customisation
Progress made against this pillar during
the year:
― productised YouGov Cube-
aligned custom trackers (e.g.
customer satisfaction, Net Promoter
Score® (“NPS®”) diagnostics,
reputation, product usage and
attitude) through collaboration
between the Custom Research
and Data Products divisions;
― added new sector-specific data to
the YouGov Cube to enable efficient
connected-data custom trackers;
― commenced restructuring of the
client support function from separate
teams for each division to a single
client service flow;
― further developed the YouGov
Crunch dashboard tools to include
added functionality;
― launched self-service functions
within YouGov Direct with a view
to combining it with the YouGov
Collaborate dashboard; and
― continued investment in integration
of websites, apps, interfaces
and dashboards.
Read more on page 18
Strategic direction
Current long-term strategic
growth plan 2019-23 (FYP2)
Our ambition is to be seen as the
world’s leading provider and innovator
in data-led marketing and research.
The cornerstone of this ambition is
having the world’s largest and most
engaged panel, allowing us to be
the leading supplier of proprietary
panel data, used by every public-
facing organisation and by hundreds
of millions of people as a public
information resource. Over time,
we would like to extend our offer to
an end-to-end platform that goes
beyond supplying research data and
analytics, all the way through to ethical
large-scale activation using that data.
The year to 31 July 2020 was the
first year in our current long-term
growth plan and execution has
been in line with our expectations
set out in the plan. As previously
announced, the ambitious long-
term incentive plan (“LTIP”)
performance targets to incentivise
Senior Management through to
2023 are:
― double Group revenue;
― double Group adjusted
operating profit margin1; and
― achieve an adjusted earnings
per share1 compound annual
growth rate in excess of 30%.
As previously disclosed, we have
designated the first half of the long-
term growth plan as the investment
phase. In this phase we are continuing
to invest in our panels, technologies,
platforms, support functions and
markets to enable us to scale
further and make the most of the
opportunities we see in our markets.
To take this performance to the next
level, we are continuing to focus on
three strategic pillars: Data Integration,
Ethical Activation and Public Data.
11
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Chief Executive Officer’s Review continued
Ethical Activation
Strategic focus: Enabling marketing
activation on our platform with a focus
on personal data protection and self-
service research
Progress made against this pillar during
the year:
― launched an early release version
of YouGov Direct to a small
number of clients, including blue-
chip companies;
― developed a fully functioning end-
to-end self-service platform with
dual capabilities, research and an
advertising network;
― launched the platform in the US,
UK and Canada, with further planned
launches in Singapore and Australia
before the end of the year; and
― established a rapidly growing,
engaged member base allowing
clients to receive same-day
survey results.
Read more on page 22
Public Data
Strategic focus: Expanding YouGov
Public Data as a public service, for brand
reputation, panel engagement and
showcasing our data
Progress made against this pillar during
the year:
― expanded YouGov Ratings into new
categories, such as Influencers
and Movies, and developed new
categories of data, such as political
and social topics, primarily intended
for public value;
― launched YouGov America, a website
focussed on the US Presidential
Election and a hub for polls being
run in conjunction with major US
media outlets;
― developed and launched the
YouGov COVID-19 Behaviour
Tracker developed in partnership
with Imperial College London to
benefit public health and academic
institutions globally; and
― released a beta version of the
YouGov Screen publicly to allow
visitors to view snippets of our data.
Read more on page 20
12
18%
Adjusted operating
profit1 growth
12%
Revenue growth
Focus on operations
As a platform, both in the technological
sense and the business-model sense,
we aim to be more efficient, smarter,
faster, and 24/7. During the year, we
expanded the geographic coverage
of our shared service centres (called
Centres of Excellence or CenX) and
transformed their role from traditional
client support to an always-on help
desk for our syndicated products and
self-service platform, with the ability
to launch custom surveys at any time.
In addition to this we have kicked off our
new global key account management
programme in the US and UK to
become more client-centric and expand
our role in their marketing efforts.
We have continued to expand the
geographic range of panels to Austria,
Brazil, Switzerland and Turkey and to
further develop our panels in other
geographies in the year, driven in part
by client demand.
Read more on page 30
COVID-19 response
The COVID-19 pandemic has caused
severe disruption globally and impacted
all our stakeholder groups to varying
degrees. We took widespread measures
to support these stakeholders while
minimising the impact on our business.
We evaluated payment delay and
cancellation requests from clients on a
case-by-case basis and supported them
where possible.
We moved our entire global workforce
to working remotely at the start of
the global lockdown in March 2020
and did not furlough any employees.
As offices have reopened in some cities,
we have taken extensive measures to
ensure the safety of our employees
and phased our return-to-office plans
to ensure a smooth and safe transition.
The majority of our staff continue to
operate seamlessly from home and
we are continuing to support individual
circumstances as the situation evolves
in our various markets.
The YouGov management team would
like to thank all our employees for
supporting our clients and the business
through these uncertain times and
we look forward to celebrating our
20th anniversary with everyone in the
coming year.
Read more on page 50
YouGov Annual Report & Accounts 2020 Environmental, social and governance
Our commitment to ESG is core to
what we do. We operate lawfully and
ethically in all areas of ESG relevant to
our business, from how we collect data
from panellists, and how we engage and
develop our workforce, to the design
of our research and how we service
our clients.
Our environmental footprint is minimal
given our digital business model, and we
generally have limited business travel.
However, we are keen on conducting
accurate reporting and finding ways to
reduce our environmental impact where
we can.
We are also committed to having a
positive impact on society, by keeping
our employees engaged and giving
them opportunities to grow with the
business. An example of this has been
supporting our employees with the
setting up of an internal Diversity &
Inclusion Task Force, as a way to give
a voice to our workforce around how
to make YouGov more diverse and
inclusive, across everything that we
do. This Task Force has conducted a
Company-wide survey and run a set of
focus groups with employees to canvas
the opinions of our staff in order to
identify a set of actions that will help us
make YouGov even more diverse and
inclusive for all our stakeholders.
Despite economic
uncertainty over
the past six months,
performance across
the Group continues
to be resilient,
delivering growth in
both revenue and
profit for the full year.
Governance also has a key role in
our strategic plan. It allows us to
safeguard all the valuable data that we
collect from panellists daily, through
the governance frameworks that we
have in place. We take our position as
custodian of our panellists’ data very
seriously. We believe YouGov Direct is
an example of good governance in the
field of ethical activation, fully in line
with the EU General Data Protection
Regulation (“GDPR”) and other data
privacy and national security laws.
We are fully dedicated to adopting
appropriate social ethics and the way
to achieve that is to ensure governance
frameworks and processes are in place
and are regularly reviewed and updated
to remain relevant.
Read more on page 44
Current trading and outlook
Trading continues to be in line with the
Board’s expectations for the current
financial year. Despite economic
uncertainty over the past six months,
performance across the Group
continues to be resilient, delivering
growth in both revenue and profit for
the full year. While we have not seen
any material impact from the COVID-19
pandemic thus far, we recognise
that marketing budgets may come
under pressure if the current situation
prolongs. As such, we are closely
monitoring the situation and ensuring
that we remain relevant to our clients
through our advanced data, analytics
and technological capabilities. We have
maintained our strong balance sheet
position which will allow us to continue
to fund our FYP2 strategic growth plan
through sufficient cash reserves.
We thank all our panellists, partners
and clients, and employees, for their
ongoing contribution and commitment
to YouGov’s ongoing success in these
challenging times.
Stephan Shakespeare
Chief Executive Officer
15 October 2020
£152.4m
2019/20 revenue
Data Products
Data Services
Custom Research
33%
25%
42%
15%
5-year revenue CAGR
UK
Americas
Mainland Europe
Middle East
Asia Pacific
30%
41%
15%
6%
8%
1 Defined in the explanation of non-IFRS measures on page 59.
2 According to the ESOMAR Global Market Research Report published in September 2020,
global research market turnover grew by 3.9% in 2019 (adjusted for inflation).
13
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Structural trend
Markets
YouGov operates in the Global Market
Research industry which includes the
data, research, tech-enabled insights
and data analytics sub-sectors.
The industry was valued at $90bn1
by ESOMAR in 2019, with the US and
Europe accounting for nearly 80% of
the overall value. The growth of the
industry has been moderate over the
last couple of years due to political and
economic uncertainty and as larger,
more traditional players slowly adapt
to ongoing technological changes.
YouGov, an online research pioneer, is
differentiated from other companies
due to its focus on a high-quality online
panel, advanced analytic systems, and
integrated research products that reflect
the changing needs of the market.
The ability of our
business model –
to drive innovations
quickly in response
to market changes –
gives us confidence
that we will continue
to outperform our
competitors as
demonstrated by our
above market growth
in the reporting year.
Stephan Shakespeare
Chief Executive Officer
14
Artificial
intelligence
COVID-19
disruption
Privacy and
transparency
Technology
and
digitalisation
YouGov Annual Report & Accounts 2020 How it is impacting the market
How YouGov is responding
Artificial intelligence is playing an increasing role in data
analytics and market research and its use cases are likely to
evolve as time goes on. Industry players are under growing
pressure to rapidly generate valuable insights from complex
datasets. Additionally, companies are finding innovative
ways to automate the process of survey and questionnaire
design and data collection, through chatbots, surveybots and
complex machine learning.
As an online business, YouGov is in a unique position to adapt
to technological advances in market research. Our acquisition
of InConversation Media (“InConvo”), which combines chatbot
technology with editorial flair, is one such example. We have
integrated YouGov Chat (based on InConvo’s technology) into
some of our products, such as YouGov Direct, as well as into
Public Data initiatives, such as our US Presidential Election
website, to drive interaction with the public. Additionally,
our social media-listening tool, YouGov Signal, aggregates
digital and social data in an automated way to identify the key
emotions, drivers and responses used for a brand, sector or
custom group of entities.
The COVID-19 pandemic has had a profound impact on the
industry as marketing budgets have shrunk and the ability
to conduct more traditional forms of research, such as
face-to-face interviews, has been significantly hampered.
Consumers of market research are scrutinising their budgets
to identify costs that deliver the highest ROI and are
embracing digital solutions.
The qualities of YouGov’s digital business model came to
the fore during this crisis as we were able to quickly adapt to
working from home and continued to roll out new products
and capture market sentiment digitally during this uncertain
time. Our clients’ need for data did not diminish during this
period and we increased our relevance through our COVID-19
product suite, opening up new revenue streams.
Data protection practices and ethics have been under
focus in market research from a compliance and regulatory
perspective. Individuals are increasingly wary of sharing
personal data with businesses and are demanding greater
transparency and more granular control over how their data
is being used by organisations.
YouGov has a direct relationship with its panellists, who choose
which opportunities they want to participate in, so they have
control over the data YouGov collects on them. Increases in
privacy controls from global tech organisations such as Apple
and Google, and greater regulation (e.g. GDPR and CCPA2),
present an opportunity for YouGov Direct. YouGov Direct
provides a direct route to market for advertisers to contact
consumers using precise targeting data that has been
granularly permissioned and those consumers are rewarded
for use of their data.
Technology
and
digitalisation
Technological innovation and tools have been disrupting the
data analytics and market research industries and enabling
expansion into new disciplines. Adoption varies by country
as some embrace change while others continue to rely
on traditional research methods. Markets that are open to
technological advances have seen a rise in consolidation
as a way of accelerating automation in data collection
and analytics.
YouGov completed its plan to move away from traditional,
project-based, market research to a subscription-based
syndicated data model with supplementary data analysis
services as part of its first five-year plan (“FYP1”). We have
continued to invest in technology to expand our self-service
offering to clients, while working towards integrating the entire
YouGov product suite onto a universal platform.
1 According to the ESOMAR Global Market Research Report published in September 2020. The industry definition reflected in the report
includes both the legacy traditional sector and the newer tech-enabled sector.
2 The EU General Data Protection Regulation (“GDPR”) and the California Consumer Privacy Act (“CCPA”).
15
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Our Strategic Pillars
The success of our
vision is underpinned
by our three strategic
pillars.
Our ambition is to create a universal
platform for the ethical and safe sharing
of opinions and personal data so that
we can offer our clients connected data,
new analytical tools and innovative
applications including activation (use of
data in designing, targeting, delivering
and monitoring success in large-scale
marketing campaigns). The success
of this vision is underpinned by three
strategic pillars, which guide our
initiatives and business decisions.
16
Strategic pillar
What it means
― Connecting datasets in our vast
data library to increase ways in
which our data can be used
― Customisation for clients to
make our data offerings more
relevant to them
― Generates additional
― Continued investment
in integration of our
value from
existing data
― Opens up new
revenue streams for
tools, interfaces
and dashboards
Custom Research
― Further development of
using syndicated data
YouGov Crunch
websites, apps, products,
Strategy in action
products launched
Using YouGov Recommend+
organically
See page 18
Multiple new
connected data
― Making the data we collect
from the public available to the
public in meaningful ways
― Launch of brand and
NPS® trackers, such as
YouGov Recommend+,
using connected
research data systems
― Increases brand
― Launch of YouGov Screen
reputation
and awareness
― Drives panel and
client engagement
― Showcases the
of our data
― Launch of the YouGov
America website,
including broad coverage
of the upcoming US
Presidential Election
Strategy in action
Using YouGov
COVID-19 Tracker
See page 20
breadth and accuracy
― Rapid development and
launch of the YouGov
COVID-19 Public Tracker
― Strategic partnership
with Imperial College
London in developing
the YouGov COVID-19
Behaviour Tracker
― Enabling online advertisers
― Gives citizens control
― Launch of an early
to use our data and platform
to create large-scale
targetable audiences and
deliver marketing to them in
a highly permissioned, GDPR-
compliant manner
of their data
― Results in greater
ROI for marketers
as demonstrated
by increased
click-through rate
and conversions
release version of YouGov
Direct in the US, UK
and Canada
Strategy in action
Using YouGov Direct
― Established a rapidly
See page 22
growing, engaged
member base
17%
YOY growth in media
mentions globally
800,000+
YouGov America site visits
since June 2020 launch
300+
YouGov COVID-19
Monitor clients
50+
clients trialling the YouGov
Direct platform
40k+
YouGov Direct member base
Data
Integration
Public
Data
Ethical
Activation
YouGov Annual Report & Accounts 2020
How it adds
value
2019/20
progress
Strategy
in action
Measure
of success
Strategy in action
Using YouGov Recommend+
See page 18
Multiple new
connected data
products launched
organically
― Connecting datasets in our vast
data library to increase ways in
which our data can be used
― Customisation for clients to
make our data offerings more
relevant to them
― Generates additional
value from
existing data
― Opens up new
revenue streams for
Custom Research
using syndicated data
― Making the data we collect
from the public available to the
public in meaningful ways
― Increases brand
reputation
and awareness
― Drives panel and
client engagement
― Showcases the
breadth and accuracy
of our data
― Continued investment
in integration of our
websites, apps, products,
tools, interfaces
and dashboards
― Further development of
YouGov Crunch
― Launch of brand and
NPS® trackers, such as
YouGov Recommend+,
using connected
research data systems
― Launch of YouGov Screen
― Launch of the YouGov
America website,
including broad coverage
of the upcoming US
Presidential Election
― Rapid development and
launch of the YouGov
COVID-19 Public Tracker
― Strategic partnership
with Imperial College
London in developing
the YouGov COVID-19
Behaviour Tracker
Strategy in action
Using YouGov
COVID-19 Tracker
See page 20
― Enabling online advertisers
to use our data and platform
to create large-scale
targetable audiences and
deliver marketing to them in
a highly permissioned, GDPR-
compliant manner
― Gives citizens control
― Launch of an early
of their data
― Results in greater
ROI for marketers
as demonstrated
by increased
click-through rate
and conversions
release version of YouGov
Direct in the US, UK
and Canada
― Established a rapidly
growing, engaged
member base
Strategy in action
Using YouGov Direct
See page 22
17%
YOY growth in media
mentions globally
800,000+
YouGov America site visits
since June 2020 launch
300+
YouGov COVID-19
Monitor clients
50+
clients trialling the YouGov
Direct platform
40k+
YouGov Direct member base
17
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Strategy in Action
Data Integration
Gauging brand loyalty
and harnessing valuable
insights into drivers of
consumer advocacy
The challenge
Net Promoter Score®1 is a well-known
methodology designed to gauge a
customer’s loyalty towards a brand or
company. It has been widely adopted
by companies worldwide to determine
the strength of their relationship with
their clients. While NPS® is popular
among corporate management teams,
it is limited in its ability to predict future
customer loyalty and how companies
can drive NPS® higher. A YouGov client
wanted to track NPS® in a standardised
way across several regions in which it
operates and to understand what drives
and influences NPS®, using custom
sampling and questions.
Our approach
Our Custom Research team worked
closely with the client to understand
their needs and determine the best
way to approach their requirements,
while providing highly valuable insights
into customer behaviour. We quickly
recognised that while custom sampling
and surveys were necessary to deliver
the project successfully, the bespoke
data could be analysed in a more
meaningful way if it could be connected
back to the data-rich YouGov Cube.
Since we run YouGov BrandIndex
surveys daily in most markets, we have
a good insight into a brand’s current
customer base. We developed a brand-
specific, templated survey that we can
put to the client’s customer base, using
our YouGov Re-Contact service, to
capture NPS® as well as emotional and
conviction-based drivers that influence
NPS®. This combined the benefits of a
syndicated tracker with bespoke NPS®
research requirements.
The study illustrated here was conducted
by YouGov to understand the key drivers
of NPS® for two competing supermarket
chains with different market positionings.
The results show that while both brands
are well loved by current customers, the
NPS® for the premium supermarket chain
is driven by a customer’s affection towards
the brand, whereas the value supermarket
chain is less reliant on that affection to
gain promoters. On the other hand, while
both brands are trusted by consumers to
a similar degree, the value chain needs to
have a greater focus on maintaining that
trust to drive NPS® further.
The study was conducted in October 2019
with a sample size of 630 respondents in
the UK.
The outcome
YouGov developed a new product,
YouGov Recommend+, that links
responses from commissioned
NPS® brand health studies to
the rich pre-existing information
about more rational drivers behind
brand relationships on BrandIndex.
The result is a highly cost-effective
NPS® diagnostics approach to
give marketers the full picture on
what drives consumer advocacy.
Marketing professionals can evaluate
the importance of factors such
as brand image, brand values,
emotion and consumer personality
in determining whether someone is
likely to recommend a brand or not.
Additionally, given the linkage to the
Cube, clients can choose to further
enhance their understanding of their
customer base using our Profiles
product offering.
Recommend+
0
2
0
2
s
t
n
u
o
c
c
A
&
t
r
o
p
e
R
l
a
u
n
n
A
v
o
G
u
o
Y
18
Strategic report Governance report Financial statements Additional information
“It’s a brand I love”
Performance Score (Scale 1 – 5)
“It’s a brand I love”
Importance in driving NPS® (Scale 0 – 1)
Premium Supermarket Brand #1
Value Supermarket Brand #1
“I believe what this brand tells me”
Performance Score (Scale 1 – 5)
“I believe what this brand tells me”
Importance in driving NPS®
(Scale 0 – 1)
Premium Supermarket Brand #1
Value Supermarket Brand #1
1 The NPS® was developed by Fred Reichheld and is a registered trademark
of Bain & Company and Satmetrix.
Y
o
u
G
o
v
A
n
n
u
a
l
R
e
p
o
r
t
&
A
c
c
o
u
n
t
s
2
0
2
0
19
Strategy in Action
Public Data
Providing data for public
value to help assess the
impact of COVID-19
% of people who say they are “very
worried” or “fairly worried” that their
children’s education will suffer as a
result of the COVID-19 outbreak
The challenge
As the COVID-19 pandemic emerged
and economies started to go into
lockdown, there was a significant shift
in consumer behaviour, opinions on
Government performance and impact
on livelihood. It became increasingly
difficult to understand consumer
sentiment and historical data was no
longer reliable as the severity of the
situation had unprecedented and wide-
ranging consequences on daily lives.
Organisations needed real-time data to
manage their operations and responses
in a rapidly changing environment.
Our approach
As a global public opinion organisation,
YouGov is privileged to have so many
people around the world share their
views and behaviours with us every
day. As soon as COVID-19 emerged
in the Asia Pacific region, our local
teams started asking panellists to share
their experiences about the situation.
This allowed us to quickly replicate
the research approach around the
world as the virus spread globally.
When the crisis was officially declared
a global pandemic, our teams used the
wealth of information that had already
been gathered to turn these opinions
into powerful datasets that could be
used by governments, public health
organisations, media agencies and
brands to help them best navigate
the pandemic and the evolving
consequences of it.
The outcome
YouGov developed three
COVID-19 data products:
1. YouGov COVID-19 Public Tracker
Covering 27 countries and
including responses from over
400,000 surveys. The tracker,
available publicly on our website,
looks at the impact of COVID-19
on a broad range of topics such
as fear, behaviours, support for
and compliance with Government
measures, impact on personal
finances and job security.
2. YouGov COVID-19 Economic
Recovery and Consumer Monitor
Covering three key countries
with a consistent approach to
allow for internal comparison
and benchmarking. It is a paid-
for product that goes beyond
our public data, offering
greater depth around three key
areas: governmental approval,
employment and changing habits.
3. YouGov COVID-19
Behaviour Tracker
Covering 29 countries with more
than 20,000 people interviewed
each week. It was designed in
partnership with Imperial College
London to gather global insights on
people’s behaviours in response to
COVID-19. Anonymised respondent
level datasets were made readily
available for download on GitHub™.
to benefit public health and
academic institutions globally.
20
USUKSwedenMexicoSingaporeIndia28%19%15%51%32%53%YouGov Annual Report & Accounts 2020 % of people who say their household’s
financial situation has “worsened”
compared to one month ago
% of people who think their country’s
Government is handling the issue of
COVID-19 “very well” or “fairly well”
This survey was conducted between 1 – 9 June 2020 with a sample size of 1,000 – 2,000 people in the above-mentioned countries.
21
USUKSwedenMexicoSingaporeIndia23%21%17%61%39%46%USUKSwedenMexicoSingaporeIndia41%39%51%36%81%73%Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Strategy in Action
Ethical Activation
Targeted activation and
empowering members’
control over their data
The challenge
The EU General Data Protection
Regulation (“GDPR”), which came into
effect in May 2018, is designed to give
people in the EU more control over
their personal data. The GDPR requires
organisations handling personal data
to be transparent about their collection
and use of data, protect it from misuse
and exploitation, and give people
control over how their data is used.
It also puts the onus on organisations to
protect the privacy of their customers
and employees by building privacy
safeguards into products and services.
The GDPR is the most comprehensive
privacy regulation the world has ever
seen, and required organisations to
make, in some cases, considerable
adaptions in order to comply; this was
particularly true for the market research,
media and technology industries which
rely heavily on the handling of personal
data as part of their business models.
Since the implementation of GDPR,
a number of countries have followed
suit with the implementation of new
or upgraded privacy legislation, for
example the California Consumer
Privacy Act (“CCPA”). The CCPA was
signed into effect in January 2020 to
enhance privacy rights and consumer
protection for residents of California, US.
Our approach
Rather than view GDPR as a compliance
burden, YouGov saw increased privacy
regulation as an opportunity to create a
new type of data marketplace that:
― improves understanding of
audiences and ad targeting for
brands and media agencies and
turns advertising into a two-
way conversation;
― empowers members with greater
control of their data and creates the
opportunity for them to obtain fair
value from its use; and
― enables transformation of the
digital marketing world by tackling
some of the key challenges within
the existing ecosystem – fraud
and transparency.
The outcome
YouGov Direct is a fully opted-
in and completely transparent
audience insights platform
supported by precise profiling data.
It is a blockchain-based platform
and advertising network that
empowers members to choose
which attributes they make available
to marketers and advertisers,
while earning rewards, and allows
advertisers to pinpoint the audience
they need. Through YouGov
Direct, organisations are able
to get the results they need in
minutes, from testing creatives to
evaluating campaign performance.
Blockchain technology allowed us
to create an audit trail of verifiable
transactions between advertiser and
member. It breaks the traditional
boundaries between research and
marketing as advertisements can
now be linked to actual business
outcomes. It also allows members
to sell their data to our clients so
that companies can better serve
and communicate with them.
Direct
22
2,000
responses
in 9
minutes
Insight
informed
decision-making
YouGov Annual Report & Accounts 2020 A major UK automotive manufacturer has baked
ad testing into its marketing workflow by using
YouGov Direct to test television ads prior to launch.
Between June 2019 and March 2020, the client ran
ad tests on YouGov Direct ahead of three major
campaigns, providing them with fast-turnaround
insights within hours on effectiveness, key message
take-out and creative direction. Ads were targeted to
YouGov Direct users based on the current customer
segments and likely future prospects. One such ad
test yielded the following results.
2,000
responses
in 9
minutes
Insight
informed
decision-making
23
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Our Strategic Priorities
Based on our three strategic pillars (Data Integration, Public Data and Ethical Activation), we have identified five key priorities that will be
a focus in the near term. Our ability to successfully execute on these priorities will ultimately determine delivery of management targets
set out in our current growth plan (FYP2).
Our strategic priorities
2019/20 progress
Acquisitions
Global accounts
― YouGov Sport (previously SMG Insight)
delivered strong performance despite
COVID-19 impact on sports sector
― Integrated Inconvo’s chatbot technology into
YouGov Direct
― Integrated YouGov Signal’s social and digital
sentiment analysis tool with the YouGov Cube
― SMG Insight earn-out
― Continue to identify bolt-on acquisition targets
ended ahead of schedule
that increase sector coverage, expand access
as the business exceeded
to panel and advance technological capabilities
its targets
― Average response rate of
30% per YouGov Chat
― Kicked off global key account management
programme in the US and UK to focus on
cultivating our most significant client accounts
for cross-selling and up-selling opportunities
― 25 key client accounts
― Identify largest, multi-national clients in EU
identified in the US and
and Asia Pacific and extend key account
40 in the UK
management programme to those regions
Global infrastructure
― Established Centres of Excellence (“CenX”) to
streamline operational activities
― Set up of new data processing hub in Bangalore
and technology development hub in Toronto
― Data operations
overheads as a
percentage of global
revenue down from 4% in
2014/15 to 2% in 2019/20
― Build a global presence providing 24/7
client support to increase appeal of our self-
service offering and to support syndicated
data customers
Panel
― Further invested in building and developing our
existing panels in Australia, Canada, India, Italy,
Mexico, Poland, Spain and Taiwan
― Continuously monitored make-up and diversity
of panel to ensure it is nationally representative
― Number of panellists up
― Panel expansion underway to include Austria,
37% year-on-year globally
Brazil, Switzerland and Turkey in response to
― Established panel in four
client demand
new countries during
― Increase panellists in under-represented
the year
fragments of the population
― 20% year-on-year growth
― Closely monitor and drive down cost per
acquisition in well-established markets
in on-panel survey
completes in 2019/20
Product development
and technology
― Further developed our proprietary technology,
including our analytics software YouGov Crunch
― Launched new products, such as YouGov
Recommend+ and YouGov DestinationIndex
― Launch of YouGov Screen, our free YouGov
Audience Explorer tool that helps build a deck-
ready portrait of audiences
― Number of YouGov
― Develop the YouGov Screen into a
Crunch users up 64%
unique marketing platform
year-on-year
― Streamline our websites, apps and dashboards
― Starting to see uptake of
to make it easier for our clients and the public to
YouGov DestinationIndex
interact with our data
with a healthy sales
pipeline
― Continue developing and launching new products
while increasing availability of existing products,
such as YouGov Direct, globally
24
YouGov Annual Report & Accounts 2020 Measure
of success
2020/21 objectives
Our long-term
targets (2019-23)1
― YouGov Sport (previously SMG Insight)
delivered strong performance despite
COVID-19 impact on sports sector
― Integrated Inconvo’s chatbot technology into
YouGov Direct
― Integrated YouGov Signal’s social and digital
sentiment analysis tool with the YouGov Cube
― SMG Insight earn-out
ended ahead of schedule
as the business exceeded
its targets
― Average response rate of
30% per YouGov Chat
― Continue to identify bolt-on acquisition targets
that increase sector coverage, expand access
to panel and advance technological capabilities
― Kicked off global key account management
programme in the US and UK to focus on
cultivating our most significant client accounts
for cross-selling and up-selling opportunities
― 25 key client accounts
identified in the US and
40 in the UK
― Identify largest, multi-national clients in EU
and Asia Pacific and extend key account
management programme to those regions
― Established Centres of Excellence (“CenX”) to
streamline operational activities
― Set up of new data processing hub in Bangalore
and technology development hub in Toronto
― Data operations
overheads as a
percentage of global
revenue down from 4% in
2014/15 to 2% in 2019/20
― Build a global presence providing 24/7
client support to increase appeal of our self-
service offering and to support syndicated
data customers
― Further invested in building and developing our
existing panels in Australia, Canada, India, Italy,
Mexico, Poland, Spain and Taiwan
― Continuously monitored make-up and diversity
of panel to ensure it is nationally representative
― Number of panellists up
37% year-on-year globally
― Established panel in four
new countries during
the year
― 20% year-on-year growth
in on-panel survey
completes in 2019/20
― Panel expansion underway to include Austria,
Brazil, Switzerland and Turkey in response to
client demand
― Increase panellists in under-represented
fragments of the population
― Closely monitor and drive down cost per
acquisition in well-established markets
― Further developed our proprietary technology,
including our analytics software YouGov Crunch
― Launched new products, such as YouGov
Recommend+ and YouGov DestinationIndex
― Launch of YouGov Screen, our free YouGov
Audience Explorer tool that helps build a deck-
ready portrait of audiences
― Number of YouGov
― Develop the YouGov Screen into a
Crunch users up 64%
year-on-year
― Starting to see uptake of
YouGov DestinationIndex
with a healthy sales
pipeline
unique marketing platform
― Streamline our websites, apps and dashboards
to make it easier for our clients and the public to
interact with our data
― Continue developing and launching new products
while increasing availability of existing products,
such as YouGov Direct, globally
Double
Revenue
Double
Margin
EPS CAGR
> 30%
1 For more details on the FYP2 financial targets see page 11.
25
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Key Performance Indicators
Financial KPIs1
Revenue
Adjusted operating
profit2 and margin
Adjusted earnings
per share2
£152.4m
2019: £136.5m
£21.8m
2019: £18.5m
18.1p
2019: 15.0p
Definition
Definition
Definition
Revenue is recognised in
accordance with IFRS 15,
to depict the transfer of
promised goods or services
to customers in an amount
that reflects the consideration
to which the entity expects
to be entitled in exchange for
those goods or services
Operating profit including
amortisation of intangible
assets charged to operating
expenses and excluding
separately reported items.
Adjusted operating profit
margin2 is expressed as a
percentage of revenue
Adjusted profit after tax
attributable to owners of
the parent2 divided by the
weighted average number
of shares
Purpose
Purpose
Purpose
Quantifies revenue generated
from our operations to ensure
we are growing our business
Monitors our operating
cost levels to ensure
we are benefitting from
operational leverage as our
business grows
Measures our ability to
generate shareholder returns
from our operations
Objective
Objective
Objective
Double Group revenue
between 2019 and 2023
Double Group adjusted
operating margin2 between
2019 and 2023
Achieve an adjusted EPS2
CAGR in excess of 30% for the
period 2019-23
Revenue (£m)
.
5
6
3
1
.
6
6
1
1
152.4
Adjusted operating
profit2 (£m)
.
5
8
1
21.8
14.3
13.5
.
7
2
1
10.9
Adjusted earnings per share2
(pence)
.
0
5
1
18.1
.
5
1
1
8
1
/
7
1
0
2
9
1
/
8
1
0
2
0
2
/
9
1
0
2
8
1
/
7
1
0
2
9
1
/
8
1
0
2
0
2
/
9
1
0
2
Adjusted operating
profit2 margin %
8
1
/
7
1
0
2
9
1
/
8
1
0
2
0
2
/
9
1
0
2
1 For a five-year summary of financial KPIs refer to page 146 of the Financial Statements.
2 Defined in the explanation of non-IFRS measures on page 59.
26
YouGov Annual Report & Accounts 2020
Operating cash
generation
£38.7m
2019: £38.4m
Operational KPIs
12-month panel
retention
69%
2019: 67%
Number of clients and
avg. revenue per client
3,344clients
2019: 3,075 clients
Definition
Definition
Definition
Profit before tax adjusted for
finance income/costs, non-
cash items and change in
working capital
Proportion of panellists who
were active 12 months prior to
the month cited who are still
active in the month cited
Number of clients that
provided revenue.
Average revenue per client
is revenue for the period
divided by the number
of clients
Purpose
Purpose
Purpose
Indicates the level of cash
generated from the ongoing
commercial activities of
the business
Measures the health of
the panel by quantifying
how well we are retaining
engaged users
Monitors ability of our
sales team to bring in new
clients while continuing to
up-sell and cross-sell to
existing clients
Objective
Objective
Objective
Generate sufficient cash from
operations to continue to
fund our organic growth plans
Operating cash
generation (£m)
.
4
8
3
38.7
.
6
3
2
Maintain high panel retention
to allow us to re-contact
panellists and augment our
connected dataset over a
long period of time
12-month panel
retention (%)
7
4 6
6
69
8
1
/
7
1
0
2
9
1
/
8
1
0
2
0
2
/
9
1
0
2
8
1
0
2
y
l
u
J
9
1
0
2
y
l
u
J
0
2
0
2
y
l
u
J
Ensure we are growing our
client base and increasing
revenue generated per client
Number of clients
5
7
0
3
,
2
7
8
2
,
3,344
46
44
41
8
1
/
7
1
0
2
9
1
/
8
1
0
2
0
2
/
9
1
0
2
Average revenue per
client (£’000s)
27
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Business Model
Our mission
and vision
Our business
model
Our mission
Our mission is to supply a
continuous stream of accurate
data and insight into what
the world thinks, so that
companies, governments and
institutions can better serve
the people and communities
that sustain them.
Our vision
Our vision is for YouGov to be
the world’s leading provider
of marketing and opinion
data. We want YouGov
data to be a valued public
resource used by hundreds
of millions of people on a daily
basis, enabling intelligent
decision-making and
informed conversations.
Key strengths and inputs
― Pioneer of online
market research
― Large proprietary
panel with strong
panellist relationships
― Unparalleled depth and
breadth of connected data
― Innovative market-
leading technology
― Internet-based approach
enabling rapid delivery
and resilience
― Global reach supported by
CenX model
― Continuous reinvestment
into business
― Ethical approach,
embracing GDPR
― Respected brand name
What we do
We collect and analyse
opinion and behavioural data
from our proprietary global
panel of 11 million registered
members to provide our
clients with data and insights
to help them plan, develop
and evaluate the impact
of their marketing and
communication activities.
What makes us different
Our internet-based approach
is a key differentiator as it
allows us to keep panellists
engaged for longer, connect
longitudinal data in a high-
value, structured manner
and analyse it faster and
more accurately.
Best Panel
YouGov has one of the world’s
largest research networks with
a proprietary panel spanning
over 40 markets worldwide,
providing us with thousands
of data points on consumer
attitudes, opinions and
behaviour on a daily basis.
Best Data
Panel data is captured in the
YouGov Cube, our unique
connected-data library
encompassing hundreds of
thousands of variables and over
a decade of data on our panel
members. As the pioneer of
online market research, we have
a strong track record for data
accuracy and innovation.
Best Tools
The value of our connected data is
maximised through the application of
leading-edge analytics technology
and strong research expertise.
Our integrated suite of products,
services and tools operates as a
systematic platform serving YouGov
data and intelligence for all stages
of the marketing workflow, including
ethical activation.
and strong media presence
Underpinned by our Company Values
― Talented, driven
professionals
― Strong culture and reputed
management team
― Robust financial position
As we entered our current phase of growth in 2019,
we launched our new Company Values. Our teams
are encouraged to demonstrate these values in
their day-to-day work.
28
YouGov Annual Report & Accounts 2020 Strategic
priorities
Value we create for
our stakeholders
― Continue investment in product
development and technology to
ensure we remain ahead of the
market by becoming the new
platform for brands to conduct
large-scale engagement and
ethical activation
― Further expansion of our proprietary
online panel into new geographies
to increase multi-national
research capabilities
― Increase efficiency through our
CenX model to provide a superior
client experience
― Target key client accounts for
cross-sell and up-sell opportunities,
initially focusing on large multi-
nationals, to integrate our data
and tools across their entire
marketing workflow
― Identify and evaluate acquisition
opportunities to help build scale and
fill technological gaps as necessary
Read more see page 24
Panellists
Rewards for participation
in surveys, and having their
opinions shape agendas
Employees
Competitive remuneration,
attractive culture and personal
development opportunities
Community
Public data as a resource for
organisations to understand
public opinion
Clients
Research data and insights
that fulfils their business needs
Suppliers and partners
Mutually beneficial
relationships built on
shared values
Shareholders
Return on investment
through share price growth
and dividends
Media
Topical data and research
to support editorial teams
Read more see page 40
Be fast
Be fearless
Get it right
Trust each other
29
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Operational Review
Commentary from
Sundip Chahal,
Chief Operating Officer
YouGov has continued to expand its footprint, not
only in established markets, but also across new
greenfield start-ups which have seen encouraging
progress ahead of initial expectations. This success
has been underpinned by our CenX approach
and philosophy – consistent, repeatable, cost-
effective – enabling us to drive growth. We are
continuing to see efficiency gains across the core
business stemming from increased capability and
experience in our CenX worldwide. Our new site in
Bangalore is also enabling greater opportunity in
technology development. The dispersed, always-
on nature of our business meant that we were able
to move quickly to fully working remotely, even
in the more difficult locations such as India, and
absorbed any short-term loss of productivity as
we adapted.
Our sales teams are undergoing a transformation
to be more integrated across the business, and we
believe there is still ample headroom, especially in
the US. We continue to see opportunity for greater
cross-selling and are confident that the new global
key account management function can really help
drive stickiness with large, multi-national clients.
We also continue to benefit from synergies from
our acquisition of the SMG Insight business (re-
branded as YouGov Sport), through the expansion
of capabilities and awareness in aligned sectors,
using a similar blueprint.
0
2
0
2
s
t
n
u
o
c
c
A
&
t
r
o
p
e
R
l
a
u
n
n
A
v
o
G
u
o
Y
30
Data
Products
Description
YouGov’s Data Products division comprises our syndicated data
products, which are available to clients on a subscription basis.
YouGov is continuously capturing live streams of data from its
proprietary panel in the YouGov Cube, our unique connected
data library. Data Products tap into the Cube, which includes over
ten years of historic single-source data, to provide continuous
monitoring of brand fundamentals and a detailed portrait of
consumer segments.
We provide training to clients when onboarding them to
ensure they can extract the highest value from the platform
and provide customer support through our global client service
teams. Contracts are typically negotiated on an annual basis and
clients can adjust the number of users and geographies to suit
their marketing needs. Data Products subscribers can also access
additional datasets via subscription bolt-ons for specialised needs.
Products
Data Products mainly consists of our YouGov BrandIndex and
YouGov Profiles products, which have been combined into
our YouGov Plan & Track solution. BrandIndex allows users
to continuously monitor brand fundamentals including brand
awareness, advertising awareness, word of mouth, brand health,
consideration, purchase intent, and customer satisfaction.
BrandIndex data is updated daily (or bi-weekly or weekly in some
developing markets) and includes up to 12 years of historical data.
Profiles offers the largest, most detailed and real-time consumer
database updated weekly. It connects cross-sectional data from
panellists on demographics and lifestyle, brand, sector, and media,
digital and social data all in one place, combining that with attitudes,
interests, views and likes.
Data Products also includes several other products such as
YouGov SportsIndex, measuring quality, performance and
market potential for the most relevant sports leagues and events
globally, and YouGov Signal, which tracks the digital expression of
opinions on social media platforms and applies complex machine
learning to contextualise online sentiment and conversation.
YouGov DestinationIndex is a new tool tracking public opinion of
120 destinations across 25 key markets daily to provide marketers
with insights into the public’s perceptions of their destination, as
well as their competitors.
How clients use it
― Audience identification and analysis
― Media targeting
― Campaign effectiveness
― Brand health monitoring
― Social media listening and analytics
Data
Services
Custom
Research
Description
YouGov’s Data Services division provides clients with fast-turnaround
survey services, charged on a rate-card basis. Omnibus surveys
are run daily in most territories, providing nationally representative
responses to clients within a short timeframe (most countries utilise
a 48-hour turnaround, with 24-hour turnaround available in the UK
and US). Our targeted services use the same fast-turnaround tools to
reach bespoke samples where clients need responses from a more
targeted audience.
Description
YouGov’s Custom Research division offers bespoke quantitative
and qualitative research services delivered by sector specialists
to meet a client’s specific requirements. Our sector specialisms
include consumer, corporate reputation and B2B, financial services,
media and technology, sports and political and public sector. Our
researchers work in conjunction with our clients to tailor research
projects, from custom samples to questionnaires, and then deliver
the results in line with the client’s precise needs.
Our highly trained researchers support clients in designing survey
questions in line with best practice, using our user-friendly,
interactive questionnaire scripting tool, YouGov Collaborate. It
significantly enhances the speed of survey building and ensures
users obtain the most accurate and actionable responses. Our
research teams also extract connected data on survey respondents,
housed within the data-rich YouGov Cube, to allow clients to analyse
findings with unrivalled granularity. The results of the surveys and
the connected data are reported in YouGov Crunch, our online
data visualisation tool, which helps clients interpret and present
compelling data to key stakeholders.
Products
YouGov RealTime (known as YouGov Omnibus in the UK and US),
is the market-leading online omnibus survey service in the UK
and available in 40 markets globally. RealTime is underpinned by
YouGov’s purpose-built technology and our highly engaged online
panel, ensuring you can build surveys, watch live results and interpret
robust, reliable data with ease. The size and diversity of the YouGov
panel has also enabled us to extend our omnibus services to highly
niche groups, for example B2B, C-Suite Directors and Members of UK
Parliament. This allows clients with specialised research needs to run
targeted surveys in a quick, cost-efficient manner.
YouGov Re-Contact works in conjunction with our subscription
data products. Data Products subscribers can use it to undertake
one or multiple fast-turnaround Omnibus surveys to augment the
syndicated data they receive through YouGov BrandIndex and
YouGov Profiles.
As part of our Data Integration pillar, Custom Research services have
been strategically re-positioned to better align with our syndicated
data products and services. Our research projects draw upon and
build on data we hold in our data library, the Cube, and projects are
delivered through our data analytics tool, Crunch. Based on this,
we have developed commoditised research products that can be
customised to meet specific client needs.
Products
Custom Research projects vary significantly in scope, scale and
complexity and can range from large-scale national and multi-
national tracking studies to one-off surveys designed to address and
explore specific commercial, social or political issues for the client.
YouGov Recommend+ is a brand-specific NPS® diagnostics
approach to give marketers the full picture on what drives consumer
advocacy. Marketing professionals can evaluate the importance of
factors such as brand image, brand values, emotion and consumer
personality in determining whether someone is likely to recommend
a brand.
How clients use it
― Marketing and customer insight
― Generate media PR and coverage
― Win pitches
― Campaign planning and evaluation
― Ad tracking and concept testing
― New product development
How clients use it
― Tracking studies such as campaign effectiveness and
customer satisfaction
― Brand health and reputation studies
― Syndicated studies covering sector or product trends
― Qualitative research
― Customer profiling
31
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Data Products
YouGov’s Data Products
division comprises our
syndicated data products,
which are available to clients
on a subscription basis.
32
YouGov Annual Report & Accounts 2020 Our data products have continuously
evolved over the past year to track
more brands, sectors and variables on
consumers, which has helped us grow
our client base and allowed clients
to plan and execute more effective
campaign strategies and track their
success. We have also developed
advanced modules of our publicly
available YouGov COVID-19 Monitor
on a paid-for basis to help clients
navigate these challenging times.
Strategic focus
― Continue to widen brand and sector
coverage to help expand client base
― Transition basic client support
responsibilities to our CenX to ensure
24/7 availability
― Increase understanding of client
businesses and challenges internally
to enable our teams to address them
using integrated YouGov capabilities
― Enhance local expertise to provide
more effective solutions
― Raise level of client service to
maintain strong renewal rates
Data Products
16.6 24.1 30.4 41.5 51.3
Financial performance
Revenue from Data Products increased
by 24% (21% growth in underlying
terms) in the 12 months to 31 July 2020.
Strong performance was seen across
all geographies, against a difficult
trading environment for some clients.
Our business model of collecting
and delivering data digitally ensured
our clients were able to continuously
monitor brand fundamentals and plan
effective media campaigns despite
the ongoing turbulence caused by the
COVID-19 pandemic. Rapidly changing
consumer behaviour and sentiment
increased the importance of receiving
up-to-date data and we were able
to capitalise on that client need as
demonstrated by our performance.
Adjusted operating profit1 from Data
Products increased by 26% to £18.0m
and the operating margin increased
by 1% to 35% reflecting the operational
leverage of the division which benefits
from a high level of automation for data
collection and product delivery as well
as our proprietary data.
2019/20 operational highlights
We expanded the geographic reach
of our syndicated data products suite
during the year through our panel
expansion. YouGov BrandIndex is now
available in 42 countries (2019: 40) and
YouGov Plan & Track (the combined
BrandIndex and Profiles proposition)
is available in 24 countries (2019: 21).
Through our acquisition of SMG Insight
(now YouGov Sport), our YouGov
SportsIndex data product is available
in 38 countries (2019: 38).
Case study
Since YouGov DestinationIndex
was developed in 2019, a US-based
airline carrier has been leveraging
the tool not just to measure and track
interest in key destinations, but to
identify potential customers and new
opportunities through the use of custom
audience filters. The client can now
measure its brand health by travellers
to destinations it services and others
around the globe, while filtering its
own brand metrics through the most
relevant audience segments. In addition,
the airline carrier also utilises the data
to help determine routes based on
interest in travelling to and from specific
destinations. This success led to a global
launch of the product in July 2020.
34
35
31
29
27
6
1
/
5
1
0
2
7
1
/
6
1
0
2
8
1
/
7
1
0
2
9
1
/
8
1
0
2
0
2
/
9
1
0
2
Revenue £m
1 Defined in the explanation of non-IFRS measures on page 59.
Adjusted operating profit margin1 %
33
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Data Services
YouGov’s Data Services
division provides clients
with fast-turnaround
survey services, charged
on a rate-card basis.
34
YouGov Annual Report & Accounts 2020 Financial performance
Revenue from Data Services increased
by 2% (4% growth in underlying terms) in
the 12 months to 31 July 2020. The focus
on the US market and further territorial
expansion has helped the division
expand the revenue base beyond the
core UK market. However, growth was
moderated in the year due to several
factors including a reorganisation in the
Nordics, non-recurring election work in
Asia Pacific in the prior year, subdued
performance in Germany and temporary
disruption from an internal sales
restructure in the US.
Adjusted operating profit1 from Data
Services decreased by 6% to £7.0m and
the operating margin declined by 2%
to 18%. The margin decline was largely
driven by an increase in allocation of
central costs and the full-year impact of
transferring lower margin project work
from the Custom Research division in
the Nordics in the prior year. The division
has also seen lower underlying growth
in recent years which has lowered its
ability to absorb rising investment costs.
2019/20 operational highlights
As part of the new five-year strategic
plan, the Data Services division has been
focusing on an operational integration
with the Custom Research division in an
effort to streamline the research process
and deliver higher-quality output and
service to our clients. This reorganisation
has resulted in some temporary
disruption while we better align our
teams and provide them with the right
tools to deliver growth in the future.
We have also started to build out teams
at our CenX that will be able to assist
our research teams globally and have
already started to see positive results
of this transition in the form of greater
collaboration between all three divisions
on delivering valuable insights to clients.
On the technological front, we have
continued to invest in enhancing the
capabilities of our YouGov RealTime
service, introducing the availability of
live reporting of survey results as well as
data delivery though our leading-edge
Crunch analytics platform. The Data
Services team has furthered the
development of YouGov Collaborate,
our aided self-service tool for the
creation of research projects, and it
has been implemented across all our
internal markets and is being used by
a number of clients.
Strategic focus
― Drive efficiencies across the business
through automation, offshoring
and combining resources with the
Custom Research team
― Increase client engagement and
satisfaction with a goal of driving
greater loyalty
― Marketing the entire YouGov product
suite as one combined offering
through focus on Cube-aligned
research work
― Complete the ongoing reorganisation
of the teams with an aim to integrate
Europe and Asia by the end of the
next financial year
Data Services
17.9 23.3 29.0 37.2 37.8
29
24
21
20
18
6
1
/
5
1
0
2
7
1
/
6
1
0
2
8
1
/
7
1
0
2
9
1
/
8
1
0
2
0
2
/
9
1
0
2
Revenue £m
Case study
With backing from supporters
such as Google, Ofcom and BBC News,
the Reuters Institute for the Study of
Journalism’s Digital News Report is
a worldwide study based on YouGov
data. Using YouGov RealTime survey
tools and Custom Research expertise,
the 2020 study is based on data from
80,000 online news consumers in
40 markets – including Kenya and
the Philippines for the first time.
The 2020 report looks at the impact
of the COVID-19 pandemic on news
consumption and on the economic
prospects for publishers. It also looks at
progress on new paid online business
models, trust and misinformation,
partisanship and populism, and the
popularity of curated editorial products
such as podcasts and email newsletters.
1 Defined in the explanation of non-IFRS measures on page 59.
Adjusted operating profit margin1 %
35
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Custom Research
YouGov’s Custom Research
division offers bespoke
quantitative and qualitative
research services delivered
by sector specialists to meet
a client’s specific requirements.
36
YouGov Annual Report & Accounts 2020 Financial performance
Revenue from Custom Research grew
by 8% (12% growth in underlying terms)
in the 12 months to 31 July 2020,
compared to modest growth of 2% in the
prior year. The improved performance
of the division has largely been driven
by the US and UK, as the realignment of
the business with our connected data
offering began to show positive results.
While the division saw some weakness
in typical project work, it was offset by
COVID-19-related work and continued
growth from technology clients.
Performance in Mainland Europe was
impacted by an ongoing restructuring in
the first half of the year, as part of which
certain segments were transferred to the
Data Services division and recovered in
the second half following large contract
wins. The Middle East business was
impacted by the winding down of the
Kurdistan business as part our shift in
focus to research projects and tracking
studies that draw upon and build on our
vast data library.
Adjusted operating profit1 declined
by 4% in the year, representing an
adjusted operating profit margin of 20%
(2019: 22%). This decline was largely
due to the closure of the Kurdistan
business and an increase in central
cost allocations.
2019/20 operational highlights
The Custom Research division
underwent a business transformation
during our first five-year plan (“FYP1”)
which concluded on 31 July 2019.
As part of this transformation, we moved
away from labour-intensive research
projects and focused on higher-margin
contracts that use the power of our
connected dataset. During 2019/20, we
completed the final step in that process
by exiting our Kurdistan business.
During the year, as part our Data
Integration pillar, our Custom Research
division has developed tracking studies
using the YouGov Cube that provide a
customised, scalable way of delivering
research data and valuable insights
to clients. These trackers minimise
the need for proactive data collection
required for each new Custom Research
project while providing more connected
and tailored data. This has resulted in
the launch of several new products such
as our NPS® tracking product, YouGov
Recommend+, and our COVID-19 suite
of products.
Strategic focus
― Growing focus on delivering tailored
research projects and brand trackers
that utilise the data-rich YouGov
Cube to provide valuable insights
to our clients
― Greater collaboration to deliver
projects that combine YouGov
RealTime, Custom Research and
YouGov Cube elements to produce
customised deliverables, delivered
using the Crunch platform, using
leading-edge analytics and
research methodologies
― Utilise our CenX to complement
the local custom research teams,
allowing the divisions to be more
operationally efficient, delivering
greater synergies, and produce a
higher-quality output for our clients
― Increase exposure of Custom
Research among our largest clients
and build greater awareness
around our research capabilities
using our new global key account
management structure
Custom Research
54.3 60.2 58.7 60.0 64.6
22
20
20
15
13
6
1
/
5
1
0
2
7
1
/
6
1
0
2
8
1
/
7
1
0
2
9
1
/
8
1
0
2
0
2
/
9
1
0
2
Revenue £m
Case study
The Custom Research division
plays a key role in YouGov’s work with a
leader in the plant-based meat sector,
providing sector and analytical expertise
to inform research approaches,
advanced questionnaire design, and
results analyses. The Custom Research
team acts as key experts in client
discussions, leads new initiatives, and
produces reporting based on YouGov
RealTime and YouGov Profiles datasets.
The relationship continues to grow,
having recently led to a YouGov Profiles
subscription in addition to their full
scope of ongoing work.
1 Defined in the explanation of non-IFRS measures on page 59.
Adjusted operating profit margin1 %
37
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Section 172 Statement
Our approach
Under S172(1) of the Companies Act 2006
(“S172”), the Directors of YouGov plc (the
“Company”) are obligated to act in the
way they consider would be most likely
to promote the success of the Company
for the benefit of its shareholders as a
whole. In doing so, the Directors must
have regard (among other matters) to:
a.
the likely consequences of any
decision in the long term;
b. the interests of the
Company’s employees;
c.
the need to foster the Company’s
business relationships with
suppliers, customers and others;
d. the impact of the Company’s
operations on the community
and the environment;
e. the desirability of the Company
maintaining a reputation for high
standards of business conduct; and
f.
the need to act fairly as between
shareholders of the Company.
YouGov’s governance framework is
conducive to Board-level decisions
being made with stakeholder interests,
and the longer-term impact, in mind.
On the following page are some
examples of how the Board of Directors
considered matters and reached
decisions, demonstrating how they have
had regard for S172 when discharging
their duties this year.
For more information on the groups we
have identified as the Company’s key
stakeholders and how we engage with
them, see pages 40 to 43.
Directors receive training on their
duties to ensure their awareness of
their responsibilities.
Information is provided in Board papers
which take into consideration the views
of stakeholders (e.g. major investor
input on reporting). Templated Board
papers nudge the writers to consider
stakeholder interests.
1.
Board
information
Presentations to the Board by both
internal and external subject matter
experts, and external advisors.
The Board is satisfied that information
provided is of sufficient quality to
aid their decision-making; seeking
assurance if required.
2.
Board strategic
discussion
The Board takes into consideration
S172 factors in its strategic
discussions, such as the long-term
implication of decisions on the business
and the impact on stakeholders.
The Board’s decisions
are communicated to
wider stakeholders.
3.
Board
decision
Actions are taken to implement
the Board’s decisions.
38
YouGov Annual Report & Accounts 2020 Design and
implementation
of new long-term
incentive plan
External assurance
of internal controls
Implementation of new
client services structure
Operational response to
the COVID-19 pandemic
Stakeholders
Stakeholders
Stakeholders
Stakeholders
Section 172 considerations
Section 172 considerations
Section 172 considerations
Section 172 considerations
Matter for discussion
Matter for discussion
Matter for discussion
Matter for discussion
The Board sought a suitable
replacement long-term incentive
plan for Executive Directors and
key management, in advance of the
expiry of the LTIP 2014.
The Board identified a need for an
external assurance review of key
internal control areas by subject
matter experts – in addition to the
routine annual external audits.
During the reporting year, the Board
oversaw a restructure of the UK
and US client-facing teams into
three layers to improve the client
onboarding and service experience.
The COVID-19 pandemic posed
unprecedented disruption to our
business during the year – from
closure of offices to tightened
marketing budgets.
How the Board considered S172
How the Board considered S172
How the Board considered S172
How the Board considered S172
LTIP 2019 was designed to promote
long-term thinking by participants
and achievement of long-term
business targets.
In designing the rules, the Board:
― engaged external remuneration
The Board sought insight from
stakeholders in the business to
consider their views on the value
of an assurance programme, areas
to be targeted for review and, once
underway, their views on the output
of the assurance reports.
consultants to advise on
the appropriate structure of
a plan consistent with the
Company’s objectives and
employee interests;
― consulted our major
shareholders to ensure that
their expectations were met
by the new plan;
― considered the shareholder
dilution impact; and
― considered and approved
documentation to support
the plan delivery including
an operational guide for the
Remuneration Committee and
a guide for participants.
The Board tasked management
to create roadmaps to tackle
the recommendations from the
assurance reports. In scrutinising
the roadmaps, the Audit and Risk
Committee considered the long-
term consequences of decisions
made (e.g. investment in resources
and technological solutions) and the
strategic approach to the actions.
The Audit & Risk Committee sought
advice from subject matter experts
on the proposed improvements,
keeping in mind the desire to
maintain a reputation for high
standards of business conduct.
The CEO undertook client
satisfaction interviews with major
clients during financial years
2018/19 and 2019/20. The output
of these interviews was shared with
and discussed by the whole Board.
Led by the COO, Executive
Management designed the Strategic
Sales Plan which was approved by
the full Board. In developing the new
structure, and prior to communication
with the wider workforce,
Executive Management:
― engaged with senior and
middle managers about the
proposed changes;
― reported on the planned
changes to the Board; and
― sought the Board’s insight into
the plans during development.
The Board considered the long-
term impact of the decision for the
business; short-term disruption
outweighed by long-term benefits.
The Board was key to determining
the approach we took to our
COVID-19 response, validating the
work and recommendations of the
YouGov COVID-19 Response Team
(“CRT”) and enabling us to maintain
high levels of business continuity.
In assessing the information and
recommendations provided by the
CRT, the Board took into account
the impact of the operational
response on multiple stakeholder
groups – employees, clients,
suppliers and shareholders
in particular.
With the Company’s interim results
announcement falling due at the
time of the FRC’s moratorium on
corporate reporting – applied
due to pandemic-related market
uncertainty – the Board took
into consideration the regulator’s
recommendation and shareholder
interests in taking the decision to
postpone the results by one week.
Outcomes and actions
Outcomes and actions
Outcomes and actions
Outcomes and actions
― Plan launched in November
2019, with participants
scheduled to receive their
first awards in October
2020, subject to satisfactory
achievement of their personal
performance objectives
and approval by the
Remuneration Committee.
― Prior to the grant of awards
under the LTIP 2019, the latest
shareholder dilution position
will be considered by the
Remuneration Committee.
Key
Panellists
Employees
Community
Clients
― Board commitment to an
― Phased restructure
― Our business remained
ongoing assurance programme
of key control areas, by external
assurance specialists.
― For more on our external
assurance programme, see
page 74.
commenced during 2019/20 in
UK and US.
operational throughout global
lockdowns; no staff furloughed.
― The CEO and COO continue to
provide regular updates to the
Board on progress.
― Board activities continued
virtually throughout the
lockdown period, utilising
online solutions for Board
papers and meetings to ensure
a seamless transition.
― Return to Office Working
Group established to manage
the complex office reopening
plans globally.
the likely consequences of any decision in the long term
the interests of the Company’s employees
the impact of the Company’s operations on the community and the environment
the desirability of the Company maintaining a reputation for high standards of business conduct
Suppliers and partners
the need to foster the Company’s business relationships with suppliers, customers and others
Shareholders
Media
the need to act fairly between shareholders of the Company
39
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Our Stakeholders
YouGov is committed
to driving long-term
sustainable performance
for the benefit of our
stakeholders.
In this section, we present
the groups we have
identified as our key
stakeholders, summarise
what matters to them, and
outline how we engage with
them both at Board level and
more widely.
0
2
0
2
s
t
n
u
o
c
c
A
&
t
r
o
p
e
R
l
a
u
n
n
A
v
o
G
u
o
Y
40
Panellists
At over 11 million registered members,
our proprietary global panel is our largest
stakeholder group and is essential to our
success. Engaged, diverse and opinionated
panellists are key to our business.
Ensuring effective engagement with
our panel is central to what we do.
What matters to them
Security of their information
We work hard to ensure that we provide clear and
accessible information to panellists about how we
use their personal data.
Rewarding user experience
We aim to provide a rewarding and compelling
user experience for panellists, constantly seeking
to optimise the benefit they receive for the effort
they put in.
How we use the information they share with us
YouGov is committed to the ethical use of personal
data, and we endeavour to provide clear and
comprehensive information for panellists about
what data we collect from them, and how we use it.
How we engage at Board level
At each meeting the Board receives a panel report
on the health and representativeness of our panel.
During the year, the Board received a presentation
by the Global Panel Director on panel innovations.
How we engage across YouGov
Keeping employees informed
It is important all staff understand the fundamentals
of our panel. To increase engagement around the
business, we share key panel statistics and have
a dedicated section on Youniverse (our intranet).
Employees as panellists
We encourage our employees to become
panellists so that they can fully appreciate the
panellist experience.
Ensuring a representative panel
It is imperative that our global panel is
representative of the markets we are operating in.
We invest in technology to reach panellists who
may not be open to a traditional approach.
For more on our panellists, see page 46.
Employees
To keep innovating and developing at
the rate necessary to attain our strategic
objectives, we hire high-achieving, talented
employees and in return they rely on us to
provide good employer value.
What matters to them
Employer value
The benefits which employees receive in return
for the skills and experience which they bring to
the business.
Work environment
Employees want to be safe, comfortable and secure
in their workspace.
How we engage at Board level
Employee engagement reports and updates on
relevant projects are presented to the Board.
The Board travels away from our UK headquarters
twice annually to meet employees in other offices.
This year, our November meetings took place at our
Copenhagen office.
How we engage across YouGov
Internal communications
We leverage various platforms for internal
communications, including Global Town Halls
and our intranet, Youniverse. To enable virtual
collaboration between colleagues, we provide tools
such as Zoom and Office 365.
Diversity & Inclusion Task Force
The employee-led task force aims to identify a
set of actions to make YouGov a more diverse and
inclusive place to work. Read more on page 47.
Pulse surveys
In our monthly Pulse surveys we check in with
employees on their wellbeing and mental health.
Engagement Champions
Our network of Engagement Champions
are responsible for engaging their teams
in Pulse surveys and working to improve
employee engagement.
Community
We supply select data to the public free
of charge as a public service, through
our Public Data initiative, and we support
industry initiatives which benefit the
research community.
What matters to them
Free public data
Providing free access to high-quality public data
gives researchers access to a store of opinion
research that would otherwise only be accessible
to those who could afford it.
Supporting industry initiatives
As a key employer in the research and data
analytics industry, our public support of initiatives
to benefit those working in our industry is important.
How we engage at Board level
The Board developed the current strategy and
determined that key strategic pillars of FYP2 would
be a focus on public data and the ethical collection
and use of data (for more on our strategic pillars,
see page 16).
How we engage across YouGov
Public Data initiatives
Through our Public Data initiatives, we make a
wide range of information available for free to the
public. This free data is delivered via our website
and directly to certain organisations. See page 20
for more detail, including our in-depth YouGov
COVID-19 Behaviour Tracker and YouGov COVID-19
Public Tracker.
Sponsoring MRS Pride
We have been delighted to once again sponsor
the UK Market Research Society’s “MRS Pride”
initiative in 2020. MRS Pride is designed to provide
a platform for LGBTQ+ consumer insight and
methodology best practice. Our sponsorship has
supported events which aim to create a new space
and community for LGBTQ+ research, insight and
analytics professionals as well as educate allies.
For more on our employees, see page 49.
For more on our community engagement,
see page 46.
41
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Our stakeholders continued
Clients
Our client base is predominantly focussed
on marketing activities and includes some
of the world’s most recognisable brands.
Clients rely on our supply of high-quality,
accurate data to enable intelligent decision-
making and informed conversations.
What matters to them
Understanding their needs and meeting them
It is important that we engage with clients to
understand their needs. This enables us to
target our innovations into areas of demand
and remain competitive.
Veracity and legality of the data we provide
Our clients rely upon our data for decision-making
and it is therefore imperative that we conduct our
research diligently, ensuring an accurate product
which has been obtained in an ethical way.
How we engage at Board level
Alongside regular client updates from Executive
Management, the Board receives client presentations
at the annual Board strategy meeting each year.
Feedback from clients is on the agenda at each
Board meeting, as part of the CEO’s report. The CEO
regularly conducts interviews with major clients and
reports learnings back to the Board.
How we engage across YouGov
Key account management
We are educating the business about our client-
centric approach so that we are all engaging with
our clients in an improved and consistent manner.
Product education
We hold webinars for staff to learn about new
products and how to pitch them to clients. For our
clients, we offer webinars on how to get the most
out of our tools, led by subject matter experts.
Sharing commercial updates
A regular feature of our Global Town Hall
meetings is an update on client wins and projects,
encouraging employees from all departments to
understand the key clients for our business and
how we are supporting them.
Suppliers and partners
We aim to work with organisations that
match our values and share our ethical
approach to business. Our supply chain plays
a vital role in supporting our growth and
enabling us to meet the needs of our clients
and other stakeholders.
What matters to them
Clarity of terms
We use formal contracts (including master services
agreements) with suppliers that are appropriate for
the type of service provided.
Payment in a timely manner
Prompt payment is always important, but
particularly so during the challenging economic
climate this year.
Mutually beneficial relationships
It is important for our suppliers to benefit from our
relationship with them, as we will from them.
We are delighted to have key partner relationships
in some areas of the business, for example our
YouGov Global Partnerships Programme partners
(helping us to promote YouGov products and
services in regions where we do not have our
own presence) and our Panel Acquisition partners
(working to grow our panel in targeted areas).
How we engage at Board level
The Board receives updates on supplier and partner
relationships from the COO at each meeting.
How we engage across YouGov
Supplier Assessment Process
This year we launched a Supplier Assessment
Process, to improve due diligence checks and to
provide a more efficient onboarding process for the
suppliers themselves.
For more information on our client offering,
see page 52.
For more information on our suppliers
and partners, see page 47.
42
YouGov Annual Report & Accounts 2020 Shareholders
Our Executive Management engages with
shareholders regularly throughout the
year to ensure they are apprised of our
strategic growth plans and financial results.
Institutions make up the majority of YouGov’s
shareholder base, accounting for around
60% of the shareholding at year-end.
What matters to them
Return on their investment and a business operating
in a way that is consistent with their expectations.
How we engage at Board level
Our Board regularly engages with investors on
matters such as financial performance and strategy.
We hold investor roadshows in the UK and US each
year (these have been held virtually in 2020).
Our Annual General Meeting is an opportunity for
shareholders to meet the Board to discuss the
Annual Report & Accounts and other matters.
During the year, meetings take place between
investors and both the Non-Executive and
Executive Directors on an ad hoc basis.
How we engage across YouGov
Investment in our investors
During the year we invested in additional resource
dedicated to investor relations, creating a new
Investor Relations Manager role.
Corporate website
In 2019, we launched a new corporate website to
provide streamlined access to all our published
corporate data and additional resources
for investors.
Annual Report & Accounts
Our Annual Report & Accounts is prepared each
year to provide details to our shareholders on
the performance of the business and operation
of the Board and is a key document for
investor engagement.
Media
Our research is a trusted resource regularly
referenced by media outlets worldwide.
During the year to 31 July 2020, among our
global market research competitors, YouGov
ranked first when it came to the volume of
media mentions. In respect of individual
countries, YouGov ranked first in the UK
and Germany, and second in the US.
What matters to them
Access to accurate data
Journalists regard YouGov as a trusted source of
accurate data, enabling them to quote our research
with confidence.
Topical research
Access to our large proprietary panel enables us
to provide quick turnaround on topical research.
How we engage at Board level
The CEO provides updates to the Board meetings
on media mentions and engagement.
How we engage across YouGov
Content Marketing team
We have a Content Marketing team dedicated to
creating and distributing quality insights based on
YouGov data. We are known for our independent
editorial stance.
Key media partners
The flagship programme of US television network
Comedy Central, The Daily Show with Trevor Noah,
has partnered with YouGov for the 2020 US
Presidential Election to measure public attitudes
with a hint of comedy. The collaboration provides
in-depth research about attitudes among US
voters and offers an accessible entry point for the
US public to read important opinion data around
the election.
Keeping panellists informed
Where a panellist participates in a survey which
results in media coverage, where possible we
will inform them so that they can see how their
response contributed to a news article, for example.
For more information on engagement with
For more information on our media mentions
shareholders, see page 70.
this year, see pages 16 and 17.
43
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Environmental, Social and Governance
Highlights
― YouGov’s core mission is
to give people a voice.
― We are proactively
keeping our ESG
practices relevant and fit
for purpose.
in our strategic plan. Q&A
Stephan Shakespeare, Chief
― Governance has a key role
Executive Officer, talks to us
about YouGov’s approach to
environmental, governance
and social factors (“ESG”)
Q:
What does good ESG practice look like
at YouGov?
A:
Our commitment to ESG is core to what
we do. We operate lawfully and ethically
in all areas relevant to our business,
including how we collect data from
panellists, how we service our clients,
and how we handle our employee data
internally. We have a responsibility
to protect the privacy of all our
stakeholders, and to “get it right” – one
of our Company Values – for them.
We are proactively keeping our ESG
practices relevant and fit for purpose,
and we have a solid governance
framework to support that. We also have
anti-bribery and corruption policies in
place, as well as a whistleblowing policy,
in order to avoid breaches of the rules.
Our environmental footprint is minimal
because we’re working fully online,
and we have minimal business travel.
However we are keen on conducting
accurate reporting and finding ways to
reduce our environmental impact where
we can.
We are also committed to having a
positive impact on society, by keeping
our employees engaged and giving them
opportunities to grow with the Company.
44
YouGov Annual Report & Accounts 2020
Q&A
None of the above can be done without
having a truly diverse workforce, in
an inclusive workplace. We are very
keen on attracting and retaining the
best talent. And best talent also means
a diverse pool of talent, with various
backgrounds and perspectives to
avoid all possible biases, which is key
to what we do.
We’re also keen to improve gender
diversity and we’ve been reporting on
our UK gender pay gap for three years.
Our Diversity & Inclusion Task Force has
also conducted a survey and a set of
focus groups to canvas the opinions of
our employees in order to identify a set
of actions that will help us make YouGov
more diverse and inclusive.
Q:
What role does governance play in
YouGov’s strategic plan?
A:
Governance has a key role in our
strategic plan. It allows us to safeguard
all the valuable data that we get from
panellists daily, through the governance
frameworks that we have in place
to protect it. We take our position
as custodian of our panellists’ data
very seriously.
The importance of good governance
underpins our reputation as a trusted
player, and it is central to our business
model. The trust of our panellists and
clients is an asset that we need to
protect and look after.
YouGov Direct is a good example
of good governance around ethical
activation, in line with GDPR. We are fully
dedicated to adopting good social ethics
and the way to achieve that is to ensure
governance frameworks and processes
are in place and are regularly reviewed
and updated to remain relevant
and pertinent.
An example of this has been supporting
our employees with the setting up of an
internal Diversity & Inclusion Task Force,
as a way to give a voice to our workforce
around how to make YouGov more
diverse and inclusive, across everything
that we do.
This all said, the most effective approach
to ESG is to focus on what you’re best at.
We coincidentally launched our new
intranet (Youniverse) while all our offices
were closed due to lockdowns, offering
a new avenue for engagement for our
employees globally. The launch of the
intranet was part of an increased effort
to invest in internal communications,
which also involved hiring a dedicated
team to support leadership comms and
internal comms overall.
Q:
What are YouGov’s ESG strengths?
A:
YouGov’s core mission is to give people
a voice. One of the things that makes
us unique as YouGov is that we invest
hugely in public data. What it means
is that we have websites (such as
yougov.co.uk/topics) dedicated to
making a huge amount of our data
free – thousands of interviews per day
are dedicated to this, to make sure
everyone’s voice is heard and everyone
has access to the best and most
complete store of opinion research.
Further, we give a lot of free polling to
academia as well as some charities.
We believe this is the best use of our
resources for ESG.
The YouGov COVID-19 Tracker that we
launched in partnership with Imperial
College London is a good example of
projects where we supported academia
and health organisations with what we
do best, our research.
We have very good examples of cases
where our data has triggered positive
changes in societies. A good example,
which came from our team in Asia
Pacific, is a survey we ran about rent
discrimination, which resulted in a
ministerial decision to issue an anti-
discrimination law. This is exactly the
type of work we can do for society,
because it’s what we’re uniquely
positioned to do, and what we’re best
at. And we’ll continue investing in public
data to strengthen our ESG impact.
Q:
How do you ensure that employee
engagement is effective?
A:
This question is particularly pertinent
in the full remote working environment
that we’ve had to adopt since the
COVID-19 pandemic.
We have also been organising regular
global virtual Town Halls, during which
the executive team give updates to all
employees and take questions during
interactive Q&A sessions.
We ran four consecutive monthly “Pulse”
surveys with all employees during the
pandemic to gauge their wellbeing
and mental health, as well as the level
of satisfaction with communications
from the leadership and management.
The survey results led to setting up a
network of “Engagement Champions”
from across the business, working
closely with HR to ensure that there’s
a two-way communication between
employees on the one hand and HR
and senior leaders on the other.
We are scheduled to run a larger
and more comprehensive annual
engagement survey later in this calendar
year, which should allow us to see if
there has been progress in levels of
engagement across the Company and
across teams.
Q:
What is YouGov’s approach to diversity
and inclusion?
A:
Our approach to diversity and inclusion
is that it should be part of everything
that we do.
For panellists, we’re developing new
ways to reach out to groups that are
often under-represented in research,
through the newly launched YouGov
Chat feature, for example. We are also
making sure that we’re representing
ethnic minorities, to accurately reflect
all communities within the panel.
We’re making our language in research
more inclusive, and our product and
technology teams are looking into
inclusive design to enable users with
specific needs to access our panel and
services. They are also taking action
to ban using discriminatory language
in technology.
Y
o
u
G
o
v
A
n
n
u
a
l
R
e
p
o
r
t
&
A
c
c
o
u
n
t
s
2
0
2
0
45
Strategic report Governance report Financial statements Additional information
Environmental, Social and Governance continued
YouGov recognises
the importance of
ESG factors when
measuring the
sustainability and
ethical impact of the
Group. The Board
sees ESG as key to
a successful strategy
for the business and
the new positioning of
our ESG report in the
Strategic Report better
reflects the importance
of ESG to YouGov.
In this report we explain
how ESG factors run
through the core of
what we do, discussing
each area in turn.
Our community
Enabling public discourse
One of our key strategic pillars for
FYP2 is the provision of accurate public
data and we make a wide range of
information available for free via our
website (see page 16 for more detail
on our strategic pillars). In addition,
we provide certain polling services to
academic institutions for free to support
their work – utilising the same research
methodology and expertise that we
use for our paying clients.
Sharing knowledge and insights
To support the healthcare research
community and public health bodies
across the world, we have partnered
with Imperial College London to gather
global insights on people’s behaviours
and opinions in response to COVID-19,
with the data being freely available
for public health researchers in the
form of our in-depth YouGov COVID-19
Behaviour Tracker (coviddatahub.com).
For more information on this initiative,
see the case study on page 20.
To provide aid directly to the World
Health Organisation (“WHO”) pandemic
response, YouGov partnered with
Imperial College London, Oxford
University, and the UN Sustainable
Development Solutions Network to
deliver free data, surveys and research
reports to the WHO on a weekly basis on
topics such as public health, compliance
and health policy response in over
20 countries.
Transparency
We operate in an industry where data
protection and the ethical treatment of
data is of paramount importance. We are
clear that we are an ethical handler of
the data with which we are entrusted.
We provide information on our approach
to data privacy and security on our
corporate website (corporate.yougov.
com/compliance), explaining how we
keep information safe.
Social
It is YouGov’s mission to make people’s
opinions heard for the benefit of the
wider community. We provide insights
into what the world thinks.
Our panel
Protecting our panellists’ data
Central to our business model is
our proprietary global panel of over
11 million registered members, and
the opinion data they entrust us with.
Our Data Protection and Information
Security teams work closely with a
dedicated Panel team to ensure the
safety of our panellist’s data. We pride
ourselves on consent rates in excess of
90% for the collection and use of the
“special categories” of data outlined
in the EU General Data Protection
Regulations, and work hard to ensure
that we provide clear and accessible
information to panellists about how
we use their personal data.
Quick and convenient reward
Our industry-leading re-contact rates
are testament to the strength of our
proposition to panellists. Our Panel team
works closely with our technology and
data teams to design new features to
enhance the panellist experience, using
panellist feedback systematically to
understand where the user experience
can be improved. A focus this year has
been on diversifying the reward options
available to panellists and speeding
up fulfilment through integrations with
global partners.
Ensuring a representative panel
It is imperative that our global panel is
representative of the markets in which
we operate. We communicate with
panellists in many languages. An area
of focus for us is ensuring the diversity
of panellists, including adapting our
methods of panel engagement to reach
new or previously under-represented
groups. During the year we have
invested in developing new technology,
such as YouGov Chat (yougov.chat),
to reach panellists who may not be
open to the more traditional online
survey approach.
46
YouGov Annual Report & Accounts 2020 Our suppliers and our partners
Our supply chain is vital to supporting
our growth and enabling us to meet the
needs of our business. When choosing
suppliers, we work to ensure that they
align with our values and share our
approach to ethical business.
Choosing our suppliers and partners
During the year we undertook a
major review of how we assess and
onboard suppliers. As a result, we were
pleased to launch our new Supplier
Approval Process, which includes
an assessment of suitability, a due
diligence assessment, a legal review of
the contract and financial onboarding.
The due diligence assessment enables
us to understand the supplier’s approach
to compliance and governance –
from privacy and data security to
their approach to environmental
management and sanctions compliance.
Robust legal documentation
Our Legal team reviews all key supplier
contracts, ensuring a consistent
approach with fair and reasonable
terms for both parties.
Timely payments
During the year we reviewed our
payment processes and made
improvements. For example, our
updated Purchase Order process
ensures that costs are approved prior
to submission of invoice so that any
queries can be dealt with upfront.
Human rights in our supply chain
We have adopted a Modern Slavery
Act Statement since 2018, which is
published annually on our Corporate
website (corporate.yougov.com/
modernslavery). Our suppliers are asked
to confirm their approach to eliminating
modern slavery in their supply chain as
part of our Supplier Approval Process.
We operate in a relatively low-risk
industry from this perspective but we
acknowledge that no industry is entirely
without risk.
Our culture and values
We expect our staff to exercise
high professional, ethical and moral
standards – and we foster the culture to
enable them to do so. Ours is a culture
where operating quickly, efficiently
and innovatively is valued, but cutting
corners to achieve that is not.
We take privacy and data security very
seriously, and believe that everyone’s
personal data should be handled
responsibly regardless of where an
individual resides.
Diversity and inclusion
Respect for diversity and inclusion is
at the heart of all we do.
In response to the Black Lives Matter
social movement, employees at
YouGov set up an internal Diversity &
Inclusion (“D&I”) Task Force, consisting
of members from across all regions
and functions, including research,
development, data science and
corporate services. This initiative was
highly welcomed by the workforce and
Executive Management engages with
it enthusiastically. The D&I Task Force is
looking into ways of removing barriers to
diversity not only within the workplace,
but also within our panel, product and
research methodologies.
In the UK, we are pleased to be a
Stonewall Diversity Champion and
are committed to the Disability
Confident scheme.
We work to ensure that opportunities
for training, career development and
promotion are equal for all.
Our values adopted in 2019 – be fast, be
fearless, get it right, trust each other –
reflect our culture. We work to be ahead
of our competitors and be innovative
but backed by the requirement to
always get it right; to not sacrifice
accuracy and ethics to achieve growth.
Our governance framework provides
employees with the support to raise
concerns where they identify unethical
behaviour. For more information on our
governance framework see page 51.
During the year, our corporate culture
has been tested with staff away from our
office spaces and working remotely for
long periods of time. We look at how we
approached some of those challenges
in “Our people” overleaf. Our workforce’s
ability to respond to the challenges
posed by the pandemic, their resilience
in the face of potential disruption, is
testament to them and to our culture.
As YouGov has adopted the QCA
Corporate Governance Code, the Board
is not required to formally consider the
requirements of the FRC’s Corporate
Governance Code on the assessment
and monitoring of culture. However, we
do take the following into consideration
when assessing corporate culture:
― Employee engagement responses
(see page 49)
― Whistleblowing notifications (see
page 72)
― Health and safety performance
(see page 49)
― Progress on diversity and inclusion
(see below)
― Progress on reducing the gender
pay gap (see page 49)
― Investment in learning and
development (see page 49)
― Findings from audits (see page 51)
47
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Environmental, Social and Governance continued
Workforce diversity1
Gender
Senior leadership
(Executive Management
and their direct reports)
Reports to senior
leadership
All employees
Female
Male
31%
69%
Female
Male
Not specified
45%
54%
1%
Female
Male
Not specified
43%
52%
5%
Region
Location diversity
Age
All employees
United Kingdom
Europe
Americas
MENA & India
Asia Pacific
33%
23%
21%
14%
9%
19 and under
20 – 29
30 – 39
40 – 49
50 – 59
60+
1%
39%
38%
16%
5%
2%
1 Percentages based on a total of 1,146 employees as at 31 July 2020.
48
YouGov Annual Report & Accounts 2020
Our people
YouGov is committed to providing an
inclusive working environment, in which
our employees can realise their potential
free from discrimination or harassment.
We endeavour to foster a diverse
workforce, representative of the regions
in which we operate.
Listening and engaging
In prior years’ employee engagement
surveys, communication from
management was identified as an area
which needed improvement. We have
invested in improvements, leading to:
Global Town Halls
Hosted by Executive Management and
supported by guest presenters, Town
Halls are all-staff meetings hosted from
different global locations and streamed
live. During the pandemic, these have
continued virtually. Each Town Hall
includes a section in which employees
who have demonstrated our core values
that month are amplified.
Youniverse, our intranet
During the year we launched a new
global intranet, Youniverse. At time
of writing we have over 1,100 users
globally, representing 100% of our
workforce. Articles are published daily
to support Company initiatives (such
as cyber security awareness) and to
increase understanding of different
teams and business areas (a regular
“Team Spotlight” series).
Pulse surveys
We run an annual employee
engagement survey, but during the year
we have also launched monthly “Pulse
surveys”. In each survey, we check in
with our workforce on their wellbeing
and mental health – which is particularly
important when we are working
remotely. The Pulse surveys also
provide opportunity to ask employees
their views on topical issues, which has
included diversity and inclusion.
Championing employee engagement
Our network of Engagement Champions
has been established by the Talent
Development team. These employees,
representative of all areas in the
business, are responsible for engaging
their teams in Pulse surveys, analysing
the results of these surveys and
working with their teams to improve
the employee experience.
See more about our employee
engagement and our Board’s active
engagement with employees on
pages 41 and 93.
Additionally, benefits such as flexible
working opportunities, and long-term
share incentive plans for key employees,
help us to attract and retain talent.
Health, safety and wellbeing
YouGov takes all reasonable and
practicable steps to safeguard
the health, safety and welfare of
its employees. We recognise our
responsibility for the health and safety
of those who may be affected by our
activities and take care to operate in
a safe and secure manner.
Activities this year included:
― establishing a Global Facilities
function with oversight of health
and safety management globally;
― collating our health and safety
guidance on Youniverse to increase
accessibility for our staff;
― in the UK, training a group of Mental
Health First Aiders to support
colleagues through mental health
crises at work; and
― engaging an external Occupational
Health resource to assist our
employees with medical or other
issues which impact their ability
to work.
This has been a year which has
challenged our health and safety
practices in unprecedented ways; you
can read more about how we responded
to the COVID-19 pandemic overleaf.
Representation matters
We support the rights of our employees
to join trade unions and workers’
councils. Where workers’ bodies
exist, we ensure that our processes
involve them in any decision-making
as appropriate.
Reporting
This year was the third year of our
gender pay gap reporting in the UK.
You can view the full report on our
website (corporate.yougov.com/
genderpaygap). Our focus remains
on closing the gender pay gap where
it exists, not just in the UK but across
the Group. Measures taken this year
regarding improving the quality of our
HR data to make informed decisions,
launching our new D&I Task Force and
reviewing our policies to ensure they
are employee-friendly all contribute
towards this objective. These measures
also move us forward towards a point
where we may be able to readily identify
and report on other pay gap areas in
the future.
Investing in HR
Our HR function has undergone
reorganisation and investment during
2019/20 in order to meet the demands
of the business and our intensive
growth plans.
Attracting, retaining and
developing talent
Our commitment to attracting, retaining
and developing talent is reflected in the
investment we have made in this area
and the measures we have in place to
ensure YouGov is an industry-leading,
attractive and rewarding place to work.
During the year, these measures led by
our HR team have included:
Measure
Work undertaken
Employer value
proposition (“EVP”)
Recruitment from within
Graduate programme
Learning and
development framework
Learning and
development resources
Reward function
Defining our EVP so that we can communicate it to our
people and prospective new joiners.
Improving our Performance Management process in
preparation for launching our new Talent Management
framework.
70% of the graduates who completed the programme
this year have taken permanent roles at YouGov.
Held focus groups to identify good management
skills and behaviours, and began work to refresh the
framework.
LinkedIn Learning launched during the year, enabling
staff to complete self-directed e-learning. Since
launch in April 2020, there have been 676 active users
with over 1,365 training hours completed.
A new Head of Reward role was created to manage
reward activity and help shape the reward strategy.
49
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Environmental, Social and Governance continued
Environmental, Social and Governance continued
Our governance
in action during the
COVID-19 pandemic
In early March 2020, the Group Head of
Governance convened the first meeting
of the YouGov COVID-19 Response
Team (“CRT”), a group set up to monitor
the changing environment and make
executive decisions regarding continuity
of business operations and staff safety.
The CRT consists of the Executive
Management plus senior leaders from
Governance, HR, IT, Operations and
Facilities. Initially meeting weekly, this
group has:
― developed the business response
to the pandemic and documented
decisions taken;
― managed pandemic-related risks
while offices remained open –
implementing processes to self-
declare illness or exposure to
COVID-19 to enable track and trace
within offices;
― communicating a business
travel ban;
― implemented new staff absence
recording specific to COVID-19
– related illness or caring
responsibilities, to enable the
business to identify areas where
teams may be under-resourced due
to absence;
― empowered local management to
make office closure decisions in line
with Government guidance;
― approved the Group Emergency
Remote Working and COVID-19
policies to provide a new
governance framework for handling
office closures, remote working,
returning to office and wellbeing;
― communicated with the business to
keep staff informed; and
― established the Return to Office
Working Group (“RTOWG”) to
work through the detail of office
reopening plans.
Back to the office
As a business we are fortunate that we
had an established culture of remote
and flexible working, which enabled
us to switch seamlessly to remote
working with the exception of some
minor disruption to our CenX operations
based in India and Romania. However,
the prospect of reopening offices
was far more complex given the new,
and changing, regulations on social
distancing and hygiene which differ
across countries.
The RTOWG consists of management
from HR, Governance, Operations,
IT, Facilities and Data Protection.
Meeting regularly since August, this
group created a set of guidelines and
resources to help offices reopen to staff
in a safe and secure way.
Utilising the expertise from the
different specialists in the group, it:
― created an Employee Return to
Office Risk Assessment which has
been rolled out globally;
― created a phased approach
to office reopening taking into
consideration social distancing
measures; and
― worked with local management
to prepare plans in compliance
with the guidelines which were
then presented to Executive
Management for approval..
What happens next
We continue to monitor developments,
seeking to reopen our offices where
appropriate while supporting staff who
are working remotely.
We are engaging closely with our
workforce and adapting, as required,
to their concerns alongside the latest
Government guidance.
0
2
0
2
s
t
n
u
o
c
c
A
&
t
r
o
p
e
R
l
a
u
n
n
A
v
o
G
u
o
Y
50
50
Dedicated resource
Executive Management is the decision-
making body in respect of data privacy
and security at YouGov. Our Group Data
Protection Officer and Group Information
Security Manager work within the
Governance team to develop policy and
training, advise the business on data
security and privacy issues and raise
awareness within the staff.
External audit
Our information security management
system is subject to external audit
annually by the British Standards
Institute (“BSI”) as part of our ISO 27001
certification. In addition, our external
auditors conduct an audit of IT controls.
Actions raised from audits are tracked to
completion and reportable to the Audit
& Risk Committee.
ISO 27001
YouGov has established, implemented
and continues to maintain an information
security management system that is
certified to ISO 27001:2013 for client
confidential information. The system
defines our policies and processes
for securing the information we hold
and process.
We continuously assess risk and
improve the security of our systems
and processes in order to maintain the
confidentiality, integrity and availability
of information. Our security processes
include the provision of regular security
training to all employees, reviews
of security policies and security
testing on our systems including
penetration testing and external/third-
party assessments.
Robust risk management and internal
controls
The Board’s Audit & Risk Committee
has oversight of risk management and
internal controls at YouGov, including
the implementation of the Group Risk
Management Policy and Procedure.
As part of our work to continuously
improve our internal controls as the
business grows, the Audit & Risk
Committee oversaw an external
assurance programme in 2020. You can
read more about our risk management
programme on page 60 and internal
controls on page 62.
Our data security and privacy
framework
The global data security and privacy
landscape has changed considerably
in recent years and continues to do
so. GDPR is now the world’s most
comprehensive data protection
regulation, the CCPA has reignited
the discussion around privacy rights
in the US, and many other countries
are creating or updating their legal
frameworks to strengthen the rights
that people have over their data.
As a global data company and provider
of research insights in more than
40 markets, we take privacy and data
security very seriously, and believe
that everyone’s personal data should
be handled responsibly regardless of
where an individual resides. We have
therefore decided to incorporate the
GDPR’s principles and framework
as much as possible into our global
operations, while complying with all
other applicable privacy and security
obligations in the markets in which
we operate.
While our responsibilities may
originate from many laws, regulations
and guidelines that apply to us,
we believe that complying is more
than a box-ticking exercise; it is an
opportunity to create and reinforce
trusted relationships with anyone
who provides us with their personal
data – from those who participate in
our surveys, to our clients and to our
employees. It is also an opportunity to
enhance our reputation for accuracy
and transparency.
Governance
Our governance framework
The governance framework at YouGov
is supported by our Governance team.
You can read more about its activities
in the Corporate Governance Report on
pages 68 to 72.
Leadership
Executive Management is supported
by a global leadership team of 25
who meet remotely on a regular basis.
In January 2020, the whole team met
in person in Dubai for a three-day
conference sharing FYP2 departmental
operational plans.
New senior leadership roles were
created this year to support the growing
business in its drive to meet its targets,
including: General Counsel (heading up
our in-house Legal function); Deputy
CFO (providing support to the CFO in
his leadership of the Finance function);
and Group HR Director (overseeing the
Human Resources function).
In addition to the Board Committees
we have a number of governance
and leadership committees, including
the Information Security Committee
and the Data Privacy Committee
outlined overleaf.
Measured policies
We have a suite of policies and
procedures that provide guidance on
the standards to which we operate,
implementing our governance
framework. All policies, including
those on data security and privacy, are
subject to review on an annual basis,
including formal Board approval for key
compliance policies (for information
see page 72. These reviews ensure
that the policies remain fit for purpose
and help to identify where changes
need to be made to accommodate the
growing business. We are a business
with a strong entrepreneurial spirit, fast
moving and innovative. It is therefore
important that our governance policies
complement the business and enable it
to achieve its goals.
51
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Survey questions:
Our surveys are designed to be highly
accessible, and our product and
technology teams consider ways in
which we can make our surveys more
accessible to people with specific needs
(such as those with a visual impairment).
Our researchers work with subject
experts to improve our survey language
to ensure it is inclusive, for example
agreeing market-leading gender
inclusive language.
Data analysis and reporting:
With most reporting, our data is carefully
weighted to account for full population
representation and to iron out any biases
that may be present in the sampling.
Panel recruitment, followed by sampling
and weighting, are all vital to avoiding
biases and to representing the market
as accurately as possible.
Ethical and legal data handling
Our innovation into fully consented
collection and use of data led to
the development of YouGov Direct.
Read more about this product on
page 22.
Industry body compliance
We voluntarily comply with the codes of
practice and standards of several market
research industry bodies worldwide,
including ESOMAR, Insights Association
and the British Polling Council.
Ethical customers
It is Company policy not to work with
customers who are not aligned with
our ethical approach to business and
our values. This includes, but is not
limited to, businesses involved in
the manufacture or trade of arms or
operating in sanctioned countries.
Environmental, Social and Governance continued
Subject access requests
Many privacy laws around the world
give individuals rights in relation to the
personal data held by organisations like
YouGov. As a company that has such a
close relationship with the individuals
whose data we collect, such as
panellists and our employees, we know
that helping people to easily exercise
their rights is an important way to
enhance transparency and build trust, so
we have clear processes for responding
to such requests. The majority of
requests received are from panellists
and are handled by the Panel team
who are able to respond well within the
required timeframe thanks to bespoke
technical solutions.
Our client offer
Core to our business is responsible
innovation – incorporating privacy by
design and mitigating algorithmic bias.
YouGov is in the process of developing
a framework for responsible innovation,
led by the D&I Task Force. This includes,
but is not limited to, identifying
opportunities to mitigate biases in data
collection processes.
We have guidelines in place to ensure
that our survey questions adhere to
local laws and are culturally appropriate.
We keep abreast of changes in the
law and culture norms and our expert
researchers support our clients with
the design of regionally appropriate
research. We aim to maintain
independence in our research practices
and only decline client work for legal or
ethical reasons.
Eliminating bias in data collection
Steps which we take to eliminate bias in
our product include:
Panel/sample recruitment:
We assess the composition of our panel
against publicly available reference data
and where we identify shortfalls or gaps,
we devise marketing aimed specifically
to attract under-represented groups.
These measures are a daily process as
we seek to both grow and improve the
representative nature of the panel.
Committees
There are two committees with
specific responsibility to consider and
manage data security and privacy,
with overlapping membership:
― Data Privacy Committee:
Led by the Group Data Protection
Officer, the committee consists of
representatives from the Governance,
Legal, IT Infrastructure, IT Security
and Panel teams. In 2019/20, the
Committee met ten times.
― Information Security Committee:
Led by the Group Information
Security Manager, the committee
consists of the COO and
representatives from the Governance,
Data Protection IT Infrastructure and
IT Security teams. In 2019/20, the
Committee met 11 times.
Raising awareness
We hold a Data Protection & Security
Awareness Month on the anniversary
of the GDPR coming into force each
May. This year we utilised email
communications and Youniverse to
raise awareness of important topics for
our workforce including how to identify
phishing attempts.
Compulsory training
We have a suite of compulsory data
protection and security e-learning
training. We have moved our e-learning
modules to a new platform this year,
which enables us to better track the
completion by all staff (employees and
contractors). In the year, 99% of staff
required to do compulsory training have
completed it.
Identifying and responding to breaches
YouGov has a Personal Data Breach
Policy setting out the procedures
for identifying and responding to
personal data breaches. Identifying a
potential personal data breach is the
responsibility of all YouGov staff, who are
given guidelines and regular training to
ensure this topic is always front-of-mind.
The YouGov Breach Response Team
(“BRT”) is responsible for determining
the nature of reported incidents and
deciding the response. The BRT is a
cross-functional group that assesses
the risk any of incident, ensures
YouGov complies with any notification
obligations, investigates the root cause
and recommends any mitigations or
process improvements to reduce the
risk of a repeat or similar incident.
52
YouGov Annual Report & Accounts 2020 Energy and carbon action
We are mindful of the environmental
impact that our buildings and vehicle
use have on the environment. As such,
over the course of the last year, we have
taken steps to meet our environmental
responsibilities through:
― carrying out energy audits to comply
with the requirements of the Energy
Savings Opportunities Scheme
(ESOS), through which we have
identified several energy efficiency
measures that are under review and
will be implemented as practicable;
― improving our data collection
processes in order to respond to the
increasing regulatory requirements
around our environmental
performance; and
― choosing renewable energy:
YouGov’s UK headquarters in
London is now powered by 100%
renewable electricity.
2019/20 results
The methodology used to calculate
Greenhouse Gas (“GHG”) emissions is in
accordance with the requirements of the
following standards:
― World Resources Institute (“WRI”)
GHG Protocol (revised version);
― Defra’s Environmental Reporting
Guidelines: Including Streamlined
Energy and Carbon Reporting
requirements (March 2019); and
― UK office emissions have been
calculated using the Defra
2019 issue of the conversion
factor repository.
Following an operational control
approach to defining our organisational
boundary, our calculated GHG emissions
from business activities fall within the
reporting period of August 2019 to
July 2020.1
Emissions and energy use
Table 1: Energy and carbon disclosures for reporting year
Scope 1
Scope 2
Scope 2
Scope 3
Emissions source
Natural gas
Electricity (location based)
Electricity (market based)2
Electricity transmission and distribution
Employee cars
Rail
Business flights
Total (location based)
Total (market based)
Total energy usage (kWh)3
Normaliser
tCO2e per FTE4
2019/20
tCO2e
1
87
26
7
5
1
70
170
110
362,854
0.53
1 Due to availability of data from 2019, Q4 data was used as a proxy for 2020 Q4.
2 Our scope 2 emissions calculated using location-based emissions factors is 87 tCO2e. In line
with WRI best practice, our scope 2 market-based emissions for 2019/20 are 26 tCO2e,
calculated using supplier specific emission factors.
3 Energy reporting includes kWh from scope 1, scope 2 and scope 3 employee cars only
(as required by the SECR regulation).
4 Full time equivalent.
Environmental
Carbon footprint
YouGov recognises that our global
operations have an environmental
impact and we are committed to
monitoring and reducing our emissions
year-on-year. We are also aware of
our reporting obligations under The
Companies (Directors’ Report) and
Limited Liability Partnerships (Energy
and Carbon Report) Regulations 2018.
As such, this year we have upgraded
our energy and carbon reporting to
meet these new requirements and
increase the transparency with which we
communicate about our environmental
impact to our stakeholders.
2019/20 environmental impact
Carbon output
170 tCO2e
Energy
Travel
56%
44%
This year we have calculated our
environmental impact across scope 1,
2 and 3 (selected categories) emissions
sources for the UK only. Our emissions
on a location basis (using the UK grid
emissions intensity) are 170 tCO2e.
With 56% (95 tCO2e) of total emissions
from energy and 44% (75 tCO2e) as a
result of business travel. This equates
to an emissions intensity of 0.5 tCO2e
per employee, which we will monitor to
track performance in our subsequent
environmental disclosures.
53
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Chief Financial Officer’s Review
Alex McIntosh
Chief Financial Officer
The Group achieved continued growth
in the 12 months to 31 July 2020 whilst
executing towards its current long-term
strategic growth plan which ends 31 July
2023. The financial year continued to
be a year of investment in key areas to
support longer term growth.
Total Group revenue in the period rose
to £152.4m, compared to £136.5m in the
12 months to 31 July 2020. Growth was
13% on an underlying1 basis since the
prior period (but 12% in reported terms
due to the planned closure of a large
project in the Middle East offset by
the depreciation of UK Sterling against
the US Dollar and additional revenue
generated by acquisitions in the period
and prior period).
Adjusted operating margins and
organic growth
In line with our stated strategy of a
higher proportion of sales coming from
higher margin products and services,
gross margins increased by 3% points.
Adjusted operating margins2 increased
to 14.3% despite increased investment
in staff costs and increased amortisation
from technology and panel investments.
Group operating costs (excluding
separately reported items) of £107.2m
(2019: £93.8m) increased by 14% in
reported terms, and 14% in constant
currency terms. Group adjusted
operating profit2 (before separately
reported items) increased to £21.8m
(18% growth in the period) with strong
continued growth in Data Products.
The statutory operating profit, after
charging other separately reported
items amounting to £6.6m (2019: £1.5m
credit) relating to acquisition costs £4.5m
and an impairment charge relating to
our Nordic business of £2.1m, decreased
to £15.2m (2019: £20.0m).
Performance by division
YouGov’s lines of business fall into three
divisions: Data Products, Data Services
and Custom Research.
Data Products
Our syndicated data products include
Our syndicated data products include
YouGov BrandIndex, YouGov Profiles
and YouGov SportsIndex. YouGov Plan
& Track (the combined BrandIndex and
Profiles proposition) is available in 24
countries (2019: 21). BrandIndex alone
54
is available in 42 countries, while
SportsIndex is available in 38 countries.
The performance of our Data Products
division has contributed significantly
to our Group revenue and adjusted
operating profit2. Revenue from Data
Products increased by 24% (21% growth
in underlying business1) in the period.
The adjusted operating profit2 from Data
Products increased by 26% to £18.0m
and the operating margin increased by
70 basis points to 35.0%. The improving
margin reflects the operational
leverage of Data Products which benefit
from technology for data collection
and product delivery as well as our
proprietary data.
Geographically, the US remains the
largest Data Products market and grew
by 26% in the period (23% from the
underlying business1). The UK, Mainland
Europe and Asia Pacific also contributed
strong revenue growth of 21%, 16% and
22% respectively.
Data Services
Our Data Services division consists of
our fast-turnaround research services,
including our market-leading YouGov
Omnibus (now known as YouGov
RealTime in the UK and US).
In the year, revenue from Data Services
increased by 2% (4% in underlying
terms1 after adjusting for acquisitions,
foreign exchange and reallocated
revenue from the Custom Research
division) to £37.8m. The focus on the US
market and further territorial expansion
has helped the division expand the
revenue base beyond the core UK
market. This revenue growth was offset
by an increase in allocations of central
costs which contributed to a decrease
of 6% in the Data Services operating
profit to £7.0m and the operating
margin declined from 20.0% to 18.4%.
The division’s operating margin was also
impacted by the full-year effect of the
planned transferring of lower margin
project work from the Custom Research
division in the Nordics in FY19.
Overall Data Services revenue growth
included an 8% increase in reported
revenue in the US (5% increase in
underlying terms1), and a 9% decrease
in Asia Pacific due to non-recurring
election work (4% decrease in underlying
terms1). Mainland Europe also grew by
3%. In the UK, where YouGov Omnibus is
the market leader, revenue grew by 7%.
YouGov Annual Report & Accounts 2020
Custom Research
Our Custom Research division includes tailored research projects and tracking studies.
The performance of Custom Research was impacted by the expected closure of operations in Kurdistan resulting in a £2.1m
(30%) reduction in revenue in the Middle East. In the UK, revenue increased by 15% to £22.2m and revenue in the US also
increased by 11% (9% increase in underlying terms1) to £33.0m.
During the period, the business revenue grew by 8% in reported terms and by 12% in underlying1 terms to £64.6m. However, the
adjusted operating profit2 decreased by 4% to £12.6m and the operating margin declined by 240 basis points to 19.5%. This was
largely due to the closure of the Kurdistan business and the increase in central cost allocations.
Revenue
Data Products
Data Services
Total Data Products & Services
Custom Research
Intra-Group revenues
Group
Adjusted operating profit2
Data Products
Data Services
Total Data Products & Services
Custom Research
Central costs
Group
Year to
31 July 2020
£m
Year to
31 July 2019
£m
Revenue
growth
%
51.3
37.8
89.1
64.6
(1.3)
152.4
41.5
37.2
78.7
60.0
(2.2)
136.5
24%
2%
13%
8%
–
12%
Underlying
business1
revenue
change %
21%
4%
13%
12%
–
13%
Year to
31 July 2020
£m
Year to
31 July 2019
(restated)3
£m
Operating
profit growth
%
Year to
31 July 2020
Year to
31 July 2019
Operating margin %
18.0
7.0
25.0
12.6
(15.8)
21.8
14.2
7.5
21.7
13.1
(16.3)
18.5
26%
(6%)
15%
(4%)
(3%)
18%
35.0%
18.4%
28.0%
19.5%
–
14.3%
Performance by geography
YouGov’s geographic footprint spans the UK, Mainland Europe, the Americas, Asia Pacific and the Middle East.
Revenue
UK
Americas
Mainland Europe
Middle East
Asia Pacific
Intra-Group revenues
Group
Adjusted operating profit1
UK
Americas
Mainland Europe
Middle East
Asia Pacific
Central costs
Group
Year to
31 July 2020
£m
Year to
31 July 2019
£m
Revenue
growth
%
47.2
64.8
24.3
8.8
12.5
(5.2)
152.4
41.2
56.4
23.9
10.5
11.3
(6.8)
136.5
15%
17%
2%
(17%)
10%
–
12%
Operating margin %
Year to
31 July 2020
£m
Year to
31 July 2019
(restated)3
£m
Operating
profit growth
%
Year to
31 July 2020
Year to
31 July 2019
15.4
19.0
2.2
1.9
0.3
(17.0)
21.8
11.7
16.8
2.9
3.3
0.2
(16.4)
18.5
32%
13%
(24%)
(42%)
50%
4%
18%
32.6%
29.3%
9.1%
21.9%
2.2%
–
14.3%
28.5%
29.8%
12.3%
30.9%
1.6%
–
13.5%
55
34.3%
20.0%
27.6%
21.9%
–
13.5%
Underlying
business1
revenue
change %
15%
13%
3%
20%
11%
–
13%
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Chief Financial Officer’s Review continued
Panel development by geography
We continue to invest in our consumer panel to increase our research capabilities, both in new geographies and specialist
panels. At 31 July 2020, the total number of registered panellists had increased to 11.5 million, compared to 8.4 million at
31 July 2019, as set out in the table below. During the year, the Group invested in expanding our geographic capability to
Austria, Brazil, Switzerland and Turkey.
Region
UK
Americas
Mainland Europe
Middle East
Asia Pacific
Total
Panel size
at 31 July 2020
millions
Panel size
at 31 July 2019
millions
1.83
4.21
1.92
1.58
1.92
11.46
1.63
3.17
1.21
1.06
1.30
8.37
Change
%
12%
33%
59%
48%
48%
37%
Group financial performance
Amortisation of intangible assets
In the 12 months to 31 July 2020 amortisation charges for intangible assets of £10.8m were £2.0m higher than the previous
year. Amortisation of the consumer panel increased by £1.0m to £4.2m reflecting the additional investment made to grow
the panel in the past three years. Amortisation of software increased by £1.0m to £6.0m. £4.9m (2019: £4.6m) of the total
software development charge related to assets created through the Group’s own internal development activities, £0.3m
(2019: £0.3m) related to separately acquired assets and £0.9m (2019: £0.1m) was for amortisation on assets acquired through
business combinations.
Separately reported items
Goodwill impairment
Restructuring costs
Acquisition-related costs
Fair-value movements
Total separately reported items
Year to
31 July 2020
£m
Year to
31 July 2019
£m
2.1
–
4.5
–
6.6
–
0.2
0.4
(2.1)
(1.5)
Goodwill impairment in the year is in respect of the Nordic business.
Acquisition-related costs in the year comprise: £3.6m of contingent consideration treated as staff costs in respect of the
acquisitions of Galaxy Research Pty Ltd, SMG Insights Limited, InConversation Media Limited and Portent.io Limited, a £0.2m
increase in contingent consideration payable in respect of the acquisitions of SMG Insight Limited and Portent.io Limited and
a £0.7m reduction in the fair value of the acquired SMG Insight Limited net assets.
Restructuring costs in the prior year are residual cost incurred in respect of the restructuring of the Custom Research business
in Mainland Europe and the Middle East and the closure of the Reports business.
Acquisition related costs in the prior year comprise: £2.8m of contingent consideration treated as staff costs in respect of the
acquisitions of Galaxy Research Pty Ltd, InConversation Media Limited and Portent.io Limited and £0.8m of transaction costs
in respect of the acquisitions made in the year, £0.2m of which is contingent less a reduction in expected SMG contingent
consideration of £3.2m.
Fair value gains in the prior year comprise: a £1.9m increase in the fair value assessment of the Group’s 20% shareholding in
SMG Insight Limited prior to acquisition and a bargain purchase gain, net of a fair value loss, in respect of the acquisition of
Portent.io Limited of £0.2m.
56
YouGov Annual Report & Accounts 2020 Analysis of operating profit and earnings per share
Adjusted profit before tax2 of £25.7m was an increase of £5.1m (25%) on the comparable result of £20.6m for the 12 months
to 31 July 2019. The adjusted tax rate2 reduced to 24% from 26% in the prior year. Statutory profit before tax of £15.2m was
reported compared to £19.4m in the year ended 31 July 2019, a decrease of 22%.
During the period adjusted earnings per share2 grew by 21% from 15.0p to 18.1p and statutory earnings per share decreased
by 36% from 14.1p to 9.0p.
Adjusted operating profit2
Share-based payments
Social taxes payable on share-based payments
Imputed interest
Net finance expense
Share of post-tax profit in associates
Adjusted profit before tax2
Adjusted taxation2
Adjusted profit after tax2
Adjusted earnings per share (pence)2
31 July 2020
£m
31 July 2019
(restated)3
£m
21.8
2.8
0.9
0.1
–
–
25.7
(6.5)
19.1
18.1p
18.5
2.4
0.2
0.2
(0.6)
(0.1)
20.6
(5.4)
15.2
15.0p
Cash flow, capital expenditure and technology investment
The Group generated £38.7m (2019: £38.4m) in cash from operations (before paying interest and tax) including a £0.2m
(2019: £6.0m) net working capital inflow; the cash conversion rate (percentage of adjusted EBITDA2 converted to cash)
decreased from 121% to 104% of adjusted EBITDA2.
The Group invested £8.0m (2019: £4.8m) in the continuing development of our technology platform and increased the
investment in panel recruitment to £8.9m (2019: £4.0m) for the year to support continued global expansion. The geographic
footprint of our panel was broadened as new panels were established in Austria, Brazil, Switzerland and Turkey and
investments were made to further strengthen our panels in Australia, Canada, India, Italy, Mexico, Poland, Spain and Taiwan.
Our investment in technology continued across three main areas: websites and mobile applications £1.1m, survey systems
£3.8m, and £3.1m on our Crunch data analytics tool. £0.7m (2019: £0.7m) was also invested on separately-acquired software
tools. In addition £1.1m (2019: £2.7m) was spent on the purchase of property, plant and equipment, resulting in a total
investment in fixed assets of £18.7m (2019: £12.2m).
Total expenditure on intangible assets and property, plant and equipment is shown below:
Internally generated software
Panel recruitment
Other intangible assets
Total expenditure on intangible assets
Purchase of property, plant and equipment
Total capital expenditure
31 July 2020
£m
31 July 2019
£m
8.0
8.9
0.7
17.6
1.1
18.7
4.8
4.0
0.7
9.5
2.7
12.2
Other cash outflows included £7.5m (2019: £4.5m) in settlement of deferred consideration amounts due in respect of the
acquisitions of SMG Insight and Galaxy Research and taxation payments of £3.1m (2019: £4.5m).
Net expenditure on financing activities of £9.7m (2019: 9.7m) included the dividend payment of £4.3m (2019: £3.2m), the
purchase of treasury shares for £2.4m (2019: £3.7m) and lease payments of £3.1m (2019: £2.8m).
Net cash balances at the year-end decreased by £2.6m to £35.3m. Net cash outflow in the year was £0.3m (2019: £5.2m inflow)
and currency fluctuations in the year resulted in an exchange loss of £2.4m (2019: £2.1m gain).
57
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Chief Financial Officer’s Review continued
Currency
The Group’s results were affected by the net depreciation of UK Sterling as its average exchange rate was 2% lower against
the US Dollar in this period than in the 12 months to 31 July 2019. Movement against the Euro was effectively flat for the period.
The net impact of foreign exchange on the Group’s adjusted operating profit growth2 was an increase of £0.3m compared to
calculation in constant currency terms.
Balance sheet
As at 31 July 2020, total shareholder’s funds increased from £108.0m to £110.0m. Net assets increased from £107.4m to
£109.3m, with a minority interest of £0.7m accounting for the difference. Net current assets decreased from £21.2m to £17.4m.
Current assets decreased by £2.3m to £70.3m, mainly due to a £2.6m reduction in cash balances, with debtor days increasing
from 47 to 48. Current liabilities increased by £1.4m to £52.8m, mainly due to an increase in provisions by £1.8m and tax liabilities
by £0.9m offset by a £1.6m reduction in trade and other payables, with creditor days decreasing from 24 days to 19 days at
31 July 2020. Non-current liabilities decreased by £6.1m to £16.2m with a reduction of £4.3m of contingent consideration
payable in respect of acquisitions.
Proposed dividend
The Board is recommending the payment of a final dividend of 5.0 pence per share for the year ended 31 July 2020. If shareholders
approve this dividend at the AGM (scheduled for 10 December 2020), it will be paid on Monday 14 December 2020 to all
shareholders who were on the Register of Members at close of business on Friday 4 December 2020.
Alex McIntosh
Chief Financial Officer
15 October 2020
1 Defined as growth in business excluding impact of current and prior period acquisitions and business closures, and movement in
exchange rates.
2 Defined in the explanation of non-IFRS measures on the facing page.
3 Prior year comparatives have been restated on the adoption of IFRS 16.
58
YouGov Annual Report & Accounts 2020 Explanation of non-IFRS measures
Financial measure
How we define it
Separately reported items
Items that in the Directors’ judgement are one-off or need to be
disclosed separately by virtue of their size or incidence
Adjusted operating profit
Operating profit excluding separately reported items
Adjusted operating profit
margin
Adjusted operating profit expressed as a percentage of revenue
Adjusted EBITDA
Adjusted operating profit before depreciation and amortisation
Adjusted profit before tax
Adjusted taxation
Adjusted tax rate
Profit before tax before share-based payment charges, social
taxes on share based payments, imputed interest and separately
reported items
Taxation due on the adjusted profit before tax, thus excluding the tax
effect of amortisation and exceptional items
Adjusted taxation expressed as a percentage of adjusted profit
before tax
Adjusted profit after tax
Adjusted profit before tax less adjusted taxation
Adjusted profit after tax
attributable to owners of
the parent
Adjusted profit after tax less profit attributable to non-controlling interests
Adjusted earnings per share Adjusted profit after tax attributable to owners of the parent divided
by the weighted average number of shares. Adjusted diluted earnings
per share includes the impact of share options
Constant currency revenue
change
Current year revenue change compared to prior year revenue in local
currency translated at the current year average exchange rates
Cash conversion
The ratio of cash generated from operations to adjusted
operating profit
Why we use it
Provides a more comparable
basis to assess the year-to-
year operational business
performance
Provides a more comparable
basis to assess the underlying
tax rate
Facilitates performance
evaluation, individually and
relative to other companies
Shows the underlying revenue
change by eliminating the
impact of foreign exchange
rate movements
Indicates the extent to which
the business generates cash
from adjusted operating profits
Reconciliation of non-IFRS measures
Adjusted operating profit1 reconciliation
Statutory operating profit
Separately reported items
Adjusted operating profit
Adjusted EBITDA1 reconciliation
Adjusted operating profit
Depreciation
Amortisation
Adjusted EBITDA
1 Defined in the explanation of non-IFRS measures above.
Year to
31 July 2020
£m
Year to
31 July 2019
£m
15.2
6.6
21.8
20.0
(1.5)
18.5
Year to
31 July 2020
£m
Year to
31 July 2019
£m
21.8
4.5
10.8
37.1
18.5
4.4
8.8
31.7
Change
%
(24%)
N/A
18%
Change
%
18%
2%
22%
17%
59
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Principal Risks and Uncertainties
Principal risks
Our approach to risk management
We believe that the understanding
and effective management of risk are
key to the long-term success of the
Company. Over the past three years our
risk management system has matured,
developing over time to better serve
the needs of a fast-growing business.
Our Group Risk Management Policy
and Procedure (the “Risk Policy”) was
reviewed during the year. The Risk Policy
enables us to:
― foster a high standard of
accountability at all levels of
the business;
― enable effective decision-making
through understanding of risk
exposures; and
― safeguard our assets.
We acknowledge that management
of risks is rarely static – building a
management system that remains
appropriate and embedding risk
management awareness across all
business operations is an ongoing
process. We expect we will continually
work to improve our processes in
coming years.
Oversight
The Audit & Risk Committee (the
“Committee”), led by its Chair, has
primary responsibility for oversight
and scrutiny of risk management and
reports to the Board on a regular basis.
The Committee’s Terms of Reference
reflect the focus on risk management.
The output from the Group Risk
Management Policy and Procedure
in 2019/20 has fed into the Board’s
identification of the principal risks and
uncertainties facing the Company at
31 July 2020.
The Committee monitors the mitigating
actions and controls put in place by
risk owners (the relevant senior leader).
For more information on the work on the
Committee, see page 74.
Our approach to identifying the
principal risks
The principal risks and uncertainties
identified in this report are those
categories of risk which are considered
by the Board to be material to the
development, performance, position
and/or prospects of the Company.
While the risk categories have not
materially changed since last reported,
the risk factors may have evolved, and
the categorisation may have changed.
In determining the principal risks, the
Committee assesses the top net risks
once existing controls are taken into
consideration. The top net risks are
consolidated into the principal risks
which are reported below. When viewing
the principal risks, note:
― while the risks have been
categorised, some controls may
cross categories;
― some elements of risks may appear
in more than one category; and
― principal risks are presented in
alphabetical order by category,
not by risk score.
The Committee has determined that this
is the most appropriate presentation of
the principal risks.
These are not the only risks facing
the business but are those which are
considered to have a material impact
on the business, and therefore are the
focus of discussion at the highest levels
of the Company.
COVID-19 and the principal risks
Throughout the risk review, we have
taken the impact of COVID-19 into
consideration. We acknowledge
that COVID-19 and the resulting
lockdowns globally have created
opportunity (e.g. the COVID-19
products) as well as disruption (e.g.
managing business response and
office closures).
In assessing the principal risks, we
have taken into consideration the
Financial Reporting Council Lab’s
report on going concern and risk
reporting considering uncertainty
created by COVID-19.
We have determined that the
principal risk posed by COVID-19
was interruption to business
as usual. The business has
demonstrated its resilience and
ability to continue to operate
effectively, despite closure of all
our offices. We have continued
to operate efficiently throughout
lockdowns and have had adequate
resource to manage safe office
reopening. For more information
on our response to COVID-19, see
pages 39 and 50.
Risks posed by the COVID-19
pandemic and resulting lockdowns
are new risk factors within the
principal risks, and we have
highlighted where these have been
identified. We do not believe that
the risks posed by the pandemic to
our business equate a principal risk
of their own.
Management and the Audit & Risk
Committee will keep the risks posed
by COVID-19 under review.
60
YouGov Annual Report & Accounts 2020 Our summary of the principal risks and uncertainties facing the business
at 31 July 2020
Risk & status
Description
Mitigation
Competition
Cyber
Failure to compete with our
competitors affects our ability to meet
our strategy due to:
― loss of business to competitors
(e.g. copycat products, inadequate
marketing, inadequate key
account management);
― becoming outdated (e.g. failure to
keep up with developments in
technology such as blockchain
and artificial intelligence or an
inability to move agilely to meet
client demands); and/or
― penalties for anti-competitive
practices.
Risks faced from cyber threats
are broad and, in many cases, not
exclusively targeted at YouGov.
For the purpose of the principal risks,
the key risk areas relevant to the
Company have been identified as:
― inadequacy of IT infrastructure to
support the business, including
an inability to restore business
promptly after an outage;
― misuse of our information systems;
and
― IT systems failure impacts upon
business operations.
We differentiate ourselves from our competitors:
the size of our panel and the wealth of historic
data are key assets which are difficult for
competitors to replicate.
We are focused on innovation, to keep our
products relevant and at the cutting edge of our
industry and technology.
Our Executive Management monitors market
trends, new product developments and services.
Advice on competition law provided by
General Counsel or external legal advisors
where required.
Company has Business Continuity and Disaster
Recovery plans in place.
There is robust budget planning in place for IT
resources, involving key stakeholders from across
the business.
Breach Response Policy and dedicated team
(including Global Head of IT, Global Panel
Director, Group Head of Governance, Group Data
Protection Officer and Group Information Security
Manager) respond to any breaches.
Information Security Committee meets regularly
to oversee projects and actions arising around
the business, with participation from the COO,
Senior Management and Governance team.
Intrusion detection systems in place and regular
penetration testing.
IT security practices are externally
validated and since 2018/19 we have held
ISO 27001 certification in respect of our
information management system for client
confidential information.
No change
Increased risk
Decreased risk
61
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Our summary of the principal risks and uncertainties facing the business
at 31 July 2020 continued
Risk & status
Description
Mitigation
Data Protection
Occurrence of a data breach
incident due to deliberate intrusion,
accidental data leak, or deliberate
de-anonymisation of data.
Investment in technology and resource to
manage these risks, led by the Group Data
Protection Officer and Group Information
Security Manager.
Non-compliance with data protection
or privacy legislation, such as EU
GDPR, leading to significant penalties
and/or reputation damage.
Geopolitical
Largest geopolitical risk facing the
business now is the consequence of
the UK leaving the European Union
(“Brexit”) causing uncertainty for the
economic outlook for businesses
operating in the UK.
Internal controls
Failure of our internal controls to:
― prevent unauthorised access to
our systems and/or infrastructure
(e.g. by ex-employees, ex-
contractors);
― prevent unauthorised use of
assets (such as intellectual
property); and
― integrate newly acquired
companies into YouGov systems
and infrastructure.
Panel
Failure to maintain a quality,
engaged panel which is diverse
and representative.
62
Management focus on compliance across the
Group’s data handling activities. The Board
receives updates at each meeting.
Data Privacy Committee and Information Security
Committee meet regularly throughout the year,
with participation from the COO and senior
leadership stakeholders.
Privacy and security training are compulsory for
all employees across the Group, and completion
is monitored.
Policies on privacy and security are reviewed and
updated regularly.
Dedicated breach response team in place to
respond to any breaches.
While specific mitigation is not possible prior to
the terms of an exit from the EU being agreed,
the Board and Governance team monitor the
political, industry and regulatory changes across
the Group in relation to Brexit.
Intercompany data sharing agreement in place
for permitting the sharing of data across borders
within the YouGov group of companies.
The US remains Group’s largest region in terms of
revenue and profit. Therefore, the Group expects
to be largely unaffected by Brexit.
The Audit & Risk Committee is apprised of
activities to review and improve internal controls
in its meetings.
Cross-functional teams work together to manage
systems access in the case of employees
and contractors.
IT security team is responsible for prevention of
access by unknown or unauthorised third parties.
Our security systems are externally validated,
and we work to continually improve systems as
risks evolve.
We hold ISO 27001 certification for our
information security management system (see
pages 51 and 76), a globally recognised standard.
Our internal controls are subject to external
assurance review.
Global Panel Director leads a team dedicated to
maintaining the YouGov Global Panel. The Board
receives reports on the panel at each Board
meeting, including panel capability, acquisition
and overall health.
Data Innovation Unit and Panel team work to
improve the panellist experience and to monitor
panellist fraud attempts.
YouGov Annual Report & Accounts 2020 Risk & status
Description
Mitigation
Regulatory
Reputation
Strategy
Failure to comply with legal and
regulatory requirements for a listed
company with overseas subsidiaries
for reasons such as:
― lack of knowledge or
adequate advice;
― lack of understanding of relevant
legislation or regulations; or
― inability to follow company policy.
Group activities are subject to scrutiny by the
Board, Committees and external auditors.
Management is supported by a team of qualified
professionals, external advisors and
in-house legal team.
Executive Directors have received bespoke
training on their responsibilities as directors of
overseas subsidiaries.
In-house legal function led by General Counsel.
Failure to protect the Group’s
reputation leading to a loss of
confidence by our customer base;
affects our ability to recruit and retain
employees and panellists.
Damage to our reputation could arise
from a range of events, for example
from our services being of poor
quality or the leak of confidential data.
Given the general mistrust of the
market research and data analytics
industry, reputational damage could
be difficult to recover from.
The key risks related to strategy are:
Failure to achieve projected growth
in line with our annual budget and/or
not meeting strategy objectives in line
with market expectations.
Failure to identify or execute a
successful strategy for the business
leading to loss of client base,
inadequate resources to provide
new products and/or services, and/
or changes in technology resulting in
YouGov’s offering becoming outdated.
PR advisors actively monitor the corporate press.
Executive Management receives media training.
Nominated staff to manage corporate social
media relations and nominated spokespersons
for media interaction. Investment in both internal
and external communications professionals in-
house during the year.
Panel team actively monitors panellist feedback
by email and surveys.
Marketing actively monitors social media feeds
and manages complaints.
The Board regularly assesses progress against
the current long-term strategic plan.
Long-term incentive plans link Senior
Management remuneration to profit growth
(see Remuneration Report on page 77).
Senior Management focus on developing and
implementing new strategies, methodologies,
technologies, products and services.
Robust planning process in place involving
key stakeholders across the business (see Our
Stakeholders on page 40).
Regular review of Company performance against
market expectations by the Board.
Management meets regularly with the Company’s
broker to review market expectations and
messaging. IR Manager in post during FY20 to
handle engagement with investors.
Business has responded robustly to COVID-19 and
is reporting no material impact at 31 July 2020.
For detailed discussion on the financial risks facing the Group, see Note 21 on page 139.
The Strategic Report is approved by the Board and signed on its behalf by:
Stephan Shakespeare
Chief Executive Officer
15 October 2020
No change
Increased risk
Decreased risk
63
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Chair’s Introduction and Corporate Governance Statement
Roger Parry CBE
Chair
In a year that
has presented
unforeseen
challenges from the
COVID-19 pandemic,
our governance
framework has
responded robustly
and with agility.
On behalf of the Board of Directors of
YouGov plc (the “Board”), I am pleased
to present the YouGov plc Corporate
Governance Report for the year ended
31 July 2020.
The Board is committed to delivering
high standards of corporate governance
– commensurate with the size, stage
of growth and nature of the YouGov
Group’s (the “Group”) activities – to its
shareholders and other stakeholders
including employees, panellists,
customers, suppliers and the
wider community.
Corporate governance at YouGov
YouGov plc (the “Company”) has
adopted the QCA Corporate Governance
Code as its benchmark for good
corporate governance practice since
2014. The Board has formally adopted
the most recent edition of the Code (the
“QCA Code 2018”).
As Chair, I have oversight of how our
corporate governance processes and
procedures meet the requirements of
the QCA Code 2018. While we have
chosen not to follow the UK Financial
Reporting Council (the “FRC”) Corporate
Governance Code (the “FRC Code”) – as
we have determined that the QCA Code
2018 is better suited to the size and type
of our business – we take into account
the principles of the FRC Code.
In addition to its economic impact, the
COVID-19 pandemic has presented
unique governance challenges.
In early 2020, we decided to close all
offices and to work remotely. By the
end of the reporting period, 12 offices
had reopened at least partially and
we are working towards reopening
the remaining offices as and when it
is safe to do so.
From March 2020 until the end of the
reporting year, all Board and Committee
meetings were conducted fully virtually.
We value the importance of informal
conversations, so we have taken steps
to ensure that informal conversations
still occurred.
64
YouGov Annual Report & Accounts 2020
Notice of AGM
― Our 2020 Annual General
Meeting (“AGM”) will be held
on 10 December 2020.
― Due to continued social
distancing restrictions, our
AGM will be closed this year.
― You can learn more in our
Notice of AGM on page 166.
Corporate governance highlights from
the year include the following:
― Building and launching a new
onboarding process for suppliers,
including enhanced due diligence
checks (see page 47).
― Responding to the COVID-19
pandemic, ensuring continuity of our
governance framework throughout
lockdowns (see pages 39 and 50).
― External assurance reviews of key
processes (see page 71).
Our dedicated Governance team, led
by the Company Secretary, supports
the Board of Directors to ensure that
high standards of corporate governance
are maintained.
Board composition
As reported last year, Ben Elliot and
Nick Jones retired from the Board on
13 September 2019 and 11 December
2019 respectively. Following Nick’s
retirement, Rosemary Leith became
Senior Independent Director.
The Board consists of three Executive
Directors and four Non-Executive
Directors. The Non-Executive Directors
have a wide range of commercial and
academic experience. I believe the
performance of the business over recent
years is evidence that the Board is well
balanced and effective.
There are no immediate plans to make
changes to the Board composition.
In 2020, the Company completed its
first 20 years of corporate life. In line
with our ambitious current five-year
plan to 2023, we expect to grow
substantially and become even more
international. To prepare for this, we will
be engaging external consultants to
build on our existing human resources
plans to ensure we have a robust
process in place to proactively manage
succession and skill development at
Board and Senior Management levels.
For more information on the Nomination
Committee, see page 73.
Corporate culture
When YouGov was established 20
years ago, it was a pioneer in online
market research. A key facet of our
corporate culture is that we retain the
entrepreneurial spirit which was formed
in those early days, but now with the
corporate structure appropriate to a
company of our size and ambition.
Our values – be fast, be fearless,
get it right and trust each other –
permeate throughout our activities.
Our employees represent these values.
As befitting a business in our industry,
all opinions are valued and innovation
is openly encouraged.
The Board monitors corporate
culture through regular interaction
with Senior Management and, for
the Executive Directors in particular,
day-to-day contact with colleagues
at all levels throughout the business.
Corporate culture continues to be an
area of focus for the Board. This year we
have made significant investment in the
employee experience – taking time to
listen to our employees and understand
how we can improve. You can read more
about how we engaged with employees
during the year on page 41.
Stakeholder engagement
In this year’s Annual Report we are
pleased to have a dedicated section
on stakeholder engagement on
pages 40 to 43.
YouGov now employs over 1,100
employees globally. On behalf of
the Board, and shareholders, I would
like to thank all our employees for
their dedication to YouGov and their
contribution to our ongoing success.
This Corporate Governance Report
sets out our approach to governance,
provides further information on
the operation of the Board and its
Committees, and explains how
the Group complies with the QCA
Code 2018.
Roger Parry
Chair
15 October 2020
65
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Board of Directors
Roger Parry CBE N
Non-Executive Chair
Appointed Non-Executive Chair in
January 2007
Roger is Chair of Oxford Metrics and a Non-Executive
Director of Uber UK. Roger was previously Chair of Future
Publishing, Johnston Press and Shakespeare’s Globe Trust;
a consultant with McKinsey & Co; CEO of More Group, and
CEO of Clear Channel International. Roger was educated at
the universities of Oxford and Bristol. He is a Visiting Fellow
of Oxford University. He was awarded the CBE in 2014. He
is the author of five books including The Ascent of Media.
Stephan Shakespeare
Chief Executive Officer
FoundedYouGovinMarch2000
One of the pioneers of internet research, Stephan
has been the driving force behind YouGov’s innovation-
led strategy. He was Chair of the Data Strategy Board for
the Department for Business, Innovation and Skills 2012
to 2013 and led the Shakespeare Review of Public Sector
Information. He is a commissioner for the Social Metrics
Commission, an independent charity dedicated to helping
UK policy makers and the public understand and take
action to tackle poverty. Stephan has an MA in English
Language and Literature from Oxford University.
Alex McIntosh
Chief Financial Officer
Appointed Executive Director in
December 2017
Alex has been with YouGov since 2007. He initially
joined YouGov as Corporate Finance Manager focusing
on planning, budgeting and corporate development. He
became Chief Strategy Officer in 2011 and played a leading
role in the development of YouGov’s strategic plans and
data product developments. Alex also held the role of
Chief Executive Officer of the UK business from 2015 to
2016. He previously worked in corporate finance advising
a wide range of companies on their growth plans and first
worked with YouGov in 2005 while at Grant Thornton when
he assisted with the Group’s initial public offering on AIM.
Alex holds a BSc (Hons) in Applied Accounting, an MSc in
Finance, and is a Fellow of the Association of Chartered
Certified Accountants.
66
Sundip Chahal
Chief Operating Officer
Appointed Executive Director in
December 2017
Sundip has been with YouGov since 2005 and has
been the Group’s Chief Operating Officer since 2014.
He initially joined the UK business as BrandIndex Sales
Director, becoming Managing Director of Data Products
in 2008. In 2009, he was appointed as Chief Operating
Officer of YouGov’s MENA business and relocated to Dubai
to oversee the expansion of YouGov’s core online services
across the Middle East, North Africa and Asia. In 2010,
he was promoted to Chief Executive Officer of YouGov
MENA. Prior to joining YouGov, Sundip gained experience
of the market research industry with Ipsos Mori and
Research International.
YouGov Annual Report & Accounts 2020
Ashley Martin A R N
Non-Executive Director
Appointed Non-Executive Director in
September2018
Ashley is Non-Executive Director and Chair of the Audit
& Risk Committee at Zegona Communications plc. Until
2018, he served for nine years as Non-Executive Director
and Chair of the Audit Committee at Rightmove plc. Ashley
has held main board executive roles at a number high
growth entrepreneurial businesses mainly in the technology,
media and communications sector including Tempus Group
plc, Rok plc and The Engine Group. He is a Fellow of the
Institute of Chartered Accountants.
Andrea Newman R N
Non-Executive Director
Appointed Non-Executive Director in
December2017
Andrea is the Global Head of Brand at HSBC Holdings
plc. In this role, Andrea is responsible for all marketing,
including the management and marketing of the HSBC
brand globally. She has been at HSBC for 22 years and
during that time has lived and worked in the US and Asia
Pacific in addition to the UK. During her tenure with HSBC
she has overseen the development of the company’s
brand from a federation of over 50 brands to one unified
brand, elevating HSBC’s place as one of the most globally
recognised financial services brands.
Rosemary Leith R A N
Non-Executive Director and
Senior Independent Director
Appointed Non-Executive Director in
February2015
Rosemary is Non-Executive Director of HSBC UK
Bank plc and a member of the bank’s Risk Committee. She is
co-founding Director of the World Wide Web Foundation and
Trustee of the National Gallery (London), where she is Chair of
the Digital Advisory Board and member of the Remuneration
Committee. She is a Fellow at Harvard’s Berkman Klein Center
for Internet and Society. Rosemary works as an advisor and
investor in a number of technology businesses and academic
institutions in Europe and North America including Motive
Partners (a Fintech fund based in New York), Glasswing
Ventures (Boston) and Queen’s University School of Business
(Canada). She has been the Chair of the World Economic
Forum Global Agenda Council on Future of Internet Security.
Rosemary holds a Bachelor of Commerce (Hons) in Finance
and Accounting from Queen’s University, Canada.
Directors who retired during the year
Ben Elliot
Non-Executive Director (August 2010 to September 2019)
Audit & Risk Committee member (January 2019 to September 2019)
Nomination Committee member (August 2010 to September 2019)
Nick Jones
Non-Executive Director (June 2009 to December 2019)
Senior Independent Director (May 2015 to December 2019)
Nomination Committee member (June 2009 to December 2019)
Key
Chair of Committee
A
Audit & Risk Committee member
R
N
Remuneration Committee member
Nomination Committee member
67
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Corporate Governance Report
Boardcompositionmatrix(asat31July2020)1
Board
composition
43%
57%
Executive
Independent
Non-Executive
Directors
Board
tenure
0 – 2 years
3 – 5 years
3 – 5 years
42%
29%
29%
Board
gender
diversity
Female
Male
29%
71%
Board
ethnicity
diversity
86%
White English/
Welsh/Scottish/
Northern Irish/
British
Indian
14%
1 Percentages based on a Board comprising seven Directors.
Statement of Compliance
YouGov plc has adopted the QCA
Code 2018. We are compliant
with the principles of the Code.
Disclosures required by the QCA Code
2018 have been made both in this
Annual Report and on our website
corporate.yougov.com.
The Board
Board composition
At 31 July 2020, the Board consisted
of three Executive Directors and four
Non-Executive Directors, including
a Non-Executive Chair. There were
changes to the composition of the
Board during the year.
Ben Elliot retired from the Board on
13 September 2019 following nine
years’ tenure as a Non-Executive
Director and Nick Jones retired as Senior
Independent Director on 11 December
2019. Nick Jones exceeded nine years’
tenure in 2018 and stayed on the Board
to enable a smooth transition of his roles
as Senior Independent Director and
Chair of the Audit & Risk Committee.
Rosemary Leith was appointed as
Senior Independent Director on
11 December 2019.
There have been no changes to
the Executive Directors during the
reporting year.
The names of the Directors during
the year, their biographies and their
respective responsibilities are shown
on pages 66 and 67.
68
Directors’ independence
The Board periodically reviews its
composition and succession planning
framework to ensure that appointments
create an appropriate mix of skills and
experience, and a level of diversity and
independence that supports the Group’s
objectives for business growth.
The key factors considered by the
Board when determining a Director’s
independence are:
― their other commitments;
― their tenure; and
― the personal qualities they
demonstrate in the boardroom.
Weight is given to how they exercise
their judgement, and to the level of
engagement and challenge that they
provide in Board and Committee
discussions. Each of the Non-Executive
Directors, including the Non-Executive
Chair, is considered by the Board to be
independent. This is reviewed annually
by the Board. Principle 5 of the QCA
Code 2018 confirms that independence
is a Board judgement.
Roger Parry reached 13 years’ tenure
on the Board in 2020. He was
deemed to be independent upon
appointment. After evaluation, the
Board has determined that Roger
remains independent in character and
judgement in his role as Non-Executive
Director and as Chair of the Board.
Nick Jones reached ten years’ tenure
on the Board in 2019. After evaluation,
the Board determined that Nick
remained independent in character
and judgement in his roles prior to his
retirement on 11 December 2019.
For more information on succession
planning, see the report of the
Nomination Committee on page 73.
Directors’conflictsofinterest
The Company has procedures in place
to monitor and manage Directors’
conflicts of interest. The Directors are
required to declare their interests and
connected persons on an annual basis
(and additionally when there is change)
and the Company Secretary maintains
a register of said interests.
YouGov Annual Report & Accounts 2020
The Company’s Articles of Association
permit the Board to authorise declared
conflicts of interest; and Directors may
excuse themselves from decisions when
they are concerned about a conflict or
potential conflict.
All Directors are required to submit
themselves for re-election at each
AGM. This is a requirement of the
Articles of Association adopted on
11 December 2019.
The in-house effectiveness evaluation
was facilitated by the Corporate
Secretariat in compliance with the
Board effectiveness evaluation process
approved by the Board in 2018, which is
illustrated below.
Board Effectiveness Evaluation
Each year, the Board commissions
an evaluation of its effectiveness and
considers whether that evaluation should
be internally or externally facilitated.
In 2019/20, it was determined that
an in-house effectiveness evaluation
was appropriate.
Anonymised results from the evaluation
were presented to the full Board and
an action plan determined. No areas of
material concern were identified and
it was confirmed that the Board was
operating effectively.
Board effectiveness evaluation process
Questionnaires
A comprehensive questionnaire set
are issued to all Board members
for completion
One-on-one discussions
A one-to-one discussion with facilitator
covering the questionnaire answers and
any additional commentary
Evaluation
Results are collated and analysed by
the facilitator
Action plan
Anonymised results are presented to
the full Board and an action plan for the
year ahead is agreed
With a view to continually improving the Board’s effectiveness,
recommendations were presented to the Board for actions to be undertaken
during the next twelve months. The following actions were completed by the
end of the reporting year:
Area
Recommendation
Consider ongoing education
for Non-Executive Directors
Bespoke Remuneration Committee
training provided by Aon and shared
with whole Committee.
Global entity governance training
for subsidiary directors when
appointed in new jurisdictions
Process developed to provide country
specific guidance to directors upon
appointment in new jurisdictions.
Save as disclosed, no Director has or
has had any interest in any transaction
which is or was unusual in its nature or
conditions or which is or was significant
in relation to the business of the
Company and which was effected
by the Company either: (i) during the
current or immediately preceding
financial year; or (ii) during any earlier
financial year and which remains in any
aspect outstanding or unperformed.
Related parties
The process outlined above in relation
to conflicts of interests, together with
the commissioning of regular share
register analysis, enables the Board to
monitor the Group’s related parties so
that any related party transactions may
be quickly identified and the subsequent
compliance obligations ensured.
Board operation
The Board operates both formally,
through Board and Committee
meetings, and informally, through
regular contact among Directors.
The Board receives regular information
from management on the Group’s
performance. Appropriate information
relating to the agenda for formal Board
and Committee meetings is provided
in advance of those meetings. For an
overview of the Board Committees
and their remits see page 72 and
for information on the work of the
Committees during the year see
pages 73 to 78.
All Directors are expected to commit
sufficient time to their roles as required.
As a minimum, Non-Executive Directors
commit one day per month and the
Chair of the Board commits further time
as required to appropriately fulfil his role.
All Directors bring their experience to
the Board. Directors are encouraged
to keep their skillset up to date and
the Company provides support in this
regard where needed. For example,
the Company provides access
to external advisors or externally
facilitated courses where appropriate.
In 2020, this included Remuneration
Committee training facilitated by Aon.
For an overview of the skills held by
the Board members, see page 70.
69
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Corporate Governance Report continued
Communicating with shareholders
The Executive Directors meet regularly
with institutional shareholders to discuss
the Group’s performance and future
prospects, as do the Non-Executive
Directors from time to time. At these
meetings, the views of institutional
shareholders are canvassed and
subsequently reported back to the
full Board. The AGM is available as a
forum for communication with private
shareholders. Chairs of each Committee
attend the AGM to address any queries
about their Committee’s performance
during the year. Due to the ongoing
social distancing requirements caused
by the COVID-19 pandemic, this
year’s AGM will be a closed meeting.
Shareholders will be offered the
opportunity to pose questions to the
Board ahead of the meeting.
In October 2019, we launched a new
corporate website to facilitate improved
engagement with our stakeholders,
including our shareholders. It was
subsequently nominated by the IR
Magazine Awards Europe 2020 in the
“Best Investor Relations Website – Small
Cap” category. The website can be found
at corporate.yougov.com.
During the year we invested in
establishing a dedicated investor
relations function. Our Investor Relations
Manager is the primary point of contact
for shareholders and can be reached at
investor.relations@yougov.com.
For details on the Company’s approach
to shareholder engagement, see the
stakeholder engagement section on
pages 40 to 43 and ESG report on
pages 44 to 53.
Self-declared Board skills matrix
(asat31July2020)
Area
International business
C-Suite level experience
Strategy development
High-growth business
PLC expertise
Mergers & acquisitions
Accounting/finance
Change management
Corporate governance
Marketing
Media
Data analytics
Operations
Public relations
Research
Risk management
Technology
Key
Non-Executive Directors
Executive Directors
Total
7/7
6/7
6/7
5/7
5/7
4/7
4/7
3/7
3/7
3/7
3/7
2/7
2/7
2/7
2/7
2/7
2/7
Investor relations activities during the year
October
Full-year results and
analyst briefing
December
Annual General Meeting
March
Half-year results and
analyst briefing
July
Trading update
October
Post-results roadshow
for major shareholders
January
Trading update
March
Post-results roadshow
for major shareholders
70
YouGov Annual Report & Accounts 2020
Board meeting attendance
There were eight Board meetings held during the year (seven planned and one at short notice) at which attendance was
as follows:
Director
Stephan Shakespeare
Alex McIntosh
Sundip Chahal
Roger Parry
Andrea Newman
Rosemary Leith
Ashley Martin
Ben Elliot¹
Nick Jones²
Capacity
No. meetings attended
Executive Director
Executive Director
Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
8/8
8/8
7/8
8/8
7/8
7/8
7/8
0/0
3/3
1 There were no Board meetings held during the reporting period prior to Ben Elliot’s retirement in September 2019.
2 Nick Jones attended three of a possible three Board meetings prior to his retirement in December 2019.
Advisors
All Directors have access to the
Group’s selected advisors and can
obtain independent professional
advice at the Group’s own expense
in performance of their duties as
Directors. Board Committees are
authorised to obtain, at the Group’s
expense, professional advice on any
matter within their Terms of Reference.
The Audit & Risk Committee works
with PwC (the Company’s external
auditors) and KPMG (assurance
consultants). The Company Secretary
is supported on company secretarial
matters by KPMG (global entity
management), Avieco (environmental
reporting consultants), Numis (NOMAD)
and Neville Registrars (registrar).
During the year, the Remuneration
Committee was supported by Aon
(remuneration consultants).
Matters reserved for the Board
High-level decisions on matters such as
Group strategy, financial performance and
reporting, dividends, risk management,
major capital expenditure, acquisitions and
disposals are reserved for the Board or
Board Committees. For information on the
areas of responsibility of the Committees,
see pages 72 to 76.
Review of key controls and procedures
The Board maintains full control and
direction over appropriate strategic,
financial, organisational and compliance
issues and has put in place an
organisational structure with defined lines
of responsibility and delegation of authority.
The Board, prior to approval being given,
reviews the annual budget and forecasts.
This includes the identification and
assessment of the business risks inherent
in the Group as well as in the data analytics,
market research and media sectors, along
with associated financial risks.
The system of internal controls is
designed to manage, rather than
eliminate, the risk of failure to achieve
business objectives, in addition to
providing reasonable but not absolute
assurance against material misstatement
or loss. These include controls in relation
to the financial reporting process and the
preparation of consolidated accounts.
These procedures have been in place
during the financial year up to the
date of approval of the Annual Report.
This process is regularly reviewed by
the Board and is in accordance with FRC
guidance. The Audit & Risk Committee
receives a report from management on
the effectiveness of internal controls
each year. For more information on the
Committee’s activities with regard to
internal controls, including the external
assurance work undertaken during the
year, see pages 74 to 76.
The key procedures include:
― a detailed budgeting programme
with an annual budget approved by
the Board;
― regular review by the Board of actual
results compared with budget
and forecasts;
― regular reviews by the Board of year-
end forecasts;
― establishment of procedures for
acquisitions, capital expenditure and
expenditure incurred in the ordinary
course of business;
― detailed budgeting and monitoring
of costs incurred on the
development of new products;
― reporting to, and review by, the
Board of changes in legislation
and practices within the sector and
accounting and legal developments
pertinent to the Group;
― appointing experienced and suitably
qualified staff to take responsibility
for key business functions to ensure
maintenance of high standards
of performance;
― appraisal and approval of proposed
acquisitions by the Board; and
― external assurance reviews of key
risk areas.
71
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Corporate Governance Report continued
Review of key Company policies
YouGov is committed to conducting
our business with honesty and integrity.
We expect all staff to maintain high
standards. Our governance framework
is underpinned by several key Company
policies. These policies are applicable
globally, reviewed annually and
submitted for Board approval at least
once each year. In each case, failure to
comply with a Company policy may be
subject to disciplinary action.
The key Company policies are:
Group Anti-Bribery Policy
Compliant with the UK Bribery Act
2020, this policy sets out the measures
in place to eliminate bribery and/or
corrupt activities from our companies.
The policy includes a procedure for
notifying gifts and hospitality along with
guidance for staff on what constitutes
inappropriate gifting/hospitality.
Group Anti-Facilitation of Tax
Evasion Policy
Compliant with the UK Criminal
Finances Act 2017, the policy sets
out the Company’s zero tolerance
approach to tax evasion and details
how staff members are expected to act
to ensure no tax evasion takes place.
The policy also contains guidance on
how to recognise tax evasion and how
to approach tackling it.
Group Securities Dealing Policy and
Group Restricted Persons’ Dealing Code
Our dealing policies outline how we
expect staff to transact in the dealing of
YouGov securities in order to ensure that
they do not misuse, or put themselves at
risk of suspicion of misusing, information
about the Company that is not
public. Our Group Restricted Persons’
Dealing Code applies to Directors,
persons discharging management
responsibilities (“PDMRs”) and those staff
members who regularly have access to
insider information.
Group Risk Management Policy
and Procedure
In order to ensure an effective review
of corporate risks, the Group Risk
Management Policy and Procedure
outlines the process to be followed
each year in order to create an accurate
register of the risks facing the business.
This policy also outlines the approach
to be taken when creating the principal
risks for disclosure in the Annual Report
(see page 60).
Group Whistleblowing Policy
Taking into account the Whistleblowing
Arrangements Code of Practice issued
by the British Standards Institute and
Protect (the whistleblowing charity), the
policy enables staff, and those who we
work with, to raise concerns about illegal
or unethical conduct in the business.
Measures are outlined which ensure that
confidentiality will be respected, provide
guidance on how staff can raise a concern
and provide reassurance that concerns
can be raised without fear of reprisal.
Board Committees
The Board has delegated powers to Board Committees who operate under Terms of Reference reviewed and approved
by the Board on an annual basis.
In addition to the Board Committees, there are management-level committees for specific subject areas – such as Data
Privacy and Information Security – on which the Executive Directors sit.
Board of Directors
Non-Executive
Directors
Executive
Directors
Executive
Committees
Remuneration
Committee
Audit & Risk
Committee
Nomination
Committee
Board Committee comprises three
Board Committee comprises two
Board Committee comprises all
Independent Non-Executive Directors
Independent Non-Executive Directors
Independent Non-Executive Directors
—
Responsible for overseeing the
—
Responsible for overseeing financial
—
Recommends changes to the Board
remuneration of Executive Management,
reporting, risk management and internal
composition, oversees succession
Senior Management and Group-wide
control framework, compliance, and
planning for the Board and Senior
remuneration policies
external and internal audit
Management, and related talent policies.
Read more
see page 77
Read more
see page 74
Read more
see page 73
72
YouGov Annual Report & Accounts 2020 Nomination Committee Report
Roger Parry CBE
Chair, Nomination Committee
Main areas of responsibility:
― Succession planning for Board
and Committee roles
― Composition of Board and
Board Committees
― Effectiveness of Directors
Members
Our Nomination Committee comprises
entirely Non-Executive Directors:
Committee
members
Role
Meetings
attended
Roger Parry1
Rosemary Leith Member
Chair
Ashley Martin
Member
Andrea Newman Member
Ben Elliot2
Nick Jones3
Member
Member
1/1
1/1
1/1
1/1
0/0
0/0
1 Roger Parry chairs the Committee unless
the matter at hand is the succession
to the Chair, in which case the Senior
Independent Director chairs the meeting.
2 Ben Elliot was a member of the
Committee until he retired from the
Board on 13 September 2019.
3 Nick Jones was a member of the
Committee until he retired from the
Board on 11 December 2019.
At the invitation of the Chair, the
following Executive Directors
attended meetings during the year
as guests:
Stephan Shakespeare
Alex McIntosh
Sundip Chahal
1/1
1/1
1/1
Dear shareholder
I am pleased to present to you the
report of the Nomination Committee
(the “Committee”) for the year ended
31 July 2020.
Areas of responsibility
The Committee is responsible for:
― identifying the talent, skills and
experience required for the next
stage in the Group’s development;
― keeping close watch on succession
planning and possible internal
candidates for future Board roles; and
― assisting the Board Chair (or, where
appropriate, the Senior Independent
Director), in taking steps to remove
any underperforming Director.
In fulfilling its role, the Committee
considers the outcome of any board
effectiveness evaluations.
Membership and attendance
at meetings
The Nomination Committee now
comprises the Board’s Non-Executive
Directors. I am Chair of the Committee,
except when the Committee is dealing
with the matter of succession to the
Board Chair; on these occasions, the
Senior Independent Director fulfils the
role of Committee Chair.
Executive members of the Board may
attend meetings at the invitation of the
Committee Chair.
The Company Secretary acts as
Secretary to the Committee.
Terms of Reference
The Committee operates under Terms of
Reference agreed by the Board, which
were reviewed in December 2019, a
copy of which can be found on our
corporate website (corporate.yougov.
com/governance).
Activities during the year
Activities during the year included:
― Succession planning: During the
year, the Committee met to consider
succession plans for the Board, the
Chair and CEO roles in particular.
Succession plans for all Board roles
take into consideration the outcome
of the annual Board Effectiveness
Evaluation Process.
A well balanced
Board is key to good
governance and the
Committee ensures
that the requisite
balance of skills,
experience and
backgrounds are
represented.
― Board Effectiveness Evaluation:
This year’s board effectiveness
evaluation was supported by an
online portal, providing additional
security and enhanced reporting
capabilities. In addition to the main
evaluation, the Directors were asked
to self-assess their expertise for
the creation of a skills matrix for the
Board shown on page 70. You can
read more about the effectiveness
evaluation process on page 69.
― Senior Independent Director:
Nick Jones retired as Senior
Independent Director on
11 December 2019. In considering
an appropriate successor, the
Committee considered the length
of service of each of the Non-
Executive Directors as well as
their experience outside of the
Company. Rosemary Leith, being
a highly experienced Director, was
confirmed to be the appropriate
successor and assumed the role
on 11 December 2019.
There will be an opportunity for you
to ask me questions about the work
of the Committee as part of our 2020
AGM procedure.
Roger Parry CBE
Chair
Nomination Committee
15 October 2020
73
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Audit & Risk Committee Report
Dear shareholder
I am pleased to present to you the
report of the Audit & Risk Committee
(the “Committee”) for the year ended
31 July 2020.
Areas of responsibility
The Committee is a key part of the
governance framework to which the
Board has delegated oversight of the
following matters:
Accountingandfinancialreporting
― ensuring the financial performance
of the Group is properly monitored
and reported; and
― reviewing formal announcements
relating to financial performance.
Relationship with external auditors
― reviewing their independence;
― agreeing audit strategy and
assessing the effectiveness of the
external audit process;
― reviewing reports from the external
auditors and management relating to
the financial statements and internal
control systems; and
― making recommendations to
the Board in respect of the
external auditors’ appointment
and remuneration.
Systems of internal control and risk
management
― reviewing effectiveness of YouGov’s
internal control processes;
― reviewing the output from the bi-
annual risk management process
and ensuring mitigating actions are
implemented; and
― overseeing the relationship
with the outsourced provider of
assurance services.
The Committee reports to the Board
on any matters in respect of which it
considers that action or improvement is
needed and makes recommendations
as to the steps to be taken. After each
meeting the Chair reports to the Board
on the matters discussed at the meeting.
We have formalised
appointment of an
external assurance
provider following
a successful
programme of
assurance projects.
Membership and attendance
at meetings
Ben Elliot retired from the Committee
on 13 September 2019. Ashley Martin
was Chair of the Committee for the full
year. The Board is satisfied that I, Ashley
Martin, who served as Chair during the
year, has recent and relevant financial
experience. For information about the
Chair’s relevant experience, please see
the biography on page 67.
Executive members of the Board may
attend meetings at the invitation of
the Chair.
The Deputy Company Secretary
attends meetings as Secretary to the
Committee. The Chief Financial Officer,
Group Finance Director and Company
Secretary may also attend meetings at
the invitation of the Chair, together with
other subject matter experts.
The Chair meets regularly with the
external auditor and separately with the
Chief Financial Officer and members of
the wider finance team. The Committee
schedules time to receive the views of
the external auditor without Executive
Management being present.
Terms of Reference
The Committee operates under Terms
of Reference agreed by the Board,
which were last reviewed in December
2019, a copy of which can be found on
our corporate website (corporate.yougov.
com/governance).
Ashley Martin
Chair, Audit & Risk Committee
Main areas of responsibility:
― Accounting and Group
financial reporting
― Relationship with the
external auditors
― Systems of internal control and
risk management
Members
Our Audit & Risk Committee
comprises entirely Non-
Executive Directors:
Committee
members
Role
Meetings
attended
Ashley Martin
Chair
Rosemary Leith Member
Ben Elliot1
Member
4/4
4/4
0/0
1 There were no Committee meetings
held during the reporting period
prior to Ben Elliot’s retirement on
13 September 2019.
At the invitation of the Chair, the
following Executive Directors attended
meetings during the year as guests:
Alex McIntosh
Sundip Chahal
4/4
2/2
74
YouGov Annual Report & Accounts 2020 Activities during the year
During the year, as a Committee we considered the following matters:
Financial reporting
We reviewed the content of the half-year results announcement and the Annual Report & Accounts. The Committee does
this by considering, among other things, the accounting policies and practices adopted by the Group; the application of
applicable reporting standards and compliance with broader governance requirements; papers detailing the approach taken
by management to the key judgemental areas of reporting and the comments of the external auditor on management’s
chosen approach.
The Committee also considers significant issues including Group materiality, whether the business remains a going concern
and whether the Annual Report & Accounts gives a fair, balanced and understandable view of the Group’s affairs for the year
in question.
The key judgemental areas considered by the Committee in respect of the financial year ended 31 July 2020 were:
Judgemental items
Committee review
Impairment of goodwill
There is significant judgement and
estimation in determining whether
Goodwill is impaired under IAS 36.
This includes the components feeding
into the value-in-use calculations
including forecast results, discount
rate, growth rates and allocation of
assets to cash-generating units
(“CGUs”).
The Committee reviewed the reasonableness of the forecasts used. We paid
particular attention to the terminal growth rate, historic growth rates achieved and
a COVID-19 impacted economy. We also considered the allocation of assets and
liabilities to geographic CGUs including classification of non-geographic CGUs.
We considered the impact of sensitivities to the assumptions and whether there
were any further impairment risks.
The Committee discussed with the Company’s external auditors, PwC, the
assumptions used which included advice from their valuation experts to consider
the cost of capital used and the long-term growth rate applied.
Capitalisation of internally
generated and separately
acquired intangible assets
The Company has a team of 40
developers creating software
products. There is considerable
judgement in determining whether
the costs incurred meet the criteria
required for capitalisation under
IAS 38.
The Company capitalises the costs
incurred of enhancing the Company’s
proprietary global panel (the “Panel”)
whether into new geographies,
demographics or target panellists.
There is significant judgement
incurred in ensuring that the costs
of panel recruitment meet the
criteria required for capitalisation as
a separately acquired asset under
IAS 38.
The Committee reviewed the process for distinguishing expenditure between
enhancement and maintenance. We examined the different products created to
ensure each met the criteria set out in IAS 38.
The Committee also considered whether previously capitalised software
assets were still creating value for the Group and a three-year amortisation was
still reasonable.
The Committee considered that the Panel is separately identifiable, under the
control of YouGov and delivers future economic benefits as required by IAS 38.
We reviewed how the asset had been enhanced (territories and demographics)
to satisfy ourselves that the costs incurred were not advertising but specifically
acquisition costs of new panellists.
We noted YouGov is in line with the practice adopted in this area by several
global competitors.
We considered the attrition rate of panellists to ensure our amortisation policy
was appropriate to reflect the useful life of the asset.
We have also considered in detail the potential impact of the COVID-19 pandemic on our operations, the impact for our key clients
and suppliers and reviewed its potential impact on the measurement of our assets and liabilities.
You can read more about how the external auditors view these matters in their report on page 96.
75
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Audit & Risk Committee Report continued
Risk review
The Board has delegated primary
responsibility for oversight and scrutiny
of the Group’s risk management
processes to the Committee. At each
meeting during the year we receive
updates from the business on the
progress of the risk management
evaluation and mitigating actions,
culminating in our review of the updated
Group Risk Register at our June meeting.
For information on the risk review activities
during the year, see pages 60 to 63.
Internal audit and controls assurance
Along with the Committee’s oversight
of the annual risk review process,
the Committee has assessed the
effectiveness of internal controls
operating during the year and monitors
implementation measures to improve
the control environment.
During the year, we were pleased
to oversee the implementation of
an external assurance programme
with KPMG. Assurance projects
were completed on Cyber Security,
IT Disaster Recovery and Revenue
Recognition in compliance with IFRS
15. Progress against actions and
recommendations from each of these,
and other control reviews, are presented
to the Committee in order to oversee
completion. Following the success these
projects, we have now formally appointed
KPMG as an assurance provider for
the next two years to undertake a
programme of control reviews targeting
areas highlighted as higher risk in the
bi-annual risk review.
As reported last year, our information
security management systems are
certified to ISO 27001, an international
standard. We were pleased to maintain
this globally recognised standard as it
reinforces our commitment to the security
of our clients’ data.
Aside from internal audits for ISO 27001
compliance and the assurance projects,
there was no further formal internal
audit work undertaken during the year,
although the accounting functions were
subject to periodic internal review by
Senior Management.
External audit
The Committee is primarily responsible for
overseeing the relationship with and the
performance of the external auditor, PwC,
which is engaged to conduct a statutory
audit on the annual financial statements
and express an opinion thereon.
The Committee reviews the scope of
the PwC audit which includes the review
and testing of controls over data which
is used to produce the information
contained in the financial statements.
The Committee approved the external
auditor’s terms of engagement and
approved audit fees for the year ended
31 July 2020 of £407,000.
Auditor independence
The Committee also undertakes
a formal assessment of the auditor’s
independence each year, which includes:
― objectivity and independence in the
provision of non-audit services to
the Group by the use of separate
teams to provide such services
where appropriate;
― discussion with the auditors of
a written report detailing their
relationships with the Group and
any other parties that could affect
the independence or the perception
of independence;
― a review of the auditor’s own
procedures for ensuring
independence of the audit firm and
partners and staff involved in the
audit, including the regular rotation
of the audit partner; and
― obtaining written confirmation from
the auditors that, in their professional
judgement, they are independent.
The Company has historically engaged
PwC to provide certain non-audit
services where appropriate (see page
123), but to do so requires the approval
of the Committee and the audit partner.
PwC has only been engaged for
non-audit services relating to taxation
compliance where its expertise about
the business has been integral to the
project. There is a clear delineation
between PwC’s audit teams and
advisors on non-audit services, ensuring
that the external auditors retain their
independence. An analysis of the fees
payable to the external audit firm in
respect of both audit and non-audit
services during the year is set out in
Note 2 to the financial statements on
page 123. The level of non-audit services
has been approved by the Committee.
As a result of the revisions to the Ethical
Standard for Auditors issued by the
Financial Reporting Council in December
2019, YouGov plc as an Other Entity of
Public Interest will no longer be able
to engage its external auditor PwC for
taxation compliance services and is in
the process of migrating the service
to KPMG.
Effectiveness of external auditor
After the conclusion of the prior year
(ended 31 July 2019) full-year audit,
the Committee conducted an in-house
review of the effectiveness of the
external audit process. This review took
into account the views of all parties
working with the external auditors
including the wider finance team and
the corporate secretariat. After review,
it was concluded that the external
auditors remain independent, objective,
challenging and effective in their audit.
Policy on external auditor rotation
As an AIM-listed company, YouGov is
not obligated to comply with the auditor
rotation requirements for companies
as set out in the Statutory Auditors and
Third Country Auditors (Amendment)
(EU Exit) Regulations 2019. PwC has
been the Company’s external auditor for
12 years and the Committee continues
to be satisfied. In keeping with best
practice, it is Committee policy for
the audit partner to be rotated every
five years and Brian Henderson, our
current audit partner, was appointed
from the 2019 audit. There are no
contractual restrictions on our choice
of external auditor.
Compliance policies
We have continued to improve our
compliance policies, making necessary
changes to ensure that they remain fit
for purpose.
There will be an opportunity for
shareholders to ask me questions about
the work of the Committee as part of our
2020 AGM procedure.
Ashley Martin
Chair
Audit & Risk Committee
15 October 2020
76
YouGov Annual Report & Accounts 2020 Directors’ Remuneration Report
Remuneration Committee
Report
Dear shareholder
I am pleased to present to you the
Remuneration Committee Report for the
year ended 31 July 2020.
Areas of responsibility
As a Committee we set the strategy,
structure and levels of remuneration
for the Executive Directors and monitor
the remuneration policy for Senior
Management. The Committee does so
in the context of aligning the financial
interests of the Executive Directors and
management with the achievement of
the Group’s stated strategic objectives.
Membership and attendance
at meetings
This was the first full year of the
current Committee membership, with
Ashley Martin and Andrea Newman
joining during the year to 31 July
2019. There were no changes to the
Committee during the reporting year.
The Company Secretary attends all the
Committee meetings as Secretary to
the Committee and, by invitation, they
are also attended by the Board Chair,
Chief Executive Officer, Chief Financial
Officer, Group HR Director and external
professional advisors for all or part of
any meeting as and when appropriate
and necessary.
Terms of Reference
The Committee operates under Terms
of Reference agreed by the Board, which
were last reviewed in December 2019.
These are available on the Company’s
website (corporate.yougov.com/
governance).
Activities during the year
During the year, as a Committee we have
considered the following matters:
― LTIP 2019 design
and implementation;
― LTIP 2014 vesting approval;
― Executive Director remuneration
levels; and
― UK gender pay gap reporting.
Supporting the
delivery of FYP2,
the Committee has
set a remuneration
framework that
incentivises and drives
performance both
today and over the
long term.
Remuneration Policy
The Remuneration Policy at YouGov
is designed to reward our workforce
within a structure that reflects both
Company and personal performance.
The policy, to which there has been no
material change in the reporting year,
is to set base salaries for employees
at normal market peer-group levels
(or lower market peer-group levels for
the Executive Directors) and to offer an
annual cash bonus opportunity linked
to pre-determined targets or objectives
(or a commission plan for some roles)
in addition. Share awards are offered to
the Executive Directors and other key
employees under long-term incentive
plans that are designed to support
the Company’s strategic goals and
reward the individual’s contribution to
value creation.
Long-term incentive plans
During the year the Committee
approved the full vesting of awards
granted under the YouGov Long-Term
Incentive Plan 2014 (“LTIP 2014”) which
was aligned to the Company’s five-
year strategic growth plan for 2014-19
(“FYP1”). YouGov delivered exceptional
performance over the FYP1 performance
period (from 1 August 2014 to 31 July
2019), with compound annual growth
in adjusted basic earnings per share1
(“EPS”) of 29% and compound annual
growth in share price of 38% (compared
to 4% in the FTSE AIM All Share Index
over the same period). Accordingly, the
stretching financial performance targets
for the LTIP 2014 were achieved in full.
For more information on the LTIP 2014,
see page 82.
Rosemary Leith
Chair, Remuneration Committee
Main areas of responsibility:
― Set the Remuneration Policy
for Executive Directors
― Monitor, and make
recommendations on,
remuneration policy for
Senior Management
― Oversee remuneration-related
Company policies
Members
Our Remuneration Committee
comprises entirely Non-
Executive Directors:
Committee members
Role
Rosemary Leith Chair
Ashley Martin
Member
Andrea Newman Member
Meetings
attended
5/5
5/5
3/5
At the invitation of the Chair, the
following Directors attended meetings
during the year as guests:
Roger Parry
Nick Jones1
Stephan Shakespeare
Alex McIntosh
2/2
1/3
5/5
5/5
1 Nick Jones retired from the Board on
11 December 2019.
1 As defined at the start of the FYP1 performance period: excluding the impact of amortisation,
share-based payment charges, imputed interest and separately reported items.
77
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Directors’ Remuneration Report continued
Remuneration Committee Report continued
During the year we also introduced the
new YouGov Long-Term Incentive Plan
2019 (“LTIP 2019”), which is aligned to
the Company’s strategic growth plan
for 2019-23 (“FYP2”). The LTIP 2019
replaces the LTIP 2014 and the Deferred
Share Bonus Plan 2014 (“DSBP 2014”)
and consequently includes a larger
cohort of participants than the LTIP 2014.
As part of determining the plan design,
the Committee consulted with major
shareholders, all of which confirmed
their support for the final design.
The Board believes the FYP2 strategic
growth plan will deliver significant value
for our shareholders and the Committee
was pleased to deliver a share plan
designed to motivate key employees for
its achievement. For more information
on the LTIP 2019, see page 80.
Directors’ Remuneration Report
While there has been no material
change to the Directors’ Remuneration
Policy during the year, our Annual
Report on Remuneration disclosures
have been expanded compared to last
year. As an AIM-listed company, YouGov
is not obligated to comply with the
remuneration reporting requirements for
companies as set out in the Large and
Medium-sized Companies and Groups
(Accounts and Reports) Regulations
2008 (and subsequent amendments)
and the Companies (Miscellaneous
Reporting) Regulations 2018. However,
the Committee is committed to making
disclosures to the degree appropriate
to the size of our business. Accordingly,
certain disclosures in this report reflect
requirements of the regulations and
have been included voluntarily.
In addition, while AIM-listed companies
are not obligated to seek shareholder
approval of their Directors’ Remuneration
Report, as practice we present our
Annual Report on Remuneration at each
AGM in order to provide accountability
and transparency over our remuneration
practices. At the 2019 AGM, of the
votes received on the Annual Report on
Remuneration, 99.99% were in favour
that it be accepted.
Pay gap reporting
Ensuring that YouGov is demonstrating
its commitment to an inclusive
workplace through its remuneration
practices is one of the Remuneration
Committee’s priorities and monitoring
of YouGov’s gender pay gap is an
important part of this. The gender pay
gap measures the difference in earnings
between women and men across all
roles; it is not the same as equal pay.
there is more to be done. Both the Board
and Senior Management are committed
to narrowing the gender pay gap at
YouGov. Throughout the next financial
year I am keen to continue to work with
the Board and YouGov’s management
team to ensure that YouGov is doing
all it can to close its pay gap over a
reasonable period.
Our latest UK Gender Pay Gap Report
was published on 1 May 2020, in
accordance with the UK Equality Act
2010 (Gender Pay Gap Information)
Regulations 2017 and can be found at
corporate.yougov.com/governance/
genderpaygap.
Conclusion
We welcome feedback from
shareholders on our Directors’
Remuneration Report and there will
be an opportunity to ask me questions
about the work of the Committee as part
of our 2020 AGM procedure.
As at 5 April 2019, the mean average
gender pay gap in our UK business was
23.0%, down from 26.3% in 2018. While I
am pleased to see that the mean hourly
pay gap has moved in the right direction,
Rosemary Leith
Chair
Remuneration Committee
15 October 2020
AGM voting history
Absolute votes on the Annual
Report on Remuneration 2019
Total:
61,946,912
For
61,946,210
For
61,946,210
Against
40
Withheld
450
Discretionary
212
Historic votes in favour of the
Annual Report on Remuneration
2015-19
2015
2016
2017
2018
2019
78
98.53%
99.90%
100.00%
97.17%
99.99%
YouGov Annual Report & Accounts 2020 Directors’ Remuneration Policy
The following section of this report describes our Remuneration Policy for YouGov’s Executive and Non-Executive Directors.
There has been no material change to the Remuneration Policy during the year.
Executive Director Remuneration Policy
The Remuneration Committee (the “Committee”) reviews the performance of Executive Directors and sets the scale and
structure of their remuneration and the basis of their service agreements with due regard to the interests of shareholders.
In determining that remuneration, the Committee seeks to offer a competitive remuneration structure to maintain the high
calibre of its Executive Directors. The Committee believes that maintaining the Group’s business growth and profit record
requires an overall compensation policy with a strong performance-related element.
Base salary
Purpose and link to strategy
Provides a core level of reward for the completion of Executive Directors’ duties. Set at a level that allows us to attract and
retain employees of the calibre to drive the Company’s success.
Maximum opportunity
There is no maximum salary limit. When considering salary levels, the Committee will consider the specific nature and
responsibilities of the role at YouGov, the capabilities and experience of the individual, as well as pay levels in relevant
talent markets.
Operation
The Committee’s policy is to review salaries annually. Basic salary for each Director is determined by the Remuneration
Committee considering the performance of the individual as well as external peer-group market data. Salary increases will be
generally awarded in line with increases applicable to the wider employee group; however, the Remuneration Committee may
exercise discretion to vary the amount awarded based on merit or market data.
Performance framework
Not applicable.
Pension
Purpose and link to strategy
Provides Executive Directors with long-term savings for their future.
Maximum opportunity
Executive Directors are eligible for the standard company pension contributions (or equivalent cash payments in lieu) of up to
5% of base salary.
Operation
Where applicable, payments are made directly to a nominated pension scheme or, if payments are made in cash, they are
delivered monthly through payroll.
Performance framework
Not applicable.
Other benefits
Purpose and link to strategy
Provision of benefits in line with the Executive Directors’ local market and those offered to the wider workforce in that market.
Maximum opportunity
There is no defined maximum value for benefits, but the Committee will consider the aggregate value of any such benefits
when determining what should be offered.
Operation
Executive Directors are eligible to a range of benefits, including private healthcare and any other benefit deemed appropriate
by the Committee. Any reasonable business-related expenses may be reimbursed, including any taxes payable thereon if
determined to be a taxable benefit.
Performance framework
Not applicable.
79
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Directors’ Remuneration Report continued
Directors’ Remuneration Policy continued
Annual bonus plan
Purpose and link to strategy
The annual bonus plan is focused on the achievement of the Group’s short-term objectives, in complement to the LTIP which is
focused on the achievement of the Group’s long-term objectives. The bonus plan for the reporting year was linked specifically
to Group adjusted operating profit1 performance, one of the Group’s key performance indicators (see page 26).
Maximum opportunity
Executive Directors are eligible for a maximum annual bonus of 150% of base salary per annum. The Committee will determine
an appropriate award size each year within this parameter.
Operation
Bonuses are paid in cash each year after the publication of the audited financial statements.
Performance framework
The Remuneration Committee sets annual bonus targets for the Executive Directors linked to the annual budgeted Group
adjusted operating profit1; this is complemented by an LTIP which is designed to incentivise management for the achievement
of long-term earnings growth.
1 Defined in the explanation of Non-IFRS measures on page 59.
Share incentive plans
Current share plans
YouGov Long-Term Incentive Plan 2019 (“LTIP 2019”)
Purpose and link to strategy
The Board believes that share ownership by the Executive Directors strengthens the link between their personal interests
and those of the shareholders in respect of shareholder value. It therefore established long-term incentive plans designed to
reflect an individual manager’s contribution to long-term value creation. This plan has been designed to incentivise and reward
the achievement of the long-term performance objectives that define the Company’s strategic growth plan, FYP2. This plan
has replaced the LTIP 2014 and DSBP 2014.
Maximum opportunity
The maximum total number of shares which may ordinarily be granted to a participant over the life of the plan will be
determined by reference to their base salary and the share price at the start of the plan; the award level opportunities vary
by participant.
The Executive Director award level opportunities are as follows:
Role
Award level opportunity (maximum total cumulative award value as a % of base salary in 2019)
Chief Executive Officer
Other Executive Directors
1,200%
600%
In addition to the Executive Directors, selected employees from across the Group will also participate in the LTIP 2019, at lower
award level opportunities.
80
YouGov Annual Report & Accounts 2020 Operation
Awards will be granted in three equal tranches: Award I, Award II and Award III in October 2020, 2021 and 2022 respectively
(together the “LTIP 2019 Awards”).
Awards will normally be in the form of nil cost options.
The grant of an award in each of these years will be conditional upon the achievement of specific and demanding personal
performance objectives to be satisfied in the financial year preceding the grant of awards. The personal performance
objectives for the Executive Directors’ granted awards will be disclosed in the Annual Report & Accounts of the relevant
reporting year.
The normal vesting date for all LTIP 2019 Awards will be the date of the public announcement of YouGov’s annual results for
the financial year ended 31 July 2023, expected to be in October 2023.
The Executive Directors will be required to retain any vested shares acquired under the LTIP 2019 (either on an unexercised
or net of tax basis) until at least the first anniversary of the vesting of the awards.
Awards under the plan will be subject to malus in circumstances where there has been a material misstatement, a material
failure of risk management or serious reputational damage to the Company.
Awards held by good leavers (those who leave by reason of death, ill-health, injury, redundancy, retirement with the consent of
the Remuneration Committee, transfer of employing business or as otherwise determined by the Committee) will normally vest
on the normal vest date and be pro-rated for time.
Awards held by other leavers will lapse on termination of employment.
In the event of a change of control, awards will vest based on performance achieved to that date and normally be pro-rated
for time.
Performance framework
The key performance metric for the awards will be compound annual growth in adjusted basic EPS1. Compound annual
growth in adjusted basic EPS1 will be defined in accordance with the Company’s reported accounting policies, and will exclude
exceptional and non-recurring items, but include acquisitions, to ensure it fairly reflects the performance achieved.
Performance will be measured over four years using the financial year ended 31 July 2019 as a base year.
The vesting of awards will be dependent on YouGov’s earning per share growth, one of the Group’s key performance indicators,
as follows:
4 year adjusted basic EPS1 CAGR
Below 10%
Between 10% and 15%
Between 15% and 35%
35% or above
% of award vesting
Nil
Pro-rata between 10% and 25%
Pro-rata between 25% and 100%
100%
For performance between threshold, target and stretch levels, vesting will occur based on a sliding scale.
In addition, a discretionary underpin will be applied based on the quality of the underlying financial performance of the
Company during 2019-23. This shall include, but not be limited to, the average of the adjusted operating profit margin1 being
at least 15% over the period. The application of the underpin by the Committee may reduce the vesting level of the LTIP 2019
Awards, potentially to nil.
1 Defined in the explanation of Non-IFRS measures on page 59.
81
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Directors’ Remuneration Report continued
Directors’ Remuneration Policy continued
LTIP 2019 timeline
2019/20
2020/21
2021/22
2022/23
2023/24
Explanation
Granting
Award I
Award II
Award III
Award grants subject to the
achievement of personal
performance objectives
Vesting
Performance period
Vesting subject to the achievement
of stretching targets aligned with FYP2
LTIP 2019 Awards will be granted following the end of the
relevant financial year, conditional upon the achievement of
specific and demanding personal performance objectives.
For awards made to the Executive Directors, the related
personal performance objectives will be disclosed as part
of reporting the award grants; for example, Award I is due
to be granted in October 2020 and any award outcomes
and related personal performance objectives will be reported
in the Company's Annual Report & Accounts for the year-ended
31 July 2021.
See the LTIP 2019 Operation section above for more detail on
award granting.
One-year
post-vesting
holding
period for the
Executive
Director
awards
LTIP 2019 Awards will be due to vest in 2023 subject to the
achievement of the related Company performance metrics
for the plan period. The key performance metric for vesting
is compound annual growth in adjusted basic earnings per
share1. Performance will be measured over four years
2019/20-2022/23 with the year ended 31 July 2019 as
a base year. Executive Director awards will be subject to
a one-year post-vesting holding period.
See the Performance Framework section above for more detail
on performance metrics. See pages 11 and 24 to 25 for more
information on FYP2, the Company's five-year plan.
e
c
n
a
m
r
o
f
r
e
p
l
a
n
o
s
r
e
P
e
c
n
a
m
r
o
f
r
e
p
y
n
a
p
m
o
C
Historic share plans
YouGov Long-Term Incentive Plan 2014 (“LTIP 2014”)
Summary
The LTIP 2014 was established to incentivise senior leadership for the achievement of the Company’s five-year plan for 2014-19.
The participants are the Executive Directors and a small group of senior leaders whom the Board considered had a key role to
play in the delivery of YouGov’s strategic plans. LTIP 2014 was designed to reward participants for the achievement of highly
demanding EPS growth targets over the five-year period ending 31 July 2019.
Under the rules of this plan, participants are conditionally awarded nil cost options to acquire shares (or conditional stock
awards, if US residents). The awards are granted in three equal tranches over 2015/16 to 2017/18. Receipt of an award in
each of these years is dependent upon the achievement of specific and demanding personal performance objectives for
the previous financial year.
The award vesting conditions (detailed below) include EPS targets and an operating profit margin target and the Remuneration
Committee’s assessment of the Group’s underlying financial performance over the plan period.
Vesting of awards is dependent on the Group achieving the targets for compound EPS growth in the plan period as set out in
the table below:
5 year adjusted basic EPS1 CAGR
Below 10%
10%
15%
25%
% of award vesting
Nil
15%
30%
100%
Vesting of awards was dependent on the Group’s average operating margin being at least 12% over the five-year period
(average operating margin is the average of the adjusted operating profit, as defined in the accounts, divided by the revenue
with each year’s margin percentage being calculated first). If this underpin condition is not achieved, the shares awarded will
not vest. If it is met, then the five-year adjusted EPS1 growth performance will be assessed against the targets set out in the
table above.
1 As defined at the start of the FYP1 performance period: excluding the impact of amortisation, share-based payment charges, imputed interest and
separately reported items.
82
YouGov Annual Report & Accounts 2020
The maximum total number of shares to be awarded to each participant over the five years of the plan is determined by
reference to their base salary and the share price at the start of the plan; the award level opportunities vary by participant.
The Executive Director award level opportunities are as follows:
Role
Award level opportunity (maximum total cumulative award value as a % of base salary in 2015)
Chief Executive Officer
Other Executive Directors
850%
500%
In addition, the Chief Executive Officer is entitled to an enhanced award if the Company’s share price grows by more than 200%
over the five-year period and if the other vesting conditions are also met in full. This additional award equates to 255% of his
annual salary in the year ended 31 July 2015. The combined maximum potential award for the Chief Executive Officer is thus
1,105% of his annual salary.
The awards vested on 25 November 2019. No share options were granted under the LTIP 2014 in the year ended 31 July 2020.
YouGov Deferred Share Bonus Plan 2014 (“DSBP 2014”)
Summary
The Deferred Share Bonus Plan was established in 2014, for senior managers in the Group who did not participate in the
LTIP 2014.
This plan entitles participants to an award of shares which must be retained for a period of two years and whose vesting
is subject to their continued employment during that time. The value of the award will be linked to the assessment of
performance made in determining their annual bonus. The maximum award level is 10% of basic salary, awarded annually.
The final round of awards under DSBP 2014 were granted in November 2019. 94,980 share options were granted under the
DSBP 2014 in the year ended 31 July 2020, none of which were granted to Executive Directors of the Company.
YouGov Long-Term Incentive Plan 2009 (“LTIP 2009”)
Summary
From 2009 to 2014, the Executive Directors and senior managers in the Group were eligible to participate in the LTIP 2009.
Under the rules of this plan, participants are conditionally awarded nil cost options to acquire shares (or conditional stock
awards, if US residents). The number of such shares awarded is normally calculated by reference to a percentage of the
participant’s salary and the Company’s closing share price for an appropriate reference period. The shares subject to the
awards are to be released to the recipients at the end of a holding period, normally three years, subject to their continued
employment. The performance criteria attached to these awards relate to EPS growth and Total Shareholder Return (“TSR”)
versus companies in the AIM Media Index.
The final round of awards granted under the LTIP 2009 vested in 2016. No share options were granted under the LTIP 2009 in
the year ended 31 July 2020.
83
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Directors’ Remuneration Report continued
Directors’ Remuneration Policy continued
Executive Director Remuneration Policy scenario analysis
The charts below illustrate the amounts that each of the Executive Directors would be paid under different annual performance
scenarios, based on the Directors’ Remuneration Policy.
Stephan Shakespeare
Minimum
Target
Maximum
Maximum
+50% share
price appreciation
Alex McIntosh
Minimum
Target
Maximum
Maximum
+50% share
price appreciation
Sundip Chahal
Minimum
Target
Maximum
Maximum
+50% share
price appreciation
100%
23%
21%
17%
100%
29%
26%
21%
100%
35%
30%
26%
19%
26%
21%
58%
53%
41%
21%
28%
37%
32%
43%
37%
31%
26%
35%
30%
39%
35%
30%
16%
14%
£327,327
£1,415,607
£1,551,642
£1,959,747
£198,699
£688,879
£786,915
£933,969
£321,992
£930,973
£1,052,769
£1,235,463
Fixed remuneration
Annual bonus
LTIP 2019
Share price growth
The underlying assumptions for each of the above performance scenarios are detailed below.
Performance scenario
Base salary, pension and benefits1
Annual bonus1
Fixed remuneration
Variable remuneration
Minimum
On-target
Maximum
― Base salary
― Benefits
― Pension
Based on the figures for the
year to 31 July 2020
N/A
On-target annual bonus
(100% of base salary)
Maximum annual bonus
(150% of base salary)
Maximum +50%
As maximum
LTIP 20192
N/A
Full LTIP vesting (100% of
maximum) at the share price
at the start of the plan
Full LTIP vesting (100% of
maximum) at the share price
at the start of the plan
As maximum but with the
assumption of share price
growth of 50%
1 Stephan Shakespeare is paid 15% GBP: 85% AED. Alex McIntosh is paid 100% GBP. Sundip Chahal is paid 100% AED. For the purpose of this
illustration, remuneration paid in AED has been translated into GBP at a rate of 1GBP:4.6345AED, being the average exchange rate during the
reporting period.
2 As the Company’s long-term incentive awards are granted in shares and subject to stretching performance targets, the actual value of awards
can vary significantly dependent on the extent to which targets are achieved and the movement in share price. The LTIP 2019 covers the
performance period 2019-23. The awards are due to be awarded in October 2020, October 2021 and October 2022 and ordinarily vest in
October 2023. For the purposes of this illustration, the annual value of the LTIP 2019 Awards has been determined based on the individual’s
maximum opportunity for awards over the life of the four-year plan divided by four. No adjustments have been made for the potential payment
of dividends. The operation of the LTIP 2019, including the performance targets and potential maximum award sizes, is set out on page 81.
84
YouGov Annual Report & Accounts 2020 Non-Executive Director Remuneration Policy
The remuneration of the Non-Executive Directors is set by the Board as a whole. The Board believes that ownership of the
Company’s shares by the Non-Executive Directors helps to align their interests with those of the Company’s shareholders.
Accordingly, the Company’s policy is that a proportion of each Non-Executive Director’s fee will be paid in the form of Ordinary
Shares in lieu of cash.
Overview
Purpose and link to strategy
Supports recruitment and retention of Non-Executive Directors with the required skills and experience to lead the Company.
Maximum opportunity
Aggregate fees are subject to the limit set out in the Articles of Association.
Performance framework
Not applicable.
Directors’ service contracts
The table below summarises key details in respect of each Director’s service contract.
Executive Directors
Title
Stephan Shakespeare
Alex McIntosh
Sundip Chahal
Chief Executive Officer
Chief Financial Officer
Chief Operating Officer
Contract date
18 April 2005
21 March 2018
21 March 2018
Notice period
12 months
6 months
6 months
Non-Executive Directors
Title
Contract date
Notice period
Roger Parry
Rosemary Leith
Andrea Newman
Ashley Martin
Ben Elliot²
Nick Jones3
Non-Executive Chair
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
6 February 2007¹
1 February 2015
6 December 2017
1 September 2018
2 August 2010
2 June 2009
30 days
30 days
30 days
30 days
30 days
30 days
1 Roger Parry’s appointment was effective from 15 January 2007 as confirmed in the letter of appointment dated 6 February 2007.
2 Ben Elliot retired as Director on 13 September 2019.
3 Nick Jones retired as Director on 11 December 2019.
85
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Directors’ Remuneration Report continued
Annual Report on Remuneration
This report provides details of how the Directors were paid during the financial year to 31 July 2020. A resolution will be put
to the shareholders at the Annual General Meeting to be held on 10 December 2020, inviting them to consider and approve
this report. The remuneration report is unaudited, except where stated. This is not a remuneration report as defined by
company law.
Directors’ remuneration (audited)
Directors’ remuneration in aggregate for the year ended 31 July 2020 (with the prior year comparative) was as follows:
Name
Executive Directors1
Stephan Shakespeare
Alex McIntosh
Sundip Chahal
Non-Executive Directors2
Roger Parry
Rosemary Leith3
Ashley Martin
Andrea Newman
Former Non-Executive Directors
Ben Elliot4
Nick Jones5
Year to
31 July
Base salary
/fees
£
Taxable
benefits
£
Annual
bonus
£
Pension
£
Total
£
2020
2019
2020
2019
2020
2019
2020
2019
2020
2019
2020
2019
2020
2019
2020
2019
2020
2019
273,806
263,979
194,175
190,242
245,446
230,103
100,000
100,000
49,297
44,917
47,000
40,667
40,000
37,917
4,263
37,917
14,018
39,958
37,769i
41,785
993ii
1,185
49,241iii
49,605
282,953
291,961
203,915
210,407
253,336
254,493
17,488
25,253
1,634
0
29,159
17,824
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
612,016
622,978
400,717
401,834
577,182
552,025
100,000
100,000
49,297
44,917
47,000
40,667
40,000
37,917
4,263
37,917
14,018
39,958
1 Stephan Shakespeare is paid 15% GBP: 85% AED. Alex McIntosh is paid 100% GBP. Sundip Chahal is paid 100% AED. For the purpose of this
report, remuneration paid in AED has been translated into GBP at a rate of 1GBP:4.6345AED, being the average exchange rate during the
reporting period. The Executive Directors each received a salary increase of 2.5% with effect from 1 October 2019. Alex McIntosh received
pension contributions from June 2020 onwards.
2 All Non-Executive Directors are paid 100% GBP and receive a proportion of their annual fee in shares in line with the Directors’ Remuneration
Policy. During the reporting year, £20,000 of the Chair’s fee and £5,000 of the other Non-Executive Directors’ fee were paid in shares, as
detailed on page 89.
3 Rosemary Leith appointed Senior Independent Director from 11 December 2019.
4 Ben Elliot retired as Non-Executive Director on 13 September 2019.
5 Nick Jones retired as Non-Executive Director and Senior Independent Director on 11 December 2019.
The taxable benefits received consist of:
i Private healthcare, family travel allowance and living accommodation allowance.
ii Private healthcare.
iii Expatriate benefits, including family visas, private healthcare, family travel allowance and dependents’ school fees.
Additionally during the year the Executive Directors benefited from the vesting of nil cost awards under the LTIP 2014 which
covered the five-year performance period from 1 August 2014 to 31 July 2019. Maximum award opportunities were determined
based on the market value of £1.11 per share at the start of the plan in 2014. Based on the market value at vesting on
25 November 2019 of £5.70, the value of the LTIP 2019 Awards released to the Executive Directors was: Stephan Shakespeare
£13,288,342 (2,331,288 shares); Alex McIntosh £2,569,275 (450,750 shares); and Sundip Chahal £3,226,103 (565,983 shares).
For more detail on the awards granted to the Executive Directors over the life of this long-term incentive plan, and the vesting
outcome, see the facing page.
Payments for external appointments
No Executive Director received any remuneration in the year in respect of external non-executive appointments.
86
YouGov Annual Report & Accounts 2020 Annual bonus performance outcome
The Executive Directors’ annual bonus plan for the 12 months to 31 July 2020 was set in relation to the Group’s annual
budgeted adjusted operating profit1 target for the year. As a result of the target operating profit being exceed, the Committee
determined that it was fair and reasonable for the annual bonuses to be paid out at the level of 104% of base salary, as shown
in the table below.
Weighting
Threshold
Target
Maximum (Cap)
Actual
Performance measure
Outturn
Adjusted operating
profit1 for 2019/20
% of base salary
100%
£20.0m
£21.0m
£31.5m
£21.7m
n/a
25%
100%
150%
104%
Long-Term Incentive Plan performance outcome
LTIP 2014 granted awards
The share awards granted to the Executive Directors during the life of the LTIP 2014 (2014-19) were as shown in the
below table.
Plan
Date of grant
Stephan Shakespeare
Alex McIntosh
Sundip Chahal
Award I
9 December
2015
575,253
86,486
120,412
CEO Enhanced
Award1
9 December
2015
544,976
n/a
n/a
Award II
Award III
17 November
2016
605,529
86,486
120,412
12 December
2017
605,530
86,487
120,411
Director Top-Up
Awards2
3 April
2018
n/a
191,291
204,748
Total
awards
2,331,288
450,750
565,983
1 The CEO Enhanced Award is described on page 83.
2 The Director Top-Up Awards were made following the promotion of Alex McIntosh and Sundip Chahal to Executive Director roles.
LTIP 2014 share price appreciation
The maximum total number of share awards which could be granted to a participant under the LTIP 2014 was determined by
reference to their base salary and the YouGov share price at the start of the plan; appreciation in the share price from the start
of the plan to the end of the plan (vesting) is shown in the below table.
Market value of awards at start of
plan in 20141 £
Market value of awards at plan
vesting in 20192 £
Share price appreciation 2014-19 % Share price CAGR 2014-19 %
£1.11
£5.70
414%
38%
1 Under the LTIP 2014, the market value at the start of the plan was determined as the average closing price of a share on AIM over the period
of three months ending on the third dealing day following the announcement of the Group’s results for the year ended 31 July 2014, being
13 October 2014.
2 The market value upon the plan vesting reflects the closing share price on the last trading day prior to the vesting date of 25 November 2019.
LTIP 2014 vesting outcome
As a result of strong financial performance during the five-year period 2014-19, the thresholds set by the Board for the purposes
of the vesting of awards granted under the LTIP 2014 were exceeded, as presented in the table below. Upon assessment of
these outcomes, and of the underlying financial performance of the Company, the Committee determined that it was fair and
reasonable for the LTIP 2014 Awards to vest in full and accordingly all awards vested on 25 November 2019.
Weighting
Threshold
Target
Maximum
Actual
1 Defined in the explanation of Non-IFRS measures on page 59.
Performance measures
Outturn
Adjusted basic EPS1
CAGR 2014-19
Average operating profit
margin1 2014-19
% of granted awards
vesting
100%
10%
25%
25%
29% (exceeded)
Discretionary
12%
12%
12%
15% (exceeded)
n/a
15%
100%
100%
100% (full vesting)
87
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Directors’ Remuneration Report continued
Annual Report on Remuneration continued
CEO remuneration history
The table below shows the CEO’s fixed and variable pay, including annual bonus, and LTIP vesting when applicable, over the
last five years.
Stephan Shakespeare
Fixed remuneration1 (£)
Annual bonus (£)
Annual bonus (% of target)2
Annual bonus (% of maximum)2
LTIP vesting (£)3
LTIP vesting
(% of maximum opportunity)4
Year to
31 July 2020
Year to
31 July 2019
Year to
31 July 2018
Year to
31 July 2017
Year to
31 July 2016
329,063
282,953
104.0%
69.3%
13,288,342
100.0%
331,017
291,961
110.6%
73.7%
n/a
n/a
307,745
258,589
100.7%
67.1%
n/a
n/a
252,077
252,718
101.4%
96.6%
n/a
n/a
248,909
241,970
100.0%
95.2%
187,688
100.0%
1 Fixed remuneration includes base salary, benefits and pension.
2 Throughout all five years the on-target annual bonus figure has remained 100% of base salary. In 2016 and 2017, the annual bonus was
capped at 105% of base salary, while in 2018, 2019 and 2020, the annual bonus was capped at 150% of base salary.
3 Gains made under the Company’s long-term incentive plans are recognised in the financial year of vesting. The figure received in the year to
31 July 2020 represents the vesting of multiple awards of shares granted over the life of the LTIP 2014 which covered the performance period
from 1 August 2014 to 31 July 2019 and which all vested on 25 November 2019; the market value of the awards was £1.11 at the start of the
plan in 2014 and £5.70 at vesting in 2019. The 2016 figure represents the release of an award of shares granted under the Company’s historic
Deferred Share Plan 2010 on 21 October 2015; the market value of the awards was £0.44 at granting in 2010 and £1.15 at vesting in 2015.
4 LTIP vesting shows the percentage of the eligible awards that vested in that financial year.
Total Shareholder Return
The chart below compares the value of £100 invested in YouGov plc shares (including reinvested dividends) on 1 August 2015,
compared to the equivalent investment in the FTSE AIM All Share Index, over the last five financial years (1 August 2015 to
31 July 2020).
August
2015
August
2016
August
2017
August
2018
August
2019
July
2020
YouGov TSR
FTSE AIM All Share TSR
800
700
600
500
400
300
200
100
0
88
YouGov Annual Report & Accounts 2020
Non-Executive Directors’ fee rates
The Non-Executive Directors’ fee rates were last reviewed in 2018/19 and remained unchanged during the year:
Role
Non-Executive Chair
Non-Executive Director
Senior Independent Director
Committee Chair
Annual fee
rate (£)
100,000
40,000
3,500
7,000
Non-Executive Directors’ fee proportion paid in shares
In keeping with the Directors’ Remuneration Policy, during the year a proportion of the Non-Executive Directors’ fees were paid
in the form of Ordinary Shares, in lieu of cash, as noted in the below table.
Name
Roger Parry
Rosemary Leith
Ashley Martin
Andrea Newman
Role
Non-Executive Chair
Non-Executive Director
Non-Executive Director
Non-Executive Director
Shares issued
Market value (£)1
3,031
758
758
758
20,000
5,000
5,000
5,000
The payments made in shares amounted to 5,305 shares in total (2019: 10,115 shares).
1 The figure presented reflects the closing share price of the last trading day prior to the payment on 24 April 2020 of £6.60.
89
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Directors’ Remuneration Report continued
Annual Report on Remuneration continued
Executive Directors’ share options (audited)
The following unexercised nil cost options over shares were held by Directors as of 31 July 2020:
Plan
Date of grant
Stephan Shakespeare
LTIP 2009 7 April 2014
LTIP 2014
LTIP 2014
LTIP 2014
LTIP 2014
9 December 20151
9 December 2015
17 November 2016
12 December 2017
Alex McIntosh
LTIP 2009 29 July 2010
LTIP 2009 21 July 2011
LTIP 2009 30 July 2012
LTIP 2009 7 April 2014
LTIP 2014
LTIP 2014
LTIP 2014
LTIP 2014
9 December 2015
17 November 2016
12 December 2017
3 April 2018
Sundip Chahal
LTIP 2014
LTIP 2014
LTIP 2014
LTIP 2014
9 December 2015
17 November 2016
12 December 2017
3 April 2018
Earliest
exercise date
Expiry date
Number at
31 July 2019
Awarded in
year
Exercised in
year
Number at
31 July 2020
17 October 2016
14 October 2019
14 October 2019
14 October 2019
14 October 2019
6 April 2024
8 December 2025
8 December 2025
16 November 2026
11 December 2027
15 October 2012
14 October 2013
13 October 2014
17 October 2016
14 October 2019
14 October 2019
14 October 2019
14 October 2019
28 July 2020
20 July 2021
29 July 2022
6 April 2024
8 December 2025
16 November 2026
11 December 2027
11 December 2027
14 October 2019
14 October 2019
14 October 2019
14 October 2019
8 December 2025
16 November 2026
11 December 2027
11 December 2027
262,185
544,976
575,253
605,529
605,530
2,593,473
14,527
17,500
15,326
11,517
86,486
86,486
86,487
191,291
509,620
120,412
120,412
120,411
204,748
565,983
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
262,185
–
544,976
–
575,253
–
605,529
–
605,530
–
– 2,593,473
14,527
–
–
–
–
–
–
–
–
120,412
120,412
120,412
204,748
565,983
–
17,500
15,326
11,517
86,486
86,486
86,486
191,291
495,093
–
–
–
–
–
1 LTIP 2014 CEO’s enhanced award, as described on page 83.
No share options were awarded in the year.
90
YouGov Annual Report & Accounts 2020 Directors’ share interests
Executive Directors
Stephan Shakespeare
Alex McIntosh
Sundip Chahal
Non-Executive Directors
Roger Parry
Rosemary Leith
Ashley Martin
Andrea Newman
Share
options with
performance
conditions
Share awards
without
performance
conditions
Scheme interests
in shares
Vested but
unexercised share
options
Shares beneficially
owned
Total interest in
shares
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
2,593,473
495,093
0
7,417,556
5,353
877,073
10,011,029
500,446
877,073
–
–
–
–
109,987
13,027
7,499
3,156
109,987
13,027
7,499
3,156
Following the vesting of the LTIP 2014 in November 2019, the Executive Directors do not currently hold any unvested share
options. The first tranche of share awards relating to the Company’s current long-term share incentive plan, the LTIP 2019,
are scheduled to be granted in October 2020 subject to Committee approval and subsequently to be reported in next year’s
Annual Report & Accounts. For more details about conditions of the LTIP 2019, see pages 80 to 82.
Report signed on behalf of the Board:
Rosemary Leith
Chair Remuneration Committee
On behalf of the Board
15 October 2020
91
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Directors’ Report
Directors’ Report for the year ended
31 July 2020
The Directors present their report for
the year ended 31 July 2020, which has
been prepared in accordance with the
Companies Act 2006.
Other information, which has been
included elsewhere within the Annual
Report, but which is relevant to this
report, is incorporated by reference, per
the table below:
Disclosure
Page
Key performance indicators
Future developments and
prospects
Operating results
Financial summary
Principal risks and
uncertainties
Financial risks
Section 172 statement
Corporate governance
arrangements and code
Directors’ statement of
responsibility
Interests in subsidiaries
Transactions with Directors
and other related parties
Events after the reporting year
26
25
1
54
60
141
38
64
95
135
146
147
Principal activity
YouGov plc and subsidiaries’ (the “Group”) principal activity is the provision of
market research.
Directors
The Directors of YouGov plc who were in office during the year and at any point up
to the date of signing this report were:
Name
Title
Stephan Shakespeare Chief Executive Officer
Chief Financial Officer
Alex McIntosh
Role
Executive
Executive
Sundip Chahal
Roger Parry
Rosemary Leith
Ashley Martin
Andrea Newman
Chief Operating Officer
Non-Executive Chair
Non-Executive Director
Non-Executive Director
Non-Executive Director
Ben Elliot
Non-Executive Director
Nick Jones
Non-Executive Director
Executive
Non-Executive
Non-Executive
Non-Executive
Non-Executive
Non-Executive
(Retired 13 September 2019)
Non-Executive
(Retired 11 December 2019)
Directors’ insurance
During the financial year, the Group has maintained Directors’ and Officers’ liability
insurance. In accordance with section 234 of the Companies Act 2006, qualifying
third-party indemnity provisions are in place for the Directors and Company
Secretary in respect of liabilities incurred because of their office, to the extent
permitted by law. This insurance was in force at the date of signing of the Annual
Report & Accounts.
Directors’ interests in shares
The interests of the current Directors in the shares of the Company as at 31 July
2020 and 31 July 2019 were as below:
Stephan Shakespeare 1
Alex McIntosh
Sundip Chahal
Roger Parry
Rosemary Leith
Ashley Martin
Andrea Newman
As at 31 July
2020
Number of
shares
As at 31 July
2019
Number of
Shares
7,417,556
5,353
877,073
109,987
13,027
7,499
3,156
7,417,556
8,978
311,008
106,956
11,819
6,741
2,398
1 Includes 559,404 Ordinary Shares held by Stephan Shakespeare’s wife,
Rosamund Shakespeare.
There have been no changes to Directors’ interests in shares since the financial
year-end. The Directors’ interests in share options are detailed in the Remuneration
Report on pages 89 to 91.
Section 172(1) Companies Act 2006
The statement in accordance with section 172(1) of the Companies Act 2006 can be
found on pages 38 to 39.
92
YouGov Annual Report & Accounts 2020 Employment policies and
employee involvement
A diverse and inclusive workforce
is particularly important to YouGov
given our mission to provide insight
into “what the world thinks”. The Board
is committed to pursuing equality
and diversity in all its employment
activities including recruitment,
training, career development and
promotion and ensuring there is no bias
or discrimination in the treatment of
people. Our learning and development
and career development resources,
opportunities and processes are
available for all our employees to
access, regardless of their gender,
race, age, disability or other protected
characteristic. Applications for
employment are welcomed from
persons with disabilities, and special
arrangements and adjustments
as necessary are made to ensure
that applicants are treated fairly
when attending for interview or for
pre-employment aptitude tests.
Wherever possible the opportunity is
taken to make appropriate adjustments
for or retrain people who become
disabled during their employment in
order to maintain their employment
within the Group.
The Board firmly believes in the
importance of keeping employees
informed and engaged in the financial
and economic factors affecting the
Group’s performance. Information about
the Group’s performance against our
five-year plan is shared with employees
through regular Global Town Halls,
all-staff emails and our global intranet.
Employees are encouraged to own
shares in the Company, and many
employees are shareholders and/
or hold options under the Group’s
share option schemes as part of
their compensation packages.
Executive Management hosts regular
Global Town Hall meetings with
an opportunity for employees to
ask questions.
For more information about how we
involve, engage and communicate with
employees, see pages 40 and 49.
For more information about how the
Board of Directors have had regard
to employee interests in respect of
principal decisions taken during the year,
see pages 38 and 39.
Relationships with suppliers, customers
and other stakeholders
We have identified our key stakeholders
and you can read more about how we
engage with them on pages 40 to 43
and how the Directors have had regard
to the need to foster the Company’s
business relationships with stakeholders
including on principal decisions taken
by the Company during the year on
pages 38 and 39.
Modern Slavery Act
We have in place policies and
procedures to assess, monitor and
reduce the risk of forced labour
and human trafficking occurring in
our businesses and supply chains.
Assessments of all key suppliers
are completed as part of ensuring
compliance with the Modern Slavery Act
across the YouGov Group. Our statement
on Modern Slavery in our supply chain
is available at: corporate.yougov.com/
modernslavery.
Supplier payment practices
It is the policy and practice of the Group
to make payments due to suppliers
in accordance with agreed terms and
conditions, generally 30 days. For the
period ended 31 July 2020, the average
time taken to pay invoices was 19 days.
Dividends
A final dividend of 4.0p per share in
respect of the year ended 31 July
2019 was paid on 16 December 2019,
amounting to a total payment of
£4,298,000. A dividend of 5.0p per
share in respect of the year ended
31 July 2020, amounting to a total
payment of £5,424,000 will be proposed
at the Annual General Meeting on
10 December 2020.
Treasury shares
The total number of shares held in
treasury at 31 July 2020 was nil (2019:
nil). The YouGov Employee Benefit Trust
holds shares to facilitate the settlement
of awards under employee share
schemes. These are not considered
treasury shares under company law.
For information on the Employee
Benefit Trust, see below.
Authority to purchase the
Company’s shares
At the AGM on 11 December 2019,
shareholders authorised the Company
to make one or more market purchases
of up to 10,573,100 of the Company’s
Ordinary Shares to be held in treasury
at a price between 2.0p (exclusive of
expenses) and 105% of the average
closing middle market price of a share
for the five business days immediately
preceding the date on which the share
is purchased. No purchases were made
during the year with the exception of
purchases made by the Employee
Benefit Trust described below and the
Directors propose to renew this authority
at the 2020 AGM.
Employee Benefit Trust
Sanne Fiduciary Services Limited
(“Sanne”) is Trustee of the YouGov
Employee Benefit Trust (the “Trust”)
and tasked with a programme of share
purchases. The purpose of these
purchases is to facilitate the settlement
of awards under the Company’s
employee share schemes. At 31 July
2020, the YouGov Employee Benefit
Trust held 741,152 Ordinary Shares.
Guidance for shareholders for use when
calculating their percentage holding in
the Company can be found below under
“Major shareholders”.
Major shareholders
At 31 July 2020, the Company was aware of the following interests in 3% or more
of the nominal value of the Company’s shares:
Shareholder
Liontrust Asset Management
Aberdeen Standard Investments
Octopus Investments
Blackrock
Stephan & Rosamund Shakespeare
T Rowe Price Global Investments
Investec Wealth & Investment
Charles Stanley
Kabouter Management
Total
Shares
15,433,087
9,397,691
8,438,391
8,279,437
7,417,5561
7,305,896
5,162,446
4,170,708
3,748,050
69,353,262
Percentage
issued share
capital
14.23%
8.66%
7.78%
7.63%
6.84%
6.74%
4.76%
3.84%
3.46%
63.94%
1 Includes 559,404 Ordinary Shares held by Stephan Shakespeare’s wife,
Rosamund Shakespeare.
93
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Independent auditors
In accordance with section 418(2) of
the Companies Act 2006, each of the
Company’s Directors in office as at the
date of this report confirms that:
― so far as the Directors are aware,
there is no relevant audit information
of which the Company’s auditors are
unaware; and
― all steps have been taken as a
Director in order to make himself or
herself aware of any relevant audit
information and to establish that the
Company’s auditors are aware of
that information.
The Company’s external auditors
are PricewaterhouseCoopers
LLP. A resolution to reappoint
PricewaterhouseCoopers LLP as
auditors to the Company will be
proposed at the forthcoming Annual
General Meeting.
Annual General Meeting
The AGM of the Company will be held
on 10 December 2020. The Notice of
AGM can be found on page 166.
Tilly Heald
Company Secretary
By order of the Board
15 October 2020
Directors’ Report continued
When calculating their percentage
holdings in the Company, shareholders
should use the issued share capital
figure minus any shares held by the
YouGov Employee Benefit Trust as the
denominator for the calculations by
which they will determine if they are
required to notify their interest in, or a
change to their interest in, the Group
under the Financial Conduct Authority’s
Disclosure and Transparency Rules.
Shareholders are advised to refer to the
Company’s latest “Total Voting Rights”
announcement which is available on the
Regulatory News Service.
For more information on the YouGov
Employee Benefit Trust, see the previous
page under “Employee Benefit Trust”.
Research and development
The Group’s research and
development activities centre on the
development of bespoke software
solutions to support and advance our
online capabilities. In 2020, £7.9m
(2019: £4.8m) was capitalised and
included within intangible fixed assets.
Capitalised development is amortised
to the income statement over a period
of three years; the amortisation charge
in respect of capitalised development
costs was £4.6m (2019: £4.6m).
Charitable and political contributions
Donations to charitable organisations
amounted to £41,000 (2019: £95,000).
This included a portion of an
annual subscription of £100,000
(2019: £93,000) in respect of the
YouGov-Cambridge Programme, an
academic partnership established with
Cambridge University’s Department
of Politics and International Studies.
The Company does not make
political donations.
Streamlined Energy and Carbon
Reporting Regulations (“SECR”)
disclosure
For the year ended 31 July 2020, YouGov
plc met the criteria for reporting under
SECR. You can read our SECR disclosure
in full on page 53.
Going concern
The Group meets its day-to-day
working capital requirements through
its strong cash reserves. At 31 July
2020, the Group had a healthy liquidity
position with £35.3m of cash and cash
equivalents (see Note 16) and no debt
financing commitments. The Group has
net current assets of £17.4m and net
assets of £109.3 as at 31 July 2020.
In assessing going concern,
management has considered the effects
of the COVID-19 pandemic including
the impact on the Group’s operations,
budget for the year ended 30 July 2021
and forecast for 2022. The Group has
not seen any significant slowdown in
sales and has not furloughed any staff
or sought extended payment terms
for its obligations during the COVID-19
pandemic. The impact on the business
is discussed further in the Strategic
Report and as part of the consideration
of principal risks and uncertainties
on page 60. However, given the
unprecedented nature of the pandemic,
severe downside scenarios have been
modelled where revenue targets are
missed by up to 30% due to reduced
revenue from clients’ delays and a
slowdown in securing new business.
Even in these scenarios the Group has
strong liquidity, no external debt and
many mitigating actions that would
allow it to meet its financial liabilities as
they fall due. These mitigating actions,
should they be required, are all within
management’s control and could include
reducing new recruitment, lowering
commission or bonus payments, and
reduced capital expenditure.
The Directors therefore have a
reasonable expectation that the Group
has adequate resources to continue
in operational existence for the
foreseeable future. The Group therefore
continues to adopt the going concern
basis in preparing its consolidated
financial statements.
Fair, balanced and understandable
statement
The Directors consider that the Annual
Report & 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 position
and performance, business model
and strategy.
94
YouGov Annual Report & Accounts 2020 Directors’ Responsibilities Statement
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
keeping adequate accounting
records that are sufficient to show
and explain the Group and Parent
Company 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 responsible for the
maintenance and integrity of the Parent
Company’s website. Legislation in
the United Kingdom governing the
preparation and dissemination of
financial statements may differ from
legislation in other jurisdictions.
Alex McIntosh
Chief Financial Officer
On behalf of the Board
15 October 2020
Statement of Directors’ responsibilities
in respect of the financial statements
The Directors are responsible for
preparing the Annual Report and the
financial statements in accordance with
applicable law and regulation.
Company law requires the Directors
to prepare financial statements for
each financial year. Under that law the
Directors have prepared the Group
financial statements in accordance
with International Financial Reporting
Standards (“IFRS”) as adopted by the
European Union and Parent Company
financial statements in accordance with
IFRS as adopted by the European Union.
Under company law the Directors must
not approve the financial statements
unless they are satisfied that they give a
true and fair view of the state of affairs of
the Group and Parent Company and of
the profit or loss of the Group and Parent
Company for that period. In preparing
the financial statements, the Directors
are required to:
― select suitable accounting policies
and then apply them consistently;
― state whether applicable IFRS as
adopted by the European Union
have been followed for the Group
financial statements and IFRS as
adopted by the European Union
have been followed for the company
financial statements, subject to any
material departures disclosed and
explained in the financial statements;
― make judgements and accounting
estimates that are reasonable and
prudent; and
― prepare the financial statements
on the going concern basis unless
it is inappropriate to presume that
the Group and Parent Company will
continue in business.
95
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Independent Auditors’ Report to the Members of YouGov plc
Report on the audit of the financial statements
Opinion
In our opinion, YouGov plc’s Group financial statements and Parent Company financial statements (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 July 2020 and of the Group’s
profit and the Group’s and the Parent Company’s cash flows for the year then ended;
― have been properly prepared in accordance with International Financial Reporting Standards (IFRSs) as adopted by the
European Union and, as regards the Parent Company’s financial statements, as applied in accordance with the provisions
of the Companies Act 2006; and
― have been prepared in accordance with the requirements of the Companies Act 2006.
We have audited the financial statements, included within the Annual Report and Accounts 2020 (the “Annual Report”), which
comprise: the Consolidated and Parent Company Statements of Financial Position as at 31 July 2020; the Consolidated Income
Statement, the Consolidated Statement of Comprehensive Income, the Consolidated and Parent Company Statements of
Cash Flows, and the Consolidated and Parent Company Statements of Changes in Equity for the year then ended; the Principal
Accounting Policies of the Consolidated Financial Statements; and the notes to the Consolidated and Parent Company
financial statements.
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (UK) (“ISAs (UK)”) and applicable law.
Our responsibilities under ISAs (UK) are further described in the Auditors’ 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 remained independent of the Group in accordance with the ethical requirements that are relevant to our audit of the
financial statements in the UK, which includes the FRC’s Ethical Standard, as applicable to listed entities, and we have fulfilled
our other ethical responsibilities in accordance with these requirements.
Our audit approach
Overview
Materiality
Audit scope
Key audit
matters
96
― Overall Group materiality: £878,000 (2019: £950,000), based on 5% of profit before tax,
adjusted for the non-recurring goodwill impairment charge.
― Overall Parent Company materiality: £631,000 (2019: £422,000), based on 5% of profit
before tax, adjusted for the non-recurring investment impairment charge.
― The focus of the Group team’s work was on the UK and US operations which were
included as full scope components. The Middle East operation was also in full scope
and we received reporting on the complete financial information of this unit from our
Middle East team. In addition, audit procedures were performed by the Group team over
specific financial statement line items for the German, Nordics, Crunch, Services and
SMG operations.
― Our testing accounted for 92% of profit before tax.
― Capitalisation of development costs
― Capitalisation of panel acquisition costs
― Carrying value of goodwill and investments
― Assessment of risks posed by COVID-19
YouGov Annual Report & Accounts 2020 The scope of our audit
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial
statements. In particular, we looked at where the directors made subjective judgements, for example in respect of significant
accounting estimates that involved making assumptions and considering future events that are inherently uncertain. As in all
of our audits we also addressed the risk of management override of internal controls, including evaluating whether there was
evidence of bias by the directors that represented a risk of material misstatement due to fraud.
Key audit matters
Key audit matters are those matters that, in the auditors’ professional judgement, were of most significance in the 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) identified by the auditors, 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, and any comments
we make on the results of our procedures thereon, 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. This is not a complete
list of all risks identified by our audit.
Key audit matter
Capitalisation of development costs
Refer to Principal Accounting Policies of the Consolidated financial
statements and Note 11.
The Group incurs costs in developing survey, panel management
and other platforms which are capitalised as intangible assets in
the statement of financial position. A total of £7.9m (2019: £4.8m)
of internally developed intangible assets have been capitalised in
the year. In order to capitalise the costs as intangible assets, each
of the criteria under IAS 38 ‘Intangible Assets’ needs to be met.
The reliable measurement of expenditure attributable to such
development relies on the appropriate recording and accurate
measurement of, in particular, time incurred by the Group’s
development team. We have focussed on this in our audit as the
application of judgement is required in assessing whether the IAS
38 criteria have been met and determining the amounts to be
capitalised requires estimation. This matter relates to the Group
financial statements.
Capitalisation of panel acquisition costs
Refer to the Accounting Estimates and Judgements disclosure
within the Principal Accounting Policies of the Consolidated
Financial Statements and Note 11.
We focussed on this area because of the significant level of
judgement in determining whether the costs of panel acquisition
meet the criteria to be capitalised as a separately acquired
intangible asset under IAS 38. £8.9m of panel acquisition costs
were capitalised in the Consolidated financial statements in
the year (2019: £4.0m) and £1.6m was capitalised in the Parent
Company financial statements (2019: £1.0m)
It is necessary to demonstrate that the asset is identifiable,
under the control of YouGov plc and delivers future economic
benefits. We have also focussed on whether the ongoing
capitalisation of costs associated with this asset is consistent with
IAS 38. This matter relates to the Group and Parent Company
financial statements.
How our audit addressed the key audit matter
In completing our work over the capitalisation of development
costs, we performed the following procedures:
― For a sample of projects, we assessed whether each of the
capitalisation criteria described in IAS 38 had been met and
therefore whether capitalisation was appropriate. In doing
so, we made inquiries of the Group’s development team and
individual project leads. We obtained corroborating evidence
to support the fulfilment of the criteria for each project
we tested;
― Assessed the future economic benefits of the software,
considering its function within the business and link to the
generation of revenues;
― Tested a sample of internal costs to timesheets and
supporting payroll records and verified the allocation of
employee costs to the correct projects and external costs
to invoices; and
― Assessed the appropriateness of the useful economic lives
determined by management.
Based on the audit procedures performed, we are satisfied that
the amounts capitalised appropriately reflect the requirements
of IAS 38.
In completing our work over the capitalisation of panel acquisition
costs we performed the following procedures:
― Challenged management to demonstrate the separability
of the asset from the wider YouGov business, show that the
costs are directly related to the acquisition of panellists and
demonstrate the enhanced economic benefits that are linked
to the costs incurred;
― Tested the costs incurred to supporting invoices and tested
whether the costs incurred result in the addition of members
to the panel. We have also considered the nature of the costs
subject to audit testing and whether they are permissible to
be capitalised under IAS 38;
― Reviewed management’s plans for the panel and the linkage
between the costs incurred and expansion into new sectors
and regions or the development of new products; and
― Assessed the appropriateness of the useful economic life
determined by management.
Based on the audit procedures performed, we are satisfied that
the amounts capitalised appropriately reflect the requirements
of IAS 38.
97
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Independent Auditors’ Report to the Members of YouGov plc continued
Key audit matter
How our audit addressed the key audit matter
Carrying value of goodwill and investments
As stated in Note 10 to the Consolidated financial statements,
management has estimated the recoverable amount for each
Cash Generating Unit (“CGU”) using a value-in-use model by
projecting cash flows for the next three years together with
a terminal value using a perpetuity growth rate.
The total amount of goodwill on the Group statement of financial
position as at 31 July 2020 is £61.5m (2019: £65.6m). In the
Parent Company statement of financial position investments in
subsidiaries are held at a value of £55.1m (2019: £61.7m).
The directors performed an impairment assessment of the
goodwill at Group level and the investments at a Parent Company
level. This assessment was based on a value-in-use model
which took into consideration the FY21 budget, which had been
updated for COVID-19 considerations, and applied localised
growth assumptions to determine FY22 and FY23 forecasts.
An impairment charge of £2.1m was recorded in respect of the
Nordics CGU goodwill in the Consolidated financial statements.
As detailed in Note 36, there is a corresponding impairment in the
carrying value of the investment in the Nordics business in the
Parent Company financial statements of £4.0m.
The key assumptions in this assessment included forecast future
revenue growth, discount rate and perpetuity growth rate.
This matter relates to the Group financial statements for
impairment of goodwill and Parent Company financial statements
for impairment of investments.
Assessment of risks posed by COVID-19
Refer to the principal risks and uncertainties section of
the Strategic Report, and the going concern disclosures
in the Principal Accounting Policies of the Consolidated
Financial Statements.
Management has considered the potential impact of the events
that have been caused by the COVID-19 pandemic, on the
current and future operations of the Group and Parent Company.
The Group and Parent Company have an infrastructure that
allows remote working without interruption to operations and
the customer base continues to utilise the Group and Parent
Company’s services.
As at the statement of financial position date the Group has
£35.3m of cash reserves (2019: £37.9m) and no debt finance.
The Parent Company shows £9.2m of cash and cash equivalents.
There has also been growth in revenues between the year
ended 31 July 2019 and the year ended 31 July 2020 despite the
COVID-19 pandemic. Given the trading performance to date, the
operational capability to work remotely and the level of liquidity
shown in cash flow forecasts management are confident that
the Group and Parent Company will continue in business for the
foreseeable future and has adopted the going concern basis in
the financial statements. This matter relates to the Group and
Parent Company financial statements.
In our work over the impairment of goodwill and investments,
we have performed the following procedures:
― Tested the mathematical accuracy of the forecasts used for
assessing the value of both goodwill and investments;
― Agreed the forecasts used for impairment reviews to the
management approved FY21 budget, FY22 and FY23
forecasts as adjusted for COVID-19 impacts;
― Utilised valuation specialists to assess the discount rates and
long term growth rates applied to management’s forecasts;
― Tested the allocation of assets and liabilities to cash-
generating units (“CGUs”);
― Performed lookback testing by CGU to test historic forecasting
accuracy and to verify historic achieved growth rates;
― Used two external references to assess the reasonableness
of management’s growth forecast assumptions;
― Reviewed management’s sales pipeline and sales strategy
and considered the feasibility of the resulting growth forecast;
and
― Reviewed management’s sensitivity analysis to assess whether
it was appropriate and performed our own sensitivity test to
establish whether there were any further impairment risks.
Based on the audit procedures described above we agree
with the value of goodwill and investment impairment charges
taken for the Nordics CGU by management in the Group and
Parent Company financial statements respectively. We did
not identify any further impairment charges as a result of the
procedures performed.
In assessing the directors’ consideration of the potential impact
of COVID-19, we performed the following procedures:
― We obtained from management its latest assessments that
support the Board’s assessment and conclusions with respect
to the going concern statement;
― Performed audit procedures over management’s going
concern assessment, including considering the consistency
of the forecast and growth rates with impairment models,
comparing the forecast to historic performance, validating
the underlying cash flow projections for the Group to
supporting documents where appropriate and performing
sensitivity analysis to assess the impact of a shortfall against
revenue forecasts;
― Evaluated the completeness and appropriateness of
management’s disclosures in the financial statements related
to the impact of the COVID-19 pandemic; and
― Assessed management’s inclusion of the pandemic’s impact
in valuation assessments including impairment reviews and
provisions against trade receivables.
Based on the results of the procedures performed and the
information available at the date of the directors’ approval of the
financial statements we concur with the directors’ assessment of
the Group and Parent Company’s ability to continue as a going
concern and that management’s disclosures are adequate.
We found that management had considered the impact of
COVID-19 in performing impairment reviews and considered the
valuation of receivables and had made appropriate disclosures in
the financial statements.
98
YouGov Annual Report & Accounts 2020 How we tailored the audit scope
We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial
statements as a whole, taking into account the structure of the Group and the Parent Company, the accounting processes and
controls, and the industry in which they operate.
The Group reports its operating results and financial position in eight divisions: the UK, USA, Germany, Nordics, Middle East,
Asia Pacific, YouGov Sports (“SMG”) and Mainland Europe. These divisions further disaggregate into individual countries
for financial reporting. The Group financial statements are a consolidation of the Group’s operating businesses and central
functions. The Group’s operating reporting units vary significantly in size, the most significant being the UK and US. The Group
team performed the audits of the UK, USA and the consolidation. We also issued instructions to our Middle East team, which
included guidance on the areas of focus for the audit. Our Middle East team performed their respective audit, in accordance
with our instructions, over the complete financial information of the Middle East and we had regular communication with them.
We then received reporting on the results of their work. In addition, audit procedures were performed by the Group team
over specific financial statement line items for the German, Nordics and SMG operating businesses and over the Crunch and
Services central functions. Our scope accounted for 92% of the Group’s profit before tax.
Materiality
The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality.
These, together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and
extent of our audit procedures on the individual financial statement line items and disclosures and in evaluating the effect of
misstatements, both individually and in aggregate on the financial statements as a whole.
Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:
Overall materiality
How we determined it
Rationale for benchmark
applied
Group financial statements
Parent Company financial statements
£878,000 (2019: £950,000).
5% of profit before tax, adjusted for the non-
recurring goodwill impairment charge.
Based on the benchmarks used in the Annual
Report, we consider that profit before tax is the
primary measure used by the shareholders in
assessing the performance of the Group, and
is a generally accepted auditing benchmark.
However the impairment charge is considered
to be a non-recurring item which has therefore
been added back in our calculation of
materiality this year. There was no impairment
charge during the previous financial year.
£631,000 (2019: £422,000).
5% of profit before tax, adjusted for the non-
recurring investment impairment charge.
Based on the benchmarks used in the Annual
Report, we consider that profit before tax is the
primary measure used by the shareholders in
assessing the performance of the Group, and
is a generally accepted auditing benchmark.
However the impairment charge is considered
to be a non-recurring item which has therefore
been added back in our calculation of
materiality this year. There was no impairment
charge during the previous financial year.
For each component in the scope of our Group audit, we allocated a materiality that is less than our overall Group materiality.
The range of materiality allocated across components was between £600,000 and £790,000. Certain components were
audited to a local statutory audit materiality that was also less than our overall Group materiality.
We agreed with the Audit Committee that we would report to them misstatements identified during our audit above £43,000
(Group audit) (2019: £48,000) and £31,000 (Parent Company audit) (2019: £21,000) as well as misstatements below those
amounts that, in our view, warranted reporting for qualitative reasons.
99
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Independent Auditors’ Report to the Members of YouGov plc continued
Conclusions relating to going concern
We have nothing to report in respect of the following matters in relation to which ISAs (UK) require us to report to you where:
― the directors’ use of the going concern basis of accounting in the preparation of the financial statements is not appropriate; or
― the directors have not disclosed in the financial statements any identified material uncertainties that may cast significant
doubt about the Group’s and Parent Company’s ability to continue to adopt the going concern basis of accounting for a
period of at least twelve months from the date when the financial statements are authorised for issue.
However, because not all future events or conditions can be predicted, this statement is not a guarantee as to the Group’s and
Parent Company’s ability to continue as a going concern.
Reporting on other information
The other information comprises all of the information in the Annual Report other than the financial statements and our
auditors’ report thereon. The directors are responsible for the other information. Our opinion on the financial statements
does not cover the other information and, accordingly, we do not express an audit opinion or, except to the extent otherwise
explicitly stated in this report, any form of assurance thereon.
In connection with our audit of the financial statements, 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 audit, or otherwise appears to be materially misstated. If we identify an apparent material inconsistency or material
misstatement, we are required to perform procedures to conclude whether there is a material misstatement of the financial
statements or a material misstatement of the other information. 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 based
on these responsibilities.
With respect to the Strategic Report and Directors’ Report, we also considered whether the disclosures required by the UK
Companies Act 2006 have been included.
Based on the responsibilities described above and our work undertaken in the course of the audit, ISAs (UK) require us also to
report certain opinions and matters as described below.
Strategic Report and Directors’ Report
In our opinion, based on the work undertaken in the course of the audit, the information given in the Strategic Report and
Directors’ Report for the year ended 31 July 2020 is consistent with the financial statements and has 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 did not identify any material misstatements in the Strategic Report and Directors’ Report.
Responsibilities for the financial statements and the audit
Responsibilities of the directors for the financial statements
As explained more fully in the Directors’ Responsibilities Statement, the directors are responsible for the preparation of the
financial statements in accordance with the applicable framework and for being satisfied that they give a true and fair view.
The directors are also responsible for such internal control as they determine is necessary to enable the preparation of financial
statements that are free from material misstatement, whether due to fraud or error.
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.
100
YouGov Annual Report & Accounts 2020 Auditors’ 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 auditors’ 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.
A further description of our responsibilities for the audit of the financial statements is located on the FRC’s website at:
www.frc.org.uk/auditorsresponsibilities. This description forms part of our auditors’ report.
Use of this report
This report, including the opinions, has been prepared for and only for the Parent Company’s members as a body in
accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions,
accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands
it may come save where expressly agreed by our prior consent in writing.
Other required reporting
Companies Act 2006 exception reporting
Under the Companies Act 2006 we are required to report to you if, in our opinion:
― we have not received all the information and explanations we require for our audit; or
― 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
― certain disclosures of directors’ remuneration specified by law are not made; or
― the Parent Company financial statements are not in agreement with the accounting records and returns.
We have no exceptions to report arising from this responsibility.
Brian Henderson (Senior Statutory Auditor)
for and on behalf of PricewaterhouseCoopers LLP
Chartered Accountants and Statutory Auditors
London
15 October 2020
101
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Consolidated Income Statement
for the year ended 31 July 2020
Revenue
Cost of sales
Gross profit
Administrative expenses
Operating profit
Separately reported items
Adjusted operating profit
Finance income
Finance costs
Share of post-tax result/(loss) of associates
Profit before taxation
Taxation
Profit after taxation
Attributable to:
– Owners of the parent
– Non-controlling interests
Earnings per share
Basic earnings per share attributable to owners of the parent
Diluted earnings per share attributable to owners of the parent
All operations are continuing.
Note
1
1
4
1
5
5
14
1
6
1
8
8
2020
£’000
152,441
(23,374)
129,067
(113,867)
15,200
6,630
21,830
433
(426)
–
15,207
(5,812)
9,395
9,558
(163)
9,395
9.0p
8.5p
2019
(restated)
£’000
136,487
(24,206)
112,281
(92,260)
20,021
(1,529)
18,492
255
(869)
(52)
19,355
(5,085)
14,270
14,869
(599)
14,270
14.1p
13.1p
The notes and accounting policies on pages 107 to 145 form an integral part of these consolidated financial statements.
102
YouGov Annual Report & Accounts 2020 Consolidated Statement of Comprehensive Income
for the year ended 31 July 2020
Profit for the year
Other comprehensive (expense)/income:
Items that may be subsequently reclassified to profit or loss
Currency translation differences
Other comprehensive (expense)/income for the year
Total comprehensive income for the year
Attributable to:
– Owners of the parent
– Non-controlling interests
Total comprehensive income for the year
2020
£’000
9,395
(4,776)
(4,776)
4,619
4,780
(161)
4,619
2019
(restated)
£’000
14,270
4,892
4,892
19,162
19,761
(599)
19,162
Items in the statement above are disclosed net of tax. The tax relating to each component of other comprehensive income is
disclosed in Note 20.
The notes and accounting policies on pages 107 to 145 form an integral part of these consolidated financial statements.
103
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Consolidated Statement of Financial Position
as at 31 July 2020
Assets
Non-current assets
Goodwill
Other intangible assets
Property, plant and equipment
Right of use assets
Investments in associates
Deferred tax assets
Total non-current assets
Current assets
Trade and other receivables
Current tax assets
Cash and cash equivalents
Total current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Current tax liabilities
Contingent consideration
Provisions
Lease liabilities
Total current liabilities
Net current assets
Non-current liabilities
Contingent consideration
Provisions
Lease liabilities
Deferred tax liabilities
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued share capital
Share premium
Treasury reserve
Merger reserve
Foreign exchange reserve
Retained earnings
Total equity attributable to owners of the parent
Non-controlling interests in equity
Total equity
Note
2020
£’000
2019
(restated)
£’000
2018
(restated)
£’000
10
11
12
13
14
20
15
16
17
18
19
18
19
20
22
22
61,455
23,156
3,631
8,891
–
10,959
108,092
34,239
707
35,309
70,255
178,347
38,482
1,673
3,428
6,739
2,491
52,813
17,442
3,020
4,606
6,854
1,716
16,196
69,009
109,338
217
31,380
(1,700)
9,239
15,145
55,776
110,057
(719)
109,338
65,637
16,737
4,424
10,529
–
11,208
108,535
33,726
930
37,925
72,581
181,116
40,041
740
2,791
4,931
2,891
51,394
21,187
7,279
4,623
8,217
2,158
22,277
73,671
107,445
211
31,345
(3,738)
9,239
19,923
51,023
108,003
(558)
107,445
52,060
13,297
3,037
5,420
191
9,620
83,625
33,586
1,442
30,621
65,649
149,274
34,839
1,247
1,409
3,791
2,151
43,437
22,212
5,110
4,000
3,652
2,128
14,890
58,327
90,947
211
31,300
–
9,239
15,031
35,166
90,947
–
90,947
The notes and accounting policies on pages 107 to 145 form an integral part of these consolidated financial statements.
The financial statements on pages 102 to 145 were authorised for issue by the Board of Directors on 15 October 2020 and
signed on its behalf by:
Alex McIntosh
Chief Financial Officer
YouGov plc Registered No. 03607311
104
YouGov Annual Report & Accounts 2020 Consolidated Statement of Changes in Equity
for the year ended 31 July 2020
Attributable to equity holders of the Company
Issued
share
capital
£’000
Note
Share
premium
£’000
Treasury
reserve
£’000
Merger
reserve
£’000
Foreign
exchange
reserve
£’000
Retained
earnings
£’000
Equity
attributable
to owners of
the parent
£’000
Non-
controlling
interests in
equity
£’000
Balance at 1 August 2018
as reported
Change in accounting
policy
Balance at 1 August 2018
as restated
Exchange differences on
translation (restated)
Net gain recognised
directly in equity
(restated)
Profit for the year
(restated)
Total comprehensive
income for the year
(restated)
Issue of shares
Acquisition of treasury
shares
Dividends paid
Share-based payments
Tax in relation to share-
based payments
Total transactions with
owners recognised
directly in equity
Balance at 31 July 2019
(restated)
Exchange differences
on translation
Net (loss)/gain
recognised directly in
equity
Profit/(Loss) for the year
Total comprehensive
income/(expense) for
the year
Issue of shares
Acquisition of
treasury shares
Treasury shares used
to settle share option
exercises
Dividends paid
Share-based payments
Tax in relation to share-
based payments
Total transactions with
owners recognised
directly in equity
Balance at 31 July 2020
211
31,300
27
–
–
211
31,300
9,239
15,031
35,549
91,330
–
–
(383)
(383)
9,239
15,031
35,166
90,947
–
–
–
–
–
–
–
–
(3,738)
–
–
–
–
–
–
–
45
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Total
£’000
91,330
(383)
90,947
4,892
4,892
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
4,892
4,892
–
–
4,892
4,892
–
14,869
14,869
(599)
14,270
4,892
–
14,869
–
–
(3,167)
2,401
19,761
45
(3,738)
(3,167)
2,401
1,754
1,754
(599)
41
19,162
86
–
–
–
–
(3,738)
(3,167)
2,401
1,754
–
–
–
–
–
45
(3,738)
988
(2,705)
41
(2,664)
211
31,345
(3,738)
9,239
19,923
51,023
108,003
(558) 107,445
–
–
–
–
6
–
–
–
–
–
–
–
–
–
35
–
–
–
–
(5)
–
(2,414)
–
–
–
–
4,457
–
–
–
–
–
–
–
–
–
–
–
–
–
(4,778)
–
(4,778)
2
(4,776)
(4,778)
–
–
9,558
(4,778)
9,558
2
(163)
(4,776)
9,395
(4,778)
–
9,558
(1)
4,780
35
(161)
–
4,619
35
–
–
–
–
–
–
(2,414)
–
(2,414)
(4,457)
(4,298)
2,781
–
(4,298)
2,781
1,170
1,170
–
–
–
–
–
(4,298)
2,781
1,170
6
217
35
31,380
2,038
(1,700)
–
9,239
–
15,145
(4,805)
55,776
(2,726)
110,057
–
(2,726)
(719) 109,338
The notes and accounting policies on pages 107 to 145 form an integral part of these consolidated financial statements.
105
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Consolidated Statement of Cash Flows
for the year ended 31 July 2020
Cash flows from operating activities
Profit before taxation
Adjustments for:
Finance income
Finance costs
Share of post-tax result/loss of associates
Amortisation of intangibles
Depreciation
(Profit)/Loss on disposal of property, plant and equipment and other
intangible assets
Share-based payments
Other non-cash items1
(Increase)/Decrease in trade and other receivables
(Decrease)/Increase in trade and other payables
Increase in provisions
Cash generated from operations
Interest paid
Income taxes paid
Net cash generated from operating activities
Cash flow from investing activities
Acquisition of subsidiaries (net of cash acquired)
Settlement of deferred consideration
Purchase of business
Purchase of property, plant and equipment
Purchase of intangible assets
Proceeds from sale of plant, property and equipment
Interest received
Net cash used in investing activities
Cash flows from financing activities
Proceeds from the issue of share capital
Principal element of lease payments
Dividends paid to shareholders
Purchase of treasury shares
Net cash used in financing activities
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
Exchange (loss)/gain on cash and cash equivalents
Cash and cash equivalents at end of year
Note
2020
£’000
2019
(restated)
£’000
15,207
19,355
(433)
426
–
10,782
4,491
(16)
2,781
5,293
(1,621)
(220)
2,015
38,705
(294)
(3,184)
35,227
–
(7,451)
–
(1,067)
(17,575)
83
175
(25,835)
41
(2,972)
(4,298)
(2,419)
(9,648)
(256)
37,925
(2,360)
35,309
(255)
869
52
8,809
4,396
6
2,401
(3,245)
714
3,969
1,348
38,419
(304)
(4,521)
33,594
(228)
(4,520)
(2,063)
(2,713)
(9,453)
–
211
(18,766)
86
(2,843)
(3,167)
(3,738)
(9,662)
5,166
30,621
2,138
37,925
2
2
12
11
16
1 Includes £3,663,000 of contingent consideration in respect of acquisitions treated as staff costs, a £159,000 increase in acquisition
consideration recognised in the income statement and a £2,103,000 impairment of goodwill.
The notes and accounting policies on pages 107 to 145 form an integral part of these consolidated financial statements.
106
YouGov Annual Report & Accounts 2020 Principal Accounting Policies of the Consolidated Financial Statements
for the year ended 31 July 2020
Nature of operations
YouGov plc and subsidiaries’ (the “Group”) principal activity is the provision of market research.
YouGov plc is the Group’s ultimate Parent Company. It is incorporated and domiciled in Great Britain. The address of YouGov
plc’s registered office is 50 Featherstone Street, London EC1Y 8RT, United Kingdom. YouGov plc’s shares are listed on the
Alternative Investment Market of the London Stock Exchange.
YouGov plc’s annual consolidated financial statements are presented in UK Sterling, which is also the functional currency of the
Parent Company.
Basis of preparation
The consolidated financial statements of YouGov plc are for the year ended 31 July 2020. They have been prepared under the
historical cost convention modified for fair values under IFRS. These consolidated financial statements have been prepared in
accordance with International Financial Reporting Standards as adopted by the European Union (“IFRSs as adopted by the EU”),
IFRS Interpretations Committee (“IFRS IC”) Interpretations (as adopted by the EU) and the Companies Act 2006 applicable to
companies reporting under IFRS.
The policies set out below have been consistently applied to all years presented. Note 27 provides a summary of the opening
adjustments made.
Going concern
The Group meets its day-to-day working capital requirements through its strong cash reserves. At 31 July 2020, the Group
had a healthy liquidity position with £35.3m of cash and cash equivalents (see Note 16) and no debt financing commitments.
The Group has net current assets of £17.4m and net assets of £109.3 as at 31 July 2020.
In assessing going concern, management have considered the effects of the Covid-19 pandemic including the impact on the
Group’s operations, budget for the year ended 30 July 2021 and forecast for 2022. The Group has not seen any significant
slowdown in sales and has not furloughed any staff or sought extended payment terms for its obligations during the COVID-19
pandemic. The impact on the business is discussed further in the strategic report and as part of the consideration of principal
risks and uncertainties on page 60. However, given the unprecedented nature of the pandemic, severe downside scenarios
have been modelled where revenue targets are missed by up to 30% due to reduced revenue from clients’ delays and a
slowdown in securing new business. Even in these scenarios the Group has strong liquidity, no external debt and many
mitigating actions that would allow it to meet its financial liabilities as they fall due. These mitigating actions, should they be
required, are all within management’s control and could include reducing new recruitment, lowering commission or bonus
payments, and reduced capital expenditure.
The Directors therefore have a reasonable expectation that the Group has adequate resources to continue in operational
existence for the foreseeable future. The Group therefore continues to adopt the going concern basis in preparing its
consolidated financial statements.
New standards, amendments and interpretations of existing standards adopted by the Group
The following standards, interpretations and amendments are mandatory for the first time for the financial year beginning
1 August 2019 and are relevant to the preparation of the Group’s financial statements:
― IFRS 16 Leases
This standard replaces the current guidance in IAS 17 and is a far-reaching change in accounting by lessees in particular.
Under IAS 17, lessees were required to make a distinction between a finance lease (on balance sheet) and an operating lease
(off-balance sheet). IFRS 16 now requires lessees to recognise a lease liability reflecting future lease payments and a “right
of use asset” for virtually all lease contracts. The IASB has included an optional exemption for lessees for certain short-term
leases and leases of low value assets. For lessors, the accounting stays almost the same. However, as the IASB has updated
the guidance on the definition of a lease (as well as the guidance on the combination and separation of contracts), lessors
will also be affected by the new standard. Under IFRS 16, a contract is, or contains, a lease if the contract conveys the right to
control the use of an identified asset for a period of time in exchange for consideration. This is effective for accounting periods
beginning after 1 January 2019. For more information about the impact of adoption see Note 27.
― IFRIC 23 Uncertainty over Income Tax Treatments (effective 1 October 2019)
The interpretation explains how to recognise and measure deferred and current income tax assets and liabilities where there
is uncertainty over a tax treatment. Management have considered the impact of the interpretation on the Group’s tax asset and
liabilities and have not identified any material changes to their recognition.
107
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Principal Accounting Policies of the Consolidated Financial Statements
for the year ended 31 July 2020 continued
New standards and interpretations not applied
The following amendments to standards and interpretations are mandatory for the first time for financial years beginning on or
after 1 August 2020 and could be relevant to the preparation of the Group’s future financial statements.
COVID-19-related Rent Concessions – Amendments to IFRS 16: As a result of the COVID-19 pandemic, rent concessions have
been granted to lessees. Such concessions might take a variety of forms, including payment holidays and deferral of lease
payments. In May 2020, the IASB made an amendment to IFRS 16 Leases which provides lessees with an option to treat
qualifying rent concessions in the same way as they would if they were not lease modifications. In many cases, this will result in
accounting for the concessions as variable lease payments in the period in which they are granted.
Definition of Material – Amendments to IAS 1 and IAS 8: The IASB has made amendments to IAS 1 Presentation of Financial
Statements and IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors which use a consistent definition of
materiality throughout International Financial Reporting Standards and the Conceptual Framework for Financial Reporting,
clarify when information is material and incorporate some of the guidance in IAS 1 about immaterial information. In particular,
the amendments clarify that the reference to obscuring information addresses situations in which the effect is similar to
omitting or misstating that information, and that an entity assesses materiality in the context of the financial statements as
a whole.
The meaning of “primary users of general purpose financial statements” to whom those financial statements are directed has
also been updated, by defining them as “existing and potential investors, lenders and other creditors” that must rely on general
purpose financial statements for much of the financial information they need.
Revised Conceptual Framework for Financial Reporting: The IASB has issued a revised Conceptual Framework.
Key changes include:
― increasing the prominence of stewardship in the objective of financial reporting;
― reinstating prudence as a component of neutrality;
― defining a reporting entity, which may be a legal entity, or a portion of an entity;
― revising the definitions of an asset and a liability;
― removing the probability threshold for recognition and adding guidance on derecognition;
― adding guidance on different measurement bases; and
― stating that profit or loss is the primary performance indicator and that, in principle, income and expenses in other
comprehensive income should be recycled where this enhances the relevance or faithful representation of the
financial statements.
No changes will be made to any of the current accounting standards. However, entities that rely on the Framework in
determining their accounting policies for transactions, events or conditions that are not otherwise dealt with under the
accounting standards will need to apply the revised Framework from 1 January 2020. These entities will need to consider
whether their accounting policies are still appropriate under the revised Framework.
Annual improvements 2018–20: The following improvements were finalised in May 2020:
― IFRS 9 Financial Instruments – clarifies which fees should be included in the 10% test for derecognition of financial liabilities.
― IFRS 16 Leases – amendment of illustrative example 13 to remove the illustration of payments from the lessor relating to
leasehold improvements, to remove any confusion about the treatment of lease incentives.
― IFRS 1 First-time Adoption of International Financial Reporting Standards – allows entities that have measured their assets
and liabilities at carrying amounts recorded in their parent’s books to also measure any cumulative translation differences
using the amounts reported by the parent. This amendment will also apply to associates and joint ventures that have taken
the same IFRS 1 exemption.
These amendments are not yet endorsed by the EU.
The IFRSs or IFRIC interpretations that are not yet effective are not expected to have a material impact on the Group for the
financial year beginning 1 August 2020. Management will assess the impact on the Group of these standards prior to the
effective date of implementation.
108
YouGov Annual Report & Accounts 2020 Basis of consolidation
The Group financial statements consolidate the Company and all of its subsidiary undertakings (see Note 14) drawn up to
31 July 2020. Subsidiaries are all entities over which the Group has control. The Group controls an entity when the Group is
exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns
through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is
transferred to the Group. They are deconsolidated from the date that control ceases.
All intra-Group transactions, balances, income and expenses are eliminated in full on consolidation. Amounts reported in the
financial statements of subsidiaries have been adjusted where necessary to ensure consistency with the accounting policies
adopted by the Group.
Acquisitions of subsidiaries are dealt with by the acquisition method. The acquisition method involves the 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. On initial recognition, the
assets and liabilities of the subsidiary are included in the consolidated statement of financial position at their fair values, which
are also used as the basis for subsequent measurement in accordance with the Group accounting policies. Goodwill is stated
after separating out identifiable intangible assets. Goodwill represents the excess of acquisition cost 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 costs are
charged to the income statement in the period in which they are incurred.
The Group treats transactions with non-controlling interests as transactions with parties external to the Group. Disposals to
non- controlling interests result in gains and losses for the Group that are recorded in the Statement of Changes in Equity.
Purchases of non-controlling interests are recognised directly in reserves, being the difference between any consideration paid
and the relevant share acquired of the carrying value of net assets of the subsidiary.
Associates and joint ventures
Entities whose economic activities are controlled jointly by the Group and by other venturers independent of the Group are
accounted for using the equity method. Associates are those entities over which the Group has significant influence (defined
as the power to participate in the financial and operating decisions of the investee but not control or joint control over those
policies) but which are neither subsidiaries nor interests in joint ventures. The results and assets and liabilities of associates and
joint ventures are incorporated in these consolidated financial statements using the equity method of accounting, under which
investments in associates and investments in joint ventures are carried in the Consolidated Statement of Financial Position
at cost as adjusted for post-acquisition changes in the Group’s share of net assets of the associate or joint venture less any
impairment in the value of individual investments.
The Group’s share of its associates’ post-acquisition profits or losses is recognised in the Consolidated Income Statement,
and its share of post-acquisition movements in other comprehensive income is recognised in other comprehensive income.
However, when the Group’s share of losses in an associate or joint venture equals or exceeds its interest in the associate or joint
venture, including any unsecured receivables, the Group does not recognise further losses, unless it has incurred obligations
or made payments on behalf of the associate or joint venture. If the associate or joint venture subsequently reports profits, the
Group resumes recognising its share of those profits only after its share of the profits equals the share of losses not recognised.
Unrealised gains on transactions between the Group and its associates or joint ventures are eliminated to the extent of the
Group’s interests in the associates or joint ventures. Unrealised losses are also eliminated unless the transaction provides
evidence of an impairment of the asset transferred. Amounts reported in the financial statements of associates and joint
ventures have been adjusted where necessary to ensure consistency with the accounting policies adopted by the Group.
109
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Principal Accounting Policies of the Consolidated Financial Statements
for the year ended 31 July 2020 continued
Segmental analysis
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-
maker. The chief operating decision-maker, who is responsible for allocating resources and assessing performance of the
operating segments, has been identified as the Board of Directors.
The Board of Directors (which is the “chief operating decision-maker”) primarily reviews information based on product lines,
Custom Research, Data Products and Data Services, with supplemental geographical information. As a result, product lines
form the basis for the segmental reporting with supplemental geographical information also provided.
Revenue
Revenue is recognised in accordance with IFRS 15 Revenue from Contracts with Customers. Under IFRS 15 an entity
should recognise revenue to depict the transfer of promised goods or services to customers in an amount that reflects the
consideration to which the entity expects to be entitled in exchange for those goods or services. This principle is represented in
a five-step model:
1.
Identify the contract(s) with a customer
2.
Identify the performance obligation(s) in the contract
3. Determine the transaction price
4. Allocate the transaction price to the performance obligations in the contract
5. Recognise revenue when (or as) the entity satisfies a performance obligation
Accrued income is the difference between the revenue recognised and the amounts actually invoiced to customers.
Where invoicing exceeds the amount of revenue recognised, these amounts are included in deferred income. Revenue is
recognised net of any Value Added Tax or trade discounts.
Market research
Revenue arises from the provision of market research services. Within this revenue stream are syndicated and non-syndicated
services. Data Products revenue streams are mainly syndicated services while Omnibus and Custom Research revenue
streams are mainly non-syndicated services.
Syndicated services
Syndicated services are the consistent provision of data over a specified period of time. The price agreed with the customer is
apportioned between the products according to their relative standalone values. Revenue is recognised from the point in time
at which access passwords have been made available to the customer. Access to each service is considered to be a single
performance obligation and revenue is recognised in equal monthly instalments over the life of the contract.
Non-syndicated services
Non-syndicated services vary in size and complexity. For long-term contracts, if the outcome can be assessed with reasonable
certainty, revenue is recognised by including in the income statement revenue and related costs as contract activity
progresses based on the stage of completion. Revenue is recognised on each contract in proportion to the level of services
performed by reference to the project manager’s estimates and time records against budgeted and assigned resource.
As these project stages are not sufficiently separable, would not be available to purchase individually and the Group has a
right to demand payment for performance completed should the customer cancel the project before delivery, management
considers them to represent a single performance obligation and so the use of the percentage complete method is
considered appropriate.
Media buying
Where the Group acts as an agent, assisting clients with marketing campaigns, the revenue recorded is the net amount
retained when the fee or commission is earned. Each campaign that the Group works on is considered to be a separate
performance obligation to which the associated commission is assigned. This commission is recognised upon delivery of the
agreed resources. Although the Group may bear credit risk in respect of these activities, the arrangements with clients are
such that the Group considers that it is acting as an agent. In such cases, costs incurred with external suppliers (such as media
suppliers) which are passed on to customers are excluded from the Group’s revenue.
110
YouGov Annual Report & Accounts 2020 Non-cash transactions
The Group enters into contracts for the provision of market research services in exchange for advertising rather than for cash or
other consideration. When barter transactions are agreed, the value of the work provided to the counterparty is equal in value
to that which would be provided in an ordinary cash transaction. As required by IFRS 15 the value of advertising receivable in all
significant barter transactions is measured at the fair value of the services provided.
Provisions
Provisions are recognised in the Consolidated Statement of Financial Position when a Group company has a present obligation
(legal or constructive) as a result of a past event; it is probable that an outflow of resources embodying economic benefits
will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. The amount
recognised as a provision is the best estimate of the expenditure required to settle the present obligation at the reporting date.
If the effect is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects
current market assessments of the time value of money and, where appropriate, the risks specific to the liability.
Staff gratuity costs
The staff gratuity provision is a statutory obligation under UAE labour law, whereby each employee on termination of their
contract is due a payment dependent upon their number of years of service and nature of the termination. The liability is based
on the estimated cash outflow based on historical experience of rates of resignation and redundancy.
Panel incentive costs
The Group invites consumer panel members to fill out surveys in return for a cash or points-based incentive. Although these
amounts are not paid until a predetermined target value has accrued on a panellist’s account, an assessment of incentives
likely to be paid (present obligation) is made taking into account past panellist behaviour and is recognised as a cost of sale
in the period in which the service is provided. This assessment takes into account the expected savings from the prize draw
offered in various territories.
Finance income/costs
The Group receives finance income for cash funds that are held on short-term instant access deposit. Where interest receipts
are received after the balance sheet date, the interest due is accrued for the requisite period at the prevailing rate on
the deposit.
Finance cost is recognised using the effective interest method, which calculates the amortised cost of a financial liability and
allocates the interest over the relevant period. The effective interest rate is the rate that exactly discounts estimated future
cash receipts through the expected life of the financial asset to the net carrying amount of the financial asset.
Separately reported items
The Group’s Income Statement separately identifies items that in the Directors’ judgement are one-off in nature or need to be
disclosed separately by virtue of their size and incidence. In determining whether an item or transaction should be separately
identified, the Directors consider quantitative as well as qualitative factors such as the frequency, predictability of occurrence
and significance. This is consistent with the way that financial performance is measured by management and reported
to the Board. Separately reported items may not be comparable to similarly titled measures used by other companies.
Disclosing certain items separately provides additional understanding of the performance of the Group. Examples include
acquisition costs and restructuring costs. Separately reported items for this financial year are discussed in Note 4.
111
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Principal Accounting Policies of the Consolidated Financial Statements
for the year ended 31 July 2020 continued
Taxation
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the balance sheet
date in the countries where the Company and its subsidiaries operate and generate taxable income. Management periodically
evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation.
It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.
Deferred income taxes are calculated using the liability method on temporary differences. Deferred tax is generally provided
on the difference between the carrying amounts 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. Deferred tax on temporary differences associated with shares in
subsidiaries and joint ventures is not provided if reversal of these temporary differences can be controlled by the Group and it
is probable that reversal will not occur in the foreseeable future. In addition, 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 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. 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 reporting date.
The deferred tax provision is held at its current value and not discounted.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current
tax liabilities and when they relate to income taxes levied by the same taxation authority and the Group intends to settle its
current tax assets and liabilities on a net basis.
Taxation on the value of realised and unrealised gains on the exercise of share options deductible against current income tax in
excess of the amount recognised in the income statement are charged directly to equity. Other changes in deferred tax assets
or liabilities are recognised as a component of tax expense in the Consolidated Income Statement, except where they relate to
items that are charged or credited directly to equity or other comprehensive income, in which case the related deferred tax is
also charged or credited directly to equity or other comprehensive income.
Dividends
Dividends are recognised when the shareholders’ right to receive payment is established.
Goodwill
Goodwill representing the excess of the cost of acquisition over the fair value of the Group’s share of the identifiable net
assets acquired is capitalised and reviewed annually, or if indications of impairment exist, for impairment. Goodwill is carried
at cost less accumulated impairment losses. If the Group’s interest in the net fair value of the identifiable assets, liabilities and
contingent liabilities of the acquired entity exceeds the cost of the business combination the excess is recognised immediately
in the Consolidated Income Statement.
On disposal of a business, goodwill is allocated based on calculated fair value of assets disposed and included in the
calculation of the profit or loss on disposal.
Intangible assets
Intangible assets represent identifiable non-monetary assets without physical substance. Intangible assets are valued at either
their directly attributable costs or using valuation methods such as discounted cash flows and replacement cost in the case of
acquired intangible assets. The Directors estimate the useful economic life of each asset and use these estimates in applying
amortisation rates. The Directors periodically review useful economic life estimates. Intangible assets are stated at cost net
of amortisation and any provision for impairment. The Directors conduct an impairment review of intangible assets for assets
with an indefinite life annually, or if indications of impairment exist. Where impairment arises, losses are recognised in the
Consolidated Income Statement. Amortisation of intangible assets is shown on the face of the consolidated income statement,
except for the amortisation of panel incentive costs incurred in product development, which is recognised in cost of sales.
112
YouGov Annual Report & Accounts 2020 Intangible assets separately acquired
Consumer panel
The consumer panel is the core asset from which the Group’s online revenues are generated.
Where a consumer panel or list is acquired as part of a business combination the cost of the asset is recognised at its fair value
to the Group at the date of acquisition. The fair value is calculated by management using a discounted cash flow model.
Consumer panel costs reflect the direct cost of recruiting new panel members. Consumer panel costs are split between
enhancement and maintenance of the asset. Enhancement costs are capitalised in accordance with IAS 38 whilst maintenance
costs are expensed. The Directors are satisfied that capitalisation of enhancement costs is appropriate under IAS 38. The Group
has exclusive control over the data the panel generates and the use of this data is fundamental to the Group’s revenue-
generating capabilities. Amortisation is charged to write off the panel acquisition costs over a three-year period, this being the
Directors’ estimate of the average active life of a panellist.
Customer contracts and lists
Where a customer contract or list is acquired as part of a business combination, the cost of the asset is recognised at its fair
value to the Group at the date of acquisition. The fair value is calculated by management using a discounted cash flow model.
Customer contracts and lists are amortised over a useful economic life based on Directors’ estimates.
Patents and trademarks
Where a patent or trademark is acquired as part of a business combination, the cost of the asset is recognised at its fair value
to the Group at the date of acquisition. The fair value is calculated by management using a discounted cash flow model.
Patents acquired as part of a business combination are amortised over a useful economic life based on Directors’ estimates.
Patents and trademarks acquired on an ongoing basis to protect the YouGov brand and its products are included at cost and
are not amortised, as the trademarks are indefinite in their longevity through legal rights.
Intangible assets generated internally
Internally generated intangible assets are only capitalised where they meet all of the following criteria stipulated by IAS 38:
― completion of the intangible asset is technically feasible so that it will be available for use or sale;
― the Group intends to complete the intangible asset and use or sell it;
― the Group has the ability to use or sell the intangible asset;
― the intangible asset will generate probable future economic benefits. Among other things, this requires that there is a
market for the output from the intangible asset or for the intangible asset itself, or, if it is to be used internally, the asset will
be used in generating such benefits;
― there are adequate technical, financial and other resources to complete the development and to use or sell the intangible
asset; and
― the expenditure attributable to the intangible asset during its development can be measured reliably.
Internally generated intangible assets are staff costs that are capitalised at their directly attributable cost. Development costs
not meeting the criteria for capitalisation are expensed as incurred. Development costs previously recognised as an expense
are not recognised as an asset in subsequent periods.
Internally generated intangible assets are amortised from the moment at which they become available for use.
Amortisation rates applicable to internally generated intangible assets are typically:
Intangible asset
Software and software development
Patents and trademarks
Product development
Amortisation period
3 years
not amortised
3 years
113
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Principal Accounting Policies of the Consolidated Financial Statements
for the year ended 31 July 2020 continued
Software and software development
Capitalised software includes our survey and panel management software and other items including the YouGov BrandIndex
platform, which are key tools of the Group’s business. Software and software development also include purchased off-the-
shelf software.
Where software is acquired as part of a business combination, the cost of the asset is recognised at its fair value to the Group
at the date of acquisition. The fair value is calculated by management using a replacement cost model. Amortisation is charged
to write off the software over a three- to five-year period, this being the Directors’ estimate of the useful life of the software.
Where software is developed internally, directly attributable costs including employee costs are capitalised as software
development. Amortisation commences upon completion of the asset. Amortisation is charged to write off the software over a
three-year period, this being the Directors’ estimate of the useful life of software.
Product development costs
Expenditure on research (or the research phase of an internal project) is recognised as an expense in the period in which it
is incurred.
The cost of an internally generated intangible asset comprises all directly attributable costs necessary to create, produce and
prepare the asset to be capable of operating in the manner intended by management.
Intangible assets acquired as part of a business combination
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. Where an intangible
asset might be separable, but only together with a related tangible or intangible asset, the group of assets is recognised as a
single asset separately from goodwill where the individual fair values of the assets in the group are not reliably measurable.
Where the individual fair value of the complementary assets is reliably measurable, the Group recognises them as a single
asset provided the individual assets have similar useful lives. Intangible assets acquired as part of a business combination are
typically amortised using the straight-line method over the following periods:
Intangible asset
Software and software development
Customer contracts and lists
Patents and trademarks
Amortisation period
3 – 5 years
10 – 11 years
5 – 15 years
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 separately identifiable
cash flows (cash-generating units). 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 management monitors
the related cash flows.
Goodwill, other individual assets or cash-generating units that include goodwill, other intangible assets with an indefinite useful
life, and those intangible assets not yet available for use are tested for impairment at least annually. All other individual assets
or cash-generating units are tested for impairment 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 calculated as value in use based on an internal discounted cash
flow evaluation.
Impairment losses recognised for cash-generating units, to which goodwill has been allocated, are credited initially to the
carrying amount of goodwill. 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.
114
YouGov Annual Report & Accounts 2020 Property, plant and equipment and depreciation
Property, plant and equipment is carried at cost net of depreciation and any provision for impairment. Cost includes the original
purchase price of the asset and the costs attributable to bringing the asset to its working condition for its intended use.
No depreciation is charged during the period of construction. Leasehold property is included in property, plant and equipment
only where it is held under a finance lease. Depreciation is calculated to write down the cost less estimated residual value of all
property, plant and equipment over their estimated useful economic lives.
Asset
Freehold property
Leasehold property improvements
Fixtures and fittings
Computer equipment
Motor vehicles
Depreciation rate
Straight line over 25 years
Straight line over the life of the lease
Straight line over 5 years
Straight line over 3 years
Straight line over the life of the lease
The residual values and useful lives of all assets are reviewed at least at the end of each reporting period.
Leased assets
IFRS 16 Leases replaces IAS 17, under which lessees were required to make a distinction between a finance lease (on balance
sheet) and an operating lease (off balance sheet). IFRS 16 now requires lessees to recognise a lease liability reflecting future
lease payments and a “right of use asset” for virtually all lease contracts.
Once a lease is identified the initial value of the liability and right of use asset must be calculated. The lease liability consists of
the present value of the lease payments that are not paid at the commencement date. Future lease payments are discounted
using the interest rate implicit in the lease or, If that rate cannot be readily determined, the incremental borrowing rate.
Variable lease payments that are tied to an external rate, such as the retail price index, are measured using the rate at the
commencement date.
The right of use asset comprises the lease liability value plus any lease payments made at or before the commencement date,
less any lease incentives received. Initial direct costs incurred and any restoration provisions required under the terms of the
lease are also included in the asset value calculation.
Subsequently the lease liability balance is reduced to reflect any payments made in the period and increased as interest is
accrued on the remaining balance. The right of use asset is depreciated in a straight line over the life of the lease agreement.
The depreciation element is recognised within administrative expenses while the interest expense is recognised within
finance costs.
If modifications to the terms of a lease result in a change to the expected future payments the lease liability is re-measured
to reflect the discounted value of the revised payments. The change is recognised as an adjustment to the right of use asset.
If the carrying amount of the asset is reduced to zero and there is a further reduction in the measurement of the lease liability,
any remaining amount of the re-measurement is recognised in the income statement.
The following lease types are exempt from the lease model:
i) Leases with a duration of 12 months or under
ii) Leases for which the underlying asset is of a low value (under £5,000 in cost)
Payments relating to leases falling under either of these categories are recognised as an expense on a straight-line basis over
the lease term.
IFRS 16 has been applied retrospectively to each prior reporting period presented. The impact of the first-time adoption of this
new standard has been shown in Note 27.
Sub-leases
The Group acts as a lessor in certain instances where premises have been sublet to an external third party. In the case of a
short-term lease the Group, as a lessee, accounts for the lease as an operating lease. Otherwise, the sublease is classified by
reference to the right of use asset arising from the head lease, rather than by reference to the underlying asset.
At the commencement date the Group recognises assets held under finance leases in the statement of financial position and
presents them as a receivable at an amount equal to the net investment in the lease. Finance income is then recognised over
the lease term, based on a pattern reflecting a constant periodic rate of return on net investment in the lease.
115
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Principal Accounting Policies of the Consolidated Financial Statements
for the year ended 31 July 2020 continued
Financial assets
Financial assets are divided into the following categories: Trade receivables, loans and financial assets. Financial assets
are assigned to the different categories by management on initial recognition, depending on the purpose for which they
were acquired.
All financial assets are recognised when the Group becomes a party to the contractual provisions of the instrument.
Trade receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective
interest method, less provision for impairment. Following the adoption of IFRS 9 from 1 August 2018 the Group’s trade
receivables and accrued income from sales of products are subject to the new expected credit loss model. The Group applies
the IFRS 9 simplified approach to measuring expected credit losses, which uses a lifetime expected loss allowance for all trade
receivables and accrued income.
Trade debtor balances where there is a clear indication of impairment are provided for specifically. A provision for impairment
of trade receivables is established when there is objective evidence that the Group will not be able to collect all amounts
due according to the original terms of the receivables. Significant financial difficulties of the debtor, probability that the debtor
will enter bankruptcy or financial reorganisation, and default or delinquency in payments (more than 30 days overdue) are
considered indicators that the trade receivable is impaired.
The expected credit loss is the difference between the carrying amount of the trade receivables balance at the measurement
date, less any amounts with specific provisions, and the total amount expected to be recovered. The expected loss allowance
is calculated on a regional basis using the historic default rates in each geography, adjusted for other considerations such as
local economic conditions and anticipated future events.
The carrying amount of the asset is reduced through the use of an allowance account, and the amount of the loss is
recognised in the Consolidated Income Statement within administrative expenses. When a trade receivable is uncollectable, it
is written off against the allowance account for trade receivables. Subsequent recoveries of amounts previously written off are
credited against administrative expenses in the Consolidated Income Statement.
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active
market. Loans and receivables are measured subsequent to initial recognition at amortised cost using the effective interest
method, less provision for impairment. Any change in their value through impairment or reversal of impairment is recognised in
the Consolidated Income Statement.
An assessment for impairment is undertaken at least at each reporting date.
A financial asset is derecognised only where the contractual rights to the cash flows from the asset expire or the financial asset
is transferred and that transfer qualifies for derecognition. A financial asset is transferred if the contractual rights to receive
the cash flows of the asset have been transferred or the Group retains the contractual rights to receive the cash flows of the
asset but assumes a contractual obligation to pay the cash flows to one or more recipients. A financial asset that is transferred
qualifies for derecognition if the Group transfers substantially all the risks and rewards of ownership of the asset, or if the Group
neither retains nor transfers substantially all the risks and rewards of ownership but does transfer control of that asset.
Financial liabilities
Financial liabilities are measured at amortised cost using the effective interest method. Financial liabilities are assigned to the
different categories by management on initial recognition, depending on the purpose for which they were acquired.
Financial liabilities are obligations to pay cash or other financial assets and are recognised when the Group becomes a party to
the contractual provisions of the instrument.
Trade payables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest
method. They are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-
current liabilities.
Borrowings and lease liabilities are initially recorded at the fair value which is typically the proceeds received, net of any issue
costs and subsequently carried at amortised cost. Finance charges are accounted for on an effective interest method and are
added to the carrying value of the instrument to the extent that they are not settled in the period in which they arise.
A financial liability is derecognised only when the obligation is extinguished, that is, when the obligation is discharged or
cancelled or expires.
116
YouGov Annual Report & Accounts 2020 Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and demand deposits, together with other short-term, highly liquid
investments that are readily convertible into known amounts of cash and which are subject to an insignificant risk of changes in
value, with maturities no longer than three months. In addition, bank overdrafts which are repayable on demand are included
for the purposes of the Consolidated Statement of Cash Flows.
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 equity shares, net of
incremental and directly attributable expenses of the share issue;
― foreign exchange reserve represents the differences arising from translation of investments in overseas subsidiaries;
― retained earnings represent retained profits; and
― merger reserve represents the excess over nominal value of the fair value of consideration received for equity shares
issued/ allotted directly to acquire another entity meeting the specific requirements of section 612 of the Companies
Act 2006.
The conditions of the relief include:
― securing at least 90% of the nominal value of equity of another company; and
― the arrangement provides for allotment of equity shares in the issuing company.
Foreign currencies
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary
economic environment in which the entity operates (“the functional currency”). The consolidated financial statements are
presented in Sterling, which is the Company’s functional and presentation currency.
Transactions in foreign currencies are translated at the exchange rate ruling at the date of the transaction.
Monetary assets and liabilities in foreign currencies are translated at the rates of exchange ruling at the reporting date. Non-
monetary items that are measured at historical cost in a foreign currency are translated at the exchange rate at the date of
the transaction.
Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date
when the fair value was determined.
Any exchange differences arising on the settlement of monetary items or on translating monetary items at rates different
from those at which they were initially recorded are recognised in the Consolidated Income Statement in the period in which
they arise.
The assets and liabilities in the financial statements of foreign subsidiaries and associates and related goodwill are translated
at the rate of exchange ruling at the reporting date. Income and expenses are translated at average rate unless average
rate is not a good approximation of the rate ruling on the date of the transaction. The exchange differences arising from the
retranslation of the opening net investment in subsidiaries and joint ventures are taken directly to the “Foreign exchange
reserve” in equity.
Exchange differences on the translating and settlement of monetary items other than cash and cash equivalents are included
within movement in working capital. Exchange differences on cash and cash equivalents included within finance income and
expense are included within exchange movements in cash and cash equivalents. The cash flows included in the financial
statements of foreign subsidiaries are translated at average exchange rates for the year with any change in the value of cash
and cash equivalents of foreign subsidiaries also being included within exchange movements in cash and cash equivalents.
Net exchange differences on the translation of items in foreign subsidiary cash flows eliminated on consolidation are included
within other non-cash items.
117
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Principal Accounting Policies of the Consolidated Financial Statements
for the year ended 31 July 2020 continued
Employee benefits
Equity-settled share-based payments
The Group operates a number of equity-settled share-based payment compensation plans under which the entity receives
services from employees as consideration for equity instruments (options) of the Group. All equity-settled share-based
payments are ultimately recognised as an expense in the Consolidated Income Statement with a corresponding credit to
retained earnings.
This fair value is appraised at the grant date, being the date when there is a joint understanding of the terms of the scheme and
any personal objectives have been agreed. The fair value excludes the impact of non-market vesting conditions.
If vesting periods or other non-market vesting conditions apply, the expense is allocated over the vesting period, based on the
best available estimate of the number of share options expected to vest. Estimates are subsequently revised if there is any
indication that the number of share options expected to vest differs from previous estimates.
No adjustment is made to any expense recognised in prior periods if share options ultimately exercised are different to that
estimated on vesting.
Estimated social costs payable are accrued for based on the number of shares expected to vest, the share price at the balance
sheet date and local rates of employer’s social tax payable, on the balance sheet date on the exercise of share options.
Upon exercise of share options the proceeds received net of attributable transaction costs are credited to share capital and,
where appropriate, share premium.
Termination benefits
Termination benefits are payable when employment is terminated by the Group before the normal retirement date, or
whenever an employee accepts voluntary redundancy in exchange for these benefits. The Group recognises termination
benefits when it has a constructive obligation to pay them as a result of the announcement of a detailed formal plan to
terminate the employment of current employees. Benefits falling due more than 12 months after the end of the reporting
period are discounted to their present value.
Sales commissions
Sales commissions paid are accounted for as staff costs within administrative expenses as they are considered to be part of
total remuneration.
Contingent consideration
Future anticipated payments to vendors in respect of earn outs are based on the Directors’ best estimates of future obligations,
which are dependent on the future performance of the interests acquired and assume the operating companies improve
profits in line with Directors’ estimates. When consideration payable is deferred, the fair value of the consideration is obtained
by discounting to present value the amounts expected to be payable in the future at the risk-free rate appropriate to the
currency and term of the payment, this being in the Directors’ opinion the most appropriate barometer for a risk-free rate.
Subsequent changes in the amount of contingent consideration recognised are recorded as other separately reported items in
the Consolidated Income Statement.
Imputed interest
When the outflow of cash or cash equivalents is deferred, and the arrangement constitutes a financing transaction, the
fair value of the consideration is the present value of all future payments determined using an imputed rate of interest.
The imputed rate of interest used is the risk-free rate, this being in the Directors’ opinion the most appropriate rate.
The difference between the present value of all future payments and the nominal amount of the consideration is recognised as
an interest charge. Imputed interest is shown within finance costs in the Consolidated Income Statement.
Accounting policies specific to the Parent Company
Investments in subsidiary undertakings and investments in associates are stated at cost less provisions for impairment.
Investments are reviewed for impairment if there are indicators that the carrying value may not be recoverable.
The grant by the Company of options over its equity instruments to the employees of subsidiary undertakings in the Group is
treated as a capital contribution. The fair value of employee services received, measured by reference to the grant date fair
value, is recognised over the vesting period as an increase to investment in subsidiary undertakings, with a corresponding
credit to equity.
118
YouGov Annual Report & Accounts 2020 Accounting estimates and judgements
In the process of applying the Group’s accounting policies the Directors are required to make estimates and judgements in
the application of accounting standards that may affect the financial statements. The Directors believe that the estimates and
judgements applied in the financial statements are reasonable.
Estimates and judgements are evaluated on a regular basis and are based on historical experience (where applicable) and
other factors, such as expectations of future events that are believed to be reasonable under the circumstances.
The Group makes estimates and assumptions concerning the future. These estimates, by definition, will rarely equal the
related actual results. The estimates and judgements 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. Where estimates and judgements
have been made, the key factors taken into consideration are disclosed in the appropriate note in these consolidated
financial statements.
Estimates have been made in respect of the following:
Revenue recognition
The Group is required to make an estimate of project completion levels on long-term contracts for revenue recognition
purposes. This is based upon the project manager’s estimates and available time records against budgeted and assigned
resource for the initial project scope. This involves an element of estimation, and therefore differences may arise between
the actual and estimated result. Where differences arise, they are recognised in the Consolidated Income Statement for the
following reporting period.
Share-based payments
The Group is required to make estimates regarding the assumptions that are used to calculate the income statement charge
for share-based payments. The value of share options is measured using either the Black Scholes option pricing model or the
Monte Carlo Simulation. This is dependent on the conditions attached to each of the issued options. Where conditions are non-
market-based the Black Scholes option pricing model is used. Where market-based conditions are attached to options, the
fair value is determined using the Monte Carlo Simulation. Inputs to the calculations include (but are not limited to) expected
volatility, expected life, risk-free rate, expected dividend yield and redemption rates. The inputs used are disclosed in Note 23.
Variances in any of the inputs could lead to the charge being higher or lower than appropriate.
Employer’s social taxes payable on unexercised share options are estimated based on the number of options expected to
vest and the YouGov share price and local tax rates at the balance sheet date. Variances in any of the inputs could lead to the
charge being higher or lower than estimated.
Expected credit loss
Expected credit loss is estimated based on past credit loss experience after taking into account changes in market conditions.
Variances in any of the inputs could lead to the charge being higher or lower than estimated.
Income taxes
The Group is subject to income taxes in various jurisdictions. Estimates are required in determining the worldwide provision
for income taxes. There are many transactions/calculations for which the ultimate tax determination is uncertain during the
ordinary course of business. Where the final tax outcome is different to what is initially recorded, such differences will impact
the income tax and deferred tax provisions. Income taxes are disclosed fully in Note 6.
Deferred taxation
Estimation is required by management in determining whether the Group should recognise a deferred tax asset.
Management considers whether there is sufficient certainty that its tax losses available to carry forward will ultimately be
offset against future probable profits before taxation. This estimate impacts on the degree to which deferred tax assets are
recognised. Deferred taxation is disclosed fully in Note 20.
Goodwill
The Group tests annually whether goodwill has suffered any impairment, in accordance with the accounting policy.
The recoverable amount is based on the higher of value-in-use calculations and the fair value less cost to dispose. The use
of this method requires the estimation of future cash flows and the choice of a suitable discount rate in order to calculate the
present values of these cash flows. The estimates used in the impairment review are fully disclosed in Note 10.
119
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Principal Accounting Policies of the Consolidated Financial Statements
for the year ended 31 July 2020 continued
Contingent consideration
As part of the acquisitions, contingent consideration is payable to selling shareholders based on the future performance of the
businesses. Estimates are required in assessing the magnitude of contingent consideration and the likelihood of payment.
Contingent consideration is disclosed fully in Note 18.
Panel incentive provision
The Group is required to assess the likelihood that panel incentives earned by consumer panel members will be redeemed and
maintain a provision to cover this potential liability. Factors taken into consideration include the absolute liability, redemption
rates and panel activity rates. Whilst historical data can indicate trends and behaviours, it is not a definite indicator of the future.
In arriving at the carrying value of the provision, certain assumptions and estimates have to be made. The estimates used in
calculating the panel incentive provision are fully disclosed in Note 19.
Incremental borrowing rates
The Group is required to determine appropriate incremental borrowing rates to calculate the financing element of leases under
IFRS 16. The estimated rates combine the base rates quoted to the Group by its principal banking providers and the LIBOR
rates from the relevant geographies at the time of adoption.
Judgements have been made in respect of the following:
Capitalisation of panel acquisition costs
Panel acquisition costs include, panel points for the welcome survey, payments to third parties introducing panellists and
payments to internet search companies. Judgement is required in the determination of the costs that satisfy the IAS 38 criteria
for capitalisation as intangible assets. Under IAS 38 it is necessary to demonstrate that the asset is identifiable, that it is under
the control of the Group and that it generates future economic benefits. The requirements of IAS 38 are met because the
Group has exclusive control over the data the panel generates and only group entities are able to access the panel to utilise it.
The panel enables YouGov to rapidly collect data from a variety of demographics which underpins the Group’s revenue
generating capabilities.
The costs of maintaining the panel are expensed as incurred. Each year the Group considers the panels in each of the countries
that we operate to assess which demographic needs development in order to meet the needs of our customers and to provide
new products. The demographic and geographical makeup of the panel is constantly evolving and therefore the costs of
enhancing the panel are capitalised. When the Group acquires new cohorts of panellists to serve new markets this expenditure
is also capitalised. The costs incurred to acquire panel members are directly associated with new joiners to the panel and do
not include more general expenditure for promoting products or services to potential customers.
Other intangible assets
The Group is required to identify and assess the useful life of intangible assets and determine if there is a finite or indefinite life.
Judgement is required in determining if an intangible asset has a finite life and the extent of this finite life in order to calculate
the amortisation charge on the asset. Judgement is also required in the determination of the costs that satisfy the IAS 38
criteria for capitalisation as intangible assets.
120
YouGov Annual Report & Accounts 2020 Notes to the Consolidated Financial Statements
for the year ended 31 July 2020
1 Segmental analysis
The Board of Directors (which is the “chief operating decision-maker”) primarily reviews information based on product lines –
Custom Research, Data Products and Data Services – with supplemental geographical information.
2020
Revenue
Recognised over time
Recognised at a point in time
Total revenue
Cost of sales
Gross profit
Administrative expenses
Adjusted operating profit
Separately reported items
Operating profit
Finance income
Finance costs
Profit before taxation
Taxation
Profit after taxation
Other segment information
Depreciation
Amortisation
2019 (restated) Note 27
Revenue
Recognised over time
Recognised at a point in time
Total revenue
Cost of sales
Gross profit
Administrative expenses
Adjusted operating profit
Separately reported items
Operating profit
Finance income
Finance costs
Share of post-tax loss in joint ventures
and associates
Profit before taxation
Taxation
Profit after taxation
Other segment information
Depreciation
Amortisation
Custom
Research
£’000
25,749
38,897
64,646
(12,953)
51,693
(39,094)
12,599
–
12,599
Data Products
£’000
Data Services
£’000
50,485
826
51,311
(4,234)
47,077
(29,095)
17,982
–
17,982
1,109
36,710
37,819
(6,143)
31,676
(24,700)
6,976
–
6,976
Eliminations
and
unallocated
costs
£’000
1,099
(2,434)
(1,335)
(44)
(1,379)
(14,348)
(15,727)
(6,630)
(22,357)
Group
£’000
78,442
73,999
152,441
(23,374)
129,067
(107,237)
21,830
(6,630)
15,200
433
(426)
15,207
(5,812)
9,395
670
19
1
521
–
–
3,820
10,242
4,491
10,782
Custom
Research
£’000
19,634
40,366
60,000
(13,569)
46,431
(33,315)
13,116
–
13,116
Data Products
£’000
Data Services
£’000
40,878
585
41,463
(4,170)
37,293
(23,069)
14,224
–
14,224
660
36,496
37,156
(6,789)
30,367
(22,924)
7,443
–
7,443
Eliminations
and
unallocated
costs
£’000
(44)
(2,088)
(2,132)
322
(1,810)
(14,481)
(16,291)
1,529
(14,762)
1,276
80
378
263
526
–
2,217
8,466
Group
£’000
61,128
75,359
136,487
(24,206)
112,281
(93,789)
18,492
1,529
20,021
255
(869)
(52)
19,355
(5,085)
14,270
4,396
8,809
121
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Notes to the Consolidated Financial Statements
for the year ended 31 July 2020 continued
1 Segmental analysis continued
Supplementary analysis by geography
Revenue and adjusted operating profit/(loss) by geography based on the origin of the sale
UK
US
Mainland Europe
Middle East
Asia Pacific
Intra-Group revenues/unallocated costs
Group
Revenue by geography based on the destination of the customer
2020
External sales
Inter-segment sales
Total revenue
2019
External sales
Inter-segment sales
Total revenue
UK
£’000
43,475
6,022
49,497
34,363
2,050
36,413
US
£,000
68,100
4,183
72,283
57,775
2,967
60,742
Mainland
Europe
£’000
23,361
859
24,220
23,715
2,420
26,135
2020
2019 (restated)
Revenue
£’000
47,233
64,805
24,339
8,787
12,490
(5,213)
152,441
Middle
East
£’000
7,445
65
7,510
10,112
445
10,557
Adjusted
operating
profit/(loss)
£’000
15,399
19,009
2,225
1,923
279
(17,005)
21,830
Asia
Pacific
£’000
10,060
1,999
12,059
10,522
1,966
12,488
Revenue
£’000
41,151
56,410
23,855
10,548
11,325
(6,802)
136,487
Intra-Group
revenues
£’000
–
(13,128)
(13,128)
–
(9,848)
(9,848)
Adjusted
operating
profit/(loss)
£’000
11,736
16,805
2,935
3,258
176
(16,418)
18,492
Group
£’000
152,441
–
152,441
136,487
–
136,487
Inter-segment sales are priced on an arm’s-length basis that would be available to unrelated third parties.
122
YouGov Annual Report & Accounts 2020
2 Profit before taxation
Profit before taxation is stated after charging:
Auditors’ remuneration:
Fees payable for the audit of the Parent Company and the consolidated financial statements
Audit of subsidiaries
Fees payable for the audit of the prior year consolidated financial statements
Audit related assurance services
Tax compliance services
Tax advisory services
Other advisory services
Total auditors’ remuneration
Disposals, depreciation and amortisation:
Total amortisation of intangible assets
Depreciation of property, plant and equipment (Note 12)
Depreciation of right of use assets (Note 13)
(Profit)/Loss on disposal of intangible assets and property, plant and equipment
Operating lease rentals:
Plant and machinery
Land and buildings
Other (income)/expenses:
Exchange (gains)/losses
Increase/(Decrease) in expected credit loss
Share-based payment expenses (Note 23)
Charitable donations
3 Staff costs and numbers
Wages and salaries
Social security costs
Share-based payments (Note 23)
Other pension costs
Acquisition costs treated as staff compensation
2020
£’000
2019
(restated)
£’000
260
147
65
25
34
151
32
714
10,782
1,633
2,858
(16)
80
597
(258)
1,517
2,781
59
2020
£’000
61,571
7,389
2,781
1,456
3,663
76,860
286
112
–
17
18
164
–
597
8,809
1,481
2,915
6
39
654
276
(182)
2,401
94
2019
£’000
59,512
6,156
2,401
1,339
2,834
72,242
Included in the above amount are staff costs totalling £7,941,000 (2019: £4,806,000) that were capitalised in relation to
internally developed intangible assets. Further details are provided in Note 11. Pension costs are contributions made on behalf
of employees to defined contribution pension schemes.
123
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Notes to the Consolidated Financial Statements
for the year ended 31 July 2020 continued
3 Staff costs and numbers continued
The monthly average number of employees including Directors of the Group during the year was as follows:
Key management personnel
Administration and operations
2020
Number
25
1,050
1,075
2019
Number
32
927
959
Specific disclosures in relation to compensation for key management personnel (defined as Board and Divisional, Product and
Function Heads) who held office during the year were as follows:
Short-term employee benefits
Post-employment benefits
Share-based payments
Acquisition costs treated as staff compensation
2020
£’000
7,236
109
1,838
2,578
11,761
2019
£’000
5,854
105
2,097
–
8,056
Disclosure of Directors’ remuneration, including share options, are included in the Remuneration Report on pages 77 to 91,
which forms part of the financial statements.
4 Separately reported items
Impairment of goodwill
Restructuring costs
Acquisition-related costs
Fair value gains
2020
£’000
2,103
–
4,527
–
6,630
2019
£’000
–
146
382
(2,057)
(1,529)
Impairment of goodwill in the year is in respect of the Nordic business, further details are provided in Note 10.
Restructuring costs in the prior year are residual costs incurred in respect of the restructuring of the Custom Research business
in Mainland Europe and the Middle East and the closure of the Reports business.
Acquisition-related costs in the year comprise £3,663,000 of contingent consideration treated as staff costs in respect of
the acquisitions of Galaxy Research Pty Limited, SMG Insight Limited, InConversation Media Limited and Portent.io Limited, a
decrease of £84,000 in contingent transaction costs in respect of Portent.io Limited, a £243,000 increase in SMG consideration
and a £705,000 reduction in the fair value of the acquired SMG Insight Limited net assets.
Acquisition-related costs in the prior year comprise £2,834,000 of contingent consideration treated as staff costs in respect
of the acquisitions of Galaxy Research Pty Limited, InConversation Media Limited and Portent.io Limited and £740,000 of
transaction costs in respect of the acquisitions made in the year, £201,000 of which is contingent less a reduction in expected
SMG contingent consideration of £3,192,000.
Fair value gains in the prior year comprise £1,878,000 increase in the fair value assessment of the Group’s 20% shareholding in
SMG Insight Limited prior to acquisition and a bargain purchase gain of £232,000 less a fair value loss of £53,000 in respect of
the acquisition of Portent.io Limited.
124
YouGov Annual Report & Accounts 2020 5 Finance income and costs
Interest receivable from bank deposits
Interest receivable from leased assets
Foreign exchange gains on cash and intra-Group loans
Total finance income
Interest payable on bank loans and overdrafts
Interest payable on finance leases
Other interest payable
Foreign exchange losses on cash and intra-Group loans
Imputed interest on contingent consideration and provisions
Total finance costs
6 Taxation
The taxation charge represents:
Current tax on profits for the year
Adjustments in respect of prior years
Total current tax charge
Deferred tax:
Origination and reversal of temporary differences
Adjustments in respect of prior years
Impact of changes in tax rates
Total deferred tax charge
Total income statement tax charge
The tax assessed for the year is higher (2019: higher) than the standard rate of corporation tax in the UK.
The differences are explained below:
Profit before taxation
Tax charge calculated at Group’s standard rate of 19% (2019: 19%)
Variance in overseas tax rates
Impact of changes in tax rates
Gains not subject to tax
Expenses not deductible for tax purposes
Tax losses for which no deferred income tax asset was recognised
Adjustments in respect of prior years
Associates results reported net of tax
Total income statement tax charge for the year
2020
£’000
2019
(restated)
£’000
173
2
258
433
3
246
45
–
294
132
426
2020
£’000
3,450
947
4,397
2,053
(240)
(398)
1,415
5,812
2020
£’000
15,207
2,889
1,294
(398)
(39)
832
527
707
–
5,812
211
–
44
255
3
304
24
319
650
219
869
2019
(restated)
£’000
4,965
(337)
4,628
16
265
176
457
5,085
2019
(restated)
£’000
19,456
3,697
1,439
176
(1,007)
743
99
(72)
10
5,085
125
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Notes to the Consolidated Financial Statements
for the year ended 31 July 2020 continued
6 Taxation continued
On 8 July 2015, the UK corporation tax rate was reduced from 20% to 19% from 1 April 2017 and to 18% from 1 April 2020.
On 15 September 2016, further changes to the UK corporation tax rates were made reducing the main rate to 17% from 1 April
2020. On 11 March 2020 it was announced that the corporation tax rate would remain at 19% for the years starting on 1 April
2020 and 2021. These changes have been substantively enacted at the balance sheet date and, therefore, are included
in these financial statements. Deferred taxes at the balance sheet date have been measured using the enacted tax rates
reflected in these financial statements.
7 Dividend
On 16 December 2019, a final dividend in respect of the year ended 31 July 2019 of £4,298,000 (4.0p per share)
(2019: £3,167,000 (3.0p per share)) was paid to shareholders. A dividend in respect of the year ended 31 July 2020 of 5.0p per
share, amounting to a total dividend of £5,424,000 is to be proposed at the Annual General Meeting on 10 December 2020.
These financial statements do not reflect this proposed dividend payable.
8 Earnings per share
The calculation of the basic earnings per share is based on the earnings attributable to Ordinary Shareholders divided by the
weighted average number of shares in issue during the year. Shares held in employee share trusts are treated as cancelled for
the purposes of this calculation.
The calculation of diluted earnings per share is based on the basic earnings per share, adjusted to allow for the issue of shares
and the post–tax effect of dividends and/or interest, on the assumed conversion of all dilutive options and other potentially
dilutive Ordinary Shares.
The adjusted earnings per share has been calculated to reflect the underlying profitability of the business by excluding share-
based payments and related employer’s social costs, imputed interest, impairment charges, other separately reported items
and any related tax effects as well as the derecognition of tax losses.
Profit after taxation attributable to equity holders of the Parent Company
Add: share-based payments
Add: social taxes on share-based payments
Add: imputed interest (Note 5)
Add: separately reported items (Note 4)
Tax effect of the above adjustments and adjusting tax items1
Adjusted profit after taxation attributable to equity holders of the Parent Company
2020
£’000
9,558
2,781
926
132
6,630
(725)
19,302
2019
(restated)
£’000
14,869
2,401
183
219
(1,529)
(357)
15,786
1 Adjusting tax items in the year included a one-off charge of £410,000 as a result of providing against Nordic tax losses.
126
YouGov Annual Report & Accounts 2020
8 Earnings per share continued
Reconciliations of the earnings and weighted average number of shares used in the calculations are set out below.
Number of shares
Weighted average number of shares during the year: (’000 shares)
– Basic
– Dilutive effect of share options
– Diluted
The adjustments have the following effect:
Basic earnings per share
Share-based payments
Social taxes on share-based payments
Imputed interest
Separately reported items
Tax effect of the above adjustments and adjusting tax items
Adjusted earnings per share
Diluted earnings per share
Share-based payments
Social taxes on share-based payments
Imputed interest
Separately reported items
Tax effect of the above adjustments and adjusting tax items
Adjusted diluted earnings per share
2020
2019
(restated)
106,687
5,792
112,479
105,400
7,865
113,265
9.0p
2.6p
0.9p
0.1p
6.2p
(0.7p)
18.1p
8.5p
2.5p
0.8p
0.1p
5.9p
(0.6p)
17.2p
14.1p
2.3p
0.2p
0.2p
(1.5p)
(0.3p)
15.0p
13.1p
2.1p
0.2p
0.2p
(1.4p)
(0.3p)
13.9p
9 Business combinations and disposals
Acquisition of Galaxy DP Pty Limited
On 11 December 2017, YouGov purchased a 100% shareholding in Galaxy DP Pty Limited (“Galaxy”), an Australian-based
research company. An initial payment of AU$1,250,000 (£700,000) was paid upon completion, with a further AU$332,000
(£190,000) paid in April 2018. The performance-based consideration of AU$1,378,000 (£745,000) was paid in February 2019
and AU$1,545,000 (£811,000) paid in January 2020.
The contingent consideration is contingent upon continuing employment and therefore has been treated as staff compensation
under IFRS 3. In respect of this, the current year charge of £86,000 (2019: £729,000) has been recognised as a separately
reported item.
Acquisition of SMG Insight Limited
On 22 May 2018, YouGov purchased the remaining 80% shareholding in SMG insight Limited (“SMG”), a UK-based research
company in which it had previously held a 20% stake. Under the terms of the acquisition agreement an initial payment of
£1m was paid upon completion with a further payment contingent upon the collection of trade receivables of up to £1m
payable after the first year. The balance of the consideration was payable, contingent on EBITDA performance, in three annual
instalments, with total consideration being capped at £21m.
In May 2019 a payment of £946,000 was made in respect of the consideration contingent on the collection of trade
receivables with a further payment of £2,829,000 being made in June 2019 in respect of the first year of the consideration
contingent upon EBITDA performance.
In January 2020 it was agreed that the remaining consideration would be fixed at £13.2m contingent upon continuing
employment. £6,588,000 of this amount was paid in January 2020 with a further £6,588,000 payable in May 2021.
127
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Notes to the Consolidated Financial Statements
for the year ended 31 July 2020 continued
9 Business combinations and disposals continued
The contingent consideration is contingent upon continuing employment and therefore has been treated as staff
compensation under IFRS 3. The charge in the year in respect of this was £2,578,000 (2019: £nil). The agreed deferred
consideration was higher than the amount previously estimated resulting in an additional charge in the year of £243,000
(2019: £3,192,000 credit). These amounts, along with a £705,000 reduction in the fair value of acquired net assets, have been
recognised in the income statement as separately reported items.
Acquisition of InConversation Media Limited
On 21 August 2018, to provide YouGov with technology to engage with new and difficult to reach audiences, YouGov purchased
a 100% shareholding in InConversation Media Limited (“Inconvo”), a UK-based start-up company. An initial payment of £100
was paid upon completion with a further payment of up to £4,000,000 payable in September 2021 contingent on revenue
achieved in the period to 31 July 2021 and the number of active panellists at that date.
The total contingent consideration is forecast to be £2,003,000. £1,383,000 of this amount, £1,366,000 at present value, is
contingent upon continuing employment and therefore will be treated as staff compensation under IFRS 3. The remaining
£620,000 is not contingent upon future employment and the present value of £605,000 is treated as consideration
for acquisition.
A charge of £465,000 (2019: £433,000) has been recognised in the year in respect of the contingent staff costs and transaction
costs of £93,000 were incurred in the prior year. These have also been recognised in the prior year income statement as
separately reported items.
Ownership and control passed to YouGov on 21 August 2018 and Inconvo has been consolidated within the Group financial
statements from that date. In the year Inconvo has contributed £4,000 (2019: £25,000) to Group revenue and reduced Group
adjusted operating profit by £779,000 (2019: £417,000).
Crunch.io Inc. asset and business purchase
On 6 September 2018, YouGov acquired the assets and business of Crunch.io Inc. (“Crunch”), including Crunch.io Inc.’s share
of the jointly developed Crunch analytic software. This purchase has been treated as a business combination. The amount
payable was $2,670,000 (£2,063,000) which was paid upon completion.
Transaction costs of £239,000 were incurred in the prior year in respect of this purchase and these have been recognised in
the income statement as separately reported items.
Ownership and control of Crunch passed to YouGov on 6 September 2018 and the business has been included within the
Group financial statements from that date. In the year Crunch has contributed £441,000 (2019: £113,000) to Group revenue and
increased Group adjusted operating profit by £195,000 (2019: £1,658,000 reduction).
Acquisition of Portent.io Limited
On 30 November 2018, in order to provide YouGov with access to the entertainment sector, YouGov purchased the remaining
65% shareholding in Portent.io Limited (“Portent”) a UK-based social analytics company in which it had previously held a 35%
shareholding. An initial payment of £227,000 was paid upon completion with an additional payment, payable in three annual
instalments in December 2019 to 2021, contingent on EBITDA in the period from completion to 31 October 2021. The total
consideration, including the payment already made, is capped at £20,000,000. No additional payments have been made
as at 31 July 2020.
The total additional payment is forecast to be £3,433,000 equivalent to £3,394,000 at present value, and is contingent upon
continuing employment and therefore will be treated as staff compensation under IFRS and recognised over the earn-out
period ending on 31 October 2021. A charge of £534,000 (2019: £1,672,000) has been recognised in the year in respect of
these contingent staff costs. Certain transaction costs are also contingent on EBITDA. The amount forecast to be payable
in respect of these costs is forecast to be £120,000, a reduction of £84,000 in the year resulting in a transaction cost credit
of £84,000 (2019: £408,000 charge). These amounts have also been recognised in the income statement in the year as
separately reported items.
Ownership and control passed to YouGov on 30 November 2018 and Portent has been consolidated within the Group financial
statements from that date. In the year Portent has contributed £628,000 (2019: £138,000) to Group revenue and reduced
Group adjusted operating profit by £384,000 (2019: £180,000).
128
YouGov Annual Report & Accounts 2020 10 Goodwill
Carrying amount at
1 August 2018
Additions
through business
combinations
Exchange differences
Carrying amount at
31 July 2019
Impairment
Exchange differences
Carrying amount at
31 July 2020
At 31 July 2020
Cost
Accumulated
impairment
Net book amount
US
£’000
Nordic
£,000
Germany
£’000
Middle
East
£’000
Asia
Pacific
£’000
SMG
£’000
UK
£’000
Total
£’000
20,385
8,879
11,571
1,675
1,284
8,026
240
52,060
387
1,634
22,406
–
(1,600)
–
225
9,104
(2,103)
(101)
–
324
11,895
–
(173)
–
136
1,811
–
(132)
–
70
1,354
–
(73)
9,831
–
17,857
–
–
970
–
1,210
–
–
11,188
2,389
65,637
(2,103)
(2,079)
20,806
6,900
11,722
1,679
1,281
17,857
1,210
61,455
20,806
9,000
14,176
1,679
1,281
17,857
1,210
66,009
–
20,806
(2,100)
6,900
(2,454)
11,722
–
1,679
–
1,281
–
17,857
–
1,210
(4,554)
61,455
In accordance with IAS 36, the carrying values of goodwill and other intangible assets are reviewed annually for impairment.
The 2020 impairment review was undertaken as at 31 July 2020. The recoverable amounts of all CGUs have been determined
based on value-in-use calculations. This review assessed whether the carrying value of goodwill was supported by the net
present value of future cash flows derived from assets using a projection period of three years for each CGU based on the
budget numbers for the year ending 31 July 2021.
The sources of the assumptions used in making the assessment are as follows:
― CGU revenue annual growth rates of 4% to 20%. Growth rates are forecasts based on both internal and external
market information;
― margins are based upon past performance;
― terminal growth rates based on management’s estimate of future long-term average growth rates (2.25%); and
― post-tax discount rate of 10% is calculated by adding a small premium to the Group WACC to recognise a single CGU will
have riskier cash flows than the overall Group.
Annual EBITDA growth rates of 2.25% have been assumed in perpetuity beyond year three. The pre-tax weighted average costs
of capital used to discount the future cash flows to their present values are Middle East 10% (2019: 10%), US 13% (2019: 14%),
Nordic 13% (2019: 13%), Germany 13% (2019: 15%) and Asia Pacific 12% (2019: 12%), SMG 12% (2019: 12%); UK 12% (2019: 12%).
Management has considered reasonable possible changes in the above key assumptions and performed sensitivity analyses
under these scenarios. As a result of low year-on-year growth, and reduced future expectations in light of the COVID-19
pandemic, it was determined that the existing valuation of the Nordic CGU could no longer be supported. As such an
impairment of £2,103,000 has been recognised against goodwill. A corresponding income statement charge has been
recognised in administrative expenses and disclosed as a separately reported item. As at 31 July 2020 the recoverable amount
of the Nordic CGU was £5,233,000.
If the revenue growth assumption used in the value-in-use calculation for the Nordic CGU had been 2 percentage points lower
than management estimates at 31 July 2020 (2% growth instead of 4% growth), the Group would have had to recognise an
impairment against the carrying value of the Nordic CGU of £2.3m. In the prior year, there were no reasonably possible changes
in any of the key assumptions that would have resulted in an impairment in the Nordic CGU.
Sufficient headroom exists in the other CGUs to support the valuation of goodwill.
129
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Notes to the Consolidated Financial Statements
for the year ended 31 July 2020 continued
Consumer
panel
£’000
Software
and software
development
£’000
Customer
contracts
and lists
£’000
Patents and
trademarks
£’000
Product
development
costs
£’000
22,566
(18,092)
4,474
27,355
(21,323)
6,032
7,339
(4,868)
2,471
3,603
(3,331)
272
911
(863)
48
Total
£’000
61,774
(48,477)
13,297
48
13,297
4,474
6,032
2,471
3,952
–
10
(3,226)
–
(3)
–
245
5,452
17,184
(11,732)
5,452
667
4,806
2,487
(310)
(4,589)
(87)
48
13
9,067
32,872
(23,805)
9,067
–
–
–
–
–
(583)
–
37
1,925
5,232
(3,307)
1,925
5,452
9,067
1,925
8,914
–
(4,233)
–
–
(310)
9,823
24,420
(14,597)
9,823
685
7,941
(275)
(4,858)
(864)
(31)
11,665
41,931
(30,266)
11,665
–
–
–
–
(549)
(30)
1,346
4,966
(3,620)
1,346
272
28
–
–
(11)
–
–
–
4
293
1,389
(1,096)
293
293
35
–
(3)
–
–
(3)
322
–
–
–
–
–
–
(48)
–
–
873
(873)
–
–
–
–
–
–
–
–
–
4,647
4,806
2,497
(3,547)
(4,589)
(673)
–
299
16,737
57,550
(40,813)
16,737
16,737
9,634
7,941
(4,511)
(4,858)
(1,413)
(374)
23,156
73,042
(49,886)
23,156
1,340
(1,018)
322
385
(385)
–
11 Other intangible assets
At 1 August 2018
Cost
Accumulated amortisation
Net book amount
Year ended 31 July 2019
Opening net book amount
Additions:
Separately acquired
Internally developed
Through business combinations
Amortisation charge:
Separately acquired
Internally developed
Business combinations
Reclassifications
Exchange differences
Closing net book amount
At 31 July 2019
Cost
Accumulated amortisation
Net book amount
Year ended 31 July 2020
Opening net book amount
Additions:
Separately acquired
Internally developed
Amortisation charge:
Separately acquired
Internally developed
Business combinations
Exchange differences
Closing net book amount
At 31 July 2020
Cost
Accumulated amortisation
Net book amount
130
YouGov Annual Report & Accounts 2020 12 Property, plant and equipment
Freehold
property
£’000
Leasehold
property
improvements
£’000
Computer
equipment
£’000
Fixtures and
fittings
£’000
Motor vehicles
£’000
At 1 August 2018
Cost
Accumulated depreciation
Net book amount
Year ended 31 July 2019
Opening net book amount
Additions:
Separately acquired
Business combinations
Disposals
Depreciation
Exchange differences
Closing net book amount
At 31 July 2019
Cost
Accumulated depreciation
Net book amount
Year ended 31 July 2020
Opening net book amount
Additions:
Separately acquired
Disposals
Depreciation
Exchange differences
Closing net book amount
At 31 July 2020
Cost
Accumulated depreciation
Net book amount
1,675
(640)
1,035
1,336
(944)
392
4,322
(3,221)
1,101
1,035
392
1,101
–
–
–
(86)
79
1,028
1,811
(783)
1,028
1,201
–
(3)
(343)
21
1,268
2,545
(1,277)
1,268
880
5
–
(750)
42
1,278
5,195
(3,917)
1,278
1,028
1,268
1,278
–
–
(88)
(71)
869
1,679
(810)
869
159
(20)
(385)
(16)
1,006
2,413
(1,407)
1,006
859
(10)
(833)
(57)
1,237
5,636
(4,399)
1,237
1,909
(1,445)
464
464
632
–
(3)
(284)
11
820
2,421
(1,601)
820
820
21
(14)
(309)
(6)
512
2,128
(1,616)
512
167
(122)
45
45
–
–
–
(18)
3
30
181
(151)
30
30
28
(31)
(18)
(2)
7
36
(29)
7
Total
£’000
9,409
(6,372)
3,037
3,037
2,713
5
(6)
(1,481)
156
4,424
12,153
(7,729)
4,424
4,424
1,067
(75)
(1,633)
(152)
3,631
11,892
(8,261)
3,631
All property, plant and equipment disclosed above in both the year ended 31 July 2020 and 31 July 2019 are free from
restrictions on title.
131
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Notes to the Consolidated Financial Statements
for the year ended 31 July 2020 continued
13 Right of use assets
At 1 August 2018 (restated)
Cost
Accumulated depreciation
Net book amount
Year ended 31 July 2019
Opening net book amount
Additions
Depreciation
Exchange differences
Closing net book amount
At 31 July 2019
Cost
Accumulated depreciation
Net book amount
Year ended 31 July 2020
Opening net book amount
Additions
Disposals
Depreciation
Exchange differences
Closing net book amount
At 31 July 2020
Cost
Accumulated depreciation
Net book amount
Premises
£’000
Computer
equipment
£’000
Office
equipment
£’000
Motor vehicles
£’000
Total
£’000
11,144
(6,025)
5,119
5,119
7,589
(2,710)
192
10,190
16,515
(6,325)
10,190
10,190
1,391
(75)
(2,630)
(371)
8,505
16,181
(7,676)
8,505
851
(592)
259
259
75
(144)
6
196
934
(738)
196
196
253
–
(153)
(4)
292
1,122
(830)
292
12
(6)
6
6
149
(38)
–
117
161
(44)
117
117
–
–
(52)
–
65
161
(96)
65
62
(26)
36
36
13
(23)
–
26
77
(51)
26
26
26
–
(23)
–
29
71
(42)
29
12,069
(6,649)
5,420
5,420
7,826
(2,915)
198
10,529
17,687
(7,158)
10,529
10,529
1,670
(75)
(2,858)
(375)
8,891
17,535
(8,644)
8,891
The total expense relating to assets leased on a short-term basis was £597,000 (2019: £654,000). The total expense relating to
leases of low value assets was £80,000 (2019: £39,000).
132
YouGov Annual Report & Accounts 2020 14 Investments
(a) Interests in subsidiaries
The table below gives details of the Group’s subsidiaries at 31 July 2020. Registered addresses for all subsidiaries can be found
in Note 51 to the Parent Company financial statements. All subsidiaries have coterminous year ends, except where indicated
below, and are included in the consolidated financial statements.
Proportion held
Country of
Incorporation
Class of
share
capital held
By Parent
Company
By the
Group
Nature of the business
YouGov Services Limited
CoEditor Ltd1
SMG Insight Limited
Margaux Matrix Limited
MMH 2014 Ltd
Crunch Cloud Analytics Limited
InConversation Media Limited
Portent.io Limited
YouGov America Inc
YouGov America Holdings LLC2
Crunch Cloud Analytics, LLC
Portent Technologies Inc
YouGov Research Canada Limited
YouGov Deutschland GmbH
YouGov Data & Analytics GmbH
YouGov Nordic and Baltic A/S
YouGov Sweden AB
YouGov Norway AS
YouGov Finland OY
YouGov M.E. FZ LLC
YouGov M.E. Egypt LLC
Iridescent Productions Company Limited
YouGov France SASU
YouGov Spain S.L.U
YouGov Italia Srl
Yougov Turkey Veri Ve Analiz Limited Şirketi
Consilium Limited
Consilium Asia Limited
YouGov URC (Shanghai) Market Research Co., Ltd.
YouGov Singapore Pte Limited
PT YouGov Consulting Indonesia
YouGov Malaysia SDN BHD
YouGov (Thailand) CO. LTD
YouGov Research Pty Ltd.
YouGov Galaxy Pty Limited
YG Research India Private Limited
YouGov Poland Sp. z o.o.2
YouGov s.r.l.2
UK
UK
UK
UK
UK
UK
UK
UK
US
US
US
US
Canada
Germany
Germany
Denmark
Sweden
Norway
Finland
U.A.E.
Egypt
Iraq
France
Spain
Italy
Turkey
Hong Kong
China
China
Singapore
Indonesia
Malaysia
Thailand
Australia
Australia
India
Poland
Romania
1 Dissolved on 29 September 2020
2 Year-end is 31 December
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
100%
100%
100%
0%
0%
79.7%
100%
100%
0%
100%
0%
0%
100%
100%
100%
100%
0%
0%
0%
100%
5%
0%
100%
100%
100%
100%
100%
0%
0%
0%
5%
0%
0%
100%
0%
100%
0%
100%
100% Software development
Dormant
100%
Market research
100%
Market research
100%
100%
Holding company
Software development
79.7%
Market research
100%
Market research
100%
Market research
100%
Holding company
100%
Market research
100%
Market research
100%
Market research
100%
Market research
100%
Market research
100%
Market research
100%
Market research
100%
Market research
100%
Market research
100%
Market research
100%
Dormant
100%
Media production
100%
Market research
100%
Market research
100%
Market research
100%
Market research
100%
Market research
100%
Dormant
100%
Market research
90%
Market research
100%
Market research
100%
Market research
100%
Market research
100%
Market research
100%
Market research
100%
100%
Market research
100% Software development
Operations services
100%
133
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Notes to the Consolidated Financial Statements
for the year ended 31 July 2020 continued
14 Investments continued
(b) Interest in associates
Investments in associates comprise:
Carrying amount at 1 August
Share of net result/(loss) of associates
Dividends received from associates
Consideration for business combination
Interest in associates at 31 July
The Group’s share of the revenue and result/(loss) after tax and assets and liabilities of associates is:
Revenue
Result/(Loss) after tax
Non-current assets
Current assets
Current liabilities
Non-current liabilities
Net liabilities
15 Trade and other receivables
Trade receivables
Expected credit loss
Net trade receivables
Other receivables
Prepayments
Accrued income
2020
£’000
2019
£’000
–
–
–
–
–
191
(52)
–
(139)
–
Portent.io Limited
31 July
2020
£’000
31 July
2019
£’000
–
–
–
–
–
–
–
31 July
2020
£’000
22,020
(3,493)
18,527
3,023
3,977
8,712
34,239
24
(52)
–
–
–
–
–
31 July
2019
£’000
19,235
(2,071)
17,164
4,357
3,482
8,723
33,726
The Directors consider that the carrying amount of trade and other receivables approximate to their fair value.
134
YouGov Annual Report & Accounts 2020
15 Trade and other receivables continued
As at 31 July 2020, trade receivables of £15,054,000 (2019: £10,129,000) were overdue. These relate to a number of customers
for which there is no recent history of default or any other indication that the receivable should not be fully collectable.
The ageing analysis of past due trade receivables is as follows:
Up to three months overdue
Three to six months overdue
Six months to one year overdue
More than one year overdue
Movement on the Group provision for expected credit loss is as follows:
Expected credit loss at 1 August
Movement in the year charged/(credited) to the income statement
Exchange differences
Expected credit loss at 31 July
31 July
2020
£’000
10,072
1,281
593
3,108
15,054
2020
£’000
2,071
1,517
(95)
3,493
31 July
2019
£’000
6,893
2,018
772
446
10,129
2019
£’000
2,176
(182)
77
2,071
The creation and release of the provision for impaired receivables has been included in the Consolidated Income Statement.
The other classes within trade and other receivables do not contain impaired assets. The maximum exposure to credit risk
at the reporting date is the carrying value of each class of receivable mentioned above. The expected loss allowance is
calculated on a regional basis using the historic default rates in each geography, adjusted for other considerations such as
local economic conditions and anticipated future events.
The average length of time taken by customers to settle receivables is 48 days (2019: 46 days). Concentrations of credit risk
do exist with certain clients with which we have trading relationships but none has a history of default and all command a
certain stature within the marketplace, which minimises any potential risk of default. Material balances, defined as greater
than £250,000 (2019: greater than £250,000) represent 20% of trade receivables (2019: 21%).
16 Cash and cash equivalents
Cash at bank and in hand
Cash and cash equivalents
31 July
2020
£’000
35,309
35,309
31 July
2019
£’000
37,925
37,925
Cash and cash equivalents are held at either variable rates or at rates fixed for periods of no longer than three months.
Cash and cash equivalents include the following for the purposes of the cash flows:
Cash and cash equivalents
Cash and cash equivalents
31 July
2020
£’000
35,309
35,309
31 July
2019
£’000
37,925
37,925
135
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Notes to the Consolidated Financial Statements
for the year ended 31 July 2020 continued
17 Trade and other payables
Trade payables
Accruals
Deferred income
Other payables
31 July
2020
£’000
3,130
16,268
13,179
5,905
38,482
Included within other payables are £272,000 (2019: £263,000) of contributions due in respect of defined contribution
pension schemes.
18 Contingent consideration
At 1 August 2018
Included within current liabilities
Included within non-current liabilities
Acquisition consideration provided during the year
Decrease recognised in income statement in the
year
Contingent staff cost provided during the year
Contingent transaction costs
Settled during the year
Discount unwinding
Foreign exchange differences
Balance at 31 July 2019
Included within current liabilities
Included within non-current liabilities
Contingent staff cost provided during the year
Contingent transaction costs
Settled during the year
Discount unwinding
Foreign exchange differences
Balance at 31 July 2020
Included within current liabilities
Included within non-current liabilities
Galaxy DP
Pty Limited
£’000
SMG
Insight Limited
£’000
InConversation
Media Limited
£’000
Portent.io
Limited
£’000
783
510
273
–
–
729
–
(745)
8
3
778
778
–
86
–
(811)
4
(57)
–
–
–
5,736
899
4,837
7,513
(3,192)
–
–
(3,775)
88
–
6,370
2,013
4,357
2,821
–
(6,637)
40
–
2,594
2,594
–
–
–
–
605
–
433
–
–
6
–
1,044
–
1,044
465
–
(3)
10
–
1,516
–
1,516
–
–
–
–
–
1,672
201
–
5
–
1,878
–
1,878
534
(84)
–
10
–
2,338
834
1,504
31 July
2019
£’000
2,355
17,050
14,469
6,167
40,041
Total
£’000
6,519
1,409
5,110
8,118
(3,192)
2,834
201
(4,520)
107
3
10,070
2,791
7,279
3,906
(84)
(7,451)
64
(57)
6,448
3,428
3,020
The value of contingent consideration payable is estimated by applying earn-out multiples as defined in purchase agreements
to management forecasts and discounting the resulting amount payable to present value. The impact of variances to these
forecasts and the minimum and maximum amounts payable are as follows:
Galaxy DP
Pty Limited
£’000
SMG
Insight Limited
£’000
InConversation
Media Limited
£’000
Impact of a 10% increase in management forecasts
Impact of a 10% reduction in management
forecasts
Minimum amount payable
Maximum amount payable
–
–
–
–
–
–
–
6,588
4
(148)
1
4,000
Portent.io
Limited
£’000
215
(215)
–
19,773
Total
£’000
219
(363)
1
30,361
136
YouGov Annual Report & Accounts 2020 19 Provisions
At 1 August 2018
Included within current liabilities
Included within non-current liabilities
Provided during the year
Utilised during the year
Discount unwinding
Foreign exchange differences
Balance at 31 July 2019
Included within current liabilities
Included within non-current liabilities
Provided during the year
Utilised during the year
Discount unwinding
Foreign exchange differences
Balance at 31 July 2020
Included within current liabilities
Included within non-current liabilities
Panel
incentives
£’000
Staff gratuity
£’000
7,353
3,791
3,562
10,550
(9,248)
110
273
9,038
4,931
4,107
12,716
(10,742)
68
(300)
10,780
6,739
4,041
438
–
438
296
(169)
–
(49)
516
–
516
58
(17)
–
8
565
–
565
Total
£’000
7,791
3,791
4,000
10,846
(9,417)
110
224
9,554
4,931
4,623
12,774
(10,759)
68
(292)
11,345
6,739
4,606
The panel incentive provision represents the Directors’ best estimate of the future liability in relation to the value of panel
incentives that have accrued in the panellists’ virtual accounts up to 31 July 2020. The provision of £10.8m represents 49%
of the maximum potential liability of £21.9m (2019: £9.0m representing 45% of the maximum potential liability of £19.8m).
The factors considered in estimating the appropriate percentage of the total potential liability to be provided against at each
reporting date include: panel churn rates, panel activity rates, current redemption patterns and the time value of money.
The staff gratuity provision is a statutory obligation under UAE labour law, whereby each employee on termination of their
contract is due a payment dependent upon their number of years’ service and the nature of the termination. The liability of
£0.6m at 31 July 2020 (2019: £0.5m) represents the liability that the Group is obliged to pay as at the reporting date weighted
against historical rates of resignation and redundancy.
20 Deferred tax assets and liabilities
Deferred tax assets
Balance at 1 August 2018
Acquired on business combination
Recognised in the income
statement
Recognised in equity
Foreign exchange differences
Balance at 31 July 2019
Recognised in the income
statement
Recognised in equity
Foreign exchange differences
Balance at 31 July 2020
Intangible
assets
£’000
Property, plant
and equipment
£’000
Tax losses
£’000
Share-based
payments
£’000
Other timing
differences
£’000
433
–
(175)
–
7
265
(54)
–
–
211
138
–
328
–
23
489
228
–
(38)
679
3,616
156
(501)
–
136
3,407
(122)
–
(117)
3,168
3,799
–
145
1,754
–
5,698
(3,465)
1,170
(26)
3,377
1,634
–
(401)
–
116
1,349
1,594
–
581
3,524
Total
£’000
9,620
156
(604)
1,754
282
11,208
(1,819)
1,170
400
10,959
137
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Notes to the Consolidated Financial Statements
for the year ended 31 July 2020 continued
20 Deferred tax assets and liabilities continued
The deferred tax assets in respect of income tax losses are broken down by jurisdiction as follows:
UK
Nordic
Germany
Other
31 July
2020
£’000
94
674
1,683
717
3,168
31 July
2019
£’000
396
1,079
1,788
144
3,407
Utilisation of tax losses is dependent upon future profits being generated and deferred tax assets have been recognised
only to the extent where management budgets and forecasts show sufficient profits being generated to discharge these.
Losses were incurred in the year in Asia Pacific and Nordic. There is significant uncertainty around the recoverability of the
deferred tax assets in these jurisdictions, therefore tax losses in Asia Pacific of £1,042,000 (2019: £928,000) and Nordic of
£410,000 (2019: £nil) have not been recognised. Based on management forecasts and after carrying out sensitivity analysis,
the remainder of the deferred tax assets are considered recoverable.
Intangible
assets
£’000
Property, plant
and equipment
£’000
Other timing
differences
£’000
1,773
148
(80)
18
1,859
(502)
(33)
1,324
–
–
33
1
34
11
–
45
355
–
(100)
10
265
87
(5)
347
2020
£’000
9,050
–
(1,415)
1,170
438
9,243
Total
£’000
2,128
148
(147)
29
2,158
(404)
(38)
1,716
2019
£’000
7,492
8
(457)
1,754
253
9,050
Deferred tax liabilities
Balance at 1 August 2018
Acquired on business combination
Recognised in the income statement
Foreign exchange differences
Balance at 31 July 2019
Recognised in the income statement
Foreign exchange differences
Balance at 31 July 2020
The net movement on the deferred income tax account is as follows:
Balance at 1 August
Acquired on business combination
Recognised in the income statement
Recognised in equity
Foreign exchange differences recognised in other comprehensive income
Balance at 31 July
138
YouGov Annual Report & Accounts 2020 21 Risk management objectives and policies
The Group is exposed to foreign currency, capital, liquidity and interest rate risk, which result from both its operating and
investing activities. The Group’s risk management is coordinated in close cooperation with the Board of Directors, and focuses
on actively securing the Group’s short- to medium-term cash flows by minimising the exposure to financial markets. The most
significant financial risks to which the Group is exposed are described below. Also refer to the accounting policies.
Foreign currency risk
The Group is exposed to translation and transaction foreign exchange risk. The currencies where the Group is most exposed to
volatility are the US Dollar, Euro and UAE Dirham. Currently, the Group aims to align assets and liabilities in a particular market.
The Group will continue to review its currency risk position as the overall business profile changes.
The presentational and transactional currency of the Group is considered to be UK Sterling.
Foreign currency denominated financial assets and liabilities, translated into UK Sterling at the closing rate are as follows:
2020
£’000
Euro
9,661
(2,789)
6,872
–
(530)
(530)
US
Dollar
26,668
(7,273)
19,395
–
(297)
(297)
2019 (restated)
£’000
UAE
Dirham
1,453
(940)
513
–
–
–
Other
currencies
9,219
(5,344)
3,875
–
(577)
(577)
US
Dollar
35,709
(8,725)
26,984
–
(1,035)
(1,035)
Euro
7,710
(2,783)
4,927
–
(1,000)
(1,000)
UAE
Dirham
1,738
(1,056)
682
–
–
–
Other
currencies
9,466
(5,090)
4,376
–
(185)
(185)
Financial assets
Financial liabilities
Short-term exposure
Financial assets
Financial liabilities
Long-term exposure
The effect of UK Sterling strengthening by 10% against our subsidiaries’ functional currencies (US Dollar, Euro, UAE Dirham and
other currencies) would have had the following impact upon translation:
2020
£’000
Euro
(54)
(1,473)
US
Dollar
(736)
(5,022)
Net result for the year
Equity
2019 (restated)
£’000
UAE
Dirham
Other
currencies
(36)
(992)
372
434
US
Dollar
(1,039)
(4,485)
Euro
(104)
(1,321)
UAE
Dirham
(90)
(1,162)
Other
currencies
132
(13)
If UK Sterling had weakened by 10% against the US Dollar, Euro, UAE Dirham and other currencies, the inverse of the impact
above would apply.
Liquidity risk
The Group seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to invest
cash assets safely and profitably.
The Group currently has no general borrowing arrangement in place (although specific fixed value borrowings are held within
the Group) and prepares cash flow forecasts which are reviewed at Board meetings to ensure liquidity.
139
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Notes to the Consolidated Financial Statements
for the year ended 31 July 2020 continued
21 Risk management objectives and policies continued
As at 31 July 2020, the Group’s liabilities have undiscounted contractual maturities, which are summarised below:
At 31 July 2020
Contingent consideration
Lease liabilities
Trade and other payables
Current
Non-current
Within 6
months
£’000
958
1,714
9,034
6 to 12
months
£’000
6,588
1,577
–
1 to 5 years
£’000
4,598
5,329
–
Later than
5 years
£’000
–
2,431
–
This compares to the maturity of the Group’s financial liabilities in the previous reporting period as follows:
At 31 July 2019
Contingent consideration
Lease liabilities
Trade and other payables
Current
Non-current
Within 6
months
£’000
953
1,573
8,018
6 to 12
months
£’000
2,031
1,737
504
1 to 5 years
£’000
12,497
5,006
–
Later than
5 years
£’000
–
4,196
–
The Group has sufficient financial risk management policies in place to ensure that all trade payables are settled within the
respective credit period.
Capital risk management
The Group manages its capital to ensure that all entities within the Group are able to continue as a going concern. The Board
has taken the decision at this stage to minimise external debt, whilst trying to maximise earnings from the cash currently held.
Capital consists of the following items:
Cash and cash equivalents
Equity attributable to shareholders of the Parent Company
The Group has no externally imposed capital requirements.
31 July
2020
£’000
31 July 2019
(restated)
£’000
35,309
(110,057)
(74,748)
37,925
(108,003)
(70,078)
Interest rate risk
The Group manages its interest rate risk by negotiating fixed interest rates on deposits for periods of up to three months.
The average cash and cash equivalents balance over the course of the year was £36.6m (2019: £33.5m). Management does not
believe that the Group is subject to material interest rate risk.
Fair values of financial assets and financial liabilities
Where market values are not available, fair values of financial assets and financial liabilities have been calculated by
discounting expected future cash flows at prevailing interest rates and by applying year-end foreign exchange rates.
Primary financial instruments held or issued to finance the Group’s operations are as follows:
Trade and other receivables
Cash and cash equivalents
Trade and other payables
Lease liabilities
Contingent consideration
140
31 July 2020
31 July 2019 (restated)
Book value
£’000
30,262
35,309
(25,302)
(9,345)
(6,448)
Fair value
£’000
30,262
35,309
(25,302)
(9,345)
(6,448)
Book value
£’000
30,244
37,925
(25,571)
11,108
(10,070)
Fair value
£’000
30,244
37,925
(25,571)
11,108
(10,070)
YouGov Annual Report & Accounts 2020 21 Risk management objectives and policies continued
Fair value estimation
The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been
defined as follows:
a. Quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1).
b. Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (that is,
as prices) or indirectly (that is, derived from prices) (Level 2).
c. Inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (Level 3).
Liabilities
Contingent
consideration
31 July 2020
£’000
31 July 2019
£’000
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
–
–
6,448
6,448
–
–
10,070
10,070
The following table presents the changes in Level 3 instruments.
Contingent consideration
Balance at 1 August
Provided consideration on business combination
Recognised in the income statement
Settled
Foreign exchange differences
Balance at 31 July
2020
£’000
10,070
–
3,886
(7,451)
(57)
6,448
2019
£’000
6,519
8,118
(50)
(4,520)
3
10,070
22 Share capital and share premium
The Company only has one class of share. Par value of each Ordinary Share is 0.2p (2019: 0.2p). All issued shares are fully paid.
At 31 July 2018 and 1 August 2018
Issue of shares
At 31 July 2019 and 1 August 2019
Issue of shares
At 31 July 2020
Number of
shares
Share capital
£’000
Share premium
£’000
105,491,810
218,193
105,710,003
2,766,150
108,476,153
211
–
211
6
217
31,300
45
31,345
35
31,380
Total
£’000
31,511
45
31,556
41
31,597
During the year, 2,760,845 shares were issued on the exercise of share options and 5,305 in payment of Non-Executive
Directors’ fees. A total of 415,000 shares were repurchased for the purposes of settling share option schemes as they vest.
141
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Notes to the Consolidated Financial Statements
for the year ended 31 July 2020 continued
23 Share-based payments
The charge in relation to the share-based payments in the year ended 31 July 2020 was £2,781,000 (2019: £2,401,000).
Details of the number of share options and the weighted average exercise price (WAEP) outstanding during the year are
as follows:
Long-Term Incentive Plan 2009
During the year ended 31 July 2020, the Long-Term Incentive Plan 2009 (“LTIP 2009”) for Executive Directors, Senior
Executives and senior managers continued to operate but no new awards were made under the LTIP 2009 as it has
been replaced by two new incentive plans summarised below. The rules governing the LTIP 2009 are summarised in the
Remuneration Report on page 83. The charge in relation to the LTIP 2009 in the year ended 31 July 2020 was £nil (2019: £nil).
Outstanding at the beginning of the year
Exercised during the year
Outstanding at the end of the year
Exercisable at the end of the year
2020
Number
721,945
(170,023)
551,922
551,922
2019
Number
814,128
(92,183)
721,945
721,945
The weighted average share price at the date LTIP 2009 options were exercised was £6.41. All of the above are nil cost options.
Long-Term Incentive Plan 2014
Awards under the LTIP 2014 are made in the form of nil cost options. These awards were granted in three equal tranches
in October 2015, 2016 and 2017 with an additional award of 396,039 options in April 2018. Receipt of an award in each of
those years was dependent upon the achievement of specific and demanding personal targets set for that individual in the
previous financial year. Vesting of awards depends on the Company achieving stretching targets relating to compound growth
in adjusted earnings per share (“EPS”) over the five years ending 31 July 2020 and on improvement in its operating margins.
Part of the Chief Executive Officer’s award was also subject to a Total Shareholder Return (“TSR”) condition; this part of the
award will only vest if the EPS performance condition is met in full and the Company’s TSR has grown by 200%.
All of the above performance conditions were achieved and all of the share option awards vested in November 2019.
The maximum number of options that can be granted under this scheme was 6,924,000 and the charge in relation to the
LTIP 2014 in the year ended 31 July 2020 was £412,000 (2019: £2,003,000).
Outstanding at the beginning of the year
Granted during the year
Exercised during the year
Forfeited during the year
Outstanding at the end of the year
Exercisable at the end of the year
2020
Number
2019
Number
6,725,407
–
(2,910,921)
–
3,814,486
3,812,486
6,725,407
–
–
–
6,725,407
–
The weighted average share price at the date LTIP 2014 options were exercised was £5.68. All of the above are nil cost options.
Deferred Share Bonus Plan 2014
The DSBP 2014 delivers a portion of managers’ (enhanced) annual bonus in shares which must be retained for a period of two
years and are subject to continued employment. The charge in relation to the DSBP 2014 in the year ended 31 July 2020 was
£414,000 (2019: £398,000).
Outstanding at the beginning of the year
Granted during the year
Exercised during the year
Forfeited during the year
Outstanding at the end of the year
Exercisable at the end of the year
142
2020
Number
333,082
98,332
(108,749)
(2,505)
320,160
131,042
2019
Number
370,722
99,632
(115,895)
(21,377)
333,082
112,180
YouGov Annual Report & Accounts 2020 23 Share-based payments continued
Deferred Share Bonus Plan 2014 continued
The weighted average share price at the date DSBP 2014 options were exercised was £5.69. All of the above are nil
cost options.
The fair value of the options granted in the year was determined using the Black Scholes model. The following assumptions
were used in the Black Scholes model in calculating the fair value of the options granted during the year:
Outstanding at the beginning of the year
Granted during the year
Exercised during the year
Exercisable at the end of the year
2020
£5.700
£0.00
2 years
0.5%
2019
£4.325
£0.00
2 years
0.6%
The fair value of options granted during the year determined using the Black Scholes model was £5.64 per option.
Long-Term Incentive Plan 2019
During the year the Company introduced the Long-Term Incentive Plan 2019 (“LTIP 2019”) replacing both the Long-Term
Incentive Plan 2014 and Deferred Share Bonus Plan 2014.
Awards under the LTIP 2019 are made in the form of nil cost options. The maximum total number of shares to be awarded
to each participant has been set based on their salary in the year ended 31 July 2019 and the share price at the start of the
plan. These awards will be received in three equal tranches in October 2020, 2021 and 2022. Receipt of an award in each of
those years will be dependent upon the achievement of specific and demanding personal targets set for that individual in
the previous financial year. Vesting of awards will depend on the Company achieving stretching targets relating to compound
growth in adjusted EPS over the five years ending 31 July 2023 and operating margin targets being met.
On 21 November 2019 1,129,393 options were granted in respect of Tranche 1, with an additional grant of 108,045 on
31 July 2020. Tranche 2 and Tranche 3 awards have been communicated to participants and will be granted in the years
ending 31 July 2021 and 31 July 2022 respectively. The charge in relation to the LTIP 2019 in the year ended 31 July 2020
was £1,956,000 (2019: £nil).
Outstanding at the beginning of the year
Granted during the year
Exercised during the year
Forfeited during the year
Outstanding at the end of the year
Exercisable at the end of the year
2020
Number
–
1,237,438
–
(39,454)
1,197,984
–
2019
Number
–
–
–
–
–
–
The fair value of the options granted in the year was determined using the Black Scholes model. The fair values and the
assumptions used in calculating the fair values of the options are as follows:
Share price
Exercise price
Expected life
Dividend yield
Fair Value
The aggregate profit and loss charge for share-based payments is disclosed in Note 2.
Tranche 1
£5.69
£0.00
4.0 years
0.625%
£5.58
Tranche 1
additional
award
£8.00
£0.00
3.2 years
0.5%
£7.84
143
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Notes to the Consolidated Financial Statements
for the year ended 31 July 2020 continued
24 Capital commitments
At 31 July 2020, the Group had no capital commitments (2019: £nil).
25 Major non-cash transactions
During the year, the Group entered into barter transactions with parties in the Middle East and Germany with a total value
of £539,000 (2019: £652,000) to exchange the provision of market research for advertising on television, on websites and
in magazines.
26 Transactions with Directors and other related parties
Other than emoluments and the transactions set out below, there have been no transactions with Directors during the year.
India Opzoomer, the daughter of Non-Executive Director Rosemary Leith, is employed in the Group. Staff costs in the year were
£10,000 (2019: £nil).
As at 31 July 2020, Rosamund Shakespeare, the wife of Stephan Shakespeare, held 559,404 Ordinary Shares in the Company.
Trading between YouGov plc and Group companies is excluded from the related party note as this has been eliminated
on consolidation.
144
YouGov Annual Report & Accounts 2020 27 Impact of new accounting standards
This note explains the impact of the adoption of IFRS 16 Leases on the Group’s financial statements.
IFRS 16 replaces IAS 17 and is applicable to all reporting periods beginning on or after 1 January 2019. The standard provides
a single lessee accounting model, requiring lessees to recognise right of use assets and liabilities for all leases, with some
exemptions for short-term leases and leases considered low value. IFRS 16 applies only to tangible assets.
Impact on the financial statements
The adoption of IFRS 16 from 1 August 2019 resulted in changes in accounting policies and adjustments to the amounts
recognised in the financial statements. The impact of the change in lease accounting on the Group’s Consolidated Income
Statement and Consolidated Statement of Financial Position for the comparative financial year is disclosed in the tables below.
Line items that were not affected by the changes have not been included. The impact on deferred taxation has not been
calculated as it is not considered material.
Operating profit items
Depreciation expense
Other administrative expenses
Total administrative expenses
Other income statement items
Finance costs
Balance sheet items
Right of use assets
Lease liabilities due within one year
Lease liabilities due after one year
Foreign exchange reserve
Retained earnings
Year to
31 July 2019
as reported
£’000
Restatement
for IFRS 16
£’000
Year to
31 July 2019
restated
£’000
Year to
31 July 2020
£’000
1,481
90,983
92,464
2,915
(3,119)
(204)
4,396
87,864
92,260
4,491
109,376
113,867
564
305
869
426
Year to
31 July 2019
as reported
£’000
Restatement f
or IFRS 16
£’000
Year to
31 July 2019
restated
£’000
Year to
31 July 2020
£’000
–
–
–
20,018
51,507
10,529
(2,891)
(8,217)
(95)
(484)
10,529
(2,891)
(8,217)
19,923
51,023
8,891
(2,491)
(6,854)
15,145
55,776
The impact on the opening Consolidated Statement of Financial Position as of 1 August 2018 is disclosed in the table below.
Line items that were not affected by the changes have not been included.
Balance sheet items
Right of use assets
Lease liabilities due within one year
Lease liabilities due after one year
Retained earnings
28 Events after the reporting year
There have been no events after the end of the reporting year.
31 July 2018
as reported
£’000
Restatement
for IFRS 16
£’000
1 August 2018
restated
£’000
–
–
–
35,549
5,420
(2,151)
(3,652)
(383)
5,420
(2,151)
(3,652)
35,166
145
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Group Five-Year Financial Summary
Revenue
Operating profit
Adjusted operating profit
Adjusted operating profit margin (%)
Profit before tax
Adjusted profit before tax
Basic earnings per share (pence)
Adjusted basic earnings per share (pence)
Operating cash generation
Cash and cash equivalents at end of year
Dividend per share (pence)
2020
£’000
152,441
15,200
21,830
14%
15,207
25,677
9.0p
18.1p
38,705
35,309
5.0p
2019
(restated)1,2
£’000
136,487
20,021
18,492
14%
19,355
20,628
14.1p
15.0p
38,419
37,925
4.0p
2018
(restated)2
£’000
116,559
11,758
12,650
11%
11,773
16,311
7.7p
11.5p
23,617
30,621
3.0p
2017
(restated)3
£’000
107,048
7,557
8,045
8%
7,914
9,910
4.4p
6.2p
18,914
23,219
2.0p
2016
(restated)3
£’000
88,202
4,331
5,439
6%
5,526
7,772
3.3p
4.8p
14,139
15,553
1.4p
1 Restated for the adoption of IFRS 16 Leases.
2 Restated for the adoption of IFRS 9 and to include amortisation of intangible assets in adjusted operating profit and adjusted profit before tax.
3 Restated to include amortisation of intangible assets in adjusted operating profit and adjusted profit before tax.
146
YouGov Annual Report & Accounts 2020 Parent Company Statement of Financial Position
as at 31 July 2020
Assets
Non-current assets
Intangible assets
Property, plant and equipment
Right of use assets
Investment in subsidiaries
Investments in associates
Deferred tax assets
Total non-current assets
Current assets
Trade and other receivables
Cash and cash equivalents
Total current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Current tax liabilities
Contingent consideration
Provisions
Lease liabilities
Total current liabilities
Net current assets
Non-current liabilities
Provisions
Contingent consideration
Lease liabilities
Deferred tax liabilities
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued share capital
Share premium
Merger reserve
Retained earnings:
As at 1 August (restated)
Profit for the year
Other changes in retained earnings
Retained earnings as at 31 July
Total equity
Note
2020
£’000
2019
(restated)
£’000
2018
(restated)
£’000
33
34
35
36
42
37
38
39
40
41
41
40
42
44
44
2,592
1,499
5,798
55,130
–
4,208
69,227
69,978
9,289
79,267
148,494
48,629
2,477
3,428
2,739
826
58,099
21,168
2,119
3,020
5,243
43
10,425
68,524
79,970
217
31,380
9,239
35,965
6,219
(3,050)
39,134
79,970
2,065
1,869
6,544
61,743
–
3,405
75,626
48,397
3,928
52,325
127,951
30,035
1,123
2,013
2,302
816
36,289
16,036
1,684
7,279
5,907
32
14,902
51,191
76,760
211
31,345
9,239
32,200
7,355
(3,590)
35,965
76,760
1,859
410
95
49,893
280
2,743
55,280
35,486
12,136
47,622
102,902
20,993
494
899
1,628
77
24,091
23,531
1,005
4,837
19
–
5,861
29,952
72,950
211
31,300
9,239
24,989
5,022
1,773
32,200
72,950
The notes and accounting policies on pages 150 to 165 form an integral part of these financial statements. The financial
statements on pages 147 to 165 were authorised for issue by the Board of Directors on 15 October 2020 and signed on its
behalf by:
Alex McIntosh
Chief Financial Officer
YouGov plc Registered no. 03607311
147
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Parent Company Statement of Changes in Equity
for the year ended 31 July 2020
Balance at 1 August 2018
as reported
Change in accounting policy
Restated total equity at
1 August 2018
Profit for the year (restated)
Total comprehensive income
for the year (restated)
Issue of shares
Acquisition of treasury shares
Dividends paid
Share-based payments
Tax in relation to share-based
payments
Total transactions with owners
recognised directly in equity
Balance at 31 July 2019 (restated)
Profit for the year
Total comprehensive gain for
the year
Issue of shares
Acquisition of treasury shares
Dividends paid
Share-based payments
Tax in relation to share-based
payments
Total transactions with owners
recognised directly in equity
Balance at 31 July 2020
Note
49
44
32
45
42
44
44
32
45
42
Share
capital
£’000
Share
premium
£’000
Merger
reserve
£’000
Retained
earnings
£’000
211
–
211
–
–
–
–
–
–
–
–
211
–
–
6
–
–
–
–
31,300
–
31,300
–
–
45
–
–
–
–
9,239
–
9,239
–
–
–
–
–
–
–
45
31,345
–
–
9,239
–
–
35
–
–
–
–
–
–
–
–
–
–
Total
equity
£’000
72,951
(1)
72,950
7,355
7,355
45
(3,738)
(3,167)
2,487
32,201
(1)
32,200
7,355
7,355
–
(3,738)
(3,167)
2,487
828
828
(3,590)
35,965
6,219
6,219
(6)
–
(4,298)
368
(3,545)
76,760
6,219
6,219
35
–
(4,298)
368
887
887
6
217
35
31,380
–
9,239
(3,050)
39,134
(3,009)
79,970
The notes and accounting policies on pages 150 to 165 form an integral part of these financial statements.
148
YouGov Annual Report & Accounts 2020 Parent Company Statement of Cash Flows
for the year ended 31 July 2020
Cash flows from operating activities
Profit before taxation
Adjustments for:
Finance income
Finance costs
Amortisation of intangibles
Depreciation
Share-based payments
Other non-cash profit items
Increase in trade and other receivables
Increase in trade and other payables
Increase in provisions
Cash generated from operations
Interest paid
Income taxes paid
Net cash generated from operating activities
Cash flow from investing activities
Investment in subsidiaries
Settlement of deferred consideration
Purchase of property, plant and equipment
Purchase of intangible assets
Proceeds from the sale of intangible assets
Interest received
Dividends received from subsidiaries
Net cash used in investing activities
Cash flows from financing activities
Intercompany loans provided
Payment of lease liabilities
Proceeds from the issue of share capital
Purchase of treasury shares
Dividends paid to shareholders
Net cash generated from/(used in) financing activities
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at beginning of year
Exchange gain on cash and cash equivalents
Cash and cash equivalents at end of year
Note
2020
£’000
2019
(restated)
£’000
8,469
8,184
(4,684)
520
1,298
1,422
826
7,820
(17,390)
6,819
846
5,946
(434)
(1,034)
4,477
(125)
(6,639)
(238)
(1,825)
–
31
4,356
(4,440)
12,777
(722)
41
(2,419)
(4,298)
5,379
5,416
3,928
(55)
9,289
(2,550)
617
1,106
1,369
708
(2,651)
(6,094)
5,965
1,337
7,991
(443)
–
7,548
(228)
(3,775)
(1,986)
(6,182)
4,870
350
2,200
(4,751)
(3,701)
(581)
45
(3,738)
(3,167)
(11,142)
(8,345)
12,136
137
3,928
38
The notes and accounting policies on pages 150 to 165 form an integral part of these financial statements.
149
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Notes to the Parent Company Financial Statements
for the year ended 31 July 2020
29 Significant accounting policies
The separate financial statements of the Company are presented as required by the Companies Act 2006. As permitted by
that Act, the separate financial statements have been prepared in accordance with International Financial Reporting Standards
as adopted by the European Union (“IFRSs as adopted by the EU”), IFRS Interpretations Committee (“IFRS IC”) Interpretations
(as adopted by the EU) and the Companies Act 2006 applicable to companies reporting under IFRS.
The financial statements have been prepared on the historical cost basis. The principal accounting policies adopted are the
same as those set out in the consolidated financial statements with the addition of the policies specified on page 119.
In the process of applying the Company’s accounting policies the Directors are required to make estimates and judgements
that may affect the financial statements. These estimates and judgements are the same as those applied for the Group
financial statements.
30 Profit of the Parent Company
The Parent Company has taken advantage of section 408 of the Companies Act 2006 and has not included its own profit
and loss account in these financial statements. The Parent Company’s profit for the year was £6,219,000 (2019 restated:
£7,354,000).
31 Staff costs and numbers
Staff costs (including Directors) charged to operating expenses during the year were as follows:
Wages and salaries
Social security costs
Share-based payments (Note 45)
Other pension costs
Acquisition costs treated as staff compensation
2020
£’000
16,312
2,940
826
567
3,576
24,221
2019
£’000
14,144
1,806
708
482
2,105
19,245
Pension costs are contributions made on behalf of employees to defined contribution pension schemes.
150
YouGov Annual Report & Accounts 2020
31 Staff costs and numbers continued
The monthly average number of employees including Directors of the Company during the year was as follows:
Key management personnel
Administration and operations
2020
Number
2019
Number
12
252
264
19
216
235
Specific disclosures in relation to compensation for key management personnel (defined as Board and Divisional, Product and
Function Heads) who held office during the year was as follows:
Short-term employee benefits
Post-employment benefits
Share-based payments
2020
£’000
2,807
49
825
3,681
2019
£’000
2,889
54
637
3,580
Disclosure of Directors’ remuneration, including share options, are included in the Remuneration Report on pages 77 to 91.
32 Dividend
See Note 7 in the Group financial statements.
33 Intangible assets
At 1 August 2018
Cost
Accumulated amortisation
Net book amount
Year ended 31 July 2019
Opening net book amount
Additions
Disposals
Amortisation charge
Closing net book amount
At 31 July 2019 and 1 August 2019
Cost
Accumulated amortisation
Net book amount
Year ended 31 July 2020
Opening net book amount
Additions
Disposals
Amortisation charge
Closing net book amount
At 31 July 2020
Cost
Accumulated amortisation
Net book amount
Consumer
panel
£’000
Software and
software
development
£’000
Patents and
trademarks
£’000
Product
development
costs
£’000
4,039
(2,736)
1,303
1,303
1,029
–
(913)
1,419
5,068
(3,649)
1,419
1,419
1,580
–
(1,049)
1,950
6,648
(4,698)
1,950
3,049
(2,767)
282
282
5,124
(4,822)
(193)
391
3,350
(2,959)
391
391
211
–
(249)
353
3,561
(3,208)
353
226
–
226
226
29
–
–
255
255
–
255
255
34
–
–
289
289
–
289
Total
£’000
7,844
(5,985)
1,859
1,859
6,182
(4,870)
(1,106)
2,065
9,155
(7,090)
2,065
2,065
1,825
–
(1,298)
2,592
530
(482)
48
48
–
(48)
–
–
482
(482)
–
–
–
–
–
–
482
(482)
–
10,980
(8,388)
2,592
151
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Notes to the Parent Company Financial Statements
for the year ended 31 July 2020 continued
34 Property, plant and equipment
At 1 August 2018
Cost
Accumulated depreciation
Net book amount
Year ended 31 July 2019
Opening net book amount
Additions
Depreciation
Closing net book amount
At 31 July 2019 and 1 August 2019
Cost
Accumulated depreciation
Net book amount
Year ended 31 July 2020
Opening net book amount
Additions
Depreciation
Closing net book amount
At 31 July 2020
Cost
Accumulated depreciation
Net book amount
Leasehold
property
improvements
£’000
Computer
equipment
£’000
Fixtures and
fittings
£’000
633
(534)
99
99
1,137
(245)
991
1,770
(779)
991
991
35
(243)
783
1,805
(1,022)
783
781
(587)
194
194
248
(157)
285
1,029
(744)
285
285
203
(181)
307
1,232
(925)
307
562
(445)
117
117
601
(125)
593
1,163
(570)
593
593
–
(184)
409
1,163
(754)
409
Total
£’000
1,976
(1,566)
410
410
1,986
(527)
1,869
3,962
(2,093)
1,869
1,869
238
(608)
1,499
4,200
(2,701)
1,499
All property, plant and equipment disclosed above are free from restrictions on title. No property, plant and equipment either in
2020 or 2019 has been pledged as security against the liabilities of the Company.
152
YouGov Annual Report & Accounts 2020
35 Right of use assets
At 1 August 2018
Cost
Accumulated depreciation
Net book amount
Year ended 31 July 2019
Opening net book amount
Additions
Depreciation
Closing net book amount
At 31 July 2019
Cost
Accumulated depreciation
Net book amount
Year ended 31 July 2020
Opening net book amount
Additions
Depreciation
Closing net book amount
At 31 July 2020
Cost
Accumulated depreciation
Net book amount
Premises
£’000
Computer
equipment
£’000
Office
equipment
£’000
2,269
(2,181)
88
88
7,075
(783)
6,380
9,344
(2,964)
6,380
6,380
69
(740)
5,709
9,413
(3,704)
5,709
–
–
–
–
68
(21)
47
68
(21)
47
47
–
(23)
24
68
(44)
44
12
(5)
7
7
149
(39)
117
161
(44)
117
117
–
(52)
65
161
(96)
65
Total
£’000
2,281
(2,186)
95
95
7,292
(843)
6,544
9,573
(3,029)
6,544
6,544
69
(815)
5,798
9,642
(3,844)
5,798
The total expense relating to assets leased on a short-term basis was £nil (2019: £nil). The total expense relating to leases of
low value assets was £3,000 (2019: £5,000).
153
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Notes to the Parent Company Financial Statements
for the year ended 31 July 2020 continued
36 Investments in subsidiaries
Balance at 1 August
Acquired through business combinations
Additional investment
Impairment of investment
Distributions on closure of subsidiaries
Share-based payments charge
Settlement of fully vested share options
Balance at 31 July
2020
£’000
61,743
–
125
(4,039)
–
1,956
(4,655)
55,130
2019
£’000
49,893
10,309
–
–
82
1,693
(234)
61,743
The value of investments is determined on the basis of the cost to the Company. In accordance with IAS 36, the carrying
values of the Company’s investments are reviewed annually for impairment. As a result of low year-on-year growth, and
reduced future expectations in light of the COVID-19 pandemic, it was determined that the existing valuation of the Nordic
investment could no longer be supported. As such an impairment of £4,039,000 has been recognised against the investment
value. A corresponding income statement charge has been recognised. After applying this impairment the remaining Nordic
investment is valued at £5,280,000.
The details of the Parent Company’s subsidiaries are shown in Note 14 of the consolidated financial statements.
37 Trade and other receivables
Trade receivables
Provision for trade receivables
Net trade receivables
Amounts owed by Group undertakings
Other receivables
Prepayments
Accrued income
2020
£’000
8,198
(617)
7,581
58,531
23
1,407
2,436
69,978
2019
£’000
6,605
(855)
5,750
39,363
514
650
2,120
48,397
The Directors consider that the carrying amount of trade and other receivables approximate to their fair value. The amounts
due from Group undertakings are repayable on demand and are non-interest bearing.
As at 31 July 2020, trade receivables of £6,859,000 (2019: £1,840,000) were overdue. These relate to a number of customers
for which there is no recent history of default or any other indication that the receivable should not be fully collectable.
The ageing analysis of past due trade receivables is as follows:
31 July
2020
£’000
6,256
194
113
296
6,859
31 July
2019
£’000
1,535
130
90
85
1,840
Up to three months overdue
Three to six months overdue
Six months to one year overdue
More than one year overdue
154
YouGov Annual Report & Accounts 2020
37 Trade and other receivables continued
Movement on the Company provision for impairment of trade receivables is as follows:
Provision for receivables impairment at 1 August
Movement in the year charged/(credited) to the income statement
Provision for receivables impairment at 31 July
2020
£’000
855
(238)
617
2019
£’000
953
(98)
855
The maximum exposure to credit risk at the reporting date is the carrying value of each class of receivable mentioned above.
The Company does not hold any collateral as security.
The average length of time taken by customers to settle receivables is 56 days (2019: 59 days). Concentrations of credit risk
do exist with certain clients with which we have trading relationships but none has a history of default and all command a
certain stature within the marketplace, which minimises any potential risk of default. Material balance, defined as greater
than £250,000 (2019: greater than £250,000) represent 10% of trade receivables (2019: 9%).
38 Cash and cash equivalents
Cash at bank and in hand
Cash and cash equivalents
31 July
2020
£’000
9,289
9,289
31 July
2019
£’000
3,928
3,928
Cash and cash equivalents are held at either variable rates or at rates fixed for periods of no longer than three months.
39 Trade and other payables
Trade payables
Amounts owed to Group undertakings
Accruals
Deferred income
Other payables
31 July
2020
£’000
1,265
34,757
5,099
4,701
2,807
48,629
31 July
2019
£’000
487
16,392
4,835
4,797
3,524
30,035
Amounts payable to Group undertakings are repayable on demand and non-interest bearing.
Included within other payables are £151,000 (2019: £122,000) of contributions due in respect of defined contribution
pension schemes.
155
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Notes to the Parent Company Financial Statements
for the year ended 31 July 2020 continued
40 Contingent consideration
At 1 August 2018
Included within current liabilities
Included within non-current liabilities
Acquisition consideration provided during the year
Decrease recognised in income statement in the year
Contingent staff cost provided during the year
Settled during the year
Discount unwinding
Balance at 31 July 2019
Included within current liabilities
Included within non-current liabilities
Acquisition consideration provided during the year
Decrease recognised in income statement in the year
Contingent staff cost provided during the year
Settled during the year
Discount unwinding
Balance at 31 July 2020
Included within current liabilities
Included within non-current liabilities
41 Provisions for other liabilities and charges
At 1 August 2018
Included within current liabilities
Included within non-current liabilities
Provided during the year
Released during the year
Utilised during the year
Discount unwind
Balance at 31 July 2019 and 1 August 2019
Included within current liabilities
Included within non-current liabilities
Provided during the year
Released during the year
Utilised during the year
Discount unwind
Balance at 31 July 2020
Included within current liabilities
Included within non-current liabilities
SMG Insight
£’000
InConversation
Media
£’000
Portent.io
£’000
5,736
899
4,837
7,513
(3,192)
–
(3,775)
88
6,370
2,013
4,357
2,821
–
–
(6,636)
40
2,595
2,595
–
–
–
–
605
–
433
–
6
1,044
–
1,044
465
–
–
(3)
10
1,516
–
1,516
–
–
–
–
–
1,873
–
5
1,878
–
1,878
449
–
–
–
10
2,337
833
1,504
Total
£’000
5,736
899
4,837
8,118
(3,192)
2,306
(3,775)
99
9,292
2,013
7,279
3,735
–
–
(6,639)
60
6,448
3,428
3,020
Panel
incentives
£’000
2,633
1,628
1,005
5,140
–
(3,787)
–
3,986
2,302
1,684
4,768
(92)
(3,831)
27
4,858
2,739
2,119
The panel incentive provision represents the Directors’ best estimate of the future liability in relation to the value of panel
incentives that have accrued in the panellists’ virtual accounts up to 31 July 2020. The provision of £4.9m represents 63% of
the maximum potential liability of £7.7m (2019: £4.0m representing 62% of the maximum potential liability of £6.5m). The factors
considered in estimating the appropriate percentage of the total potential liability to be provided against at each reporting date
include: panel churn rates, panel activity rates and current redemption patterns.
156
YouGov Annual Report & Accounts 2020 42 Deferred tax assets and liabilities
Deferred tax assets
Balance at 1 August 2018
Recognised in the income statement
Recognised in equity
Balance at 31 July 2019 and 1 August 2019
Recognised in the income statement
Recognised in equity
Balance at 31 July 2020
Property,
plant and
equipment
£’000
Tax
losses
£’000
Other
timing
differences
£’000
50
(50)
–
–
–
–
–
116
–
–
116
(53)
–
63
2,577
(116)
828
3,289
(31)
887
4,145
Total
£’000
2,743
(166)
828
3,405
(84)
887
4,208
Deferred tax assets have been recognised only to the extent where management budgets and forecasts show sufficient
profits being generated to discharge these in the short term. Utilisation of tax losses is dependent upon future profits
being generated.
Deferred tax liabilities
Balance at 1 August 2018
Recognised in the income statement
Balance at 31 July 2019 and 1 August 2019
Recognised in the income statement
Balance at 31 July 2020
The net movement on the deferred income tax account is as follows:
Balance at 1 August
Recognised in the income statement
Recognised in equity
Balance at 31 July
Property,
plant and
equipment
£’000
–
32
32
11
43
2020
£’000
3,373
(95)
887
4,165
Total
£’000
–
32
32
11
43
2019
£’000
2,743
(198)
828
3,373
157
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Notes to the Parent Company Financial Statements
for the year ended 31 July 2020 continued
43 Risk management objectives and policies
The Company is exposed to foreign currency, capital, liquidity and interest rate risk, which result from both its operating and
investing activities. The Group’s risk management is coordinated in close cooperation with the Board of Directors, and focuses
on actively securing the Company’s short- to medium-term cash flows by minimising the exposure to financial markets.
The most significant financial risks to which the Company is exposed are described below. Also refer to the accounting policies.
Foreign currency risk
The Company is exposed to translation and transaction foreign exchange risk. The currencies where the Company is most
exposed to volatility are the US Dollar and Euro. Currently, the Company aims to align assets and liabilities. The Company will
continue to review its currency risk position as the overall business profile changes.
The presentational and transactional currency of the Company is considered to be UK Sterling.
Foreign currency denominated financial assets and liabilities, translated into UK Sterling at the closing rate are as follows:
Financial assets
Financial liabilities
Short-term exposure
Financial assets
Financial liabilities
Long-term exposure
2020
£’000
US
Dollar
2,681
(16)
2,665
–
–
–
Euro
677
–
677
–
–
–
Other
currencies
110
(7)
103
–
–
–
2019
£’000
Euro
3,997
(1,659)
2,338
–
–
–
US
Dollar
5,318
(4,866)
452
–
–
–
Other
currencies
6,788
(2,740)
4,048
–
–
–
Liquidity risk
The Company seeks to manage financial risk by ensuring sufficient liquidity is available to meet foreseeable needs and to
invest cash assets safely and profitably.
The Company currently has no general borrowing arrangement in place and prepares cash flow forecasts which are reviewed
at Board meetings to ensure liquidity.
As at 31 July 2020, the Group’s liabilities have undiscounted contractual maturities, which are summarised below:
2020
2019 (restated)
Current
Non-current
Current
Non-current
Within
6 months
£’000
6 to 12
months
£’000
1 to 5 years
£’000
Later than
5 years
£’000
Within
6 months
£’000
6 to 12
months
£’000
1 to 5 years
£’000
Later than
5 years
£’000
4,071
–
–
–
4,011
–
–
–
413
834
413
4,026
1,218
408
408
3,623
1,621
2,594
3,020
–
–
2,013
7,279
–
At 31 July
Trade and other
payables
Finance lease
payments
Contingent
consideration
The Company has sufficient financial risk management policies in place to ensure that all trade payables are settled within the
respective credit period.
158
YouGov Annual Report & Accounts 2020 43 Risk management objectives and policies continued
Capital risk management
The Company manages its capital to ensure that it is able to continue as a going concern. The Board has taken the decision
at this stage to minimise external debt, whilst trying to maximise earnings from the cash currently held. Capital consists of the
following items:
Cash and cash equivalents
Equity attributable to shareholders of the Parent Company
The Company has no externally imposed capital requirements.
31 July
2020
£’000
9,289
(79,970)
(70,681)
31 July
2019
£’000
(restated)
3,928
(76,760)
(72,832)
Interest rate risk
The Group manages its interest rate risk by negotiating fixed interest rates on deposits for periods of up to three months.
The average cash and cash equivalents balance, net of bank overdrafts, over the course of the year was £6.6m (2019: £7.9m).
Management does not believe that the Group is subject to interest rate risk.
Fair values of financial assets and financial liabilities
Where market values are not available, fair values of financial assets and financial liabilities have been calculated by
discounting expected future cash flows at prevailing interest rates and by applying year-end foreign exchange rates.
Primary financial instruments held or issued to finance the Company’s operations:
Trade and other receivables
Cash and cash equivalents
Trade and other payables
Contingent consideration
31 July 2020
31 July 2019
Book value
£’000
Fair value
£’000
Book value
£’000
67,571
9,289
43,927
(6,448)
67,571
9,289
43,927
(6,448)
47,748
3,928
(25,153)
(9,292)
Fair value
£’000
47,748
3,928
(25,153)
(9,292)
Fair value estimation
The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been
defined as follows: quoted prices (unadjusted) in active markets for identical assets or liabilities (Level 1); inputs other than
quoted prices included within Level 1 that are observable for the asset or liability, either directly (that is, as prices) or indirectly
(that is, derived from prices) (Level 2); inputs for the asset or liability that are not based on observable market data (that is,
unobservable inputs) (Level 3).
31 July 2020
£’000
31 July 2019
£’000
Current
Non-current
Current
Non-current
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
Level 1
£’000
Level 2
£’000
Level 3
£’000
Total
£’000
–
–
6,448
6,448
–
–
9,292
9,292
Liabilities
Contingent
consideration
The following table presents the changes in Level 3 instruments.
Contingent consideration
Balance at 1 August
Provided consideration on business combination
Recognised in the income statement
Settled
Balance at 31 July
2020
£’000
9,292
3,735
60
(6,639)
6,448
2019
£’000
5,736
8,117
(786)
(3,775)
9,292
159
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Notes to the Parent Company Financial Statements
for the year ended 31 July 2020 continued
44 Share capital and share premium
The Company only has one class of share. Par value of each Ordinary Share is 0.2p. All issued shares are fully paid.
At 1 August 2018
Issue of shares
At 31 July 2019 and 1 August 2019
Issue of shares
At 31 July 2020
Number of
shares
105,491,810
218,193
105,710,003
2,766,150
108,476,153
Share
capital
£’000
211
–
211
6
217
Share
premium
£’000
31,300
45
31,345
35
31,380
Total
£’000
31,511
45
31,556
41
31,597
During the year, 2,760,845 shares were issued on the exercise of share options and 5,305 in payment of Non-Executive
Directors’ fees. A total of 415,000 shares were repurchased for the purposes of settling share option schemes as they vest.
45 Share-based payments
The charge in relation to the share-based payments in the year ended 31 July 2020 was £826,000 (2019: £708,000). Details of
the number of share options and the weighted average exercise price (WAEP) outstanding during the year are as follows:
Long-Term Incentive Plan 2009
During the year ended 31 July 2020, the Long-Term Incentive Plan 2009 (“LTIP 2009”) for Executive Directors, Senior
Executives and senior managers continued to operate but no new awards were made under the LTIP 2009 as it has
been replaced by two new incentive plans summarised below. The rules governing the LTIP 2009 are summarised in the
Remuneration Report on page 83. The charge in relation to the LTIP 2009 in the year ended 31 July 2020 was £nil (2019: £nil).
Outstanding at the beginning of the year
Employee transfers during the year
Granted during the year
Exercised during the year
Forfeited during the year
Outstanding at the end of the year
Exercisable at the end of the year
2020
Number
374,671
–
–
(40,256)
–
334,415
334,415
2019
Number
456,067
–
–
(81,396)
–
374,671
374,671
The weighted average share price at the date LTIP 2009 options were exercised was £5.77. All of the above are nil cost options.
During the year ended 31 July 2015, two new incentive plans were introduced: a new Long-Term Incentive Plan (“LTIP 2014”)
for the Group’s Directors and senior managers and a new Deferred Share Bonus Plan (“DSBP 2014”) for those managers not
participating in the new LTIP.
Long-Term Incentive Plan 2014
Awards under the LTIP 2014 are made in the form of nil cost options. These awards were granted in three equal tranches
in October 2015, 2016 and 2017 with an additional award of 396,039 options in April 2019. Receipt of an award in each of
those years was dependent upon the achievement of specific and demanding personal targets set for that individual in the
previous financial year. Vesting of awards depends on the Company achieving stretching targets relating to compound growth
in adjusted earnings per share (“EPS”) over the five years ending 31 July 2020 and on improvement in its operating margins.
Part of the Chief Executive Officer’s award was also subject to a Total Shareholder Return (“TSR”) condition – this part of the
award will only vest if the EPS performance condition is met in full and the Company’s TSR has grown by 200%.
All of the above performance conditions were achieved and all of the share option awards vested in November 2019.
160
YouGov Annual Report & Accounts 2020 45 Share-based payments continued
The maximum number of options that can be granted under this scheme is 4,271,000 and the charge in relation to the LTIP
2014 in the year ended 31 July 2020 was £116,000 (2019: £562,000).
Outstanding at the beginning of the year
Employee transfers during the year
Granted during the year
Exercised during the year
Forfeited during the year
Outstanding at the end of the year
Exercisable at the end of the year
2020
Number
1,928,875
–
–
(420,000)
–
1,508,875
1,508,875
2019
Number
1,928,875
–
–
–
–
1,928,875
–
The weighted average share price at the date LTIP 2014 options were exercised was £5.56. All of the above are nil cost options.
Deferred Share Bonus Plan 2014
The DSBP 2014 delivers a portion of managers’ (enhanced) annual bonus in shares, which must be retained for a period of two
years and are subject to continued employment. The charge in relation to the DSBP 2014 in the year ended 31 July 2020 was
£156,000 (2019: £146,000).
Outstanding at the beginning of the year
Employee transfers during the year
Granted during the year
Exercised during the year
Forfeited during the year
Outstanding at the end of the year
Exercisable at the end of the year
2020
Number
160,423
–
37,188
(39,112)
(183)
158,316
86,135
2019
Number
89,559
54,715
36,268
(15,234)
(4,885)
160,423
82,770
The weighted average share price at the date DSBP 2014 options were exercised was £6.54. All of the above are nil cost
options. The fair value of options granted during the year, determined using the Black Scholes model, was £5.64 per option.
The assumptions used in the Black Scholes model in calculating the fair values of the options granted during the year are
disclosed in Note 23 to the consolidated financial statements.
Long-Term Incentive Plan 2019
During the year the Company introduced the Long-Term Incentive Plan 2019 (“LTIP 2019”) replacing both the Long-Term
Incentive Plan 2014 and Deferred Share Bonus Plan 2014.
Awards under the LTIP 2019 are made in the form of nil cost options. The maximum total number of shares to be awarded
to each participant has been set based on their salary in the year ended 31 July 2019 and the share price at the start of the
plan. These awards will be received in three equal tranches in October 2020, 2021 and 2022. Receipt of an award in each of
those years will be dependent upon the achievement of specific and demanding personal targets set for that individual in
the previous financial year. Vesting of awards will depend on the Company achieving stretching targets relating to compound
growth in adjusted EPS over the five years ending 31 July 2023 and operating margin targets being met.
On 21 November 2019 288,811 options were granted in respect of Tranche 1 with an additional grant of 735 on 31 July 2020.
Tranche 2 and Tranche 3 awards have been communicated to participants and will be granted in the years ending 31 July 2021
and 31 July 2022 respectively. The charge in relation to the LTIP 2019 in the year ended 31 July 2020 was £554,000 (2019: £nil).
161
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Notes to the Parent Company Financial Statements
for the year ended 31 July 2020 continued
45 Share-based payments continued
The fair value of options granted during the year, determined using the Black Scholes model was £5.58 per option for Tranche
1 and £7.84 per option for Tranches 2 and 3. The assumptions used in the Black Scholes model in calculating the fair values of
the options granted during the year are disclosed in Note 23 to the consolidated financial statements.
Outstanding at the beginning of the year
Granted during the year
Exercised during the year
Forfeited during the year
Outstanding at the end of the year
Exercisable at the end of the year
46 Capital commitments
At 31 July 2020, the Company had capital commitments of £nil (2019: £nil).
47 Major non-cash transactions
There were no major non-cash transactions in the year or the prior year.
48 Transactions with Directors and other related parties
See Note 26 in the Group financial statements.
2020
Number
–
289,546
–
(8,634)
280,912
–
2019
Number
–
–
–
–
–
–
49 Impact of new accounting standards
This note explains the impact of the adoption of IFRS 16 on the Company’s financial statements.
IFRS 16 replaces IAS 17 and is applicable to all reporting periods beginning on or after 1 January 2019. The standard provides
a single lessee accounting model, requiring lessees to recognise right of use assets and liabilities for all leases, with some
exemptions for short-term leases and leases considered low value. IFRS 16 applies only to tangible assets.
Impact on the financial statements
The adoption of IFRS 16 from 1 August 2019 resulted in changes in accounting policies and adjustments to the amounts
recognised in the financial statements. The impact of the change in lease accounting on the Company’s Income Statement
and Statement of Financial Position for the comparative financial year is disclosed in the tables below. Line items that were
not affected by the changes have not been included. The impact on deferred taxation has not been calculated as it is not
considered material.
Operating profit items
Depreciation expense
Other administrative expenses
Total administrative expenses
Other income statement items
Finance costs
Year to
31 July 2019
as reported
£’000
Restatement
for IFRS 16
£’000
Year to
31 July 2019
restated
£’000
Year to
31 July 2020
£’000
527
22,114
22,641
842
(829)
(13)
1,369
21,218
22,627
1,422
26,385
27,807
452
165
617
520
162
YouGov Annual Report & Accounts 2020 49 Impact of new accounting standards continued
Balance sheet items
Right of use assets
Lease liabilities due within one year
Lease liabilities due after one year
Retained earnings
31 July 2019
as reported
£’000
Restatement for
IFRS 16
£’000
31 July 2019
restated
£’000
31 July 2020
£’000
–
–
–
36,144
6,544
816
5,907
(179)
6,544
816
5,907
35,965
5,798
826
5,243
39,441
The impact on the opening Statement of Financial Position as of 1 August 2018 is disclosed in the table below. Line items that
were not affected by the changes have not been included.
Balance sheet items
Right of use assets
Lease liabilities due within one year
Lease liabilities due after one year
Retained earnings
50 Events after the reporting year
There have been no events after the end of the reporting year.
31 July 2018
as reported
£’000
Restatement for
IFRS 16
£’000
1 August 2018
restated
£’000
–
–
–
32,201
95
76
18
(1)
95
76
18
32,200
163
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Notes to the Parent Company Financial Statements
for the year ended 31 July 2020 continued
51 Registered addresses
YouGov plc
CoEditor Ltd1
Crunch Cloud Analytics Limited
Doughty Media 2 Limited2
InConversation Media Limited
Margaux Matrix Limited
Portent.io Limited
SMG Insight Limited
YGV Finance Limited3
YouGov Crunch Limited4
YouGov Services Limited
YouGovStone Limited5
Consilium Asia Limited
Consilium Limited
Crunch Cloud Analytics LLC
Portent Technologies Inc
YouGov America Inc
YouGov America Holdings LLC
Iridescent Productions Company Limited
MMH 2014 Limited
PT YouGov Consulting Indonesia
YG Research India Private Limited
YouGov Data & Analytics GmbH
YouGov Deutschland GmbH
YouGov Finland OY
YouGov France SASU
YouGov Galaxy Research Pty Limited
YouGov Research Pty Ltd
YouGov Italia S.R.L.
YouGov M.E. Egypt LLC6
YouGov M.E. FZ LLC
YouGov Malaysia Sdn. Bhd.
YouGov Nordic and Baltic A/S
YouGov Norway AS
YouGov Poland Sp. z o.o.
YouGov Research Canada Limited
YouGov Singapore Pte Ltd
YouGov Spain S.L.U.
YouGov SRL
YouGov Sweden AB
YouGov (Thailand) CO. LTD
Yougov Turkey Veri Ve Analiz Limited Şirketi
YouGov URC (Shanghai) Market Research Co. Ltd.
1 In voluntary strike-off
2 Dissolved 30 July 2019
3 Dissolved 2 July 2019
4 Dissolved 23 October 2018
5 Dissolved 17 September 2019
6 In liquidation
164
50 Featherstone Street, London, EC1Y 8RT, United Kingdom
Room 22D, Shuguang Building, No. 189 Puan Road, Shanghai, 200021, China
9/F, Skyway Centre, 23 Queen’s Road West, Sheung Wan, Hong Kong
Suite 101, 999 Main Street, Redwood City, California, United States
240/2/580 Ashtar Compound, Ankawa, Erbil, Kurdistan Region, Iraq
115, George’s Street, 4th Floor, Edinburgh, EH2 4JN, Scotland
62, Setiabudi One 2 Building, 6th Floor Suite 605C, JI HR Rasuna Said Kav
62,12920, Republic of Indonesia, Jakarta, Indonesia
Awfis BKC, 1B-1003, 10th floor, Parinee Crescenzo, G Block BKC, Bandra
Kurla Complex, Bandra East, Mumbai, Maharashtra 400051, Mumbai,
Maharashtra, 400051, India
41, Sebastian-Kneipp-Straße, Frankfurt am Main, 60439, Germany
72 a, Gustav-Heinemann-Ufer, Köln, 50968, Germany
c/o KPMG Oy Ab, Toolonlahdenkatu 3 A, Helsinki, 00100, Finland
29 Rue du Louvre, 75002, Paris, France
Level 38, Tower 3, International Towers Sydney, 300 Barangaroo Avenue,
Sydney, NSW, 2000
KPMG Fides Servizi di Amministrazione S.p.A., Via Vittor Pisani 27, Milan,
20124, Italy
115 Althawra St., Heliopolis, Cairo, Egypt
Suites 302 and 303, Cayan Business Center, Barsha Heights, Dubai, UAE
13.03, 13th Floor, Menara Tan & Tan, 207 Jalan Tun Razak, Kuala Lumpur,
50400, Malaysia
Klosterstræde 9, 2., Copenhagen K, 1157, Denmark
Møllergata 13, 0179, Oslo, Norway
17/9, Ul. Wiejska, Warsaw, 00-480, Poland
400-725. Granville Street, PO Box 10325, Vancouver, BC V7Y 1G5, Canada
1 Finlayson Green, #15-01, 049246, Singapore
c/ Latorre & Asociados Consultoría S.L., Suero de Quiñones, 34-36, 1P.,
Madrid, 28002, Spain
85, str. Buzesti, sector 1, Bucharest, Romania
8B, Erikbergsgatan, Stockholm, 114 30, Sweden
11/1 AIA Sathorn Tower, 17th Floor Unit 1702, South Sathorn Road, Yannawa,
Sathorn, Bangkok, 10120, Thailand
Estentepe Mahallesi Buyukdere Cad. Levent 199, Apt. No: 199/6, Sisli, Turkey
25F, The Headquarters, No.168 Xizang Middle Road, Shanghai 200001, China
YouGov Annual Report & Accounts 2020 52 Audit exemption under section 479A of the Companies Act 2006
The Directors consider that subsidiaries of the Group are entitled to exemption from the requirement to have an audit under
the provision of section 479A of the Companies Act 2006 (the “Act”) and the members have not required the Company to
obtain an audit for the period in question in accordance with section 476 of the Act.
YouGov plc has guaranteed the liabilities of the following subsidiaries in order that they qualify for the exemption from audit
under section 479A of the Companies Act 2006 in respect of the year ended 31 July 2019:
― Crunch Cloud Analytics Limited
― InConversation Media Limited
― Margaux Matrix Limited
― Portent.io Limited
― SMG Insight Limited
― YouGov Services Limited
The Directors acknowledge their responsibilities for complying with the requirements of the Companies Act 2006 with respect
to accounting records and the preparation of financial statements.
165
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Notice of Annual General Meeting
Notice is hereby given that the Annual General Meeting of YouGov plc will be held at 50 Featherstone Street, London EC1Y 8RT
on Thursday 10 December 2020 at 8.30am to consider and, if thought fit, pass the resolutions below.
Resolutions 14 and 15 will be proposed as Special Resolutions. All other resolutions will be proposed as Ordinary Resolutions.
Ordinary Resolutions
Resolution 1 – Report and accounts
To receive the Company’s annual accounts for the financial year ended 31 July 2020, together with the Directors’ Report and
the auditors’ report on those accounts.
Resolution 2 – Annual Report on Remuneration
To approve the Annual Report on Remuneration set out in the Annual Report & Accounts for the financial year ended
31 July 2020.
Resolution 3 – Appointment of auditors
To reappoint PricewaterhouseCoopers LLP as auditors to hold office from the conclusion of this meeting until the conclusion of
the next general meeting of the Company at which accounts are laid.
Resolution 4 – Remuneration of auditors
To authorise the Directors to fix the remuneration of the auditors.
Resolution 5 – Re-election of Roger Parry as Director
To re-elect Roger Parry as a Director.
Resolution 6 – Re-election of Stephan Shakespeare as Director
To re-elect Stephan Shakespeare as a Director.
Resolution 7 – Re-election of Alexander McIntosh as Director
To re-elect Alexander McIntosh as a Director.
Resolution 8 – Re-election of Sundip Chahal as Director
To re-elect Sundip Chahal as a Director.
Resolution 9 – Re-election of Rosemary Leith as Director
To re-elect Rosemary Leith as a Director.
Resolution 10 – Re-election of Andrea Newman as Director
To re-elect Andrea Newman as a Director.
Resolution 11 – Re-election of Ashley Martin as Director
To re-elect Ashley Martin as a Director.
Resolution 12 – Dividend
To declare a final dividend of 5.0p per Ordinary Share to be paid on Monday 14 December 2020 to those shareholders on the
register of members as at Friday 4 December 2020.
Resolution 13 – Directors’ authority to allot shares
To generally and unconditionally authorise the Directors (in substitution for all subsisting authorities to the extent unused, other
than in respect of any allotments made pursuant to offers or agreements made prior to the passing of this resolution) for the
purposes of section 551 of the Companies Act 2006 to exercise all the powers of the Company to allot shares in the Company
(“Shares”) and grant rights to subscribe for, or to convert any security into, Shares (“Subscription or Conversion Rights”) up
to an aggregate nominal amount of £10,848 provided that this authority shall expire at the conclusion of the next Annual
General Meeting of the Company after the passing of this resolution or on 31 December 2021, whichever is the earlier, save
that the Company may, before such expiry, make an offer or agreement which would or might require Shares to be allotted or
Subscription or Conversion Rights to be granted after such expiry and the Directors may allot Shares and grant Subscription or
Conversion Rights in pursuance of any such offer or agreement as if this authority had not so expired.
166
YouGov Annual Report & Accounts 2020 Special Resolutions
Resolution 14 – Authority for disapplication of pre-emption rights
That, conditional on the passing of Resolution 13 above, the Directors be and are hereby empowered in accordance with
section 570 and section 573 of the Companies Act 2006 to allot equity securities (within the meaning of section 560 of that
Act) for cash, either pursuant to the authority conferred by Resolution 13 or by way of a sale of treasury shares, as if section
561(1) of that Act did not apply to any such allotment, provided that this power shall be limited to:
(a)
the allotment of equity securities in connection with an offer of such securities:
(i)
to holders of Ordinary Shares in proportion (as nearly as may be practicable) to their respective holdings of such
shares; and
(ii)
to holders of other securities as required by the rights of those securities or as the Directors otherwise consider
necessary, but subject to such exclusions or other arrangements as the Directors may deem necessary or expedient in
relation to treasury shares, fractional entitlements, record dates, legal, regulatory or practical problems in or under the
laws of any territory or the requirements of any regulatory body or any stock exchange; and
(b)
the allotment (otherwise than pursuant to paragraph (a) above) of equity securities up to an aggregate nominal amount
of £10,848 and shall expire at the conclusion of the next Annual General Meeting of the Company after the passing of this
resolution or on 31 December 2021, whichever is the earlier, save that the Company may before such expiry make offers
or agreements which would or might require equity securities to be allotted after such expiry and the Directors may allot
equity securities in pursuance of any such offers or agreements as if the power conferred hereby had not expired.
Resolution 15 – Purchase of own shares for market value
That the Company be and is hereby generally and unconditionally authorised for the purposes of section 701 of the 2006
Act to make one or more market purchases (as defined in section 693(4) of the 2006 Act) on the London Stock Exchange of
Ordinary Shares of 0.2p each of the Company provided that:
(a) the maximum aggregate number of ordinary shares hereby authorised to be purchased is 10,847,775 (representing 10% of
the Company’s issued Ordinary Share capital at the date of this notice); and
(b) the minimum price (exclusive of expenses) which may be paid for each Ordinary Share is 0.2p; and
(c) the maximum price (exclusive of expenses) which may be paid for each Ordinary Share will not be more than the price
permitted by the Listing Rules of the UK Listing Authority at the time of purchase (which is currently the higher of an
amount equal to 105% of the average of the middle market quotations of an Ordinary Share of the Company, as derived
from the Daily Official List of the London Stock Exchange for the five business days immediately preceding the day on
which such share is contracted to be purchased and an amount equal to the higher of:
(i)
the price of the last independent trade of an Ordinary Share; and
(ii)
the highest current independent bid for an Ordinary Share as derived from the London Stock Exchange Trading
System; and
(d)
unless previously renewed, revoked or varied, this authority shall continue for the period ending on the date of the Annual
General Meeting in 2021 or 31 December 2021, whichever is the earlier, provided that, if the Company has agreed before
this date to purchase Ordinary Shares where these purchases will or may be executed after the authority terminates
(either wholly or in part), the Company may complete such purchases.
By order of the Board
Tilly Heald
Company Secretary
15 October 2020
Registered Office:
50 Featherstone Street
London EC1Y 8RT
Registered in England and Wales No. 3607311
167
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020
Notice of Annual General Meeting continued
Explanatory notes to the Notice of Annual General Meeting
Resolutions 1 to 13 are proposed as Ordinary Resolutions. This means that for each of those resolutions to be passed, more
than half of the votes cast must be in favour of the resolution.
Resolutions 14 to 15 are proposed as Special Resolutions. This means that for each resolution to be passed, at least three-
quarters of the votes cast must be in favour of the resolution.
Resolution 5 to 11 Explanatory notes
Each Director is proposed for election by the shareholders in general meeting. For more information about the Directors’
background and experience, see pages 66 to 67. For information regarding how the Board has considered the independence
of the Directors, see page 68.
Resolution 14 Explanatory notes
Under section 561 of the Companies Act 2006, when new shares are allotted, they must first be offered to existing
shareholders pro-rata to their holdings. This Special Resolution renews the authorities previously granted to the Directors to:
(a) allot shares of the Company in connection with a rights issue or other pre-emptive offer; and (b) otherwise allot shares of
the Company, or sell treasury shares for cash, up to an aggregate nominal value of £10,848 (representing in accordance with
institutional investor guidelines, approximately 5% of the share capital in issue as at 9 October 2020 (being the last practicable
date prior to the publication of this notice)) as if the pre-emption rights of section 561 did not apply. The authority granted
by this resolution shall expire at the conclusion of the next Annual General Meeting of the Company after the passing of this
resolution or on 31 December 2021, whichever is the earlier. The Company confirms that no more than 7.5% of the issued share
capital will be issued for cash within any rolling three-year period without prior consultation with shareholders.
Resolution 15 Explanatory notes
The Directors consider that it would be appropriate and that it would promote the success of the Company, for the benefit of its
members as a whole, to seek authority to make market purchases of its Ordinary Shares on the London Stock Exchange, up to
a limit of 10% of its issued Ordinary Share capital. The maximum and minimum prices are stated in Resolution 14. Any Ordinary
Shares purchased under this authority may either be cancelled or held as treasury shares. Treasury shares may subsequently
be cancelled, sold for cash or used to satisfy options issued to employees pursuant to an employee share plan.
The authority to purchase own shares will be exercised only if the Directors believe that in doing so it is likely to promote the
success of the Company for the benefit of its members as a whole.
As at 9 October 2020, being the last practicable date prior to the publication of this notice, there were employee share plan
options over 4,984,926 Ordinary Shares in the capital of the Company which represent 5% of the Company’s issued ordinary
share capital at that date. This figure of Ordinary Shares includes both vested and unvested employee share options. If all share
options were to vest in full, and authority under this resolution to purchase the Company’s Ordinary Shares was exercised in full,
the proportion of Ordinary Shares subject to such options would represent 5% of the Company’s issued Ordinary Share capital
as at 9 October 2020, being the latest practicable date before publication of this notice.
Additional notes
1. Shareholder attendance
Due to the current UK Government measures on COVID-19 and the Company’s obligation to protect the health and safety
of our shareholders, Directors and employees, our Annual General Meeting (“AGM”) this year will be run as a closed meeting
and shareholders will not be permitted to attend in person. The meeting will be restricted to the formal business of the AGM
only. Shareholders should not attempt to attend the AGM in person as they will not be admitted.
In lieu of an open AGM, the Company offers the opportunity for shareholders to pose questions to the Board which will be
responded to directly and made available on the Company’s website following the AGM. Questions should be submitted to the
Company by email to investor.relations@yougov.com by no later than 8.30am GMT on Tuesday 8 December 2020.
2. Proxy voting
The Board encourages all shareholders to exercise their vote by appointing the Chair of the meeting as their proxy and
providing voting instructions in advance of the AGM.
Forms of Proxy may alternatively be submitted electronically by logging on to sharegateway.co.uk and using the personal proxy
registration code which is printed on the Form of Proxy. For an electronic proxy appointment to be valid, the appointment must
be received by Neville Registrars Limited no later than 8.30am GMT on Tuesday 8 December 2020.
168
YouGov Annual Report & Accounts 2020 The return of a completed Form of Proxy, other such instrument or any CREST Proxy Instruction (as described below) will not
prevent a shareholder attending the AGM and voting in person if he/she wishes to do so.
In accordance with Regulation 41 of the Uncertificated Securities Regulations 2001, to be entitled to attend and vote at the
AGM (and for the purpose of the determination by the Company of the votes they may cast), shareholders must be registered in
the Register of Members of the Company at 6.00pm GMT on Tuesday 8 December 2020 (or, in the event of any adjournment,
6.00pm on the date which is two days before the time of the adjourned meeting). Changes to the Register of Members after
the relevant deadline shall be disregarded in determining the rights of any person to attend and vote at the meeting.
3. Electronic voting
CREST members who wish to appoint a proxy or proxies through the CREST electronic proxy appointment service may do so
by using the procedures described in the CREST Manual. CREST personal members or other CREST sponsored members,
and those CREST members who have appointed a service provider(s), should refer to their CREST sponsor or voting service
provider(s), who will be able to take the appropriate action on their behalf.
In order for a proxy appointment or instruction made using the CREST service to be valid, the appropriate CREST message
(a “CREST Proxy Instruction”) must be properly authenticated in accordance with the specifications of Euroclear UK & Ireland
Limited (the operator of the CREST system), and must contain the information required for such instruction, as described in
the CREST Manual. The message, regardless of whether it constitutes the appointment of a proxy or is an amendment to
the instruction given to a previously appointed proxy must, in order to be valid, be transmitted so as to be received by the
issuer’s agent (ID 7RA11) by 8.30am GMT on Tuesday 8 December 2020. For this purpose, the time of receipt will be taken to
be the time (as determined by the timestamp applied to the message by the CREST Application Host) from which the issuer’s
agent is able to retrieve the message by enquiry to CREST in the manner prescribed by CREST. After this time any change of
instructions to proxies appointed through CREST should be communicated to the appointee through other means.
CREST members and, where applicable, their CREST sponsors, or voting service providers should note that Euroclear UK &
Ireland Limited does not make available special procedures in CREST for any particular message. Normal system timings and
limitations will, therefore, apply in relation to the input of CREST Proxy Instructions. It is the responsibility of the CREST member
concerned to take (or, if the CREST member is a CREST personal member, or sponsored member, or has appointed a voting
service provider, to procure that his CREST sponsor or voting service provider(s) take(s)) such action as shall be necessary
to ensure that a message is transmitted by means of the CREST system by any particular time. In this connection, CREST
members and, where applicable, their CREST sponsors or voting system service providers are referred, in particular, to those
sections of the CREST Manual concerning practical limitations of the CREST system and timings.
The Company may treat as invalid a CREST Proxy Instruction in the circumstances set out in Regulation 35(5)(a) of the
Uncertificated Securities Regulations 2001.
4. Corporate representatives
Given that it will not be possible to attend the AGM in person, corporate shareholders should consider appointing the Chair of
the meeting as a proxy or corporate representative to ensure that their votes can be cast in accordance with their wishes.
169
Strategic report Governance report Financial statements Additional informationYouGov Annual Report & Accounts 2020 Notes
170
YouGov Annual Report & Accounts 2020 171
YouGov Annual Report & Accounts 2020 Other Information
Corporate website
Our corporate website – which includes information on YouGov’s stated
strategy, operations, compliance framework and financial results – is a
resource for shareholders to keep up to date with our business.
Useful pages
corporate.yougov.com
corporate.yougov.com/investors
corporate.yougov.com/compliance
corporate.yougov.com/governance
Disclaimer
The purpose of this Annual Report & Accounts (“this document”) is to provide information to the shareholders of YouGov plc (the
“Company”). This document contains forward looking statements which are made by the Directors and Officers in good faith
based on information available to them at the time of approval of this report. In particular, all statements that express forecasts,
expectations and projections with respect to future matters, including trends in results of operations, margins, growth rates,
overall market trends, the impact of interest or exchange rates, anticipated costs savings and synergies and the execution of the
Company’s stated strategy, are forward looking statements. By their nature, these statements involve uncertainty since future
events and circumstances can cause results and developments to differ materially from those anticipated. The forward looking
statements reflect knowledge and information available at the date of preparation of this document and the Company undertakes
no obligation to update these forward looking statements. Nothing in this document should be construed as a profit forecast.
172
YouGov Annual Report & Accounts 2020 Annual Report
produced using
Annual Report
produced using
Consultancy, design and production
www.luminous.co.uk
Design and production
www.luminous.co.uk
Y
o
u
G
o
v
A
n
n
u
a
l
R
e
p
o
r
t
&
A
c
c
o
u
n
t
s
2
0
2
0
YouGov plc
50 Featherstone Street
London EC1Y 8RT
E: investor.relations@yougov.com
W: corporate.yougov.com